N-CSR

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number			811-21993
RevenueShares ETF Trust
(Exact name of registrant as specified in charter)
One Commerce Square, 2005 Market Street Suite 2020 Philadelphia, Pennsylvania					19103
(Address of principal executive offices)					(Zip code)
Vincent T. Lowry One Commerce Square, 2005 Market Street Suite 2020 Philadelphia, Pennsylvania 19103
(Name and address of agent for service)
Registrant’s telephone number, including area code:				1-877-738-8870
Date of fiscal year end:	June 30
Date of reporting period:		July 1, 2008 – June 30, 2009

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Reports to Stockholders.

RevenueSharesTM ETF Trust
Annual Report to Shareholders

June 30, 2009

www.RevenueSharesETFs.com | 877.738.8870

Table of Contents

Letter to Shareholders	2
Management Discussion of Fund Performance	4
Shareholder Expense Examples	15
Schedule of Investments Summary Tables	16
Schedules of Investments
RevenueShares Large Cap Fund	17
RevenueShares Mid Cap Fund	22
RevenueShares Small Cap Fund	27
RevenueShares Financials Sector Fund	33
RevenueShares ADR Fund	34
RevenueShares Navellier Overall A-100 Fund	37
Statements of Assets and Liabilities	40
Statements of Operations	41
Statements of Changes in Net Assets	42
Financial Highlights	44
Notes to Financial Statements	46
Report of Independent Registered Public Accounting Firm	54
Board Approval of Investment Advisory and Sub-Advisory Agreements	55
Trustees and Officers of the RevenueShares ETF Trust	58
Supplemental Information	60

1

Letter To Shareholders

August 2009

Dear Shareholder:

RevenueShares ETF Trust completed its first full fiscal year during the most challenging global equity market in a generation. For the periods ended June 30, 2009, the RevenueShares ETFs of RWL (RevenueShares Large Cap Fund) returned -26.27%, RWK (RevenueShares Mid Cap Fund) returned -21.39%, RWJ (RevenueShares Small Cap Fund) returned -13.67%. RWW (RevenueShares Financials Sector Fund) returned -9.87%*, RTR (RevenueShares ADR Fund) returned 21.15%**, and RWV (RevenueShares Navellier Overall A-100 Fund) returned 10.48%*** (Fund performance reflects net asset value). However, since early March 2009 the global equity markets have turned up and pulled ahead significantly enough to turn most domestic and global equity indexes into positive territory. The Revenue Weighted Strategies have responded well during this period with several funds outperforming their underlying indexes for the calendar year-to-date. It is important to note past performan ce is not an indicator of future results.

Calendar Year-To-Date as of 06/30/09 at NAV:

°  RWL, 4.59% vs. S&P 500 Index, 3.19%

°  RWK, 18.30% vs. S&P MidCap 400 Index, 8.47%

°  RWJ, 14.36% vs. S&P SmallCap 600 Index, .67%

°  RWW, 2.46% vs. S&P 500 Financials Index, -3.31%

°  RTR, 12.15% vs. S&P ADR Index, 10.09%

°  RWV, 10.48% vs. Russell 3000 Index, 16.63%***

We believe the equity markets will continue to rise slowly over the next several months in anticipation of a global economic expansion. However, this recovery will be more difficult to measure because of the continued uncertainty surrounding the global banking system. Until the question surrounding the banking system becomes more transparent and better understood we believe the global expansion will not be as robust as in the past, however, we believe the economy will expand enough for the equity markets to outperform bonds.

China continues to expand economically, as its construction and other sectors experienced increased activity during the first six months of 2009. In the United States, unemployment continues to loom as the major obstacle to the domestic housing recovery. We believe the fall in the housing market led the U.S. and global economies into this difficult downturn and that a stable U.S. housing market is essential for a broad economic expansion. An economic expansion will also require a greater global demand for goods and services from many of the emerging economies. Despite the many obstacles and challenges to come during the upcoming year, we believe the powerful force of individuals in the emerging global economies desiring to live better will provide the next growth engine needed for a global economic recovery.

Vincent T. Lowry
C.E.O. and Chief Investment Officer
VTL Associates, LLC

An investment in the Funds is subject to investment risk, including the possible loss of principal amount invested. Fund returns may not match the return of their respective Index, known as non-correlation risk, due to operating expenses incurred by the Funds. The alternative weighting approach employed by the Funds (i.e., using revenues as a weighting measure), while designed to enhance potential returns, may not produce the desired results. The risks associated with each specific fund are detailed in the prospectus and could include factors such as increased volatility risk, small and medium capitalization stock risk, concentration risk, non-diversification risk, financials sector risk, American Depositary

2

Letter To Shareholders — concluded

Receipt risk, currency exchange risk, foreign market risk, growth style investing risk, portfolio turnover risk, and/or special risks of exchange-traded funds.

Russell 3000 Index measures the performance of the 3000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the investable U.S. equity market. One cannot invest directly in an index. RevenueShares ETFs are not sponsored, endorsed, sold or promoted by Standard & Poor's. Standard & Poor's makes no representation regarding the advisability of investing in RevenueShares ETFs.

The views in this letter were those of the Fund manager as of the publication of the report and may not necessarily reflect his views on the date of this letter is first published or anytime thereafter. These views are intended to assist shareholders in understanding the Funds' present investment methodology and do not constitute investment advice.

A Fund's per share net asset value or "NAV" is the value of one share of a Fund as calculated in accordance with the standard formula for valuing mutual fund shares. The NAV return is based on the NAV of a Fund and the market return is based on the market price per share of a Fund. The price used to calculate market return ("Market Price") is determined by using the closing price on the primary stock exchange on which the shares of the Fund are listed for trading when the fund's NAV is calculated at market close. Market and NAV returns assume that dividends and capital gain distributions have been reinvested in the Fund at Market Price and NAV, respectively. Returns less than one year are cumulative.

*  Since inception on November 10, 2008

**  Since inception on November 18, 2008

***  Since inception on January 21, 2009

3

Management Discussion of Fund Performance

June 30, 2009

RevenueShares Large Cap Fund^TM (Ticker: RWL)

The Fund seeks to achieve its investment objective of outperforming the total return performance of the S&P 500 Index ("S&P 500") by investing in the constituent securities of the S&P 500 in the same proportions as the RevenueShares Large Cap Index. The S&P 500 is a stock market index comprised of a representative sample of common stocks of 500 leading companies in leading industries of the United States economy selected by Standard & Poor's^®. Under normal circumstances, the Fund will invest at least 80% of its net assets in the securities of large capitalization companies included in the S&P 500 and generally expects to be substantially invested at such times, with at least 95% of its net assets invested in these securities. The Fund defines large capitalization companies as companies that are included in the S&P 500 at the time of purchase. The Fund will provide shareholders with at least 60 days' notice prior to any change in this policy.

The RevenueShares Large Cap Fund (RWL) underperformed the S&P 500 during the fiscal year ended June 30, 2009, returning -26.27% vs. -26.21% for the S&P 500. Market participants began to slowly initiate positions in riskier assets outside the U.S. Treasury market and, as a result, corporate bond spreads have narrowed significantly reducing costs for corporations. The equity market is also experiencing positive inflows. Collectively, many more signs of economic stability are emerging. These trends will need to continue for the economy to rebound during the remainder of 2009.

Sector Allocations As of June 30, 2009
Sector	Percentage of Net Assets
Consumer Discretionary		16.16
Energy		14.54
Consumer Staples		13.21
Financials		12.91
Health Care		10.65
Industrials		10.28
Information Technology		10.13
Materials		4.31
Utilities		4.00
Telecommunication Services		3.41
Total Investments		99.60
Other Asset in Excess of Liabilities		0.40
Net Assets		100.00
Top Ten Fund Holdings As of June 30, 2009
Security	Percentage of Net Assets
Exxon Mobil Corp.		3.89
Wal-Mart Stores, Inc.		3.21
Ford Motor Co.		3.01
Chevron Corp.		2.25
ConocoPhillips		1.78
Goldman Sachs Group, Inc.		1.55
Morgan Stanley		1.41
International Business Machines Corp.		1.30
General Electric Co.		1.24
Hewlett-Packard Co.		1.23
Total		20.87

4

Management Discussion of Fund Performance — continued

Fund Performance History (%)	Annualized Total Return As of June 30, 2009
	Since Inception (February 22, 2008)			1 Year
Index
RevenueShares Large Cap IndexTM		(24.46	)%		(25.85	)%
S&P 500 Index		(22.42	)%		(26.21	)%
Fund
NAV Return		(25.08	)%		(26.27	)%
Market Price		(25.10	)%		(26.52	)%

Performance data quoted represents past performance and is no guarantee of future results. Current performance may be lower or higher than the performance data quoted. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. As stated in the current prospectus, the Large Cap Fund's annual operating expense ratio (gross) is 2.32% and the net expense is .49%. (Actual expenses can be referenced in the Financial Highlights section later in the report.) The Fund's advisor has contractually agreed to waive a portion of its fees and/or reimburse expenses to the extent necessary to keep the Fund's expenses from exceeding the net expense ratio. This agreement is in effect until October 31, 2011. The performance table and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For the Fund's most recent month end performance please visit www.revenuesharesetfs.com.

Performance reflects reinvestment of all dividend and capital gains distributions. During this period, some of the Fund's fees were waived and/or expenses reimbursed; otherwise, the Fund's performance would have been lower.

Index returns reflect the reinvestment of dividends but do not reflect any management fees, transaction costs or other expenses that would be incurred by a portfolio or fund, or brokerage commissions on transactions in Fund shares. Such fees, expenses and commissions reduce Fund returns. RevenueShares Large Cap Index returns became publicly available on January 3, 2006. Index returns do not represent Fund returns. One cannot invest directly in an index.

The S&P 500 Index is a broad-based, unmanaged measurement of changes in stock market conditions based on the average of 500 widely held common stocks.

5

Management Discussion of Fund Performance — continued

June 30, 2009

RevenueShares Mid Cap Fund^TM (Ticker: RWK)

The Fund seeks to achieve its investment objective of outperforming the total return performance of the S&P MidCap 400 Index ("S&P MidCap 400") by investing in the constituent securities of the S&P MidCap 400 in the same proportions as the RevenueShares Mid Cap Index . The S&P MidCap 400 is a stock market index comprised of common stock of 400 mid-sized companies selected by Standard & Poor's^®. Under normal circumstances, the Fund will invest at least 80% of its net assets in the securities of mid capitalization companies included in the S&P MidCap 400 and generally expects to be substantially invested at such times, with at least 95% of its net assets invested in these securities. The Fund defines mid capitalization companies as companies that are included in the S&P MidCap 400 at the time of purchase. The Fund will provide shareholders with at least 60 days' notice prior to any change in this poli cy.

The RevenueShares Mid Cap Fund (RWK) experienced a negative return for the fiscal year ended June 30, 2009 of -21.39%, vs. -28.02% for the S&P MidCap 400. Despite the negative return, RWK has turned in a strong rebound since early March and continues to post positive returns for the calendar year 2009. Energy, financial and information technology sectors were strong calendar year-to-date sector performers for the Fund.

Sector Allocations As of June 30, 2009
Sector	Percentage of Net Assets
Information Technology		20.33
Industrials		18.54
Consumer Discretionary		16.52
Health Care		10.48
Materials		10.30
Financials		8.82
Utilities		5.10
Consumer Staples		4.65
Energy		4.10
Telecommunication Services		0.86
Total Investments		99.70
Other Assets in Excess of Liabilities		0.30
Net Assets		100.00
Top Ten Fund Holdings As of June 30, 2009
Security	Percentage of Net Assets
Ingram Micro, Inc. Class A		3.69
Tech Data Corp.		3.27
Manpower, Inc.		2.17
Arrow Electronics, Inc.		1.64
Avnet, Inc.		1.63
Ashland, Inc.		1.63
Health Net, Inc.		1.61
Community Health Systems, Inc.		1.45
ONEOK, Inc.		1.34
Smithfield Foods, Inc.		1.30
		19.73

6

Management Discussion of Fund Performance — continued

Fund Performance History (%)	Annualized Total Return As of June 30, 2009
	Since Inception (February 22, 2008)			1 Year
Index
RevenueShares Mid Cap IndexTM		(17.61	)%		(20.69	)%
S&P MidCap 400 Index		(19.61	)%		(28.02	)%
Fund
NAV Return		(18.13	)%		(21.39	)%
Market Price		(18.03	)%		(21.71	)%

Performance data quoted represents past performance and is no guarantee of future results. Current performance may be lower or higher than the performance data quoted. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. As stated in the current prospectus, the Mid Cap Fund's annual operating expense ratios (gross) is 4.93% and the net expense ratio is .54%. (Actual expenses can be referenced in the Financial Highlights section later in the report.) The Funds' advisor has contractually agreed to waive a portion of its fees and/or reimburse expenses to the extent necessary to keep the Funds' expenses from exceeding the net expense ratio. This agreement is in effect until October 31, 2011. The performance table and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund Shares. For the F und's most recent month end performance please visit www.revenuesharesetfs.com.

Performance reflects reinvestment of all dividend and capital gains distributions. During this period, some of the Fund's fees were waived and/or expenses reimbursed; otherwise, the Fund's performance would have been lower.

Index returns reflect the reinvestment of dividends but do not reflect any management fees, transaction costs or other expenses that would be incurred by a portfolio or fund, or brokerage commissions on transactions in Fund shares. Such fees, expenses and commissions reduce returns. RevenueShares Mid Cap Index^TM returns became publicly available on January 3, 2006. Index returns do not represent Fund returns. One cannot invest directly in an index.

The S&P MidCap400 Index consists of 400 domestic mid cap stocks selected for market size, liquidity and industry group representation.

7

Management Discussion of Fund Performance — continued

June 30, 2009

RevenueShares Small Cap Fund^TM (Ticker: RWJ)

The Fund seeks to achieve its investment objective of outperforming the total return performance of the S&P SmallCap 600 Index ("S&P SmallCap 600") by investing in the constituent securities of the S&P SmallCap 600 in the same proportions as the RevenueShares Small Cap Index. The S&P SmallCap 600 is a stock market index comprised of 600 common stocks of small-cap companies selected by Standard & Poor's^® based on inclusion criteria to ensure that they are investable and financially viable. Under normal circumstances, the Fund will invest at least 80% of its net assets in the securities of small capitalization companies included in the S&P SmallCap 600 and generally expects to be substantially invested at such times, with at least 95% of its net assets invested in these securities. The Fund defines small capitalization companies as companies that are included in the S&P SmallCap 600 at the time of pur chase. The Fund will provide shareholders with at least 60 days' notice prior to any change in this policy.

The RevenueShares Small Cap Fund (RWJ) was in negative territory for the fiscal year ended June 30, 2009. However, it outperformed the S&P SmallCap 600 by a significant margin: RWJ returned -13.67% vs. -25.31% for the S&P SmallCap 600. The rally in consumer discretionary and finance sectors since early March 2009 contributed heavily to calendar year-to-date positive outperformance of the Fund versus the S&P SmallCap 600.

Sector Allocations As of June 30, 2009
Sector	Percentage of Net Assets
Consumer Discretionary		33.06
Industrials		16.77
Information Technology		15.92
Health Care		8.30
Energy		6.50
Financials		5.69
Consumer Staples		5.66
Materials		4.50
Utilities		3.20
Telecommunication Services		0.40
Total Investments		100.00
Liabilities in Excess of other Assets		0.00
Net Assets		100.00
Top Ten Fund Holdings As of June 30, 2009
Security	Percentage of Net Assets
World Fuel Services Corp.		3.08
Sonic Automotive, Inc. Class A		2.96
SYNNEX Corp.		2.68
Group 1 Automotive, Inc.		2.34
Stein Mart, Inc.		1.55
HSN, Inc.		1.49
Insight Enterprises, Inc.		1.40
OfficeMax, Inc.		1.18
Anixter International, Inc.		1.14
Helen of Troy Ltd.		1.08
		18.90

8

Management Discussion of Fund Performance — continued

Fund Performance History (%)	Annualized Total Return As of June 30, 2009
	Since Inception (February 22, 2008)			1 Year
Index
RevenueShares Small Cap IndexTM		(12.98	)%		(12.14	)%
S&P SmallCap 600 Index		(19.64	)%		(25.31	)%
Fund
NAV Return		(14.52	)%		(13.67	)%
Market Price		(14.33	)%		(13.67	)%

Performance data quoted represents past performance and is no guarantee of future results. Current performance may be lower or higher than the performance data quoted. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. Returns less than one year are cumulative. The Small Cap Fund's annual operating expense ratio (gross) is 5.03% and the net expense ratio is .54%. (Actual expenses can be referenced in the Financial Highlights section later in the report.) The Fund's advisor has contractually agreed to waive a portion of its fees and/or reimburse expenses to the extent necessary to keep the Fund's expenses from exceeding the net expense ratio. This agreement is in effect until October 31, 2011. The performance table and graph do no reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For the Fund's most recent month end performance please visit www.revenuesharesetfs.com.

Performance reflects reinvestment of all dividend and capital gains distributions. During this period, some of the Fund's fees were waived and/or expenses reimbursed; otherwise, the Fund's performance would have been lower.

Index returns reflect the reinvestment of dividends but do not reflect any management fees, transaction costs or other expenses that would be incurred by a portfolio or fund, or brokerage commissions on transactions in Fund shares. Such fees, expenses and commissions reduce returns. RevenueShares Small Cap Index returns became publicly available on January 3, 2006. Index returns do not represent Fund returns. One cannot invest directly in an index.

The S&P SmallCap 600 Index consists of 600 domestic small cap stocks selected for market size, liquidity and industry group representation.

9

Management Discussion of Fund Performance — continued

June 30, 2009

RevenueShares Financials Sector Fund^TM (Ticker: RWW)

The Fund seeks to achieve its investment objective of outperforming the total return performance of the S&P 500^® Financials Index ("S&P 500 Financials") by investing in the constituent securities of the S&P 500^® Financials in the same proportions as the RevenueShares Financials Sector Index. The S&P 500^® Financials is a stock market index comprised of large cap companies that Standard & Poor's^® deems to be part of the Financials sector of the United States economy, using the Global Industry Classification Standard. It is a subset of the S&P 500^® Index and includes companies involved in activities such as: banking; mortgage finance; consumer finance; specialized finance; investment banking and brokerage; asset management and custody; corporate lending; insurance; financial investment; and real estate, including real estate investment trusts ("RE ITs"). Under normal circumstances, the Fund will invest at least 80% of its net assets in Financials companies included in the S&P 500^® Financials and generally expects to be substantially invested at such times, with at least 95% of its net assets invested in these securities. The Fund defines Financials companies as companies that are included in the S&P 500^® Financials at the time of purchase. The Fund will provide shareholders with at least 60 days' notice prior to any change in this policy.

The RevenueShares Financials Sector Fund (RWW) launched in November 2008. For the fiscal period from November 10, 2008 through June 30, 2009, RWW returned –9.87% vs. -10.72% for the S&P 500 Financials. Exposure to larger revenue banks contributed significantly to the Fund's outperformance.

Sector Allocations As of June 30, 2009
Sector	Percentage of Net Assets
Financials		100.19
Total Investments		100.19
Liabilities in Excess of Other Assets		(0.19	)
Net Assets		100.00
Top Ten Holdings As of June 30, 2009
Security	Percentage of Net Assets
Goldman Sachs Group, Inc.		11.92
Morgan Stanley		10.87
JPMorgan Chase & Co.		9.43
Bank of America Corp.		8.15
MetLife, Inc.		4.16
Wells Fargo & Co.		3.80
Citigroup, Inc.		3.60
Prudential Financial, Inc.		3.55
American Express Co.		2.98
American International Group, Inc.		2.68
		61.14

10

Management Discussion of Fund Performance — continued

Fund Performance History (%)	Cumulative Total Return As of June 30, 2009
	Since Inception (November 10, 2008)
Index
RevenueShares Financials Sector IndexTM		(4.92	)%
S&P 500 Financials Index		(10.72	)%
S&P 500 Index		1.85	%
Fund
NAV Return		(9.87	)%
Market Price		(10.03	)%

Performance data quoted represents past performance and is no guarantee of future results. Current performance may be lower or higher than the performance data quoted. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. Returns less than one year are cumulative. The Financials Sector Fund's annual operating expense ratio (gross) is 1.23% and the net expense ratio is .49%. (Actual expenses can be referenced in the Financial Highlights section later in the report.) The Fund's advisor has contractually agreed to waive a portion of its fees and/or reimburse expenses to the extent necessary to keep the Fund's expenses from exceeding the net expense ratio. This agreement is in effect until October 31, 2011. The performance table and graph do no reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund sha res. For the Fund's most recent month end performance please visit www.revenuesharesetfs.com.

Performance reflects reinvestment of all dividend and capital gains distributions. During this period, some of the Fund's fees were waived and/or expenses reimbursed; otherwise, the Fund's performance would have been lower.

Index returns reflect the reinvestment of dividends but do not reflect any management fees, transaction costs or other expenses that would be incurred by a portfolio or fund, or brokerage commissions on transactions in Fund shares. Such fees, expenses and commissions reduce returns. RevenueShares Financials Sector Index returns became publicly available on October 1, 2008. Index returns do not represent Fund returns. One cannot invest directly in an index.

The S&P 500 Financials Index consists of large cap stocks deemed to be part of the Financials Sector of the United States economy.

The S&P 500 Index is a broad-based, unmanaged measurement of changes in stock market conditions based on the average of 500 widely held common stocks.

11

Management Discussion of Fund Performance — continued

June 30, 2009

RevenueShares ADR Fund^TM (Ticker: RTR)

The Fund seeks to achieve its investment objective of outperforming the total return performance of the S&P ADR Index by investing in the constituent securities of the S&P ADR Index in the same proportions as the RevenueShares ADR Index. The RevenueShares ADR Index is constructed using a rules-driven methodology, which re-weights the constituent securities of the S&P ADR Index according to the revenue earned by the companies in that index, subject to certain tax diversification requirements. The RevenueShares ADR Index generally contains the same securities as the S&P ADR Index, but in different proportions. Constituent securities that are added to or removed from the S&P ADR Index during a calendar quarter are generally added to and removed from the RevenueShares ADR Index on a quarterly basis. The S&P ADR Index is a U.S. dollar denominated version of the S&P Global 1200 Ex U.S. Index and is based on the non-U.S. stocks of the S&P Global 1200. American Depositary Receipts ("ADRs") are certificates that represent a U.S. dollar denominated equity ownership in a foreign company and offer U.S. investors the same economic benefits enjoyed by the shareholders of that company. Typically, ADRs are listed and traded on U.S. exchanges and trade in U.S. dollars just like any other U.S.-domiciled security. Since not all foreign companies offer ADR programs, the S&P ADR Index is made up of those companies from the S&P Global 1200 who make available ADRs that are offered or listed on a U.S. exchange, global shares or, in the case of Canadian equities, ordinary shares, all of which are traded on a U.S. exchange. Under normal circumstances, the Fund will invest at least 80% of its net assets in ADRs included in the S&P ADR Index and generally expects to be substantially invested at such times, with at least 95% of its net assets invested in these securities. The Fund will provide shareholders with at least 60 days' notice prior to any change in this policy.

In November 2008, RevenueShares launched the RevenueShares ADR Fund (RTR). For the fiscal period from November 18, 2008 through June 30, 2009, RTR returned a positive 21.15% vs. 21.00% for the S&P ADR Index. Three sectors provided RTR superior returns: energy, financials and healthcare.

Sector Allocations As of June 30, 2009
Sector	Percentage of Net Assets
Energy		28.20
Financials		28.11
Consumer Discretionary		12.51
Telecommunication Services		8.98
Information Technology		5.35
Materials		5.20
Industrials		3.92
Consumer Staples		3.07
Health Care		2.66
Utilities		1.70
Total Investments		99.70
Other Assets in Excess of Liabilities		0.3
Net Assets		100.00
Top Ten Holdings As of June 30, 2009
Security	Percentage of Net Assets
BP PLC		5.37
Royal Dutch Shell PLC Class B		3.38
Royal Dutch Shell PLC Class A		3.29
Total SA		3.29
AXA SA		3.06
Toyota Motor Corp.		2.99
ENI SpA		2.41
Daimler AG		2.38
HSBC Holdings PLC		2.33
ING Groep NV		2.27
Total		30.77

12

Management Discussion of Fund Performance — continued

Fund Performance History (%)	Cumulative Total Return As of June 30, 2009
	Since Inception (November 18, 2008)
Index
RevenueShares ADR IndexTM		25.45	%
S&P ADR Index		21.00	%
MSCI EAFE Index		17.88	%
Fund
NAV Return		21.15	%
Market Price		21.18	%

Performance data quoted represents past performance and is no guarantee of future results. Current performance may be lower or higher than the performance data quoted. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than original cost. Returns less than one year are cumulative. The ADR Fund's annual operating expense ratio (gross) is .70% and the net expense ratio is .49%. (Actual expenses can be referenced in the Financial Highlights section later in the report.) The Fund's advisor has contractually agreed to waive a portion of its fees and/or reimburse expenses to the extent necessary to keep the Fund's expenses from exceeding the net expense ratio. This agreement is in effect until October 31, 2011. The performance table and graph do no reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. For the Fu nd's most recent month end performance please visit www.revenuesharesetfs.com.

Performance reflects reinvestment of all dividend and capital gains distributions. During this period, some of the Fund's fees were waived and/or expenses reimbursed; otherwise, the Fund's performance would have been lower.

Index returns reflect the reinvestment of dividends but do not reflect any management fees, transaction costs or other expenses that would be incurred by a portfolio or fund, or brokerage commissions on transactions in Fund shares. Such fees, expenses and commissions reduce returns. RevenueShares ADR Index returns became publicly available on October 1, 2008. Index returns do not represent Fund returns. One cannot invest directly in an index.

The S&P ADR Index is a U.S. dollar denominated version of the S&P Global 1200 Ex U.S. Index, consisting of the companies in that index who make available American Depositary Receipts ("ADRs").

The MSCI EAFE Index (Europe, Australasia, Far East) adjusts the market capitalization of index constituents for free float and targets for index inclusion 85% of free float-adjusted market capitalization in each industry group in developed market countries, excluding the U.S. and Canada.

13

Management Discussion of Fund Performance — continued

June 30, 2009

RevenueShares Navellier Overall A-100 Fund^TM (Ticker: RWV)

The Fund seeks to achieve its investment objective of outperforming the total return performance of the Navellier Overall A-100 Index by investing in the constituent securities of the Navellier Overall A-100 Index in the same proportions as the RevenueShares Navellier Overall A-100 Index. The Navellier Overall A-100 Index is constructed from companies that are traded on the New York Stock Exchange, Nasdaq Stock Exchange or American Stock Exchange that have over 2,500 shares traded daily, a closing price over $1, and companies that have been public for at least one year. This universe of companies is narrowed through a combination of quantitative and fundamental screens to select the top 100 of the total universe. This is accomplished by implementing a multi-factor model that encompasses nine factors, one of which is quantitative based and eight that are fundamental. The quantitative factor begins with a computer-driven analysis based on Mode rn Portfolio Theory. The Index calculates reward (alpha) and risk (standard deviation) characteristics for the universe of approximately 4,800 stocks. Trailing 52-week "alphas" (measure of return independent of the market) are divided by trailing 52-week "standard deviations" (measure of volatility or risk) to create a "reward/risk" ratio. This factor has the highest weight in the Navellier Overall A-100 Index.

The Navellier Overall A-100 Index then calculates the following fundamental factors:

1.  Sales Growth

2.  Operating Margin Growth

3.  EPS Growth

4.  Earnings Revisions

5.  Earnings Surprise

6.  Earnings Momentum

7.  Return of Equity

8.  Free Cash Flow

All eight fundamental factors are equally weighted and combined with the Quantitative Score. Each stock in this universe is percentile ranked and the top 100 stocks of the total universe comprise the final Navellier Overall A-100 Index. The Navellier Overall A-100 Index is rebalanced and reconstituted quarterly. Navellier is not affiliated with the Funds or their investment advisers.

The RevenueShares Navellier Overall A-100 Index is constructed using a rules-driven methodology, which re-weights the constituent securities of the Navellier Overall A-100 Index according to the revenue earned by the companies in that index, subject to certain tax diversification requirements and a maximum 7% per-company weighting. The RevenueShares Navellier Overall A-100 Index generally contains the same securities as the Navellier Overall A-100 Index, but in different proportions. The RevenueShares Navellier Overall A-100 Index is reconstituted quarterly according to September 30 weightings promptly following the reconstitution of the Navellier Overall A-100 Index. See "The RevenueShares Indexes" for more information.

Under normal circumstances, the Fund will invest at least 80% of its net assets in companies included in the Navellier Overall A-100 Index and generally expects to be substantially invested at such times, with at least 95% of its net assets invested in these securities. The Fund will provide shareholders with at least 60 days' notice prior to any change in this policy.

The Growth of $10,000 Investment Chart and Fund Performance History Table are omitted for RevenueShares Navellier Overall A-100 Fund, as the Fund had fewer than six months of operating history at June 30, 2009.

Sector Allocation As of June 30, 2009
Sector	Percentage of Net Assets
Consumer Discretionary		30.59
Health Care		24.53
Industrials		18.08
Information Technology		9.79
Energy		4.70
Materials		4.00
Financials		3.21
Consumer Staples		2.97
Utilities		1.40
Telecommunication Services		0.53
Total Investments		99.80
Other Assets in Excess of Liabilities		0.20
Net Assets		100.00
Top Ten Holdings As of June 30, 2009
Security	Percentage of Net Assets
Aecom Technology Corp.		7.46
AstraZeneca PLC		4.92
Centene Corp.		4.34
World Fuel Services Corp.		3.75
McDonald's Corp.		3.49
Cerner Corp.		2.81
Sociedad Quimica y Minera de Chile SA		2.60
Metavante Technologies, Inc.		2.35
Amgen, Inc.		2.28
Beacon Roofing Supply, Inc.		2.19
Total		36.19

14

Shareholder Expense Examples

As a shareholder of a RevenueShares ETF, you incur two types of costs: (1) transaction costs for purchasing and selling shares and (2) ongoing costs, including advisory fees and other fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars and cents) of investing in the Funds and to compare these costs with the ongoing costs of investing in other exchange-traded funds.

The actual and hypothetical expense examples below are based on an investment of $1,000 held for the entire six-month period from January 1, 2009 to June 30, 2009.

Actual expenses

The first line under each Fund in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line for your Fund under the heading entitled "Expenses Paid During the Six Month Period" to estimate the expenses you paid on your account during this period.

Hypothetical example for comparison purposes

The second line under each Fund in the table provides information about hypothetical account values and hypothetical expenses based on each Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other exchange-traded funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other exchange-traded funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line under each Fund in the table is useful in comparing ongoing Fund costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value 01/01/09		Ending Account Value 06/30/09		Annualized Expense Ratios for the Six Month Period			Expenses Paid During the Six Month Period†
RevenueShares Large Cap Fund
Actual	$	1,000.00	$	1,045.90		0.49	%	$	2.49
Hypothetical (5% return before expenses)	$	1,000.00	$	1,022.36		0.49	%	$	2.46
RevenueShares Mid Cap Fund
Actual	$	1,000.00	$	1,183.00		0.54	%	$	2.92
Hypothetical (5% return before expenses)	$	1,000.00	$	1,022.12		0.54	%	$	2.71
RevenueShares Small Cap Fund
Actual	$	1,000.00	$	1,143.60		0.54	%	$	2.87
Hypothetical (5% return before expenses)	$	1,000.00	$	1,022.12		0.54	%	$	2.71
RevenueShares Financials Sector Fund
Actual	$	1,000.00	$	1,024.60		0.49	%	$	2.46
Hypothetical (5% return before expenses)	$	1,000.00	$	1,022.36		0.49	%	$	2.46
RevenueShares ADR Fund
Actual	$	1,000.00	$	1,121.50		0.49	%	$	2.58
Hypothetical (5% return before expenses)	$	1,000.00	$	1,022.36		0.49	%	$	2.46
RevenueShares Navellier Overall A-100 Fund
Actual	$	1,000.00	$	1,104.80		0.60	%	$	2.75	††
Hypothetical (5% return before expenses)	$	1,000.00	$	1,021.82		0.60	%	$	3.01

†  Expenses are calculated using the Fund's annualized expense ratio, multiplied by the ending account value for the period, multiplied by 181/365 (to reflect the six-month period).

††  Expenses are calculated using the Fund's annualized expense ratio, multiplied by the ending account value for the period, multiplied by 159/365 (to reflect the period since commencement of operations).

15

Schedule of Investments Summary Tables

RevenueShares Large Cap Fund

Industry	% of Net Assets
Automobiles & Components		3.9	%
Banks		1.3
Capital Goods		8.0
Commercial & Professional Services		0.6
Consumer Durables & Apparel		1.4
Consumer Services		1.6
Diversified Financials		7.5
Energy		14.5
Food & Staples Retailing		7.3
Food Beverage & Tobacco		4.6
Health Care Equipment & Services		7.4
Household & Personal Products		1.3
Insurance		3.7
Materials		4.3
Media		2.6
Pharmaceuticals, Biotechnology		3.2
Real Estate		0.5
Retailing		6.7
Semiconductors & Semiconductor Equipment		1.3
Software & Services		2.5
Technology Hardware & Equipment		6.3
Telecommunication Services		3.4
Transportation		1.7
Utilities		4.0
Total Investments		99.6
Other Assets in Excess of Liabilities		0.4
Net Assets		100.0	%

RevenueShares Financials Sector Fund

Industry	% of Net Assets
Capital Markets		29.5	%
Commercial Banks		9.6
Consumer Finance		5.5
Diversified Financials Services		22.7
Insurance		28.9
Real Estate Investment Trusts		2.7
Real Estate Management & Development		1.1
Thrifts & Mortgage Finance		0.2
Total Investments		100.2
Liability in Excess of Other Assets		(0.2	)
Net Assets		100.0	%

RevenueShares Mid Cap Fund

Industry	% of Net Assets
Automobiles & Components		1.0	%
Banks		1.8
Capital Goods		11.7
Commercial & Professional Services		4.7
Consumer Durables & Apparel		3.4
Consumer Services		3.1
Diversified Financials		1.4
Energy		4.1
Food & Staples Retailing		0.9
Food Beverage & Tobacco		2.8
Health Care Equipment & Services		9.1
Household & Personal Products		1.0
Insurance		3.6
Materials		10.4
Media		0.7
Pharmaceuticals, Biotechnology		1.4
Real Estate		1.9
Retailing		8.3
Semiconductors & Semiconductor Equipment		1.3
Software & Services		5.1
Technology Hardware & Equipment		13.8
Telecommunication Services		0.9
Transportation		2.2
Utilities		5.1
Total Investments		99.7
Other Assets in Excess of Liabilities		0.3
Net Assets		100.0	%

RevenueShares ADR Fund

Industry	% of Net Assets
Automobiles & Components		9.0	%
Banks		13.6
Capital Goods		3.6
Consumer Durables & Apparel		2.4
Consumer Services		0.2
Diversified Financials		6.8
Energy		28.2
Food Beverage & Tobacco		3.1
Health Care Equipment & Services		0.2
Insurance		7.5
Materials		5.2
Media		0.9
Pharmaceuticals, Biotechnology		2.4
Real Estate		0.2
Semiconductors & Semiconductor Equipment		0.5
Software & Services		0.2
Technology Hardware & Equipment		4.6
Telecommunication Services		9.0
Transportation		0.4
Utilities		1.7
Total Investments		99.7
Other Assets in Excess of Liabilities		0.3
Net Assets		100.0	%

RevenueShares Small Cap Fund

Industry	% of Net Assets
Automobiles & Components		1.1	%
Banks		2.1
Capital Goods		10.2
Commercial & Professional Services		5.0
Consumer Durables & Apparel		7.2
Consumer Services		5.4
Diversified Financials		0.8
Energy		6.5
Food & Staples Retailing		3.2
Food Beverage & Tobacco		1.8
Health Care Equipment & Services		7.6
Household & Personal Products		0.6
Insurance		1.7
Materials		4.5
Media		1.1
Pharmaceuticals, Biotechnology		0.7
Real Estate		1.1
Retailing		18.3
Semiconductors & Semiconductor Equipment		2.4
Software & Services		3.1
Technology Hardware & Equipment		10.5
Telecommunication Services		0.4
Transportation		1.6
Utilities		3.2
Total Investments		100.1
Liabilities in Excess of Other Assets		(0.1	)
Net Assets		100.0	%

RevenueShares Navellier Overall A-100 Fund

Industry	% of Net Assets
Automobiles & Components		0.3	%
Banks		0.9
Capital Goods		16.2
Commercial & Professional Services		0.5
Consumer Durables & Apparel		1.2
Consumer Services		11.8
Diversified Financials		1.2
Energy		4.7
Food Beverage & Tobacco		3.0
Health Care Equipment & Services		13.9
Insurance		1.1
Materials		4.0
Media		0.7
Pharmaceuticals, Biotechnology		9.9
Retailing		16.7
Semiconductors & Semiconductor Equipment		0.8
Software & Services		8.0
Technology Hardware & Equipment		1.7
Telecommunication Services		0.5
Transportation		1.3
Utilities		1.4
Total Investments		99.8
Other Assets in Excess of Liabilities		0.2
Net Assets		100.0	%

16

Schedule of Investments

REVENUESHARES LARGE CAP FUND

JUNE 30, 2009

Investments	Shares		Value
COMMON STOCKS†—99.6%
Automobiles & Components—3.9%
Ford Motor Co.*		263,870	$	1,601,691
Goodyear Tire & Rubber Co.*		18,185		204,763
Harley-Davidson, Inc.		1,936		31,383
Johnson Controls, Inc.		10,646		231,231
Total Automobiles & Components				2,069,068
Banks—1.3%
BB&T Corp.		2,061		45,301
Comerica, Inc.		1,193		25,232
Fifth Third Bancorp		6,092		43,253
First Horizon National Corp.		1,718		20,616
Hudson City Bancorp., Inc.		873		11,602
Huntington Bancshares, Inc.		2,765		11,558
KeyCorp		4,729		24,780
M&T Bank Corp.		399		20,321
Marshall & Ilsley Corp.		1,387		6,658
People's United Financial, Inc.		342		5,144
PNC Financial Services Group, Inc.		1,139		44,205
Regions Financial Corp.		6,266		25,315
SunTrust Banks, Inc.		2,439		40,122
U.S. Bancorp		4,340		77,772
Wells Fargo & Co.		10,732		260,357
Zions Bancorporation		758		8,762
Total Banks				670,998
Capital Goods—8.0%
3M Co.		2,414		145,081
Boeing Co.		8,774		372,894
Caterpillar, Inc.		6,192		204,584
Cooper Industries Ltd., Class A		1,239		38,471
Cummins, Inc.		3,128		110,137
Danaher Corp.		1,288		79,521
Deere & Co.		3,848		153,728
Dover Corp.		1,349		44,638
Eaton Corp.		1,791		79,897
Emerson Electric Co.		4,022		130,313
Fastenal Co.		376		12,472
Flowserve Corp.		440		30,716
Fluor Corp.		2,247		115,249
General Dynamics Corp.		2,815		155,923
General Electric Co.		56,101		657,503
Goodrich Corp.		1,073		53,618
Honeywell International, Inc.		6,227		195,528
Illinois Tool Works, Inc.		2,820		105,299
Ingersoll-Rand Co. Ltd., Class A		397		8,297
ITT Corp.		1,362		60,609
Jacobs Engineering Group, Inc.*		1,193		50,213
L-3 Communications Holdings, Inc.		1,129		78,330
Lockheed Martin Corp.		2,890		233,079
Manitowoc Co., Inc.		2,745		14,439
Masco Corp.		5,440		52,115
Northrop Grumman Corp.		4,297		196,287
PACCAR, Inc.		3,031		98,538
Pall Corp.		489		12,988
Parker Hannifin Corp.		1,644		70,626
Precision Castparts Corp.		621		45,352
Quanta Services, Inc.*		3,280		75,866
Raytheon Co.		2,347		104,277
Rockwell Automation, Inc.		1,012		32,505

Investments	Shares		Value
Rockwell Collins, Inc.		689	$	28,752
Textron, Inc.		5,233		50,551
United Technologies Corp.		6,137		318,878
W.W. Grainger, Inc.		492		40,285
Total Capital Goods				4,257,559
Commercial & Professional Services—0.6%
Avery Dennison Corp.		1,158		29,737
Cintas Corp.		829		18,934
Dun & Bradstreet Corp.		122		9,908
Equifax, Inc.		433		11,301
Iron Mountain, Inc.*		401		11,529
Monster Worldwide, Inc.*		663		7,830
Pitney Bowes, Inc.		1,404		30,790
R.R. Donnelley & Sons Co.		5,200		60,424
Republic Services, Inc.		706		17,233
Robert Half International, Inc.		1,389		32,808
Stericycle, Inc.*		111		5,720
Waste Management, Inc.		2,346		66,064
Total Commercial & Professional Services				302,278
Consumer Durables & Apparel—1.4%
Black & Decker Corp.		809		23,186
Centex Corp.		4,725		39,974
Coach, Inc.		790		21,235
D.R. Horton, Inc.		5,908		55,299
Eastman Kodak Co.		8,695		25,737
Fortune Brands, Inc.		1,003		34,844
Harman International Industries, Inc.		1,392		26,170
Hasbro, Inc.		765		18,544
KB Home		1,610		22,025
Leggett & Platt, Inc.		1,516		23,089
Lennar Corp. Class A		3,202		31,027
Mattel, Inc.		2,187		35,101
Newell Rubbermaid, Inc.		2,799		29,138
Nike, Inc. Class B		1,919		99,365
Polo Ralph Lauren Corp.		561		30,036
Pulte Homes, Inc.		3,819		33,722
Snap-On, Inc.		438		12,588
Stanley Works		788		26,666
VF Corp.		779		43,118
Whirlpool Corp.		2,762		117,550
Total Consumer Durables & Apparel				748,414
Consumer Services—1.6%
Apollo Group, Inc. Class A*		212		15,077
Carnival Corp.		3,585		92,385
Darden Restaurants, Inc.		1,496		49,338
DeVry, Inc.		3,383		169,286
H&R Block, Inc.		973		16,765
International Game Technology		1,280		20,352
Marriott International, Inc. Class A		4,226		93,269
McDonald's Corp.		2,009		115,498
Starbucks Corp.*		6,019		83,604
Starwood Hotels & Resorts Worldwide, Inc.		2,177		48,329
Wyndham Worldwide Corp.		4,220		51,146
Wynn Resorts Ltd.*		391		13,802
Yum! Brands, Inc.		2,042		68,080
Total Consumer Services				836,931

The accompanying notes are an integral part of these financial statements.
17

Schedule of Investments — continued

REVENUESHARES LARGE CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Diversified Financials—7.5%
American Express Co.		8,772	$	203,861
Ameriprise Financial, Inc.		2,246		54,510
Bank of America Corp.		42,438		560,182
Bank of New York Mellon Corp.		3,497		102,497
Capital One Financial Corp.		3,728		81,569
Charles Schwab Corp.		1,776		31,151
CIT Group, Inc.		8,842		19,010
Citigroup, Inc.		82,858		246,088
CME Group, Inc.		64		19,911
Discover Financial Services		3,780		38,821
E*Trade Financial Corp.*		5,867		7,510
Federated Investors, Inc. Class B		332		7,998
Franklin Resources, Inc.		581		41,838
Goldman Sachs Group, Inc.		5,593		824,632
IntercontinentalExchange, Inc.*		53		6,055
Invesco Ltd.		1,722		30,686
Janus Capital Group, Inc.		810		9,234
JPMorgan Chase & Co.		19,147		653,104
Legg Mason, Inc.		1,281		31,231
Leucadia National Corp.*		315		6,643
Moody's Corp.		470		12,385
Morgan Stanley		26,386		752,265
Nasdaq OMX Group, Inc.*		726		15,471
Northern Trust Corp.		640		34,355
NYSE Euronext		939		25,588
SLM Corp.*		4,742		48,700
State Street Corp.		1,942		91,662
T. Rowe Price Group, Inc.		382		15,918
Total Diversified Financials				3,972,875
Energy—14.5%
Anadarko Petroleum Corp.		1,994		90,508
Apache Corp.		962		69,408
Baker Hughes, Inc.		1,881		68,544
BJ Services Co.		2,373		32,344
Cabot Oil & Gas Corp.		172		5,270
Cameron International Corp.*		1,405		39,762
Chesapeake Energy Corp.		4,056		80,430
Chevron Corp.		18,060		1,196,475
ConocoPhillips		22,525		947,402
Consol Energy, Inc.		745		25,300
Denbury Resources, Inc.*		3,956		58,272
Devon Energy Corp.		1,228		66,926
Diamond Offshore Drilling, Inc.		701		58,218
El Paso Corp.		3,890		35,905
ENSCO International, Inc.		377		13,146
EOG Resources, Inc.		468		31,787
Exxon Mobil Corp.		29,623		2,070,943
FMC Technologies, Inc.*		1,168		43,893
Halliburton Co.		5,242		108,509
Hess Corp.		4,732		254,345
Marathon Oil Corp.		16,012		482,442
Massey Energy Co.		1,032		20,165
Murphy Oil Corp.		3,451		187,458
Nabors Industries Ltd.*		2,192		34,151
National Oilwell Varco, Inc.*		2,570		83,936
Noble Energy, Inc.		407		24,001
Occidental Petroleum Corp.		2,426		159,655
Peabody Energy Corp.		1,270		38,303

Investments	Shares		Value
Pioneer Natural Resources Co.		698	$	17,799
Range Resources Corp.		192		7,951
Rowan Cos., Inc.		690		13,331
Schlumberger Ltd.		3,201		173,206
Smith International, Inc.		2,121		54,616
Southwestern Energy Co.*		407		15,812
Spectra Energy Corp.		1,771		29,965
Sunoco, Inc.		8,266		191,771
Tesoro Corp.		17,075		217,365
Valero Energy Corp.		34,701		586,100
Williams Cos., Inc.		4,276		66,748
XTO Energy, Inc.		1,040		39,666
Total Energy				7,741,828
Food & Staples Retailing—7.3%
Costco Wholesale Corp.		6,850		313,045
CVS Caremark Corp.		15,878		506,032
Kroger Co.		14,074		310,332
Safeway, Inc.		9,746		198,526
SUPERVALU, Inc.		18,423		238,578
SYSCO Corp.		8,591		193,126
Walgreen Co.		11,605		341,187
Wal-Mart Stores, Inc.		35,234		1,706,734
Whole Foods Market, Inc.		3,988		75,692
Total Food & Staples Retailing				3,883,252
Food Beverage & Tobacco—4.6%
Altria Group, Inc.		7,249		118,811
Archer-Daniels-Midland Co.		11,842		317,010
Brown-Forman Corp. Class B		270		11,605
Campbell Soup Co.		1,424		41,894
Coca-Cola Co.		3,697		177,419
Coca-Cola Enterprises, Inc.		11,073		184,365
ConAgra Foods, Inc.		4,404		83,940
Constellation Brands, Inc. Class A*		1,420		18,006
Dean Foods Co.*		4,374		83,937
Dr Pepper Snapple Group, Inc.*		1,856		39,329
General Mills, Inc.		1,137		63,695
H.J. Heinz Co.		1,368		48,838
Hershey Co.		727		26,172
J.M. Smucker Co.		303		14,744
Kellogg Co.		1,556		72,463
Kraft Foods, Inc. Class A		8,194		207,636
Lorillard Inc.		339		22,974
McCormick & Co., Inc.**		535		17,404
Molson Coors Brewing Co. Class B		646		27,345
Pepsi Bottling Group, Inc.		3,910		132,314
PepsiCo, Inc.		4,226		232,261
Philip Morris International, Inc.		3,270		142,637
Reynolds American, Inc.		1,144		44,181
Sara Lee Corp.		7,152		69,804
Tyson Foods, Inc. Class A		20,044		252,755
Total Food Beverage & Tobacco				2,451,539
Health Care Equipment & Services—7.4%
Aetna, Inc.		6,718		168,286
AmerisourceBergen Corp.		21,901		388,524
Baxter International, Inc.		1,237		65,512
Becton Dickinson & Co.		535		38,151
Boston Scientific Corp.*		5,871		59,532

The accompanying notes are an integral part of these financial statements.
18

Schedule of Investments — continued

REVENUESHARES LARGE CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Health Care Equipment & Services—7.4% (continued)
C.R. Bard, Inc.		149	$	11,093
Cardinal Health, Inc.		14,992		458,005
Cigna Corp.		6,609		159,211
Coventry Health Care, Inc.*		4,826		90,294
DaVita, Inc.*		593		29,330
DENTSPLY International, Inc.		437		13,337
Express Scripts, Inc.*		1,709		117,494
Hospira, Inc.*		704		27,118
Humana, Inc.*		4,483		144,622
IMS Health, Inc.		826		10,490
Intuitive Surgical, Inc.*		22		3,601
Laboratory Corp. of America Holdings*		368		24,947
McKesson Corp.		14,319		630,035
Medco Health Solutions, Inc.*		6,581		300,159
Medtronic, Inc.		2,200		76,758
Patterson Cos., Inc.*		855		18,554
Quest Diagnostics, Inc.		787		44,410
St. Jude Medical, Inc.*		717		29,469
Stryker Corp.		873		34,693
Tenet Healthcare Corp.*		37,692		106,291
UnitedHealth Group, Inc.		17,408		434,852
Varian Medical Systems, Inc.*		271		9,523
WellPoint, Inc.*		8,667		441,064
Zimmer Holdings, Inc.*		562		23,941
Total Health Care Equipment & Services				3,959,296
Household & Personal Products—1.3%
Avon Products, Inc.		2,500		64,450
Clorox Co.		507		28,306
Colgate-Palmolive Co.		1,331		94,155
Estee Lauder Cos., Inc. Class A		1,349		44,072
Kimberly-Clark Corp.		1,941		101,767
Procter & Gamble Co.		7,160		365,875
Total Household & Personal Products				698,625
Insurance—3.7%
Aflac, Inc.		2,042		63,486
Allstate Corp.		6,390		155,916
American International Group, Inc.		158,441		183,792
AON Corp.		984		37,264
Assurant, Inc.		2,032		48,951
Chubb Corp.		1,415		56,430
Cincinnati Financial Corp.		652		14,572
Genworth Financial, Inc. Class A		18,643		130,315
Hartford Financial Services Group, Inc.		5,304		62,958
Lincoln National Corp.		3,369		57,980
Loews Corp.		3,086		84,556
Marsh & McLennan Cos., Inc.		2,751		55,378
MetLife, Inc.		9,487		284,704
Principal Financial Group, Inc.		3,052		57,500
Progressive Corp.*		4,534		68,509
Prudential Financial, Inc.		6,523		242,786
Torchmark Corp.		448		16,594
Travelers Cos., Inc.		3,248		133,298
Unum Group		3,570		56,620
XL Capital Ltd. Class A		14,156		162,228
Total Insurance				1,973,837

Investments	Shares		Value
Materials—4.3%
Air Products & Chemicals, Inc.		1,102	$	71,178
AK Steel Holding Corp.		4,355		83,572
Alcoa, Inc.		15,429		159,382
Allegheny Technologies, Inc.		1,223		42,719
Ball Corp.		983		44,392
Bemis Co. Inc.		778		19,606
CF Industries Holdings, Inc.		400		29,656
Dow Chemical Co.		15,887		256,416
E.I. Du Pont de Nemours & Co.		6,361		162,969
Eastman Chemical Co.		1,257		47,640
Ecolab, Inc.		890		34,701
Freeport-McMoRan Copper & Gold, Inc.		4,567		228,852
International Flavors & Fragrances, Inc.		425		13,906
International Paper Co.		10,179		154,008
MeadWestvaco Corp.		3,257		53,447
Monsanto Co.		792		58,877
Newmont Mining Corp.		856		34,985
Nucor Corp.		2,869		127,470
Owens-Illinois, Inc.*		9,909		277,552
Pactiv Corp.*		817		17,729
PPG Industries, Inc.		1,806		79,283
Praxair, Inc.		1,015		72,136
Sealed Air Corp.		1,719		31,716
Sigma-Aldrich Corp.		275		13,629
Titanium Metals Corp.		709		6,516
United States Steel Corp.		3,315		118,478
Vulcan Materials Co.		277		11,939
Weyerhaeuser Co.		1,450		44,124
Total Materials				2,296,878
Media—2.6%
CBS Corp. Class B**		9,562		66,169
Comcast Corp. Class A		11,090		160,694
DIRECTV Group, Inc.*		4,314		106,599
Gannett Co., Inc.		4,927		17,589
Interpublic Group of Cos., Inc.*		9,515		48,051
McGraw-Hill Cos., Inc.		1,457		43,870
Meredith Corp.		553		14,129
New York Times Co. Class A		2,194		12,089
News Corp. Class A		21,099		192,212
Omnicom Group, Inc.		2,576		81,350
Scripps Networks Interactive, Inc. Class A		390		10,854
Time Warner Cable, Inc.		68		2,154
Time Warner, Inc.		11,348		285,857
Viacom, Inc., Class B*		4,602		104,465
Walt Disney Co.		8,465		197,488
Washington Post Co. Class B		61		21,483
Total Media				1,365,053
Pharmaceuticals, Biotechnology—3.2%
Abbott Laboratories		2,879		135,428
Allergan, Inc.		659		31,355
Amgen, Inc.*		1,338		70,834
Biogen Idec, Inc.*		435		19,640
Bristol-Myers Squibb Co.		4,812		97,732
Celgene Corp.*		215		10,286

The accompanying notes are an integral part of these financial statements.
19

Schedule of Investments — continued

REVENUESHARES LARGE CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Pharmaceuticals, Biotechnology—3.2% (continued)
Cephalon, Inc.*		130	$	7,365
Eli Lilly & Co.		3,018		104,544
Forest Laboratories, Inc.*		766		19,234
Genzyme Corp.*		361		20,097
Gilead Sciences, Inc.*		584		27,355
Johnson & Johnson		5,769		327,678
King Pharmaceuticals, Inc.*		937		9,023
Life Technologies Corp.*		335		13,976
Merck & Co., Inc.		4,732		132,307
Millipore Corp.*		176		12,357
Mylan Inc.*		2,674		34,896
PerkinElmer, Inc.		792		13,781
Pfizer, Inc.		15,234		228,509
Schering-Plough Corp.		5,438		136,603
Thermo Fisher Scientific, Inc.*		1,804		73,549
Waters Corp.*		213		10,963
Watson Pharmaceuticals, Inc.*		553		18,631
Wyeth		3,402		154,416
Total Pharmaceuticals, Biotechnology				1,710,559
Real Estate—0.5%
Apartment Investment & Management Co. Class A (a)		748		6,620
AvalonBay Communities, Inc. (a)		71		3,972
Boston Properties, Inc. (a)		142		6,773
CB Richard Ellis Group, Inc. Class A*		8,154		76,321
Equity Residential (a)		366		8,136
HCP, Inc. (a)		250		5,298
Health Care REIT, Inc. (a)		593		20,221
Host Hotels & Resorts, Inc. (a)		4,041		33,904
Kimco Realty Corp. (a)		329		3,306
Plum Creek Timber Co., Inc. (a)		261		7,773
ProLogis (a)		3,649		29,411
Public Storage (a)		136		8,905
Simon Property Group, Inc. (a)		388		19,955
Ventas, Inc. (a)		467		13,945
Vornado Realty Trust (a)		259		11,663
Total Real Estate				256,203
Retailing—6.7%
Abercrombie & Fitch Co. Class A		937		23,790
Amazon.com, Inc.*		1,918		160,460
AutoNation, Inc.*		9,222		160,002
AutoZone, Inc.*		252		38,080
Bed Bath & Beyond, Inc.*		1,552		47,724
Best Buy Co., Inc.		8,705		291,530
Big Lots, Inc.*		1,659		34,889
Expedia, Inc.*		2,037		30,779
Family Dollar Stores, Inc.		1,449		41,007
GameStop Corp. Class A*		1,459		32,113
Gap, Inc.		6,419		105,272
Genuine Parts Co.		1,577		52,924
Home Depot, Inc.		17,159		405,467
JC Penney Co., Inc.		5,309		152,421
Kohl's Corp.*		2,434		104,054
Limited Brands, Inc.		6,658		79,696
Lowe's Cos., Inc.		11,383		220,944
Macy's, Inc.		17,039		200,379
Nordstrom, Inc.		3,884		77,253

Investments	Shares		Value
Office Depot, Inc.*		31,862	$	145,291
O'Reilly Automotive, Inc.*		472		17,974
RadioShack Corp.		2,047		28,576
Sears Holdings Corp.*		6,683		444,552
Sherwin-Williams Co.		745		40,044
Staples, Inc.		5,891		118,821
Target Corp.		9,423		371,926
Tiffany & Co.		641		16,256
TJX Cos., Inc.		4,753		149,529
Total Retailing				3,591,753
Semiconductors & Semiconductor Equipment—1.3%
Advanced Micro Devices, Inc.*		14,973		57,946
Altera Corp.		447		7,277
Analog Devices, Inc.		697		17,272
Applied Materials, Inc.		4,283		46,985
Broadcom Corp. Class A*		1,332		33,020
Intel Corp.		14,200		235,009
KLA-Tencor Corp.		663		16,741
Linear Technology Corp.		248		5,791
LSI Corp.*		4,339		19,786
MEMC Electronic Materials, Inc.*		745		13,268
Microchip Technology, Inc.		254		5,728
Micron Technology, Inc.*		15,870		80,302
National Semiconductor Corp.		873		10,956
Novellus Systems Inc.*		489		8,166
NVIDIA Corp.*		2,328		26,283
Teradyne, Inc.*		1,496		10,263
Texas Instruments, Inc.		4,522		96,319
Xilinx, Inc.		535		10,946
Total Semiconductors & Semiconductor Equipment				702,058
Software & Services—2.5%
Adobe Systems, Inc.*		856		24,225
Affiliated Computer Services, Inc. Class A*		792		35,181
Akamai Technologies, Inc.*		278		5,332
Autodesk, Inc.*		617		11,711
Automatic Data Processing, Inc.		1,162		41,181
BMC Software, Inc.*		343		11,590
CA, Inc.		1,258		21,927
Citrix Systems, Inc.*		341		10,874
Cognizant Technology Solutions Corp. Class A*		788		21,040
Computer Sciences Corp.*		2,668		118,192
Compuware Corp.*		1,027		7,045
Convergys Corp.*		2,373		22,021
eBay, Inc.*		3,219		55,141
Electronic Arts, Inc.*		1,002		21,763
Fidelity National Information Services, Inc.		1,600		31,936
Fiserv, Inc.*		755		34,504
Google, Inc. Class A*		342		144,185
Intuit, Inc.*		682		19,205
Mastercard, Inc. Class A		180		30,116
McAfee, Inc.*		438		18,479
Microsoft Corp.		15,743		374,212
Novell, Inc.*		1,332		6,034
Oracle Corp.		6,609		141,565

The accompanying notes are an integral part of these financial statements.
20

Schedule of Investments — continued

REVENUESHARES LARGE CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Software & Services—2.5% (continued)
Paychex, Inc.		405	$	10,206
Salesforce.com, Inc.*		108		4,122
Symantec Corp.*		2,382		37,064
Total System Services, Inc.		724		9,694
VeriSign, Inc.*		315		5,821
Western Union Co.		1,993		32,685
Yahoo! Inc.*		2,930		45,884
Total Software & Services				1,352,935
Technology Hardware & Equipment—6.3%
Agilent Technologies, Inc.*		1,794		36,436
Amphenol Corp. Class A		769		24,331
Apple, Inc.*		1,677		238,855
Ciena Corp*		709		7,338
Cisco Systems, Inc.*		11,849		220,865
Corning, Inc.		3,919		62,939
Dell, Inc.*		27,701		380,335
EMC Corp.*		7,024		92,014
Flir Systems, Inc.*		1,877		42,345
Harris Corp.		720		20,419
Hewlett-Packard Co.		16,909		653,534
International Business Machines Corp.		6,642		693,559
Jabil Circuit, Inc.		10,347		76,775
JDS Uniphase Corp.*		2,057		11,766
Juniper Networks, Inc.*		1,040		24,544
Lexmark International, Inc. Class A*		937		14,851
Molex, Inc.		1,268		19,717
Motorola, Inc.		40,465		268,283
NetApp Inc.*		1,202		23,703
QLogic Corp.*		246		3,119
QUALCOMM, Inc.		1,538		69,518
SanDisk Corp.*		2,130		31,290
Sun Microsystems Inc.		18,188		167,693
Tellabs, Inc.*		2,248		12,881
Teradata Corp.*		627		14,691
Western Digital Corp.*		1,620		42,930
Xerox Corp.		13,021		84,376
Total Technology Hardware & Equipment				3,339,107
Telecommunication Services—3.4%
American Tower Corp., Class A*		312		9,837
AT&T, Inc.		23,673		588,037
CenturyTel, Inc.		560		17,192
Frontier Communications Corp.		1,426		10,182
MetroPCS Communications, Inc.*		5,994		79,780
Qwest Communications International, Inc.		25,717		106,726
Sprint Nextel Corp.*		106,065		510,173
Verizon Communications, Inc.		15,569		478,435
Windstream Corp.		1,928		16,118
Total Telecommunication Services				1,816,480
Transportation—1.7%
Burlington Northern Santa Fe Corp.		1,287		94,646
C.H. Robinson Worldwide, Inc.		902		47,039
CSX Corp.		1,833		63,477
Expeditors International of Washington, Inc.		957		31,906

Investments	Shares		Value
FedEx Corp.		3,196	$	177,762
Norfolk Southern Corp.		1,257		47,351
Ryder System, Inc.		1,030		28,758
Southwest Airlines Co.		7,338		49,385
Union Pacific Corp.		2,119		110,315
United Parcel Service, Inc. Class B		5,201		259,998
Total Transportation				910,637
Utilities—4.0%
AES Corp.*		12,208		141,736
Allegheny Energy, Inc.		573		14,697
Ameren Corp.		1,270		31,610
American Electric Power Co., Inc.		2,553		73,756
Centerpoint Energy, Inc.		4,671		51,755
CMS Energy Corp.		3,606		43,560
Consolidated Edison, Inc.		1,834		68,628
Constellation Energy Group, Inc.		3,889		103,370
Dominion Resources, Inc.		2,363		78,971
DTE Energy Co.		1,411		45,152
Duke Energy Corp.		4,667		68,092
Dynegy Inc. Class A*		10,324		23,435
Edison International		2,260		71,100
Entergy Corp.		820		63,566
EQT CORP		1,555		54,285
Exelon Corp.		1,814		92,895
FirstEnergy Corp.		1,300		50,375
FPL Group, Inc.		1,834		104,281
Integrys Energy Group, Inc.		1,689		50,653
Nicor, Inc.		527		18,245
NiSource, Inc.		3,956		46,127
Northeast Utilities		4,758		106,152
Pepco Holdings, Inc.		3,279		44,070
PG&E Corp.		2,028		77,956
Pinnacle West Capital Corp.		622		18,753
PPL Corp.		1,276		42,057
Progress Energy, Inc.		1,215		45,963
Public Service Enterprise Group, Inc.		2,356		76,876
Questar Corp.		562		17,456
SCANA Corp.		4,401		142,901
Sempra Energy		1,456		72,261
Southern Co.		2,412		75,158
TECO Energy, Inc.		1,471		17,549
Wisconsin Energy Corp.		533		21,698
Xcel Energy, Inc.		3,210		59,096
Total Utilities				2,114,235
Total Investments—99.6% (Cost $57,924,122)				53,022,398
Other Assets in Excess of Liabilities—0.4%				210,806
Net Assets—100.0%			$	53,233,204

†  Statement of Financial Accounting Standards No. 157 "Fair Value Measurement" establishes an authoritative framework for the measurement of fair value. Securities listed are level 1 quoted prices in active markets for identical securities.

*  Non-income producing security.

**  Non-voting Shares

(a)  Real Estate Investment Trust.

The accompanying notes are an integral part of these financial statements.
21

Schedule of Investments

REVENUESHARES MID CAP FUND

JUNE 30, 2009

Investments	Shares		Value
COMMON STOCKS†—99.7%
Automobiles & Components—1.0%
BorgWarner, Inc.		5,982	$	204,285
Gentex Corp.		1,640		19,024
Thor Industries, Inc.		4,613		84,741
Total Automobiles & Components				308,050
Banks—1.8%
Associated Banc-Corp.		1,762		22,025
Astoria Financial Corp.		1,635		14,028
BancorpSouth, Inc.		1,118		22,953
Bank of Hawaii Corp.		448		16,052
Cathay General Bancorp		677		6,438
City National Corp.		604		22,245
Commerce Bancshares, Inc.		701		22,313
Cullen/Frost Bankers, Inc.		450		20,754
First Niagara Financial Group, Inc.		832		9,501
FirstMerit Corp.		835		14,178
Fulton Financial Corp.		2,213		11,530
International Bancshares Corp.		672		6,928
New Alliance Bancshares, Inc.		832		9,568
New York Community Bancorp, Inc.		3,116		33,310
PacWest Bancorp		291		3,830
SVB Financial Group*		418		11,378
Synovus Financial Corp.		6,453		19,294
TCF Financial Corp.		2,626		35,110
Trustmark Corp.		9,010		174,074
Valley National Bancorp		1,414		16,544
Washington Federal, Inc.		996		12,948
Webster Financial Corp.		1,834		14,764
Westamerica Bancorporation		127		6,300
Wilmington Trust Corp.		1,088		14,862
Total Banks				540,927
Capital Goods—11.7%
Aecom Technology Corp.*		293		9,376
AGCO Corp.*		8,472		246,281
Alliant Techsystems, Inc.*		1,062		87,466
AMETEK, Inc.		1,918		66,324
BE Aerospace, Inc.*		6,159		88,443
Bucyrus International, Inc.		2,640		75,398
Carlisle Cos., Inc.		3,203		77,000
Crane Co.		3,858		86,072
Donaldson Co., Inc.		1,447		50,124
Dycom Industries, Inc.*		3,858		42,708
Federal Signal Corp.		3,177		24,304
GATX Corp.		987		25,386
Graco, Inc.		859		18,915
Granite Construction, Inc.		1,289		42,898
Harsco Corp.		3,683		104,229
Hubbell, Inc. Class B		1,925		61,716
IDEX Corp.		1,469		36,093
Joy Global, Inc.		3,049		108,910
KBR, Inc.		15,347		282,999
Kennametal, Inc.		2,982		57,195
Lennox International, Inc.		1,408		45,211
Lincoln Electric Holdings, Inc.		1,223		44,077
MSC Industrial Direct Co. Class A		1,188		42,150
Nordson Corp.		830		32,088
Oshkosh Corp.		19,377		281,742

Investments	Shares		Value
Pentair, Inc.		3,145	$	80,575
Roper Industries, Inc.		1,282		58,087
Shaw Group, Inc.*		8,001		219,307
SPX Corp.		3,658		179,132
Terex Corp.*		14,127		170,513
Thomas & Betts Corp.*		2,498		72,092
Timken Co.		8,088		138,143
Trinity Industries, Inc.		6,396		87,114
United Rentals, Inc.*		11,583		75,174
URS Corp.*		5,224		258,692
Valmont Industries, Inc.		1,290		92,983
Wabtec Corp.		805		25,897
Woodward Governor Co.		1,474		29,185
Total Capital Goods				3,523,999
Commercial & Professional Services—4.7%
Brink's Co.		3,555		103,202
Clean Harbors, Inc.*		386		20,840
Copart, Inc.*		612		21,218
Corporate Executive Board Co.		603		12,518
Corrections Corp. of America*		2,250		38,228
Deluxe Corp.		2,982		38,199
FTI Consulting, Inc.*		641		32,512
Herman Miller, Inc.		3,209		49,226
HNI Corp.		3,915		70,705
Kelly Services, Inc. Class A		10,971		120,132
Korn/Ferry International*		1,661		17,673
Manpower, Inc.		15,459		654,535
Mine Safety Appliances Co.		1,063		25,618
MPS Group, Inc.*		7,988		61,028
Navigant Consulting, Inc.*		993		12,830
Rollins, Inc.		1,340		23,195
Waste Connections, Inc.*		795		20,598
Watson Wyatt Worldwide, Inc. Class A		2,304		86,469
Total Commercial & Professional Services				1,408,726
Consumer Durables & Apparel—3.4%
American Greetings Corp. Class A		4,489		52,432
Blyth, Inc.		994		32,593
Callaway Golf Co.		2,629		13,329
Fossil, Inc.*		3,350		80,668
Hanesbrands, Inc.*		8,415		126,309
MDC Holdings, Inc.		1,411		42,485
Mohawk Industries, Inc.*		4,425		157,884
NVR, Inc.*		219		110,023
Phillips-Van Heusen Corp.		2,886		82,799
Ryland Group, Inc.		2,626		44,012
Timberland Co. Class A*		2,985		39,611
Toll Brothers, Inc.*		3,848		65,301
Tupperware Brands Corp.		2,627		68,355
Under Armour, Inc. Class A*		611		13,674
Warnaco Group Inc.*		2,882		93,377
Total Consumer Durables & Apparel				1,022,852
Consumer Services—3.1%
Bob Evans Farms, Inc.		2,110		60,641
Boyd Gaming Corp.*		9,753		82,901
Brinker International, Inc.		11,067		188,470

The accompanying notes are an integral part of these financial statements.
22

Schedule of Investments — continued

REVENUESHARES MID CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Consumer Services—3.1% (continued)
Brinks Home Security Holdings, Inc.*		702	$	19,874
Career Education Corp.*		2,178		54,210
Cheesecake Factory*		5,003		86,552
Chipotle Mexican Grill, Inc. Class A*		483		38,640
Corinthian Colleges, Inc.*		1,484		25,124
International Speedway Corp. Class A		675		17,287
ITT Educational Services, Inc.*		257		25,870
Life Time Fitness, Inc.*		1,476		29,535
Matthews International Corp. Class A		454		14,128
Panera Bread Co. Class A*		581		28,969
Regis Corp.		5,483		95,459
Scientific Games Corp. Class A*		1,601		25,248
Service Corp. International		9,366		51,326
Sotheby's		1,955		27,585
Strayer Education, Inc.		36		7,852
Wendy's/Arby's Group, Inc. Class A		6,509		26,036
WMS Industries, Inc.*		490		15,440
Total Consumer Services				921,147
Diversified Financials—1.4%
Affiliated Managers Group, Inc.*		891		51,847
AmeriCredit Corp.*		8,484		114,959
Apollo Investment Corp.		928		5,568
Eaton Vance Corp.		1,287		34,427
Jefferies Group, Inc.*		3,917		83,550
Raymond James Financial, Inc.		3,716		63,952
SEI Investments Co.		1,985		35,809
Waddell & Reed Financial, Inc. Class A		1,800		47,466
Total Diversified Financials				437,578
Energy—4.1%
Arch Coal, Inc.		4,012		61,664
Bill Barrett Corp.*		609		16,723
Cimarex Energy Co.		1,672		47,384
Comstock Resources, Inc.*		359		11,865
Encore Acquisition Co.*		1,189		36,681
Exterran Holdings, Inc.*		3,473		55,707
Forest Oil Corp.*		2,082		31,063
Frontier Oil Corp.		11,881		155,761
Helix Energy Solutions Group, Inc.*		6,720		73,046
Helmerich & Payne, Inc.		1,828		56,430
Mariner Energy Inc*		3,108		36,519
Newfield Exploration Co.*		2,442		79,780
Oceaneering International, Inc.*		1,635		73,902
Overseas Shipholding Group, Inc.		891		30,330
Patriot Coal Corp.*		4,468		28,506
Patterson-UTI Energy, Inc.		4,147		53,330
Plains Exploration & Production Co.*		2,593		70,944
Pride International, Inc.*		2,959		74,153
Quicksilver Resources, Inc.*		3,141		29,180
Southern Union Co.		5,263		96,788
Superior Energy Services, Inc.*		2,531		43,710
Tidewater, Inc.		702		30,095
Unit Corp.*		1,153		31,788
Total Energy				1,225,349

Investments	Shares		Value
Food & Staples Retailing—0.9%
BJ's Wholesale Club, Inc.*		5,629	$	181,422
Ruddick Corp.		3,334		78,116
Total Food & Staples Retailing				259,538
Food Beverage & Tobacco—2.8%
Corn Products International, Inc.		2,959		79,272
Flowers Foods, Inc.		2,153		47,022
Hansen Natural Corp.*		769		23,701
Lancaster Colony Corp.		639		28,161
PepsiAmericas, Inc.		5,900		158,179
Ralcorp Holdings, Inc.*		995		60,615
Smithfield Foods, Inc.*		28,127		392,933
Tootsie Roll Industries, Inc.		455		10,324
Universal Corp.		1,420		47,016
Total Food Beverage & Tobacco				847,223
Health Care Equipment & Services—9.1%
Beckman Coulter, Inc.		1,790		102,281
Cerner Corp.*		899		55,999
Community Health Systems, Inc.*		17,331		437,607
Edwards Lifesciences Corp.*		517		35,172
Gen-Probe, Inc.*		258		11,089
Health Management Associates, Inc. Class A*		63,947		315,897
Health Net, Inc.*		31,168		484,661
Henry Schein, Inc.*		4,136		198,321
Hill-Rom Holdings, Inc.		1,989		32,262
Hologic, Inc.*		2,408		34,266
IDEXX Laboratories, Inc.*		709		32,756
Immucor, Inc.		992		13,650
Kindred Healthcare, Inc.*		8,373		103,574
Kinetic Concepts, Inc.*		2,089		56,925
LifePoint Hospitals, Inc.*		2,895		75,994
Lincare Holdings, Inc.*		1,507		35,445
Masimo Corporation*		223		5,377
Omnicare, Inc.		6,095		157,007
Owens & Minor, Inc.		347		15,206
Psychiatric Solutions, Inc.*		1,409		32,041
ResMed, Inc.*		480		19,550
STERIS Corp.		1,058		27,593
Teleflex, Inc.		1,149		51,510
Thoratec Corp.*		224		5,999
Universal Health Services, Inc. Class B		3,280		160,228
VCA Antech, Inc.*		1,662		44,375
WellCare Health Plans, Inc.*		10,088		186,527
Total Health Care Equipment & Services				2,731,312
Household & Personal Products—1.0%
Alberto-Culver Co.		1,540		39,162
Church & Dwight Co., Inc.		995		54,038
Energizer Holdings, Inc.*		2,090		109,182
NBTY, Inc.*		3,176		89,309
Total Household & Personal Products				291,691
Insurance—3.6%
American Financial Group, Inc.		4,428		95,556
Arthur J. Gallagher & Co.		1,507		32,159
Brown & Brown, Inc.		1,091		21,744
Everest Re Group Ltd.		1,123		80,373

The accompanying notes are an integral part of these financial statements.
23

Schedule of Investments — continued

REVENUESHARES MID CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Insurance—3.6% (continued)
Fidelity National Financial, Inc. Class A		7,649	$	103,491
First American Corp.		5,514		142,869
Hanover Insurance Group, Inc.		1,511		57,584
HCC Insurance Holdings, Inc.		2,053		49,293
Horace Mann Educators Corp.		2,186		21,794
Mercury General Corp.		1,380		46,133
Old Republic International Corp.		7,897		77,785
Protective Life Corp.		6,032		69,006
Reinsurance Group of America, Inc.		3,506		122,395
StanCorp Financial Group, Inc.		1,731		49,645
Unitrin, Inc.		3,722		44,738
W.R. Berkley Corp.		3,664		78,666
Total Insurance				1,093,231
Materials—10.4%
Airgas, Inc.		2,367		95,935
Albemarle Corp.		2,895		74,025
AptarGroup, Inc.		1,412		47,683
Ashland, Inc.		17,495		490,735
Cabot Corp.		4,147		52,169
Carpenter Technology Corp.		2,346		48,820
Cliffs Natural Resources		3,008		73,606
Commercial Metals Co.		17,015		272,750
Cytec Industries, Inc.		4,019		74,834
FMC Corp.		1,539		72,795
Greif, Inc. Class A		2,498		110,462
Louisiana-Pacific Corp.*		19,966		68,284
Lubrizol Corp.		3,211		151,912
Martin Marietta Materials, Inc.		509		40,150
Minerals Technologies, Inc.		541		19,487
Olin Corp.		2,110		25,088
Packaging Corp of America		4,133		66,955
Reliance Steel & Aluminum Co.		8,132		312,187
RPM International, Inc.		5,995		84,170
Scotts Miracle-Gro Co. Class A		2,248		78,792
Sensient Technologies Corp.		1,185		26,745
Sonoco Products Co.		3,826		91,633
Steel Dynamics, Inc.		16,597		244,474
Temple-Inland, Inc.		20,340		266,861
Terra Industries, Inc.		4,070		98,575
Valspar Corp.		4,301		96,902
Worthington Industries, Inc.		4,979		63,681
Total Materials				3,149,710
Media—0.7%
DreamWorks Animation SKG, Inc. Class A*		673		18,568
Harte-Hanks, Inc.		4,109		38,008
John Wiley & Sons, Inc. Class A		1,187		39,468
Lamar Advertising Co. Class A*		2,094		31,975
Marvel Entertainment, Inc.*		419		14,912
Scholastic Corp.		2,828		55,967
Total Media				198,898
Pharmaceuticals, Biotechnology—1.4%
Affymetrix, Inc.*		3,857		22,872
Bio-Rad Laboratories, Inc. Class A*		583		44,005

Investments	Shares		Value
Charles River Laboratories International, Inc.*		1,255	$	42,356
Covance, Inc.*		989		48,660
Endo Pharmaceuticals Holdings, Inc.*		1,149		20,590
Medicis Pharmaceutical Corp. Class A		832		13,578
Mettler-Toledo International, Inc.*		613		47,293
OSI Pharmaceuticals, Inc.*		384		10,840
Perrigo Co.		1,190		33,058
Pharmaceutical Product Development, Inc.		1,310		30,418
Sepracor, Inc.*		2,447		42,382
Techne Corp.		92		5,871
United Therapeutics Corp.*		98		8,166
Valeant Pharmaceuticals International*		837		21,528
Varian, Inc.*		739		29,139
Vertex Pharmaceuticals, Inc*		163		5,809
Total Pharmaceuticals, Biotechnology				426,565
Real Estate—1.9%
Alexandria Real Estate Equities, Inc. (a)		220		7,874
AMB Property Corp. (a)		864		16,252
BRE Properties, Inc. (a)		257		6,106
Camden Property Trust (a)		515		14,214
Corporate Office Properties Trust (a)		2,240		65,699
Cousins Properties, Inc.(a)		384		3,264
Duke Realty Corp. (a)		3,073		26,950
Equity One, Inc. (a)		315		4,177
Essex Property Trust, Inc. (a)		126		7,841
Federal Realty Investment Trust (a)		193		9,943
Highwoods Properties, Inc. (a)		444		9,932
Hospitality Properties Trust (a)		2,279		27,097
Jones Lang LaSalle, Inc.		2,345		76,752
Liberty Property Trust (a)		833		19,192
Macerich Co. (a)		1,367		24,073
Mack-Cali Realty Corp.(a)		864		19,699
Nationwide Health Properties, Inc. (a)		326		8,391
Omega Healthcare Investors, Inc. (a)		7,278		112,956
Potlatch Corp. (a)		1,765		42,872
Rayonier, Inc. (a)		893		32,461
Realty Income Corp. (a)		350		7,672
Regency Centers Corp. (a)		287		10,019
SL Green Realty Corp.(a)		543		12,456
UDR Inc. (a)		932		9,628
Weingarten Realty Investors (a)		742		10,766
Total Real Estate				586,286
Retailing—8.3%
99 Cents Only Stores*		2,434		33,054
Aaron's, Inc.		586		17,475
Advance Auto Parts, Inc.		3,459		143,514
Aeropostale, Inc.*		2,117		72,550
American Eagle Outfitters, Inc.		6,838		96,894
AnnTaylor Stores Corp.*		9,879		78,834
Barnes & Noble, Inc.		7,823		161,388
Carmax, Inc.*		22,841		335,764
Chico's FAS, Inc.*		11,088		107,886
Coldwater Creek, Inc.*		9,505		57,600
Collective Brands, Inc.*		6,607		96,264
Dick's Sporting Goods, Inc.*		6,326		108,807

The accompanying notes are an integral part of these financial statements.
24

Schedule of Investments — continued

REVENUESHARES MID CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Retailing—8.3% (continued)
Dollar Tree, Inc.*		2,246	$	94,557
Foot Locker, Inc.		17,228		180,377
Guess?, Inc.		3,116		80,330
J. Crew Group, Inc.*		2,406		65,010
LKQ Corp.*		3,143		51,702
NetFlix, Inc.*		992		41,009
PetSmart, Inc.		5,974		128,202
Priceline.com, Inc.*		614		68,492
Rent-A-Center, Inc.*		4,372		77,953
Ross Stores, Inc.		4,646		179,336
Saks, Inc.*		17,633		78,114
Urban Outfitters, Inc.*		2,047		42,721
Williams-Sonoma, Inc.		11,043		131,080
Total Retailing				2,528,913
Semiconductors & Semiconductor Equipment—1.3%
Atmel Corp.*		11,306		42,171
Cree, Inc.*		671		19,721
Fairchild Semiconductor International, Inc.*		7,896		55,193
Integrated Device Technology, Inc.*		3,076		18,579
International Rectifier Corp.*		1,860		27,547
Intersil Corp. Class A		1,922		24,160
Lam Research Corp.*		2,600		67,600
RF Micro Devices, Inc.*		27,817		104,591
Semtech Corp.*		471		7,494
Silicon Laboratories, Inc.*		420		15,935
Semiconductors & Semiconductor Equipment				382,991
Software & Services—5.1%
ACI Worldwide, Inc.*		608		8,488
Acxiom Corp.		4,050		35,762
Advent Software, Inc.*		250		8,198
Alliance Data Systems Corp.*		1,128		46,462
ANSYS, Inc.*		352		10,968
Broadridge Financial Solutions, Inc.		4,013		66,536
Cadence Design Systems, Inc.*		12,196		71,956
Digital River, Inc.*		380		13,802
DST Systems, Inc.*		1,350		49,883
Equinix, Inc.*		4,560		331,693
FactSet Research Systems, Inc.		326		16,258
Fair Isaac Corp.		1,280		19,789
Gartner, Inc.*		1,734		26,461
Global Payments, Inc.		831		31,129
Hewitt Associates, Inc., Class A		2,950		87,850
Jack Henry & Associates, Inc.		894		18,551
Lender Processing Services, Inc.		1,640		45,543
Macrovision Solutions Corp.*		644		14,046
Mantech International Corp. Class A*		795		34,217
Mentor Graphics Corp.*		3,463		18,943
Metavante Technologies, Inc.*		2,314		59,840
Micros Systems, Inc.*		7,040		178,252
NeuStar, Inc. Class A*		571		12,653
Parametric Technology Corp.*		2,053		24,000
SAIC Inc.*		10,054		186,501
SRA International, Inc. Class A*		2,057		36,121
Sybase, Inc.*		1,060		33,220

Investments	Shares		Value
Synopsys, Inc.*		1,631	$	31,821
ValueClick, Inc.*		2,241		23,575
Wind River Systems, Inc.*		775		8,882
Total Software & Services				1,551,400
Technology Hardware & Equipment—13.8%
3Com Corp.*		13,003		61,244
ADC Telecommunications, Inc.*		6,495		51,700
Adtran, Inc.		795		17,069
Arrow Electronics, Inc.*		23,358		496,124
Avnet, Inc.*		23,439		492,922
Avocent Corp.*		891		12,438
CommScope, Inc.*		5,691		149,446
Diebold, Inc.		2,639		69,564
F5 Networks, Inc.*		613		21,204
Imation Corp.		3,973		30,235
Ingram Micro, Inc. Class A*		63,548		1,112,090
Itron, Inc.*		1,734		95,491
National Instruments Corp.		774		17,461
NCR Corp.*		8,768		103,726
Palm, Inc.*		15,428		255,642
Plantronics, Inc.		1,509		28,535
Polycom, Inc.*		1,667		33,790
Tech Data Corp.*		30,121		985,258
Trimble Navigation Ltd.*		1,479		29,033
Vishay Intertechnology, Inc.*		16,172		109,808
Zebra Technologies Corp. Class A*		1,087		25,718
Total Technology Hardware & Equipment				4,198,498
Telecommunication Services—0.9%
Cincinnati Bell, Inc.*		17,038		48,388
Syniverse Holdings, Inc.*		6,834		109,549
Telephone & Data Systems, Inc.		3,624		102,559
Total Telecommunication Services				260,496
Transportation—2.2%
Airtran Holdings, Inc.*		15,089		93,401
Alaska Air Group, Inc.*		3,116		56,898
Alexander & Baldwin, Inc.		1,672		39,192
Con-way, Inc.		5,353		189,013
JB Hunt Transport Services, Inc.		3,473		106,031
JetBlue Airways Corp.*		13,340		56,962
Kansas City Southern*		2,463		39,679
Landstar System, Inc.		549		19,715
Werner Enterprises, Inc.		3,039		55,067
Total Transportation				655,958
Utilities—5.1%
AGL Resources, Inc.		1,960		62,328
Alliant Energy Corp.		2,663		69,584
Aqua America, Inc.		679		12,154
Black Hills Corp.		703		16,162
Cleco Corp.		356		7,982
DPL, Inc.		1,634		37,860
Energen Corp.		1,118		44,608
Great Plains Energy, Inc.		2,984		46,401
Hawaiian Electric Industries, Inc.		2,991		57,008
IDACORP, Inc.		709		18,533
MDU Resources Group, Inc.		4,876		92,498

The accompanying notes are an integral part of these financial statements.
25

Schedule of Investments — continued

REVENUESHARES MID CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Utilities—5.1% (continued)
National Fuel Gas Co.		1,662	$	59,965
NSTAR		2,048		65,761
NV Energy Inc.		8,505		91,769
OGE Energy Corp.		3,788		107,276
ONEOK, Inc.		13,709		404,279
PNM Resources, Inc.		4,045		43,322
UGI Corp.		5,871		149,652
Vectren Corp.		2,056		48,172
Westar Energy, Inc.		2,114		39,680
WGL Holdings, Inc.		1,762		56,419
Total Utilities				1,531,413
Total Investments—99.7% (Cost $28,995,152)				30,082,751
Other Assets in Excess of Liabilities—0.3%				83,611
Net Assets—100.0%			$	30,166,362

†  Statement of Financial Accounting Standards No. 157 "Fair Value Measurement" establishes an authoritative framework for the measurement of fair value. Securities listed are level 1 quoted prices in active markets for identical securities.

*  Non-income producing security.

(a)  Real Estate Investment Trust.

The accompanying notes are an integral part of these financial statements.
26

Schedule of Investments

REVENUESHARES SMALL CAP FUND

JUNE 30, 2009

Investments	Shares		Value
COMMON STOCKS†—100.1%
Automobiles & Components—1.1%
Drew Industries, Inc.*		1,761	$	21,431
Spartan Motors, Inc.		12,554		142,237
Standard Motor Products, Inc.		10,043		83,056
Superior Industries International, Inc.		2,890		40,749
Winnebago Industries, Inc.		6,897		51,245
Total Automobiles & Components				338,718
Banks—2.1%
Bank Mutual Corp.		801		6,985
Bank of the Ozarks, Inc.		3,380		73,110
Boston Private Financial Holdings, Inc.		4,774		21,388
Brookline Bancorp, Inc.		609		5,676
Cascade Bancorp		902		1,272
Central Pacific Financial Corp.		1,475		5,531
Columbia Banking System, Inc.		1,028		10,516
Community Bank System, Inc.		580		8,445
Dime Community Bancshares, Inc.		638		5,812
East West Bancorp, Inc.		2,118		13,746
First BanCorp.		4,874		19,252
First Commonwealth Financial Corp.		1,474		9,345
First Financial Bancorp		831		6,249
First Financial Bankshares, Inc.		162		8,158
First Midwest Bancorp, Inc.		1,152		8,421
Frontier Financial Corp.		4,787		5,792
Glacier Bancorp, Inc.		933		13,780
Hancock Holding Co.		482		15,660
Hanmi Financial Corp.		6,749		11,811
Home Bancshares, Inc.		289		5,503
Independent Bank Corp. MI		5,481		7,235
Independent Bank Corp. MA		1,471		28,979
Nara Bancorp, Inc.		899		4,657
National Penn Bancshares, Inc.		1,567		7,224
NBT Bancorp, Inc.		3,171		68,842
Old National Bancorp.		1,540		15,123
Pinnacle Financial Partners, Inc.*		2,022		26,933
PrivateBancorp, Inc.		608		13,522
Prosperity Bancshares, Inc.		605		18,047
S&T Bancorp, Inc.		317		3,855
Signature Bank*		549		14,889
Simmons First National Corp. Class A		346		9,245
South Financial Group, Inc.		9,912		11,795
Sterling Bancorp		547		4,567
Sterling Bancshares, Inc.		2,312		14,635
Sterling Financial Corp.		5,830		16,965
Susquehanna Bancshares, Inc.		2,375		11,614
Tompkins Financial Corp.		156		7,480
TrustCo Bank Corp.		801		4,734
UCBH Holdings, Inc.		6,379		8,038
UMB Financial Corp.		640		24,326
Umpqua Holdings Corp.		1,701		13,200
United Bankshares, Inc.		668		13,053
United Community Banks, Inc.		1,906		11,417
Whitney Holding Corp.		1,916		17,551
Wilshire Bancorp, Inc.		899		5,169
Wintrust Financial Corp.		1,509		24,265
Total Banks				663,812

Investments	Shares		Value
Capital Goods—10.2%
Actuant Corp. Class A		128	$	1,562
Aerovironment, Inc.*		320		9,875
A.O. Smith Corp.		3,337		108,686
AAR Corp.*		3,394		54,474
Acuity Brands, Inc.		2,564		71,920
Albany International Corp. Class A		3,463		39,409
American Science & Engineering, Inc.		1,440		99,533
Apogee Enterprises, Inc.		4,017		49,409
Applied Industrial Technologies, Inc.		4,713		92,846
Applied Signal Technology, Inc.		446		11,377
Astec Industries, Inc.*		1,310		38,894
Axsys Technologies, Inc.*		188		10,084
AZZ, Inc.*		480		16,517
Badger Meter, Inc.		706		28,946
Baldor Electric Co.		5,193		123,541
Barnes Group, Inc.		4,298		51,103
Belden, Inc.		4,994		83,400
Brady Corp. Class A		2,690		67,573
Briggs & Stratton Corp.		6,260		83,508
C&D Technologies, Inc.*		4,618		9,236
Cascade Corp.		767		12,065
Ceradyne, Inc.*		1,216		21,475
CIRCOR International, Inc.		3,362		79,377
CLARCOR, Inc.		1,284		37,480
Cubic Corp.		1,252		44,809
Curtiss-Wright Corp.		2,466		73,314
EMCOR Group, Inc.*		13,343		268,460
EnPro Industries, Inc.*		2,368		42,648
ESCO Technologies, Inc.*		2,088		93,542
Esterline Technologies Corp.*		1,728		46,777
Gardner Denver, Inc.*		3,301		83,086
GenCorp, Inc.*		9,924		18,955
Gibraltar Industries, Inc.		3,748		25,749
Griffon Corp.*		6,471		53,839
II-VI, Inc.*		673		14,920
Insituform Technologies, Inc. Class A*		1,155		19,600
John Bean Technologies Corp.		4,843		60,634
Kaman Corp.		2,528		42,218
Kaydon Corp.		640		20,838
Lawson Products, Inc.		1,094		15,546
Lindsay Corp.		356		11,784
Lydall, Inc.*		3,074		10,452
Magnetek, Inc.*		1,984		2,758
Moog, Inc. Class A*		2,496		64,422
Mueller Industries, Inc.		5,251		109,221
NCI Buildings Systems, Inc.*		4,298		11,347
Orbital Sciences Corp.*		3,045		46,193
Quanex Building Products Corp.		4,000		44,880
Regal-Beloit Corp.		2,821		112,050
Robbins & Myers, Inc.		1,667		32,090
Simpson Manufacturing Co., Inc.		1,183		25,576
Standex International Corp.		1,442		16,727
Stanley, Inc.*		4,258		140,003
Teledyne Technologies, Inc.*		1,953		63,961
Toro Co.		2,466		73,733
Tredegar Corp.		2,092		27,865
Triumph Group, Inc.		1,188		47,520
Universal Forest Products, Inc.		4,198		138,912

The accompanying notes are an integral part of these financial statements.
27

Schedule of Investments — continued

REVENUESHARES SMALL CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Capital Goods—10.2% (continued)
Vicor Corp.		1,825	$	13,177
Wabash National Corp.		8,545		5,982
Watsco, Inc.		1,991		97,420
Watts Water Technologies, Inc. Class A		2,536		54,625
Total Capital Goods				3,277,923
Commercial & Professional Services—5.0%
ABM Industries, Inc.		8,152		147,307
ATC Technology Corp.*		1,442		20,909
Administaff, Inc.		3,937		91,614
Bowne & Co., Inc.		10,133		65,966
CDI Corp.		5,108		56,954
Consolidated Graphics, Inc.*		2,502		43,585
G&K Services, Inc. Class A		1,948		41,200
Geo Group, Inc.*		2,407		44,722
Healthcare Services Group, Inc.		1,734		31,004
Heidrick & Struggles International, Inc.		1,314		23,981
Interface, Inc. Class A		9,113		56,501
Mobile Mini, Inc.*		1,186		17,399
On Assignment, Inc.*		6,070		23,734
School Specialty, Inc.*		2,502		50,565
Spherion Corp.*		80,312		330,884
Standard Register Co.		4,289		13,982
SYKES Enterprises, Inc.*		1,919		34,715
Tetra Tech, Inc.*		3,664		104,974
TrueBlue, Inc.*		7,191		60,404
United Stationers, Inc.*		6,100		212,768
Viad Corp.		1,890		32,546
Volt Information Sciences, Inc.*		15,419		96,677
Total Commercial & Professional Services				1,602,391
Consumer Durables & Apparel—7.2%
Arctic Cat, Inc.		5,235		21,149
Brunswick Corp.		65,881		284,606
Iconix Brand Group, Inc.*		1,024		15,749
Carter's, Inc.*		3,273		80,549
CROCS, Inc.*		23,591		80,209
Deckers Outdoor Corp.*		382		26,843
Ethan Allen Interiors, Inc.		2,878		29,816
Helen of Troy Ltd.*		20,642		346,580
JAKKS Pacific, Inc.*		2,028		26,019
K-Swiss, Inc. Class A		1,284		10,914
La-Z-Boy, Inc.		24,925		117,646
Liz Claiborne, Inc.		59,430		171,158
M/I Homes, Inc.		3,042		29,781
Maidenform Brands, Inc.*		1,886		21,632
Meritage Homes Corp.*		6,356		119,874
Movado Group, Inc.		3,399		35,825
National Presto Industries, Inc.		286		21,765
Nautilus, Inc.*		10,149		11,468
Oxford Industries, Inc.		7,824		91,150
Perry Ellis International, Inc.*		4,914		35,774
Polaris Industries, Inc.		3,142		100,921
Pool Corp.		4,650		77,004
Quiksilver, Inc.*		67,279		124,466
RC2 Corp.*		2,822		37,335
Russ Berrie & Co., Inc.*		12,867		50,310

Investments	Shares		Value
Skechers U.S.A., Inc. Class A*		5,348	$	52,250
Skyline Corp.		544		11,832
Standard-Pacific Corp.		41,261		83,760
Sturm Ruger & Co., Inc.		925		11,507
True Religion Apparel, Inc.*		934		20,828
UniFirst Corp.		1,542		57,316
Universal Electronics, Inc.*		768		15,491
Volcom, Inc.*		1,411		17,638
Wolverine World Wide, Inc.		2,564		56,562
Total Consumer Durables & Apparel				2,295,727
Consumer Services—5.4%
American Public Education, Inc.*		640		25,350
Buffalo Wild Wings, Inc.*		705		22,927
California Pizza Kitchen, Inc.*		3,103		41,239
Capella Education Co.*		194		11,630
CEC Entertainment, Inc.*		1,539		45,370
CKE Restaurants, Inc.		7,471		63,354
Coinstar, Inc.*		1,827		48,781
Cracker Barrel Old Country Store, Inc.		5,283		147,396
DineEquity, Inc.		5,076		158,320
Hillenbrand, Inc.		1,830		30,451
Interval Leisure Group, Inc.*		3,235		30,150
Jack in the Box, Inc.*		5,894		132,320
Landry's Restaurants, Inc.*		4,210		36,206
Marcus Corp.		1,251		13,161
Monarch Casino & Resort, Inc.*		612		4,468
Multimedia Games, Inc.*		1,987		9,856
O'Charleys, Inc.		18,936		175,158
Papa John's International, Inc.*		2,814		69,759
Peet's Coffee & Tea, Inc.*		513		12,928
P.F. Chang's China Bistro, Inc.*		2,308		73,994
Pinnacle Entertainment, Inc.*		6,251		58,072
Pre-Paid Legal Services, Inc.*		482		21,010
Red Robin Gourmet Burgers, Inc.*		2,309		43,294
Ruby Tuesday, Inc.		39,145		260,705
Ruth's Hospitality Group, Inc.*		11,561		42,429
Shuffle Master, Inc.*		1,760		11,634
Sonic Corp.*		2,945		29,538
Steak N Shake Co.*		4,843		42,328
Texas Roadhouse, Inc. Class A*		4,963		54,146
Universal Technical Institute, Inc.*		862		12,870
Total Consumer Services				1,728,844
Diversified Financials—0.8%
Cash America International, Inc.		1,574		36,815
Financial Federal Corp.		355		7,295
First Cash Financial Services, Inc.*		926		16,224
Greenhill & Co., Inc.		156		11,265
Investment Technology Group, Inc.*		1,638		33,399
LaBranche & Co., Inc.*		2,365		10,170
optionsXpress Holdings, Inc.		898		13,946
Piper Jaffray Cos.*		574		25,067
Portfolio Recovery Associates, Inc.*		324		12,549
Rewards Network, Inc.*		3,273		12,372
Stifel Financial Corp.		836		40,202
SWS Group, Inc.		1,219		17,029
TradeStation Group, Inc.*		1,151		9,737
World Acceptance Corp.*		738		14,694
Total Diversified Financials				260,764

The accompanying notes are an integral part of these financial statements.
28

Schedule of Investments — continued

REVENUESHARES SMALL CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Energy—6.5%
Atwood Oceanics, Inc.*		1,245	$	31,013
Basic Energy Services, Inc.*		3,492		23,850
Bristow Group, Inc.*		1,980		58,667
CARBO Ceramics, Inc.		478		16,348
Dril-Quip, Inc.*		1,088		41,453
Gulf Island Fabrication, Inc.		1,405		22,241
Holly Corp.		14,092		253,374
Hornbeck Offshore Services, Inc.*		1,117		23,893
ION Geophysical Corp.*		11,079		28,473
Lufkin Industries, Inc.		798		33,556
Matrix Service Co.*		3,653		41,936
NATCO Group, Inc. Class A*		1,735		57,116
Oil States International, Inc.*		5,644		136,641
Penn Virginia Corp.		1,824		29,859
Petroleum Development Corp.*		1,189		18,655
Petroquest Energy, Inc.*		2,337		8,624
Pioneer Drilling Co.*		4,168		19,965
SEACOR Holdings, Inc.*		966		72,682
St. Mary Land & Exploration Co.		2,850		59,480
Stone Energy Corp.*		2,568		19,055
Superior Well Services, Inc.*		1,922		11,436
Swift Energy Co.*		1,765		29,387
Tetra Technologies, Inc.*		8,240		65,590
World Fuel Services Corp.		23,992		989,190
Total Energy				2,092,484
Food & Staples Retailing—3.2%
Andersons, Inc.		8,694		260,298
Casey's General Stores, Inc.		8,053		206,882
Great Atlantic & Pacific Tea Co., Inc.*		42,746		181,671
Nash Finch Co.		4,651		125,856
Spartan Stores, Inc.		4,296		53,313
United Natural Foods, Inc.*		7,672		201,390
Total Food & Staples Retailing				1,029,410
Food Beverage & Tobacco—1.8%
Alliance One International, Inc.*		38,308		145,570
Boston Beer Co., Inc. Class A*		548		16,215
Cal-Maine Foods, Inc.		1,350		33,696
Darling International, Inc.*		7,510		49,566
Diamond Foods, Inc.		893		24,915
Green Mountain Coffee Roasters, Inc.*		861		50,902
Hain Celestial Group, Inc.*		2,306		35,997
J&J Snack Foods Corp.		830		29,797
Lance, Inc.		1,575		36,430
Sanderson Farms, Inc.		2,124		95,580
TreeHouse Foods, Inc.*		2,501		71,954
Total Food Beverage & Tobacco				590,622
Health Care Equipment & Services—7.6%
Abaxis, Inc.*		258		5,299
Air Methods Corp.*		1,346		36,827
Align Technology, Inc.*		9,600		101,760
Almost Family, Inc.*		129		3,368
Amedisys, Inc.*		1,061		35,034
American Medical Systems Holdings, Inc.*		2,368		37,414
AMERIGROUP Corp.*		6,679		179,332

Investments	Shares		Value
AMN Healthcare Services, Inc.*		6,215	$	39,652
Amsurg Corp.*		1,155		24,763
Analogic Corp.		575		21,246
Bio-Reference Labs, Inc.*		549		17,354
Catalyst Health Solutions, Inc.*		4,385		109,362
Centene Corp.*		8,429		168,412
Chemed Corp.		1,158		45,718
Computer Programs & Systems, Inc.		255		9,769
CONMED Corp.*		1,311		20,347
Cooper Cos., Inc.		3,401		84,107
Corvel Corp.*		703		16,007
Cross Country Healthcare, Inc.*		3,536		24,292
CryoLife Inc.*		483		2,676
Cyberonics*		320		5,322
Eclipsys Corp.*		1,535		27,292
Genoptix, Inc.*		716		22,905
Gentiva Health Services, Inc.*		2,092		34,434
Greatbatch, Inc.*		833		18,834
Haemonetics Corp.*		348		19,836
Hanger Orthopedic Group, Inc.*		4,575		62,174
Healthspring, Inc.*		5,164		56,081
Healthways, Inc.*		3,304		44,439
HMS Holdings Corp.*		256		10,424
ICU Medical, Inc.*		255		10,493
Integra Lifesciences Holdings Corp.*		773		20,492
Invacare Corp.		4,905		86,573
inVentiv Health, Inc.*		3,974		53,768
IPC The Hospitalist Co., Inc.		2,462		65,711
Kensy Nash Corp.*		165		4,325
Landauer, Inc.		63		3,864
LCA-Vision, Inc.		3,109		13,120
LHC Group, Inc.*		419		9,306
Magellan Health Services, Inc.*		3,174		104,171
Medcath Corp.*		2,756		32,411
Mednax, Inc.*		1,348		56,791
Meridian Bioscience, Inc.		225		5,081
Merit Medical Systems, Inc.*		540		8,802
Molina Healthcare, Inc.*		6,870		164,330
MWI Veterinary Supply, Inc.*		1,156		40,298
Natus Medical, Inc.*		479		5,528
Neogen Corp.*		444		12,867
Odyssey HealthCare, Inc.*		2,625		26,985
Omnicell, Inc.*		866		9,310
Osteotech, Inc.*		1,923		8,461
Palomar Medical Technologies, Inc.*		414		6,069
PharMerica Corp.*		5,669		111,282
Phase Forward, Inc.*		511		7,721
PSS World Medical, Inc.*		4,049		74,947
Quality Systems, Inc.		195		11,107
RehabCare Group, Inc.*		1,951		46,687
Res-Care, Inc.*		4,839		69,198
SurModics, Inc.*		162		3,666
Symmetry Medical, Inc.*		2,048		19,087
Theragenics Corp.*		2,304		2,972
West Pharmaceutical Services, Inc.		1,215		42,343
Zoll Medical Corp.*		838		16,207
Total Health Care Equipment & Services				2,438,453

The accompanying notes are an integral part of these financial statements.
29

Schedule of Investments — continued

REVENUESHARES SMALL CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Household & Personal Products—0.6%
Central Garden & Pet Co., Class A*		14,591	$	143,721
Chattem, Inc.*		258		17,570
Mannatech, Inc.		6,492		21,424
WD-40 Co.		483		14,007
Total Household & Personal Products				196,722
Insurance—1.7%
American Physicians Capital, Inc.		800		31,328
Amerisafe, Inc.*		701		10,908
Delphi Financial Group, Inc. Class A		4,359		84,695
eHealth, Inc.*		740		13,068
Employers Holdings, Inc.		165		2,236
Infinity Property & Casualty Corp.		893		32,559
National Financial Partners Corp.		14,991		109,733
Navigators Group, Inc.*		513		22,793
Presidential Life Corp.		1,313		9,939
ProAssurance Corp.*		512		23,660
RLI Corp.		419		18,771
Safety Insurance Group, Inc.		737		22,523
Selective Insurance Group, Inc.		3,460		44,184
Stewart Information Services Corp.		4,679		66,676
Tower Group, Inc.		837		20,741
United Fire & Casualty Co.		1,117		19,157
Zenith National Insurance Corp.		926		20,131
Total Insurance				553,102
Materials—4.5%
A.M. Castle & Co.		5,747		69,424
AMCOL International Corp.		1,605		34,636
American Vanguard Corp.		479		5,413
Arch Chemicals, Inc.		2,565		63,073
Balchem Corp.		381		9,342
Brush Engineered Materials, Inc.*		3,177		53,215
Buckeye Technologies, Inc.*		10,353		46,485
Calgon Carbon Corp.*		1,218		16,918
Century Aluminum Co*		8,653		53,908
Clearwater Paper Corp.*		1,124		28,426
Deltic Timber Corp.		124		4,398
Eagle Materials, Inc.		1,640		41,394
H.B. Fuller Co.		4,001		75,099
Headwaters, Inc.*		5,385		18,094
Myers Industries, Inc.		5,063		42,124
Neenah Paper, Inc.		3,784		33,337
NewMarket Corp.		1,797		120,991
Olympic Steel, Inc.		2,438		59,658
OM Group, Inc.*		3,463		100,496
Penford Corp.		1,510		8,743
PolyOne Corp.*		40,431		109,567
Quaker Chemical Corp.		1,987		26,407
Rock-Tenn Co. Class A		3,205		122,302
RTI International Metals, Inc.*		1,792		31,665
Schulman A., Inc.		4,935		74,568
Schweitzer-Mauduit International, Inc.		1,927		52,434
Stepan Co.		1,505		66,461
Texas Industries, Inc.		1,249		39,169
Wausau Paper Corp.		4,866		32,700
Zep, Inc.		1,471		17,726
Total Materials				1,458,173

Investments	Shares		Value
Media—1.1%
Arbitron, Inc.		1,409	$	22,389
E.W. Scripps Co. Class A		52,329		109,368
Live Nation, Inc.*		47,934		232,959
Total Media				364,716
Pharmaceuticals, Biotechnology—0.7%
Cambrex Corp.*		2,818		11,610
Cubist Pharmaceuticals, Inc.*		670		12,281
Dionex Corp.*		319		19,469
Enzo Biochem, Inc.*		671		2,973
eResearch Technology, Inc.		1,373		8,526
Kendle International, Inc.*		1,320		16,157
Martek Biosciences Corp.*		512		10,829
Noven Pharmaceuticals, Inc.*		349		4,991
Par Pharmaceutical Cos., Inc.*		1,859		28,164
Parexel International Corp.*		6,261		90,032
Regeneron Pharmaceuticals, Inc.*		636		11,397
Salix Pharmaceuticals Ltd.*		838		8,271
Viropharma, Inc.*		805		4,774
Total Pharmaceuticals, Biotechnology				229,474
Real Estate—1.1%
Acadia Realty Trust (a)		388		5,063
BioMed Realty Trust, Inc. (a)		1,373		14,046
Cedar Shopping Centers, Inc. (a)		1,314		5,939
Colonial Properties Trust (a)		2,117		15,666
DiamondRock Hospitality Co. (a)		5,810		36,371
EastGroup Properties, Inc. (a)		221		7,297
Entertainment Properties Trust (a)		416		8,570
Extra Space Storage, Inc. (a)		1,282		10,705
Forestar Real Estate Group, Inc.*		1,376		16,347
Franklin Street Properties Corp. (a)		2,018		26,739
Home Properties, Inc. (a)		574		19,573
Inland Real Estate Corp. (a)		675		4,725
Kilroy Realty Corp. (a)		383		7,867
Kite Realty Group Trust (a)		1,245		3,635
LaSalle Hotel Properties (a)		2,754		33,984
Lexington Realty Trust (a)		4,585		15,589
LTC Properties, Inc. (a)		161		3,292
Medical Properties Trust, Inc. (a)		707		4,291
Mid-America Apartment Communities, Inc. (a)		476		17,474
National Retail Properties, Inc. (a)		673		11,677
Parkway Properties, Inc. (a)		706		9,178
Pennsylvania Real Estate Investment Trust (a)		3,974		19,870
Post Properties, Inc. (a)		636		8,548
PS Business Parks, Inc. (a)		259		12,546
Senior Housing Properties Trust (a)		701		11,440
Sovran Self Storage, Inc. (a)		256		6,298
Tanger Factory Outlet Centers, Inc. (a)		261		8,464
Urstadt Biddle Properties, Inc., Class A (a)		221		3,112
Total Real Estate				348,306
Retailing—18.3%
Audiovox Corp. Class A*		3,946		23,124
Big 5 Sporting Goods Corp.		7,727		85,461

The accompanying notes are an integral part of these financial statements.
30

Schedule of Investments — continued

REVENUESHARES SMALL CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Retailing—18.3% (continued)
Blue Nile, Inc.*		541	$	23,258
Brown Shoe Co., Inc.		17,143		124,115
Buckle, Inc.		1,155		36,694
Cabela's, Inc.*		15,811		194,475
Cato Corp. Class A		2,598		45,309
Charlotte Russe Holding, Inc.*		6,002		77,306
Childrens Place Retail Stores, Inc.*		3,633		96,020
Christopher & Banks Corp.		6,253		41,958
Dress Barn, Inc.*		6,677		95,481
Finish Line Class A		9,562		70,950
Fred's, Inc. Class A		7,215		90,909
Genesco, Inc.*		4,682		87,881
Group 1 Automotive, Inc.		28,889		751,692
Gymboree Corp.*		1,635		58,010
Haverty Furniture Cos., Inc.		3,689		33,754
Hibbett Sports, Inc.*		1,410		25,380
Hot Topic, Inc.*		3,914		28,611
HSN, Inc.*		45,395		479,825
Jo-Ann Stores, Inc.*		6,198		128,113
Jos A. Bank Clothiers, Inc.*		901		31,048
Lithia Motors, Inc. Class A		36,738		339,459
MarineMax, Inc.*		14,117		48,562
Men's Wearhouse, Inc.		6,636		127,278
Midas Inc.*		1,085		11,371
NutriSystem, Inc.		2,183		31,654
OfficeMax, Inc.		60,135		377,648
PEP Boys-Manny, Moe & Jack		27,360		277,430
PetMed Express, Inc.*		481		7,229
Sonic Automotive, Inc. Class A		93,501		949,970
Stage Stores, Inc.		10,353		114,918
Stamps.com, Inc.*		384		3,256
Stein Mart, Inc.		55,996		496,125
Ticketmaster Entertainment Inc.*		10,181		65,362
Tractor Supply Co.*		3,010		124,373
Tuesday Morning Corp.		32,929		110,971
Tween Brands, Inc.*		9,294		62,084
Zale Corp.*		27,966		96,203
Zumiez, Inc.*		1,854		14,851
Total Retailing				5,888,118
Semiconductors & Semiconductor Equipment—2.4%
Actel Corp.*		803		8,616
Advanced Energy Industries, Inc.*		1,471		13,224
ATMI, Inc.*		1,119		17,378
Brooks Automation, Inc.*		4,425		19,824
Cabot Microelectronics Corp.*		613		17,342
Cohu, Inc.		764		6,861
Cymer, Inc.*		901		26,787
Cypress Semiconductor Corp.*		16,547		152,232
Diodes, Inc.*		3,199		50,032
DSP Group, Inc.*		2,018		13,642
Exar Corp.*		476		3,422
FEI Co.*		1,374		31,465
Hittite Microwave Corp.*		253		8,792
Kopin Corp.*		2,208		8,103
Kulicke & Soffa Industries, Inc.*		21,119		72,438
Micrel, Inc.		1,476		10,804
Microsemi Corp.*		1,444		19,927

Investments	Shares		Value
MKS Instruments, Inc.*		1,929	$	25,444
Pericom Semiconductor Corp.*		1,120		9,430
Rudolph Technologies, Inc.*		2,020		11,150
Skyworks Solutions, Inc.*		6,895		67,433
Standard Microsystems Corp.*		926		18,937
Supertex, Inc.*		160		4,018
TriQuint Semiconductor, Inc.*		10,523		55,877
Ultratech, Inc.*		421		5,183
Varian Semiconductor Equipment Associates, Inc.*		2,113		50,691
Veeco Instruments, Inc.*		2,798		32,429
Total Semiconductors & Semiconductor Equipment				761,481
Software & Services—3.1%
Bankrate, Inc.*		190		4,796
Blackbaud, Inc.		959		14,912
CACI International, Inc., Class A*		2,208		94,304
CIBER, Inc.*		12,568		38,961
CommVault Systems, Inc.		3,872		64,198
comScore, Inc.*		540		7,193
Concur Technologies, Inc.*		284		8,827
CSG Systems International, Inc.*		1,181		15,636
CyberSource Corp.*		806		12,332
DealerTrack Holdings Inc*		925		15,725
Ebix, Inc.*		67		2,098
Epicor Software Corp.*		5,043		26,728
EPIQ Systems, Inc.*		540		8,289
Forrester Research, Inc.*		2,080		51,064
Heartland Payment Systems, Inc.		3,878		37,112
Informatica Corp.*		1,408		24,204
InfoSpace, Inc.*		837		5,549
Integral Systems, Inc.*		482		4,010
j2 Global Communications, Inc.*		544		12,273
JDA Software Group, Inc.*		1,278		19,119
Knot, Inc.*		542		4,271
Manhattan Associates, Inc.*		990		18,038
MAXIMUS, Inc.		965		39,806
Perficient, Inc.*		2,177		15,217
Phoenix Technologies Ltd.*		740		2,005
Progress Software Corp.*		1,094		23,160
Radiant Systems, Inc.*		3,333		27,664
Smith Micro Software, Inc.*		732		7,188
Sonic Solutions*		4,423		13,048
SPSS, Inc.*		517		17,252
StarTek, Inc.*		3,336		26,755
Take-Two Interactive Software, Inc.*		5,228		49,509
Taleo Corp. Class A*		1,030		18,818
TeleTech Holdings, Inc.*		6,300		95,445
THQ, Inc.*		9,562		68,464
Tyler Technologies, Inc.*		837		13,074
United Online, Inc.		3,783		24,627
Websense, Inc.*		764		13,630
Wright Express Corp.*		1,439		36,651
Total Software & Services				981,952
Technology Hardware & Equipment—10.5%
Adaptec, Inc.*		1,953		5,175
Agilysys, Inc.		6,664		31,188

The accompanying notes are an integral part of these financial statements.
31

Schedule of Investments — continued

REVENUESHARES SMALL CAP FUND

JUNE 30, 2009

Investments	Shares		Value
Technology Hardware & Equipment—10.5% (continued)
Anixter International, Inc.*		9,700	$	364,623
Arris Group, Inc.*		6,599		80,244
Avid Technology, Inc.*		3,240		43,448
Bel Fuse, Inc. Class B		611		9,800
Benchmark Electronics, Inc.*		8,545		123,048
Black Box Corp.		1,634		54,690
Blue Coat Systems Inc*		1,474		24,380
Brightpoint, Inc.*		50,779		318,384
Checkpoint Systems, Inc.*		3,683		57,786
Cognex Corp.		800		11,304
Comtech Telecommunications Corp.*		447		14,250
CTS Corp.		4,747		31,093
Daktronics, Inc.		2,342		18,033
Digi International, Inc.*		992		9,672
DTS, Inc.*		490		13,264
Electro Scientific Industries, Inc.*		1,510		16,882
EMS Technologies, Inc.*		541		11,307
FARO Technologies, Inc.*		573		8,899
Gerber Scientific, Inc.*		8,205		20,513
Harmonic Inc.*		2,657		15,650
Hutchinson Technology, Inc.*		9,081		17,708
Insight Enterprises, Inc.*		46,459		448,794
Intermec, Inc.*		1,760		22,704
Intevac, Inc.*		896		7,804
Keithley Instruments, Inc.		1,861		7,444
Littelfuse, Inc.*		1,406		28,064
LoJack Corp.*		1,694		7,098
Mercury Computer Systems, Inc.*		2,079		19,231
Methode Electronics, Inc.		2,789		19,579
MTS Systems Corp.		768		15,859
Netgear, Inc.*		2,988		43,057
Network Equipment Technologies Inc.*		1,414		6,024
Newport Corp.*		2,917		16,889
Novatel Wireless, Inc.*		5,252		47,373
Park Electrochemical Corp.		544		11,712
PC-Tel, Inc.*		576		3,082
Plexus Corp.*		4,394		89,901
RadiSys Corp.*		2,536		22,849
Rogers Corp.*		604		12,219
Scansource, Inc.*		4,996		122,502
Stratasys, Inc.*		481		5,286
Symmetricom, Inc.*		2,274		13,121
Synaptics, Inc.*		803		31,036
SYNNEX Corp.*		34,425		860,282
Technitrol, Inc.		15,777		102,077
Tekelec*		1,567		26,373
Tollgrade Communications, Inc.*		546		2,861
TTM Technologies, Inc.*		6,022		47,935
Viasat, Inc.*		1,091		27,973
Total Technology Hardware & Equipment				3,370,470
Telecommunication Services—0.4%
Cbeyond Communications, Inc.*		4,800		68,880
Fairpoint Communications, Inc.		14,767		8,860
General Communication, Inc. Class A*		2,917		20,215

Investments	Shares		Value
Iowa Telecommunications Services, Inc.		349	$	4,366
Neutral Tandem, Inc.*		670		19,778
Total Telecommunication Services				122,099
Transportation—1.6%
Arkansas Best Corp.		3,363		88,615
Forward Air Corp.		930		19,828
Heartland Express, Inc.		1,866		27,468
HUB Group, Inc., Class A*		3,394		70,052
Kirby Corp.*		2,085		66,282
Knight Transportation, Inc.		2,251		37,254
Old Dominion Freight Line, Inc.*		3,006		100,911
Skywest, Inc.		9,306		94,921
Total Transportation				505,331
Utilities—3.2%
ALLETE, Inc.		1,118		32,143
American States Water Co.		416		14,410
Atmos Energy Corp.		11,679		292,443
Avista Corp.		3,601		64,134
Central Vermont Public Service Corp.		703		12,724
CH Energy Group, Inc.		1,280		59,776
El Paso Electric Co.*		2,433		33,965
Laclede Group, Inc.		1,822		60,363
New Jersey Resources Corp.		3,880		143,715
Northwest Natural Gas Co.		932		41,306
Piedmont Natural Gas Co., Inc.		2,694		64,952
South Jersey Industries, Inc.		1,089		37,995
Southwest Gas Corp.		3,686		81,866
UIL Holdings Corp.		1,347		30,240
UniSource Energy Corp.		2,144		56,902
Total Utilities				1,026,934
Total Investments—100.1% (Cost $29,870,569)				32,126,026
Liabilities in Excess of Other Assets—(0.1)%				(26,844	)
Net Assets—100.0%			$	32,099,182

†  Statement of Financial Accounting Standards No. 157 "Fair Value Measurement" establishes an authoritative framework for the measurement of fair value. Securities listed are level 1 quoted prices in active markets for identical securities.

*  Non-Income Producing Security.

(a)  Real Estate Investment Trust.

The accompanying notes are an integral part of these financial statements.
32

Schedule of Investments

REVENUESHARES FINANCIALS SECTOR FUND

JUNE 30, 2009

Investments	Shares		Value
COMMON STOCKS†—100.2%
Capital Markets—29.5%
Ameriprise Financial, Inc.		1,833	$	44,487
Bank of New York Mellon Corp.		2,866		84,002
Charles Schwab Corp.		1,446		25,363
E*Trade Financial Corp.*		4,995		6,394
Federated Investors, Inc. Class B		270		6,504
Franklin Resources, Inc.		477		34,349
Goldman Sachs Group, Inc.		4,520		666,428
Invesco Ltd.		1,405		25,037
Janus Capital Group, Inc.		698		7,957
Legg Mason, Inc.		1,064		25,940
Morgan Stanley		21,313		607,634
Northern Trust Corp.		525		28,182
State Street Corp.		1,558		73,538
T. Rowe Price Group, Inc.		316		13,168
Total Capital Markets				1,648,983
Commercial Banks—9.6%
BB&T Corp.		1,684		37,014
Comerica, Inc.		984		20,812
Fifth Third Bancorp		4,974		35,315
First Horizon National Corp.		1,418		17,016
Huntington Bancshares, Inc.		2,347		9,810
KeyCorp		3,852		20,184
M&T Bank Corp.		325		16,552
Marshall & Ilsley Corp.		1,128		5,414
PNC Financial Services Group, Inc.		939		36,443
Regions Financial Corp.		5,108		20,636
SunTrust Banks, Inc.		2,012		33,097
U.S. Bancorp		3,532		63,294
Wells Fargo & Co.		8,768		212,713
Zions Bancorporation		616		7,121
Total Commercial Banks				535,421
Consumer Finance—5.5%
American Express Co.		7,178		166,817
Capital One Financial Corp.		3,055		66,843
Discover Financial Services		3,127		32,114
SLM Corp.*		3,906		40,115
Total Consumer Finance				305,889
Diversified Financial Services—22.7%
Bank of America Corp.		34,509		455,519
CIT Group, Inc.		7,216		15,514
Citigroup, Inc.		67,700		201,069
CME Group, Inc.		53		16,489
IntercontinentalExchange, Inc.*		48		5,484
JPMorgan Chase & Co.		15,463		527,443
Leucadia National Corp.*		261		5,504
Moody's Corp.		398		10,487
Nasdaq OMX Group, Inc.*		609		12,978
NYSE Euronext		778		21,201
Total Diversified Financial Services				1,271,688
Insurance—28.9%
Allstate Corp.		5,230		127,612
American Family Life Assurance Co., Inc.		1,673		52,014
American International Group, Inc.		129,391		150,094

Investments	Shares		Value
AON Corp.		813	$	30,788
Assurant, Inc.		1,668		40,182
Chubb Corp.		1,168		46,580
Cincinnati Financial Corp.		535		11,957
Genworth Financial, Inc. Class A		15,252		106,611
Hartford Financial Services Group, Inc.		4,350		51,635
Lincoln National Corp.		2,763		47,551
Loews Corp.		2,514		68,884
Marsh & McLennan Cos., Inc.		2,239		45,071
MetLife, Inc.		7,753		232,669
Principal Financial Group, Inc.		2,506		47,213
Progressive Corp.*		3,694		55,816
Prudential Financial, Inc.		5,334		198,531
Torchmark Corp.		361		13,371
Travelers Cos., Inc.		2,657		109,043
Unum Group		2,909		46,137
XL Capital Ltd. Class A		11,572		132,615
Total Insurance				1,614,374
Real Estate Investment Trusts—2.7%
Apartment Investment & Management Co. Class A		682		6,036
AvalonBay Communities, Inc.		56		3,133
Boston Properties, Inc.		115		5,486
Equity Residential		295		6,558
HCP, Inc.		204		4,323
Health Care REIT, Inc.		505		17,221
Host Hotels & Resorts, Inc.		3,337		27,997
Kimco Realty Corp.		254		2,553
Plum Creek Timber Co., Inc.		208		6,194
ProLogis		2,962		23,874
Public Storage, Inc.		109		7,137
Simon Property Group, Inc.		329		16,920
Ventas, Inc.		385		11,496
Vornado Realty Trust		215		9,681
Total Real Estate Investment Trusts				148,609
Real Estate Management & Development—1.1%
CB Richard Ellis Group, Inc. Class A*		6,644		62,187
Thrifts & Mortgage Finance—0.2%
Hudson City Bancorp, Inc.		706		9,383
People's United Financial, Inc.		280		4,211
Total Thrifts & Mortgage Finance				13,594
Total Investments—100.2% (Cost $5,122,544)				5,600,745
Liabilities in Excess of Other Assets—(0.2%)				(10,372	)
Net Assets—100.0%			$	5,590,373

†  Statement of Financial Accounting Standards No. 157 "Fair Value Measurement" establishes an authoritative framework for the measurement of fair value. Securities listed are level 1 quoted prices in active markets for identical securities.

*  Non-income producing security.

The accompanying notes are an integral part of these financial statements.
33

Schedule of Investments

REVENUESHARES ADR FUND

JUNE 30, 2009

Investments	Shares		Value
COMMON STOCKS†—99.7%
Automobiles & Components—9.0%
Daimler AG (a)		4,938	$	179,101
Honda Motor Co. Ltd. (b)		3,625		99,216
Magna International, Inc. Class A		873		36,876
Nissan Motor Co. Ltd. (b)		11,112		134,233
Toyota Motor Corp. (b)		2,974		224,626
Total Automobiles & Components				674,052
Banks—13.6%
Banco Bilbao Vizcaya Argentaria SA (b)		3,078		38,660
Banco Bradesco SA (b)		4,416		65,224
Banco de Chile (b)		122		5,191
Banco Santander Chile (b)		147		6,863
Banco Santander SA (b)		5,577		67,482
Bank of Montreal		701		29,547
Bank of Nova Scotia		982		36,825
Barclays PLC (b)		7,849		144,736
Canadian Imperial Bank of Commerce		363		18,175
HSBC Holdings PLC (b)		4,189		174,974
Itau Unibanco Banco Multiplo SA (b)		2,676		42,361
KB Financial Group, Inc.* (b)		86		2,865
Lloyds TSB Group PLC (b)		8,283		39,510
Mitsubishi UFJ Financial Group, Inc. (b)		9,671		59,380
Mizuho Financial Group, Inc. (b)		8,016		36,954
National Bank of Greece SA* (b)		3,529		19,374
Royal Bank of Canada		1,143		46,692
Royal Bank of Scotland Group PLC* (b)		9,857		125,874
Shinhan Financial Group Co., Ltd (b)		64		3,253
Toronto-Dominion Bank		674		34,853
Westpac Banking Corp. (b)		287		23,132
Total Banks				1,021,925
Capital Goods—3.6%
ABB Ltd. (b)		2,224		35,095
Empresa Brasileira de Aeronaut SA (b)		421		6,972
Koninklijke Philips Electronics NV (a)		2,429		44,742
Kubota Corp. (b)		332		13,585
Mitsui & Co. Ltd. (b)		207		48,653
Siemens AG (b)		1,613		111,604
Tomkins PLC (b)		801		7,786
Total Capital Goods				268,437
Consumer Durables & Apparel—2.4%
Gildan Activewear, Inc.*		176		2,605
Luxottica Group SpA* (b)		494		10,265
Panasonic Corp. (b)		6,380		85,429
Sony Corp. (b)		3,156		81,614
Thomson* (b)		56		46
Total Consumer Durables & Apparel				179,959
Consumer Services—0.2%
Carnival PLC (b)		578		15,484
Intercontinental Hotels Group PLC (b)		222		2,289
Total Consumer Services				17,773
Diversified Financials—6.8%
Credit Suisse Group AG (b)		1,761		80,531
Deutsche Bank AG (a)		2,341		142,801
ING Groep NV (b)		16,853		170,888

Investments	Shares		Value
Nomura Holdings, Inc. (b)		3,272	$	27,583
ORIX Corp. (b)		290		8,567
UBS AG* (a)		6,932		84,640
Total Diversified Financials				515,010
Energy—28.2%
BP PLC (b)		8,464		403,564
Cameco Corp.		140		3,584
Canadian Natural Resources Ltd.		327		17,164
CNOOC Ltd. (b)		144		17,716
Enbridge, Inc.		462		16,045
EnCana Corp.		597		29,534
Enerplus Resources Fund (c)		130		2,794
ENI SpA (b)		3,828		181,485
Imperial Oil Ltd.		797		30,653
Nexen, Inc.		458		9,916
Penn West Energy Trust (c)		412		5,245
Petrobras Energia Participaciones SA (b)		840		4,990
Petro-Canada		952		36,576
PetroChina Co. Ltd. (b)		1,383		152,794
Petroleo Brasilerio SA (b)		4,493		149,886
Repsol YPF SA (b)		4,756		106,344
Royal Dutch Shell PLC Class B (b)		5,005		254,554
Royal Dutch Shell PLC Class A (b)		4,935		247,688
Santos Ltd. (b)		59		2,790
StatoilHydro ASA (b)		6,805		134,535
Suncor Energy, Inc.		1,136		34,466
Talisman Energy, Inc.		883		12,618
Tenaris SA (b)		499		13,493
Total SA (b)		4,561		247,343
TransCanada Corp.		345		9,284
Total Energy				2,125,061
Food Beverage & Tobacco—3.1%
British American Tobacco PLC (b)		448		24,998
Cadbury PLC (b)		513		17,647
Cia de Bebidas das Americas (b)		230		14,911
Diageo PLC (b)		336		19,236
Fomento Economico Mexicano SAB de CV (b)		551		17,764
Unilever NV (a)		2,815		68,067
Unilever PLC (b)		2,899		68,127
Total Food Beverage & Tobacco				230,750
Health Care Equipment & Services—0.2%
Fresenius Medical Care AG & Co. KGaA (b)		261		11,745
Smith & Nephew PLC (b)		127		4,732
Total Health Care Equipment & Services				16,477
Insurance—7.5%
Aegon NV (b)		8,393		51,701
Allianz SE (b)		15,462		142,405
AXA SA (b)		12,151		230,383
China Life Insurance Co. Ltd. (b)		486		26,944
Manulife Financial Corp.		2,387		41,414
Prudential PLC (b)		3,531		48,304
Sun Life Financial, Inc.		800		21,536
Total Insurance				562,687

The accompanying notes are an integral part of these financial statements.
34

Schedule of Investments — continued

REVENUESHARES ADR FUND

JUNE 30, 2009

Investments	Shares		Value
Materials—5.2%
Agnico-Eagle Mines Ltd.		14	$	735
Agrium, Inc.		250		9,973
Anglo American PLC (b)		2,442		35,751
Aracruz Celulose SA* (b)		305		4,526
Barrick Gold Corp.		229		7,683
BHP Billiton Ltd. (b)		606		33,166
BHP Billiton PLC (b)		681		30,958
Cemex SAB de CV (b)		2,724		25,442
Cia de Minas Buenaventura SA ADR (b)		45		1,081
Cia Siderurgica Nacional SA (b)		503		11,242
CRH PLC (b)		1,228		28,281
Gerdau SA (b)		3,655		38,268
Goldcorp, Inc.		87		3,023
Kinross Gold Corp.		122		2,214
POSCO (b)		373		30,836
Potash Corp. of Saskatchewan		107		9,956
Rio Tinto PLC (b)		252		41,296
Sociedad Quimica y Minera de Chile SA (b)		76		2,750
Syngenta AG (b)		253		11,770
Teck Cominco Ltd. Class B		981		15,637
Vale SA (b)		3,101		47,601
Yamana Gold, Inc.		212		1,874
Total Materials				394,063
Media—0.9%
British Sky Broadcasting Group PLC (b)		361		10,837
Grupo Televisa SA (b)		300		5,100
Pearson PLC (b)		795		8,037
Shaw Communications, Inc., Class B		222		3,743
Thomson Reuters Corp.		377		11,050
Thomson Reuters PLC (b)		90		15,476
WPP PLC (b)		430		14,302
Total Media				68,545
Pharmaceuticals, Biotechnology—2.4%
AstraZeneca PLC (b)		815		35,974
Biovail Corp.		140		1,883
Elan Corp. PLC* (b)		151		962
GlaxoSmithKline PLC (b)		1,371		48,451
MDS, Inc.*		417		2,227
Novartis AG (b)		991		40,423
Novo Nordisk A/S (b)		178		9,694
Sanofi-Aventis SA (b)		1,356		39,988
Shire PLC (b)		94		3,899
Total Pharmaceuticals, Biotechnology				183,501
Real Estate—0.2%
Brookfield Asset Management, Inc., Class A		862		14,714
Semiconductors & Semiconductor Equipment—0.5%
Advantest Corp. (b)		116		2,123
ARM Holdings PLC (b)		271		1,618
ASML Holding NV (a)		302		6,538
STMicroelectronics NV (a)		1,918		14,404

Investments	Shares		Value
Taiwan Semiconductor Manufacturing Co., Ltd. (b)		1,168	$	10,991
United Microelectronics Corp. (b)		1,423		3,757
Total Semiconductors & Semiconductor Equipment				39,431
Software & Services—0.2%
SAP AG (b)		451		18,126
Technology Hardware & Equipment—4.6%
Alcatel-Lucent* (b)		12,595		31,236
AU Optronics Corp. (b)		1,706		16,514
Canon, Inc. (b)		1,247		40,565
FUJIFILM Holdings Corp. (b)		984		31,193
Hitachi Ltd. (b)		2,692		83,371
Kyocera Corp. (b)		156		11,653
Nokia OYJ (b)		6,107		89,039
Research In Motion Ltd.*		111		7,887
Telefonaktiebolaget LM Ericsson (b)		3,409		33,340
Total Technology Hardware & Equipment				344,798
Telecommunication Services—9.0%
America Movil SAB de CV Series L (b)		1,066		41,276
BCE, Inc.		452		9,338
BT Group PLC (b)		2,787		46,822
China Mobile Ltd. (b)		1,128		56,490
Chungwa Telecom Ltd (b)		347		6,881
Deutsche Telekom AG (b)		5,936		70,044
France Telecom SA (b)		2,723		62,112
Hellenic Telecommunications Organization SA (b)		1,201		9,188
Nippon Telegraph & Telephone Corp. (b)		3,761		76,535
NTT DoCoMo, Inc. (b)		1,995		29,027
Portugal Telecom SGPS SA (b)		1,141		11,148
Rogers Communications, Inc., Class B		410		10,558
SK Telecom Co., Ltd. (b)		735		11,135
Tele Norte Leste Participacoes SA (b)		734		10,915
Telecom Corp. of New Zealand, Ltd. (b)		625		5,444
Telecom Italia SpA (b)		3,131		43,083
Telefonica SA (b)		1,312		89,071
Telefonos de Mexico SAB de CV Class L (b)		555		8,997
TELUS Corp.**		312		8,050
Vodafone Group PLC (b)		3,504		68,292
Total Telecommunication Services				674,406
Transportation—0.4%
Canadian National Railway Co.		212		9,107
Canadian Pacific Railway Ltd.		155		6,169
Lan Airlines SA (b)		539		6,484
Ryanair Holdings PLC* (b)		171		4,855
Total Transportation				26,615
Utilities—1.7%
Cia Energetica de Minas Gerais (b)		466		6,263
Cia Paranaense de Energia Series B (b)		290		4,098
Empresa Nacional de Electricidad SA (b)		124		6,174

The accompanying notes are an integral part of these financial statements.
35

Schedule of Investments — continued

REVENUESHARES ADR FUND

JUNE 30, 2009

Investments	Shares		Value
Utilities—1.7% (continued)
Enersis SA (b)		761	$	14,056
National Grid PLC (b)		514		23,248
TransAlta Corp.		227		4,411
Veolia Environnement (b)		2,259		66,730
Total Utilities				124,980
Total Investments—99.7% (Cost $6,995,870)				7,501,310
Other Assets in Excess of Liabilities—0.3%				20,625
Net Assets—100.0%			$	7,521,935
Country	Value		% of Net Assets
Argentina	$	4,990		0.1	%
Australia		59,089		0.8
Brazil		402,266		5.4
Britain		1,482,222		19.7
Canada		605,582		8.1
Chile		41,519		0.6
China		179,738		2.4
Denmark		9,694		0.1
Finland		89,040		1.2
France		677,839		9.0
Germany		675,826		9.0
Greece		28,562		0.4
Hong Kong		74,206		1.0
Ireland		34,097		0.5
Italy		234,833		3.1
Japan		1,094,308		14.5
Luxembourg		13,493		0.2
Mexico		98,578		1.3
Netherlands		844,179		11.2
New Zealand		5,444		0.1
Norway		134,535		1.8
Peru		1,081		0.0	††
Portugal		11,148		0.1
South Korea		48,089		0.6
Spain		301,557		4.0
Sweden		33,340		0.4
Switzerland		266,862		3.5
Taiwan		38,143		0.5
United States		11,050		0.1
Total Investments		7,501,310		99.7
Other Assets in Excess of Liabilities		20,625		0.3
Net Assets	$	7,521,935		100.0	%

†  Statement of Financial Accounting Standards No. 157 "Fair Value Measurement" establishes an authoritative framework for the measurement of fair value. Securities listed are level 1 quoted prices in active markets for identical securities.

*  Non-income producing security.

**  Non-voting Shares

††  Less than 0.05%

(a)  Registered Shares

(b)  American Depository Receipt

(c)  Units

The accompanying notes are an integral part of these financial statements.
36

Schedule of Investments

REVENUESHARES NAVELLIER OVERALL A-100 FUND

JUNE 30, 2009

Investments	Shares		Value
COMMON STOCKS†—99.8%
Automobiles & Components—0.3%
Fuel Systems Solutions, Inc.*		869	$	17,545
Banks—0.9%
Signature Bank*		763		20,693
Westamerica Bancorporation		540		26,789
Total Banks				47,482
Capital Goods—16.2%
Aecom Technology Corp.*		12,830		410,559
American Science & Engineering, Inc.		388		26,819
Applied Signal Technology, Inc.		1,484		37,857
Beacon Roofing Supply, Inc.*		8,354		120,799
EMCOR Group, Inc.*		3,306		66,517
Encore Wire Corp.		1,813		38,708
Force Protection, Inc.*		5,613		49,619
Granite Construction Inc.		1,227		40,835
MasTec, Inc.		6,545		76,707
Met-Pro Corp.		2,077		22,473
Total Capital Goods				890,893
Commercial & Professional Services—0.5%
SYKES Enterprises, Inc.*		1,669		30,192
Consumer Durables & Apparel—1.2%
Hasbro, Inc.		2,188		53,037
Sturm Ruger & Co., Inc.		889		11,059
Total Consumer Durables & Apparel				64,096
Consumer Services—11.8%
American Public Education, Inc.*		159		6,298
Apollo Group, Inc. Class A*		652		46,370
Corinthian Colleges, Inc.*		3,846		65,113
Darden Restaurants, Inc.		2,578		85,022
DeVry, Inc.		672		33,627
H&R Block, Inc.		1,608		27,706
ITT Educational Services, Inc.		559		56,269
Lincoln Educational Services Corp.*		1,405		29,407
McDonald's Corp.		3,338		191,902
Panera Bread Co. Class A*		1,461		72,845
Strayer Education, Inc.		152		33,153
Total Consumer Services				647,712
Diversified Financials—1.2%
Ezcorp, Inc. Class A*		1,780		19,188
Financial Federal Corp.		1,197		24,599
First Cash Financial Services, Inc.*		1,387		24,300
Total Diversified Financials				68,087
Energy—4.7%
Southwestern Energy Co.*		1,367		53,108
World Fuel Services Corp.		5,006		206,397
Total Energy				259,505
Food Beverage & Tobacco—3.0%
American Italian Pasta Co.*		1,111		32,375
Diamond Foods, Inc.		1,275		35,573
Green Mountain Coffee Roasters, Inc.*		1,045		61,780
National Beverage Corp.*		3,185		33,920
Total Food Beverage & Tobacco				163,648

Investments	Shares		Value
Health Care Equipment & Services—13.9%
Almost Family, Inc.*		616	$	16,084
Centene Corp.*		11,968		239,120
Cerner Corp.*		2,481		154,541
Computer Programs & Systems, Inc.		1,001		38,348
CryoLife Inc.*		3,018		16,720
Edwards Lifesciences Corp.*		1,339		91,092
Ensign Group, Inc.		1,925		27,393
Landauer, Inc.		383		23,493
LHC Group, Inc.		832		18,479
RehabCare Group, Inc.*		2,748		65,760
SXC Health Solutions Corp.*		1,893		48,120
Thoratec Corp.*		973		26,057
Total Health Care Equipment & Services				765,207
Insurance—1.1%
American Physicians Service Group, Inc.		1,287		29,202
Amerisafe, Inc.*		1,329		20,679
Crawford & Co. Class B*		2,325		11,160
Total Insurance				61,041
Materials—4.0%
Compass Minerals International, Inc.		515		28,279
FMC Corp.		1,061		50,185
Sociedad Quimica y Minera de Chile SA (a)		3,958		143,240
Total Materials				221,704
Media—0.7%
Marvel Entertainment, Inc.*		1,011		35,981
Pharmaceuticals, Biotechnology—9.9%
Amgen, Inc.*		2,372		125,574
AstraZeneca PLC (a)		6,137		270,887
Cubist Pharmaceuticals, Inc.*		1,215		22,271
Emergent Biosolutions, Inc.*		1,121		16,064
Gilead Sciences, Inc.*		1,331		62,344
Myriad Genetics, Inc.*		839		29,910
Myriad Pharmaceuticals, Inc.*		157		731
Questcor Pharmaceuticals, Inc.*		3,086		15,430
Total Pharmaceuticals, Biotechnology				543,211
Retailing—16.7%
99 Cents Only Stores*		3,386		45,982
Aarons, Inc.		3,793		113,107
AutoZone, Inc.*		496		74,951
Buckle, Inc.		1,440		45,749
Citi Trends, Inc.*		2,260		58,489
Dollar Tree, Inc.*		1,477		62,182
Fred's, Inc., Class A		3,489		43,961
hhgregg, Inc.*		6,066		91,961
Hibbett Sports, Inc.*		1,765		31,770
Hot Topic, Inc.*		3,585		26,206
Jo-Ann Stores, Inc.*		2,732		56,470
Jos. A. Bank Clothiers, Inc.*		1,021		35,184
Lumber Liquidators, Inc.*		2,449		38,596
NetFlix, Inc.*		1,107		45,763
PetMed Express, Inc.*		1,537		23,101
Ross Stores, Inc.		2,376		91,714
Wet Seal, Inc. Class A*		10,716		32,898
Total Retailing				918,084

The accompanying notes are an integral part of these financial statements.
37

Schedule of Investments — concluded

REVENUESHARES NAVELLIER OVERALL A-100 FUND

JUNE 30, 2009

Investments	Shares		Value
Semiconductors & Semiconductor Equipment—0.8%
NVE Corp.*		961	$	46,705
Software & Services—8.0%
ArcSight, Inc.*		555		9,862
CSG Systems International, Inc.*		1,804		23,885
Cybersource Corp.*		903		13,816
Metavante Technologies, Inc.*		5,007		129,482
NCI, Inc. Class A*		983		29,903
NETEASE.COM, Inc.* (a)		2,558		89,990
Quality Systems, Inc.		720		41,011
Shanda Interactive Entertainment Ltd.* (a)		783		40,943
Sohu.com, Inc.*		623		39,143
TeleCommunication Systems, Inc., Class A*		3,218		22,880
Total Software & Services				440,915
Technology Hardware & Equipment—1.7%
InterDigital, Inc.*		1,035		25,295
Seachange International, Inc.*		4,009		32,192
Synaptics, Inc.*		901		34,824
Total Technology Hardware & Equipment				92,311
Telecommunication Services—0.5%
Neutral Tandem, Inc.*		291		8,590
Shenandoah Telecommunications Co.		1,011		20,514
Total Telecommunication Services				29,104
Transportation—1.3%
Allegiant Travel Co.*		731		28,977
Marten Transport Ltd.*		2,173		45,111
Total Transportation				74,088
Utilities—1.4%
California Water Service Group.		708		26,083
New Jersey Resources Corp.		1,323		49,004
Total Utilities				75,087
Total Investments—99.8% (Cost $5,126,215)				5,492,598
Other Assets in Excess of Liabilities—0.2%				11,046
Net Assets—100.0%			$	5,503,644

†  Statement of Financial Accounting Standards No. 157 "Fair Value Measurement" establishes an authoritative framework for the measurement of fair value. Securities listed are level 1 quoted prices in active markets for identical securities.

*  Non-income producing security.

(a)  American Depository Receipt.

The accompanying notes are an integral part of these financial statements.
38

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Statements of Assets and Liabilities

JUNE 30, 2009

	RevenueShares Large Cap Fund			RevenueShares Mid Cap Fund			RevenueShares Small Cap Fund			RevenueShares Financials Sector Fund			RevenueShares ADR Fund			RevenueShares Navellier Overall A-100 Fund
ASSETS:
Investments at value	$	53,022,398		$	30,082,751		$	32,126,026		$	5,600,745		$	7,501,310		$	5,492,598
Cash		184,533			83,757			16,952			26,775			34,988			43,086
Receivables:
Receivable for capital shares sold		831,405			1,889,448			1,005,406			—			—			—
Expense reimbursement due from Adviser		171,764			—			—			—			—			—
Receivable for securities sold		120,778			548,558			202,131			—			6,833			—
Dividends receivable		58,188			20,630			18,089			3,865			13,049			1,684
Total Assets		54,389,066			32,625,144			33,368,604			5,631,385			7,556,180			5,537,368
LIABILITIES:
Payables:
Investment securities purchased		1,030,484			2,390,072			1,204,228			—			—			—
Trustee fees		2,952			560			551			54			67			66
Compliance fees		2,700			174			185			1,135			1,398			1,442
Principal Financial Officer fees		2,294			156			167			1,093			1,339			1,383
Due to Adviser		—			14,381			7,347			14,033			2,656			5,934
Other accrued expenses		117,432			53,439			56,944			24,697			28,785			24,899
Total Liabilities		1,155,862			2,458,782			1,269,422			41,012			34,245			33,724
NET ASSETS	$	53,233,204		$	30,166,362		$	32,099,182		$	5,590,373		$	7,521,935		$	5,503,644
NET ASSETS CONSIST OF:
Paid-in capital	$	61,003,430		$	30,262,033		$	30,923,787		$	5,168,638		$	6,989,842		$	5,221,250
Undistributed net investment income		185,246			40,987			22,934			8,484			61,115			1,321
Accumulated net realized loss on investments		(3,053,748	)		(1,224,257	)		(1,102,996	)		(64,950	)		(34,462	)		(85,310	)
Net unrealized appreciation (depreciation) on investments		(4,901,724	)		1,087,599			2,255,457			478,201			505,440			366,383
NET ASSETS	$	53,233,204		$	30,166,362		$	32,099,182		$	5,590,373		$	7,521,935		$	5,503,644
Shares outstanding (unlimited number of shares of beneficial interest authorized, without par value)		3,201,400			1,601,400			1,601,400			250,000			250,000			200,000
Net asset value, per share	$	16.63		$	18.84		$	20.04		$	22.36		$	30.09		$	27.52
Investments at cost	$	57,924,122		$	28,995,152		$	29,870,569		$	5,122,544		$	6,995,870		$	5,126,215

The accompanying notes are an integral part of these financial statements.
40

Statements of Operations

YEAR ENDED JUNE 30, 2009

	RevenueShares Large Cap Fund			RevenueShares Mid Cap Fund			RevenueShares Small Cap Fund			RevenueShares Financials Sector Fund*			RevenueShares ADR Fund**			RevenueShares Navellier Overall A-100 Fund***
INVESTMENT INCOME:
Dividend income	$	852,365		$	183,455		$	117,412		$	37,821		$	95,869		$	18,942
Foreign withholding tax		—			—			(96	)		—			(10,607	)		(397	)
Total Income		852,365			183,455			117,316			37,821			85,262			18,545
EXPENSES:
BNY Fund Services fees		174,349			53,523			66,083			5,919			13,811			3,294
Advisory fees (Note 3)		150,968			55,236			50,519			8,161			11,964			7,899
Professional fees		139,362			63,192			58,967			22,025			22,894			22,419
Compliance fees		48,264			14,673			13,455			6,138			6,303			4,508
Principal Financial Officer fees		41,015			13,165			12,155			5,911			6,037			4,325
Trustees fees		15,362			1,405			1,049			333			429			301
Other expense		64,481			21,417			19,924			8,418			8,761			6,217
Total Expenses		633,801			222,611			222,152			56,905			70,199			48,963
Less expense waivers and reimbursements (Note 3)		(469,413	)		(162,965	)		(167,591	)		(48,026	)		(60,428	)		(41,064	)
Net Expenses		164,388			59,646			54,561			8,879			9,771			7,899
Net Investment Income		687,977			123,809			62,755			28,942			75,491			10,646
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized loss on investments		(3,587,793	)		(1,220,607	)		(1,102,600	)		(64,950	)		(32,367	)		(85,310	)
Net realized gain (loss) on In-kind redemptions		(1,687,076	)		17,447			—			—			—			—
Total realized gain (loss)		(5,274,869	)		(1,203,160	)		(1,102,600	)		(64,950	)		(32,367	)		(85,310	)
Net change in unrealized appreciation (depreciation) on investments		(2,144,931	)		1,320,689			2,604,691			478,201			505,440			366,383
Net realized and unrealized gain (loss) on investments		(7,419,800	)		117,529			1,502,091			413,251			473,073			281,073
Net Increase (Decrease) in Net Assets Resulting From Operations	$	(6,731,823	)	$	241,338		$	1,564,846		$	442,193		$	548,564		$	291,719

*  Commencement of operations was November 10, 2008.

**  Commencement of operations was November 18, 2008.

***  Commencement of operations was January 21, 2009.

The accompanying notes are an integral part of these financial statements.
41

Statements of Changes in Net Assets

JUNE 30, 2009

	RevenueShares Large Cap Fund						RevenueShares Mid Cap Fund
	Year Ended June 30, 2009			For the Period February 22, 2008* Through June 30, 2008			Year Ended June 30, 2009			For the Period February 22, 2008* Through June 30, 2008
OPERATIONS:
Net investment income	$	687,977		$	80,630		$	123,809		$	16,245
Net realized gain (loss) on investments		(5,274,869	)		(27,016	)		(1,203,160	)		(5,054	)
Net change in unrealized appreciation (depreciation) on investments		(2,144,931	)		(2,756,793	)		1,320,689			(233,090	)
Net increase (decrease) in net assets resulting from operations		(6,731,823	)		(2,703,179	)		241,338			(221,899	)
DISTRIBUTION TO SHAREHOLDERS FROM:
Net investment income		(510,754	)		(72,607	)		(85,012	)		(14,055	)
SHAREHOLDER TRANSACTIONS:
Proceeds from shares sold		52,727,371			34,789,142			27,160,779			5,069,798
Cost of shares redeemed		(24,299,946	)		—			(2,019,587	)		—
Net increase in net assets resulting from shareholder transactions		28,427,425			34,789,142			25,141,192			5,069,798
Increase in net assets		21,184,848			32,013,356			25,297,518			4,833,844
NET ASSETS:
Beginning of period		32,048,356			35,000			4,868,844			35,000
End of period	$	53,233,204		$	32,048,356		$	30,166,362		$	4,868,844
Undistributed net investment income included in net assets at end of period	$	185,246		$	7,646		$	40,987		$	1,189
CHANGES IN SHARES OUTSTANDING:
Shares outstanding, beginning of period1		1,401,400			1,400			201,400			1,400
Shares sold1		3,100,000			1,400,000			1,500,000			200,000
Shares redeemed1		(1,300,000	)		—			(100,000	)		—
Shares outstanding, end of period1		3,201,400			1,401,400			1,601,400			201,400

¹  On November 6, 2008, there was a 2 for 1 stock split. Historical share amounts have been adjusted to reflect the 2 for 1 stock split on a retroactive basis.

*  Commencement of operations.

The accompanying notes are an integral part of these financial statements.
42

Statements of Changes in Net Assets — concluded

	RevenueShares Small Cap Fund						RevenueShares Financials Sector Fund			RevenueShares ADR Fund			RevenueShares Navellier Overall A-100 Fund
	Year Ended June 30, 2009			For the Period February 22, 2008* Through June 30, 2008			For the Period November 10, 2008* Through June 30, 2009			For the Period November 18, 2008* Through June 30, 2009			For the Period January 21, 2009* Through June 30, 2009
OPERATIONS:
Net investment income	$	62,755		$	15,074		$	28,942		$	75,491		$	10,646
Net realized gain (loss) on investments		(1,102,600	)		5,187			(64,950	)		(32,367	)		(85,310	)
Net change in unrealized appreciation (depreciation) on investments		2,604,691			(349,234	)		478,201			505,440			366,383
Net increase (decrease) in net assets resulting from operations		1,564,846			(328,973	)		442,193			548,564			291,719
DISTRIBUTION TO SHAREHOLDERS FROM:
Net investment income		(47,294	)		(13,184	)		(20,458	)		(16,525	)		(9,325	)
SHAREHOLDER TRANSACTIONS:
Proceeds from shares sold		25,879,509			5,009,278			5,168,638			6,989,896			5,221,250
Cost of shares redeemed		—			—			—			—			—
Net increase in net assets resulting from shareholder transactions		25,879,509			5,009,278			5,168,638			6,989,896			5,221,250
Increase in net assets		27,397,061			4,667,121			5,590,373			7,521,935			5,503,644
NET ASSETS:
Beginning of period		4,702,121			35,000			—			—			—
End of period	$	32,099,182		$	4,702,121		$	5,590,373		$	7,521,935		$	5,503,644
Undistributed net investment income included in net assets at end of period	$	22,934		$	981		$	8,484		$	61,115		$	1,321
CHANGES IN SHARES OUTSTANDING:
Shares outstanding, beginning of period1		201,400			1,400			—			—			—
Shares sold1		1,400,000			200,000			250,000			250,000			200,000
Shares redeemed1		—			—			—			—			—
Shares outstanding, end of period1		1,601,400			201,400			250,000			250,000			200,000

The accompanying notes are an integral part of these financial statements.
43

Financial Highlights

JUNE 30, 2009

	RevenueShares Large Cap Fund						RevenueShares Mid Cap Fund
	Year Ended June 30, 2009			For the Period February 22, 20081 Through June 30, 2008			Year Ended June 30, 2009			For the Period February 22, 20081 Through June 30, 2008
Per Share Operating Performance2:
Net asset value, beginning of period	$	22.87		$	25.00		$	24.17		$	25.00
Net investment income3		0.33			0.15			0.18			0.08
Net realized and unrealized gain (loss) on investments		(6.34	)		(2.23	)		(5.36	)		(0.84	)
Total gain (loss) from investment operations		(6.01	)		(2.08	)		(5.18	)		(0.76	)
Less: Dividends from net investment income		(0.23	)		(0.05	)		(0.15	)		(0.07	)
Net asset value, end of period	$	16.63		$	22.87		$	18.84		$	24.17
Total Return at Net Asset Value4		(26.27	)%		(8.31	)%		(21.39	)%		(3.02	)%
Total Return at Market Value4		(26.52	)%		(8.19	)%		(21.71	)%		(2.44	)%
Ratios/Supplemental Data:
Net assets, end of period (000's omitted)	$	53,233		$	32,048		$	30,166		$	4,869
Ratio to average net assets of:
Expenses, net of expense waivers and reimbursements		0.49	%		0.49	%5		0.54	%		0.54	%5
Expenses, prior to expense waivers and reimbursements		1.89	%		2.32	%5		2.02	%		4.93	%5
Net investment income, net of waivers and reimbursements		2.05	%		1.87	%5		1.12	%		0.89	%5
Portfolio turnover rate		23.67	%		0.88	%6		35.25	%		1.07	%6

¹  Commencement of operations.

²  On November 6, 2008, there was a 2 for 1 stock split. Historical per share amounts have been adjusted to reflect the 2 for 1 stock split on a retroactive basis.

³  Based on average shares outstanding.

⁴  Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Market value total return is calculated assuming an initial investment made at the market value at the beginning of the period, reinvestment of all dividends and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading that occurs on the NYSE Arca, and may be greater or less than net asset value, depending on the Fund's closing price on the NYSE Arca. Total investment returns calculated for a period of less than one year are not annualized. The total return would have been lower if certain expenses had not been waived and reimbursed by the Adviser.< /p>

⁵  Annualized for periods less than one year.

⁶  Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or delivered as a result of in-kind creations or redemptions of the Funds' capital shares.

The accompanying notes are an integral part of these financial statements.
44

Financial Highlights — concluded

	RevenueShares Small Cap Fund						RevenueShares Financials Sector Fund			RevenueShares ADR Fund			RevenueShares Navellier Overall A-100 Fund
	Year Ended June 30, 2009			For the Period February 22, 20081 Through June 30, 2008			For the Period November 10, 20081 Through June 30, 2009			For the Period November 18, 20081 Through June 30, 2009			For the Period January 21, 20091 Through June 30, 2009
Per Share Operating Performance2:
Net asset value, beginning of period	$	23.35		$	25.00		$	25.00		$	25.00		$	25.00
Net investment income3		0.11			0.08			0.19			0.58			0.09
Net realized and unrealized gain (loss) on investments		(3.32	)		(1.67	)		(2.69	)		4.68			2.52
Total gain (loss) from investment operations		(3.21	)		(1.59	)		(2.50	)		5.26			2.61
Less: Dividends from net investment income		(0.10	)		(0.06	)		(0.14	)		(0.17	)		(0.09	)
Net asset value, end of period	$	20.04		$	23.35		$	22.36		$	30.09		$	27.52
Total Return at Net Asset Value4		(13.67	)%		(6.36	)%		(9.87	)%		21.15	%		10.48	%
Total Return at Market Value4		(13.67	)%		(6.10	)%		(10.03	)%		21.18	%		10.69	%
Ratios/Supplemental Data:
Net assets, end of period (000's omitted)	$	32,099		$	4,702		$	5,590		$	7,522		$	5,504
Ratio to average net assets of:
Expenses, net of expense waivers and reimbursements		0.54	%		0.54	%5		0.49	%5		0.49	%5		0.60	%5
Expenses, prior to expense waivers and reimbursements		2.20	%		5.03	%5		3.14	%5		3.52	%5		3.72	%5
Net investment income, net of waivers and reimbursements		0.62	%		0.85	%5		1.60	%5		3.79	%5		0.81	%5
Portfolio turnover rate		32.38	%		6.44	%6		19.26	%6		82.02	%6		32.48	%6

The accompanying notes are an integral part of these financial statements.
45

Notes to Financial Statements

1. ORGANIZATION

The RevenueShares ETF Trust (the "Trust") was organized as a Delaware statutory trust on December 15, 2006 and has authorized capital of unlimited shares. The Trust is an open-end management investment company, registered under the Investment Company Act of 1940, as amended (the "Act"), which is currently comprised of six active funds (collectively, the "Funds" and each individually a "Fund"). The RevenueShares Large Cap Fund, RevenueShares Mid Cap Fund and RevenueShares Small Cap Fund are diversified funds under the Act, the RevenueShares Financials Sector Fund, RevenueShares ADR Fund and RevenueShares Navellier Overall A-100 Fund are not diversified. Operations commenced on February 22, 2008 for the RevenueShares Large Cap Fund, RevenueShares Mid Cap Fund and RevenueShares Small Cap Fund, November 10, 2008 for the RevenueShares Financials Sector Fund, November 18, 2008 for the RevenueShares ADR Fund and January 21, 2009 for the RevenueShar es Navellier Overall A-100 Fund.

The objective of the Funds, (RevenueShares Large Cap Fund, RevenueShares Mid Cap Fund, RevenueShares Small Cap Fund, RevenueShares Financials Sector Fund, RevenueShares ADR Fund, and RevenueShares Navellier Overall A-100 Fund) is to outperform the total return performance of the Fund's corresponding benchmark (Standard & Poor's ("S&P") 500 Index, S&P MidCap 400 Index, S&P SmallCap 600 Index, S&P 500 Financials Index, S&P ADR Index, and the Navellier Overall A-100 Index, respectively).

2. SIGNIFICANT ACCOUNTING POLICIES

These financial statements are prepared in accordance with accounting principles generally accepted in the United States, which require management to make estimates and assumptions that affect the reported amount of assets and liabilities, the disclosure of contingent liabilities at the date of the financial statements, and the reported amount of increase and decrease in net assets from operations during the fiscal period. Actual amounts could differ from these estimates. The following summarizes the significant accounting policies of the Funds:

Investment Valuation — Security holdings traded on a national securities exchange are valued based on their last sale price. Price information on listed securities is taken from the exchange where the security is primarily traded. Securities regularly traded in an over the counter market are valued at the latest quoted sale price in such market or in the case of the NASDAQ, at the NASDAQ Closing Price. Other portfolio securities and assets for which market quotations are not readily available are valued based on fair value as determined in good faith and in accordance with procedures adopted by the Trust's Board of Trustees (the "Board").

The Net Asset Value ("NAV") per share of each Fund is computed by dividing the value of the net assets of each Fund by the total number of outstanding shares of that Fund, rounded to the nearest cent. The Bank of New York Mellon Corp. calculates each Fund's NAV at the close of the regular trading session on the NYSE ordinarily 4:00 p.m., Eastern Time on each day that such exchange is open.

Investment Transactions — Investment transactions are accounted for on the trade date. Realized gains and losses on sales of investment securities are calculated using the identified cost method.

Distribution to Shareholders — Each Fund shareholder is entitled to their share of a Fund's income and net realized gains on investments. Each Fund pays out substantially all of its net earnings to its shareholders as "distributions." Income dividends, if any are generally distributed to shareholders quarterly. Net capital gains are distributed at least annually.

Investment Income — Dividend income is recognized on the ex-dividend date. Interest income is accrued daily. The value of additional securities received as dividend payments is recorded as income and as an increase to the cost basis of such securities.

Expenses — Expenses of the Trust, which are directly identifiable to a specific Fund, are applied to that Fund. Expenses which are not readily identifiable to a specific Fund are allocated in such a manner as deemed equitable, taking into consideration the nature and type of expense and the relative net assets of each Fund.

3. ADVISORY FEES, SERVICING FEES AND OTHER TRANSACTIONS

VTL Associates, LLC (the "Adviser") has overall responsibility for the general management and administration of the Funds, subject to the supervision of the Board. For the services it provides to the Funds, the Adviser receives an advisory

46

Notes to Financial Statements — continued

fee based on a percentage of daily net assets of each Fund. Each Fund is responsible for the payment of all other expenses associated with the operations, including but not limited to brokerage expenses, taxes, interest, fees and expenses of counsel to the Funds, fees and expenses of the Trustees, fees and expenses associated with the Funds' compliance program, litigation expenses, fees and expenses of the Funds' independent auditors, registration fees, expenses associated with compliance by the Funds with regulatory requirements, including those relating to the development and distribution of their prospectus and shareholder reports, and extraordinary expenses.

For services provided, the RevenueShares Large Cap, Mid Cap, Small Cap, Financials Sector, ADR and Navellier Overall A-100 Funds pay the Adviser an annualized fee of 0.45%, 0.50%, 0.50%, 0.45%, 0.60% and 0.60% respectively, based upon each Fund's daily net assets.

The Trust and the Adviser have entered into a written fee waiver and expense reimbursement agreement pursuant to which the Adviser has agreed to waive a portion of its fees and/or reimburse expenses to the extent necessary to keep the net annual fund operating expenses for the RevenueShares Large Cap, Mid Cap, Small Cap, Financials Sector, ADR, and Navellier Overall A-100 Funds from exceeding 0.49%, 0.54%, 0.54%, 0.49%, 0.49%, 0.60% respectively, based upon each Fund's daily net assets. This agreement will remain in effect and will be contractually binding until October 31, 2011, after which it may be terminated or revised.

For the fiscal period ended June 30, 2009, the Adviser waived and reimbursed the following fees:

Fund	Fees Waived and Reimbursed
RevenueShares Large Cap Fund	$	469,413
RevenueShares Mid Cap Fund		162,965
RevenueShares Small Cap Fund		167,591
RevenueShares Financials Sector Fund		48,026
RevenueShares ADR Fund		60,428
RevenueShares Navellier Overall A-100 Fund		41,064

Mellon Capital Management Corp. (the "Sub-Adviser"), a separate identifiable division of The Bank of New York Mellon Corp., acts as investment Sub-Adviser to the Funds. Pursuant to a Sub-Advisory Agreement between the Adviser and the Sub-Adviser, the Sub-Adviser will be responsible for the day-to-day management of the Funds, subject to the supervision of the Adviser and the Board. In this regard, the Sub-Adviser will be responsible for implementing the investment strategy for each Fund with regard to its underlying index and for general administration, compliance and management services as may be agreed between the Adviser and Sub-Adviser from time to time. Out of the advisory fee, the Adviser pays all fees and expenses of the Sub-Adviser.

The Bank of New York Mellon Corp. serves as the administrator, custodian, fund accountant and transfer agent for each Fund.

Distribution Agreement — Foreside Fund Services, LLC serves as the Funds' distributor (the "Distributor"). The Trust has adopted a distribution and services plan ("12b-1") pursuant to rule 12b-1 under the 1940 Act. Each Fund is authorized to pay an amount of up to a maximum annual rate 0.25% of the average daily net assets for distribution related activities. No 12b-1 fees are currently paid by the Funds, and there are currently no plans to impose these fees.

Foreside Compliance Services, LLC ("FCS"), an affiliate of the Distributor, provides an Anti-Money Laundering Officer and Chief Compliance Officer as well as certain additional compliance support functions to the Funds. Foreside Management Services, LLC ("FMS"), an affiliate of the Distributor, provides a Principal Financial Officer to the Funds. Neither the Distributor, FCS nor FMS, nor any of their officers or employees who serve as an officer of the Funds, has any role in determining the investment policies or which securities are to be purchased or sold by the Trust or its Funds. Certain officers or employees of FCS and FMS are also officers of the Trust.

Licensing Fee Agreements — The Adviser has entered into a licensing agreement for each Fund with RevenueShares Investor Services. The trademarks are owned by the Licensor. These trademarks have been licensed to the Adviser for the use with the Funds. The Funds are not sponsored, endorsed, sold or promoted by the Licensor and the Licensor make no representation regarding the advisability of investing in any of the Funds.

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Notes to Financial Statements — continued

4. CREATION AND REDEMPTION TRANSACTIONS

As of June 30, 2009, there were an unlimited number of shares of beneficial interest without par value authorized by the Trust. Each Fund issues and redeems shares at NAV, only in large blocks typically consisting of 50,000 shares or more ("Creation Units"). Except when aggregated in Creation Units, shares of each Fund are not redeemable. Transactions in shares for each Fund are disclosed in detail in the Statements of Changes in Net Assets. The consideration for the purchase of Creation Units of a Fund generally consists of the in-kind contribution of a designated portfolio of equity securities constituting a portfolio sampling representation of the securities included in the relevant Fund's underlying index and an amount of cash. Investors purchasing and redeeming Creation Units may be charged a transaction fee to offset transfer and other transaction costs associated with the issuance and redemption of Creation Units.

The Board authorized a two-for-one stock split for the RevenueShares Large Cap Fund, Mid Cap Fund and Small Cap Fund, effective November 6, 2008, for the shareholders of record on November 3, 2008. The impact of the stock split was to increase the number of shares outstanding by a factor of two, while decreasing the net asset value per share by a factor of two, resulting in no effect to total net assets of the Funds. The financial statements for the Funds have been adjusted to reflect the stock split.

5. FAIR VALUE MEASUREMENT

The Financial Accounting Standard Board's ("FASB") Statement of Financial Accounting Standards No. 157, "Fair Value Measurement" establishes an authoritative framework for the measurement of fair value, and enhances disclosures about fair value measurements. The Funds utilized various inputs in determining the value of each Fund's investments. These inputs are summarized in the three broad levels as follows:

Level 1 — quoted prices in active markets for identical securities

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

Level 3 — significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)

The FASB Staff Position FAS 157-4, "Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly" ("FSP 157-4"), provides additional guidance for estimating fair value in accordance with FAS 157, when the volume and level of activity for the asset or liability have significantly decreased. FSP 157-4 also includes guidance on identifying circumstances that indicate a transaction is not orderly and outlines additional disclosure based on investment type.

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following summarizes inputs used as of June 30, 2009 in valuing the Funds' assets carried at fair value:

Fund	Quoted Prices in Active Market (Level 1) Common Stock		Other Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
RevenueShares Large Cap Fund	$	53,022,398		—		—	$	53,022,398
RevenueShares Mid Cap Fund		30,082,751		—		—		30,082,751
RevenueShares Small Cap Fund		32,126,026		—		—		32,126,026
RevenueShares Financials Sector Fund		5,600,745		—		—		5,600,745
RevenueShares ADR Fund		7,501,310		—		—		7,501,310
RevenueShares Navellier Overall A-100 Fund		5,492,598		—		—		5,492,598

At June 30, 2009 the Funds did not hold any Level 2 or Level 3 securities.

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Notes to Financial Statements — continued

6. INVESTMENT TRANSACTIONS

The cost of purchases and the proceeds from sales of investment securities (excluding in-kind purchases and redemptions and short-term investments) for the period ended June 30, 2009 were as follows:

Fund	Purchases		Sales
RevenueShares Large Cap Fund	$	8,331,995	$	8,102,932
RevenueShares Mid Cap Fund		4,188,453		4,154,040
RevenueShares Small Cap Fund		3,700,380		3,611,034
RevenueShares Financials Sector Fund		624,295		591,345
RevenueShares ADR Fund		2,958,587		2,887,312
RevenueShares Navellier Overall A-100 Fund		1,049,495		1,057,929

For the period ended June 30, 2009, the cost of in-kind purchases and the proceeds from in-kind redemptions were as follows:

Fund	Purchases		Sales
RevenueShares Large Cap Fund	$	52,566,434	$	24,262,415
RevenueShares Mid Cap Fund		27,116,876		2,020,339
RevenueShares Small Cap Fund		25,872,327		—
RevenueShares Financials Sector Fund		5,154,739		—
RevenueShares ADR Fund		6,957,026		—
RevenueShares Navellier Overall A-100 Fund		5,219,959		—

Gains and losses on in-kind redemptions are not recognized at the Fund level for tax purposes.

7. TRUSTEE'S FEES

The Trust compensates each Trustee who is not an employee of the Adviser or its affiliates. The interested Trustee does not receive any Trustees' fees.

8. FEDERAL INCOME TAX

The Funds intend to qualify as "regulated investment companies" under Subchapter M of the Internal Revenue Code of 1986 as amended (the "Internal Revenue Code"). If so qualified, the Funds will not be subject to federal income tax to the extent they distribute substantially all of their net investment income and capital gains to shareholders.

At June 30, 2009, the aggregate gross unrealized appreciation and depreciation of investments for Federal income tax purposes were as follows:

Fund	Cost		Gross Unrealized Appreciation		Gross Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
RevenueShares Large Cap Fund	$	58,933,148	$	2,014,433	$	(7,925,183	)	$	(5,910,750	)
RevenueShares Mid Cap Fund		29,323,109		2,136,732		(1,377,090	)		759,642
RevenueShares Small Cap Fund		30,125,721		3,704,246		(1,703,941	)		2,000,305
RevenueShares Financials Sector Fund		5,135,771		800,629		(335,655	)		464,974
RevenueShares ADR Fund		7,031,265		537,862		(67,817	)		470,045
RevenueShares Navellier Overall A-100 Fund		5,126,669		464,901		(98,972	)		365,929

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Notes to Financial Statements — continued

The differences between book basis and tax basis components of net assets are primarily attributable to tax deferral of losses on wash sales and mark to market of unrealized gains on PFICs. At June 30, 2009, the components of accumulated earnings/loss on a tax-basis were as follows:

Fund	Undistributed Ordinary Income		Undistributed Capital and Other Losses			Net Unrealized Appreciation (Depreciation)			Total Accumulated Earnings/(Losses)
RevenueShares Large Cap Fund	$	185,246	$	(2,044,722	)	$	(5,910,750	)	$	(7,770,226	)
RevenueShares Mid Cap Fund		40,987		(896,300	)		759,642			(95,671	)
RevenueShares Small Cap Fund		22,934		(847,844	)		2,000,305			1,175,395
RevenueShares Financials Sector Fund		8,484		(51,723	)		464,974			421,735
RevenueShares ADR Fund		62,048		—			470,045			532,093
RevenueShares Navellier Overall A-100 Fund		1,321		(84,856	)		365,929			282,394

The tax character of distributions paid during the period ended June 30, 2009 were as follows:

Fund	Distributions Paid From Ordinary Income		Distributions Paid From Long Term Capital Gain
RevenueShares Large Cap Fund	$	510,754	$	—
RevenueShares Mid Cap Fund		85,012		—
RevenueShares Small Cap Fund		46,898		396
RevenueShares Financials Sector Fund		20,458		—
RevenueShares ADR Fund		16,525		—
RevenueShares Navellier Overall A-100 Fund		9,325		—

At June 30, 2009, for Federal income tax purposes, the Funds have capital loss carryforwards available to offset future capital gains through the years indicated. To the extent that these loss carryforwards are utilized, capital gains so offset will not be distributed to shareholders. During the fiscal year end June 30, 2009, the RevenueShares Mid Cap Fund had carryforward adjustments of $201 and in addition utilized capital loss carryforwards of $1,324.

Fund	Capital Loss Available Through 2016		Capital Loss Available Through 2017		Total
RevenueShares Large Cap Fund	$	26,666	$	386,347	$	413,013
RevenueShares Mid Cap Fund		3,042		—		3,042
RevenueShares Small Cap Fund		—		48,718		48,718
RevenueShares Financials Sector Fund		—		51,723		51,723
RevenueShares ADR Fund		—		—		—
RevenueShares Navellier Overall A-100 Fund		—		84,856		84,856

Post-October losses represent losses realized on investment transactions from November 1, 2008 through June 30, 2009, that, in accordance with federal income tax regulations, the Funds have elected to defer and treat as having arisen in the following fiscal year. During the period ended June 30, 2009, the Funds incurred and will elect to defer net capital losses as follows:

Fund	Post-October Capital Losses
RevenueShares Large Cap Fund	$	1,631,709
RevenueShares Mid Cap Fund		893,258
RevenueShares Small Cap Fund		799,126
RevenueShares Financials Sector Fund		—
RevenueShares ADR Fund		—
RevenueShares Navellier Overall A-100 Fund		—

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Notes to Financial Statements — continued

For financial reporting purposes, capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Reclassifications are primarily due to tax treatment of redemptions in kind. Results of operations and net assets were not affected by these reclassifications. At June 30, 2009, the effect of permanent book/tax reclassifications resulted in increases (decreases) to the components of net assets as follows:

Fund	Undistributed Net Investment Income		Accumulated Net Realized Gain/(Losses) on Investments			Paid-in Capital
RevenueShares Large Cap Fund	$	377	$	2,247,760		$	(2,248,137	)
RevenueShares Mid Cap Fund		1,001		(17,044	)		16,043
RevenueShares Small Cap Fund		6,492		(6,492	)		—
RevenueShares Financials Sector Fund		—		—			—
RevenueShares ADR Fund		2,149		(2,095	)		(54	)
RevenueShares Navellier Overall A-100 Fund		—		—			—

The Funds have adopted the provisions of FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes" ("FIN 48"). This interpretation prescribes a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Foreign taxes are provided for based on the Funds' understanding of the tax rules and rates that exist in the foreign markets in which it invests. Taxes are accrued and applied to net investment income, net realized capital gains and net unrealized appreciation, as applicable, as the income is earned or capital gains are recorded. If applicable, the Funds will recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in "Other" expense on the Statements of Operations. Management has evaluated the application of FIN 48 to the Funds and has determined that there is no impact resulting from the application of this int erpretation to the Funds' financial statements.

FIN 48 requires management of the Funds to analyze all open tax years, fiscal years 2008-2009 as defined by IRS statute of limitations, for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of and during the year ended June 30, 2009, the Funds did not have a liability for any unrecognized tax benefits. The Funds have no examination in progress and are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

9. RISKS

Concentration Risk

The RevenueShares Financials Sector Fund, RevenueShares ADR Fund and RevenueShares Navellier Overall A-100 Funds may be adversely affected by the performance of the securities in a particular industry and may be subject to increased price volatility and may be more susceptible to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class than may be the case for a fund that was not concentrated in a particular industry.

Non-Diversification Risk

Each of the RevenueShares Financials Sector Fund, RevenueShares ADR Fund and RevenueShares Navellier Overall A-100 Fund is non-diversified and, as a result, may have greater volatility than other diversified funds. Because a non-diversified fund may invest a larger percentage of its assets in securities of a single company than diversified funds, the performance of that company can have a substantial impact on a Fund's Share price. Each Fund intends to maintain the required level of diversification so as to qualify as a "regulated investment company" for purposes of the Internal Revenue Code in order to avoid liability for federal income tax to the extent that its earnings are distributed to shareholders. Compliance with diversification requirements of the Internal Revenue Code could limit the investment flexibility of a Fund.

Financial Sector Risk

Financial services companies are subject to extensive governmental regulation which may limit both the amounts and types of loans and other financial commitments they can make, and the interest rates and fees they can charge. Profitability is largely dependent on the availability and cost of capital funds, and can fluctuate significantly when interest rates change or due to increased competition. Credit losses resulting from financial difficulties of borrowers and financial losses associated with investment activities can negatively impact the sector. Insurance companies may be

51

Notes to Financial Statements — continued

subject to severe price competition and adversely affected by natural disasters. Adverse economic, business or political developments affecting real estate could have a major effect on the value of real estate securities (which include REITs).

ADR Risk

The RevenueShares ADR Fund holds the securities of foreign companies in the form of ADRs, global shares or, in the case of Canadian equities, ordinary shares. Global shares are the actual (ordinary) shares of a non-U.S. company, which trade both in the home market and the U.S and are represented by the same share certificate in both the U.S. and the home market. Global shares may also be eligible to list on exchanges in addition to the United States and home country. ADRs are receipts typically issued by an American bank or trust company that evidence ownership of underlying securities issued by a foreign corporation. Generally, ADRs are designed for use in the U.S. securities markets. Separate registrars in the United States and home country are maintained. In most cases, purchases occurring on a U.S. exchange would be reflected on the U.S. Registrar.

The underlying securities of the ADRs in the Fund's portfolio are usually denominated or quoted in currencies other than the U.S. dollar. Global shares may trade in their home market in currencies other than the U.S. dollar. Changes in foreign currency exchange rates affect the value of the ADR or global shares and, therefore, the value of the Fund's portfolio. Generally, when the U.S. dollar rises in value against a foreign currency, a security denominated in that currency loses value because the currency is worth fewer U.S. dollars. Conversely, when the U.S. dollar decreases in value against a foreign currency, a security denominated in that currency gains value because the currency is worth more U.S. dollars. This risk, generally known as "currency risk," means that a strong U.S. dollar will reduce returns for U.S. investors while a weak U.S. dollar will increase those returns.

In addition, although the ADRs, global shares and ordinary shares in which the Fund invests are listed on major U.S. exchanges, there can be no assurance that a market for these securities will be made or maintained or that any such market will be or remain liquid. The price at which the Fund's securities may be sold and the value of the Fund's Shares will be adversely affected if trading markets for the securities are limited or absent or if bid/ask spreads are wide.

Foreign Market Risk

Since global shares and the underlying securities of ADRs in the RevenueShares ADR Fund's portfolio trade on foreign exchanges at times when the U.S. markets are not open for trading, the value of the ADRs representing those underlying securities may change materially at times when the U.S. markets are not open for trading, regardless of whether there is an active U.S. market for Shares of the Fund.

10. ACCOUNTING PRONOUNCEMENTS

The FASB Statement of Financial Accounting Standards No. 161, "Disclosures about Derivative Instruments and Hedging Activities" ("FAS 161") requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements. The application of FAS 161 is required for fiscal years beginning after November 15, 2008 and interim periods within those fiscal years. The Funds adopted FAS 161 on June 30, 2009, and has determined that the application of FAS 161 did not have any impact on the results of their operations and financial position.

The Funds have adopted Statement of Financial Accounting Standards No. 162 "The Hierarchy of Generally Accepted Accounting Principles" ("SFAS 162"). SFAS 162 identifies the sources of accounting principles and the framework for selecting the principles to be used in the preparation of financial statement of non-governmental entities that are presented in conformity with GAAP in the United States. SFAS 162 became effective on November 15, 2008. Management has evaluated SFAS 162 and does not expect it to materially impact the Funds' financial statements.

The Funds have also adopted FASB Staff Position ("FSP") No. FAS 133-1 and FIN 45-4, Disclosures about Credit Derivatives and Certain Guarantees: An Amendment of FASB Statement No. 133 and FASB Interpretation No. 45; and Clarification of the Effective Date of FAS No. 161 ("FSP 133-1"). FSP 133-1 requires more detailed disclosures about the Fund's use of credit derivatives when the Fund is a protection seller. FSP 133-1 is effective for fiscal periods and interim periods ending after November 15, 2008. Management has evaluated FSP 133-1 and does not expect it to materially impact the Funds' financial statements.

In May 2009, FASB issued Statement of Financial Accounting Standards No. 165, Subsequent Events ( "FAS 165"), which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. Although there is new terminology, the standard is based on the same principles as those that currently exist in the auditing standards. The standard, which includes a

52

Notes to Financial Statements — concluded

new required disclosure of the date through which an entity has evaluated subsequent events, is effective for interim or annual periods ending after June 15, 2009. The adoption of FAS 165 has had no material effect on the Funds' financial statements and related disclosures.

11. SUBSEQUENT EVENTS

In accordance with the provisions set forth in FAS 165, adopted by the Funds as of May 28, 2009, management has evaluated the possibility of subsequent events existing in the Fund's financial statements through August 25, 2009, the date the financial statements were available to be issued.

On July 1, 2009, the Funds declared quarterly income dividends with an ex-date of July 2, 2009 and payable date of July 9, 2009. The income dividend per share for each Fund was as follows:

Fund	Income Dividend Per Share
RevenueShares Large Cap Fund	$	0.05786
RevenueShares Mid Cap Fund		0.02559
RevenueShares Small Cap Fund		0.01390
RevenueShares Financials Sector Fund		0.03394
RevenueShares ADR Fund		0.23615
RevenueShares Navellier Overall A-100 Fund		0.00660

53

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of RevenueShares ETF Trust

We have audited the accompanying statements of assets and liabilities of the RevenueShares ETF Trust (comprising, respectively, the RevenueShares Large Cap Fund, RevenueShares Mid Cap Fund, RevenueShares Small Cap Fund, RevenueShares Financials Sector Fund, RevenueShares ADR Fund, and RevenueShares Navellier Overall A-100 Fund (the "Funds")) as of June 30, 2009, the related statements of operations, and changes in net assets and the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Funds' internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds' internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant esti mates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of June 30, 2009, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the respective Funds constituting RevenueShares ETF Trust at June 30, 2009, the results of their operations, the changes in their net assets and their financial highlights for each of the periods indicated therein, in conformity with U.S. generally accepted accounting principles.

  

August 25, 2009

54

Board Approval of Investment Advisory and Sub-Advisory Agreements (UNAUDITED)

The Board of Trustees (the "Board"), including those Trustees who are not "interested persons" (as that term is defined in the Investment Company Act of 1940, as amended) of the Trust (the "Independent Trustees"), unanimously approved each of the RevenueShares Financials Sector Fund's, the RevenueShares ADR Fund's and the RevenueShares Navellier Overall A-100 Fund's (each, a "Fund") investment advisory agreement with VTL Associates, LLC (the "Adviser") and sub-advisory agreement with Mellon Capital Management Corporation (the "Sub-Adviser"), as well as each Fund's administrative services agreement with an affiliate of the Fund's Sub-Adviser. In connection with considering approval of such agreements, the Board held two meetings primarily dedicated to the approval process. Throughout the process, the Independent Trustees received assistance and advice from and met separately with independent counsel. The Independent Trustees met with and inte rviewed officers of the Adviser and Sub-Adviser (including portfolio managers), the transfer agent and the distributor. In approving the investment advisory agreement, the sub-advisory agreement and the administrative services agreement for each Fund, the Board, including the Independent Trustees, determined that the investment advisory fee structure was fair and reasonable and that approval of the agreements was in the best interests of each Fund and its shareholders.

In reaching their decision on the investment advisory agreement and the sub-advisory agreement (as well as the administrative services agreement), the Board took into account information specifically requested and furnished in connection with the approval process. During the process, the Independent Trustees considered the Adviser's and Sub-Adviser's activities on behalf of other clients.

The information obtained by the Board during the approval process also included a special report prepared by Lipper, Inc. ("Lipper"), an independent third-party analyst, comparing each Fund's proposed expenses with those of other funds deemed comparable to such Fund selected by Lipper ("Lipper Section 15(c) Report"). The Board reviewed the Lipper Section 15(c) Report and its usefulness in the approval process with respect to matters such as comparative fees, expenses and expense ratios. They concluded that the report was helpful in the performance of their duties.

In addition to the above and other matters considered by the Board throughout the course of the year, the following discussion relates to certain primary factors relevant to the Board's decision. No single factor was determinative to the decision of the Board.

NATURE, EXTENT AND QUALITY OF SERVICES.

The Board reviewed the nature, extent and quality of the services to be provided by the Adviser and the Sub-Adviser. In this regard, they reviewed each Fund's revenue-weighted investment approach and the Adviser's and Sub-Adviser's ability, respectively, to implement such approach. The Board reviewed each Fund's portfolio management team, including its performance in advising the other RevenueShares funds (and other similar accounts managed by such team), staffing, skills and compensation program. With respect to portfolio manager compensation, management of the Adviser and the Sub-Adviser assured the Board that each Fund's ability to replicate its corresponding performance of the revenue-weighted index is a significant component of incentive-based compensation. The Board noted that the portfolio manager compensation program aligned the interests of the portfolio managers with that of Fund shareholders. The Board discussed with management of the Adviser and the Sub-Adviser various other products, portfolios and entities that are advised by each of them and the relative fees of such accounts and reasons for differences with respect thereto and any potential conflicts. During the aforementioned meetings, the Board received and discussed the Adviser's and Sub-Adviser's compliance policies, proxy voting procedures and code of ethics. The Board noted that the Adviser and the Sub-Adviser do not have any soft-dollar arrangements.

The Independent Trustees also discussed the Adviser's ability to oversee: each Fund's security weighting allocations as compared to the Fund's underlying revenue-weighted index; each Fund's cash management and, if any, investing of securities lending collateral; and corporate developments in constituent securities to ensure that reconstitutions of a Fund are done according to the predetermined methodology. The Board also considered the services to be provided by the Adviser in its oversight of the Fund's administrator, custodian and transfer agent and the Sub-Adviser. They noted the significant amount of time and effort that had been devoted to structuring each Fund, obtaining the necessary exemptive relief from the U.S. Securities and Exchange Commission and arranging prospective service providers for the Fund.

The Independent Trustees discussed the replication method to be employed by the Sub-Adviser in adjusting each Fund's portfolio in response to changes in the underlying index. The Independent Trustees also discussed the Adviser's review and selection process with respect to the Sub-Adviser, and the Adviser's favorable assessment as to the nature and quality of the sub-advisory services expected to be provided by the Sub-Adviser.

Based on their review, the Board was satisfied with the nature and quality of the overall services to be provided by the Adviser and the Sub-Adviser, respectively, to each Fund and its shareholders and were confident in the abilities of the

55

Board Approval of Investment Advisory and Sub-Advisory Agreements (UNAUDITED) — continued

Adviser and Sub-Adviser, respectively, to implement the revenue-weighted investment approach of each Fund and to provide quality services to each Fund and its shareholders.

INVESTMENT PERFORMANCE.

The Board noted that, as each Fund had not yet commenced investment operations, there was no investment performance for each Fund. The Board did consider the investment performance of the Adviser with respect to other RevenueShares funds and other accounts managed by the Adviser that have similar revenue-weighted investment objectives. The Board also considered the investment performance of the Sub-Adviser with respect to other accounts managed by the Sub-Adviser that seek to track the performance of an index. Both the Adviser and the Sub-Adviser had had minimal tracking deviations compared to the respective underlying indexes.

COMPARATIVE EXPENSES AND ADVISER AND SUB-ADVISER PROFITABILITY.

The Board considered the cost of the services to be provided and the profits to be realized by the Adviser and the Sub-Adviser (and its affiliates) from their respective relationships with each Fund. The Board noted that the Adviser and Sub-Adviser could not report any financial results from their relationships with each Fund because each Fund had not yet commenced investment operations, and thus, the Board could not evaluate the Adviser's or Sub-Adviser's profitability with respect to each Fund. The Board, however, discussed the methods and processes for determining the profitability of the Adviser and the Sub-Adviser (and its affiliates) from providing investment advisory and sub-advisory services to each Fund once financial results become available. The Board also considered the extent to which the Adviser and Sub-Adviser may derive ancillary benefits from Fund operations.

In considering the appropriateness of the advisory fee charged to each Fund, the Board also reviewed and considered the advisory fees in light of the nature, extent and quality of the advisory services expected to be provided by the Adviser, including, but not limited to, the quality and experience of the portfolio managers. The Board also reviewed and considered the sub-advisory fee that would be payable by the Adviser to the Sub-Adviser in light of the nature, extent and quality of the advisory services expected to be provided by the sub-adviser. The Board noted that the Adviser, and not the Fund, will pay the sub-advisory fee to the Sub-Adviser.

The Independent Trustees compared both the services to be rendered and the proposed fees to be paid pursuant to other investment advisory contracts of the Adviser and the Sub-Adviser. The Independent Trustees considered the fees charged to other RevenueShares funds and other accounts managed by the Adviser and Sub-Adviser, respectively, with similar strategies to the Fund. The Board also noted that the sub-advisory fee rates to be charged by the Sub-Adviser were within the range of fees charged by the sub-advisory to other comparable accounts managed by it. The Board considered the proposed fee waiver and expense limitation arrangements that would be in effect for the first year of operation.

Consideration was also given to a comparative analysis in the Lipper Section 15(c) Report of the investment advisory fee and total expense ratios of the Fund in comparison with those of a group of other funds selected by Lipper as its appropriate expense group.

RevenueShares Financials Sector Fund — The Board noted that the actual investment advisory fee (both including and excluding the proposed fee waiver and expense limitation arrangements) of the Fund was within the range of fees charged by other funds in the Fund's Lipper expense group. The Board also noted that the total expenses (both including and excluding the proposed fee waiver and expense limitation arrangements) of the Fund were within the range of total expenses of other funds in the Fund's Lipper expense group.

RevenueShares ADR Fund — The Board noted that the actual investment advisory fee (including, but not excluding, the proposed fee waiver and expense limitation arrangements) of the Fund was within the range of fees charged by other funds in the Fund's Lipper expense group. The Board also noted the total expenses (including, but not excluding, the proposed fee waiver and expense limitation arrangements) of the Fund were within the range of total expenses of other funds in the Fund's Lipper expense group.

RevenueShares Navellier Overall A-100 Fund — The Board noted that the actual investment advisory fee (including, but not excluding, the proposed fee waiver and expense limitation arrangements) of the Fund was within the range of fees charged by other funds in the Fund's Lipper expense group. The Board also noted the total expenses (both including and excluding the proposed fee waiver and expense limitation arrangements) of the Fund were within the range of total expenses of other funds in the Fund's Lipper expense group.

56

Board Approval of Investment Advisory and Sub-Advisory Agreements (UNAUDITED) — concluded

Based upon their consideration of all these factors, the Board determined that the level of profits (if any) to be realized by the Adviser and Sub-Adviser in providing services to each Fund was not expected to be excessive in view of the nature, quality and extent of services to be provided.

ECONOMIES OF SCALE.

The Board considered economies of scale realized by the Adviser and its affiliates as each Fund grows larger and the extent to which they are shared with Fund shareholders, as for example, in the level of the investment advisory fee charged, in the quality and efficiency of services rendered and in increased capital commitments benefiting the Fund directly or indirectly. Since each Fund had not yet commenced operations, the Board concluded that economies of scale were difficult to consider at that time.

57

Trustees and Officers of the RevenueShares ETF Trust
(UNAUDITED)

Independent Trustees

Name, Address and Year of Birth	Position(s) Held with Trust	Term of Office(1) and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex(2) Overseen by Trustee		Other Directorships Held by Trustee
Vincent DiStefano One Commerce Square 2005 Market Street, Suite 2020 Philadelphia, PA 19103 Year of Birth: 1938	Trustee	Since 2006	Orthopaedic Surgeon since 1970.		6	None
Lawrence A. Goldberg One Commerce Square 2005 Market Street, Suite 2020 Philadelphia, PA 19103 Year of Birth: 1960	Trustee	Since 2006	Attorney since 1972.		6	None
James C. McAuliffe One Commerce Square 2005 Market Street, Suite 2020 Philadelphia, PA 19103 Year of Birth: 1951	Trustee	Since 2006	Retired. Police Officer from 1971 to 2004.		6	None
Christian W. Myers, III One Commerce Square 2005 Market Street, Suite 2020 Philadelphia, PA 19103 Year of Birth: 1952	Trustee	Since 2006	Firefighter from 1976 to present.		6	None
John J. Kolodziej One Commerce Square 2005 Market Street, Suite 2020 Philadelphia, PA 19103 Year of Birth: 1956	Trustee	Since 2007	Director of Finance, St. Francis Medical Center, from 2002 to present.		6	None

Interested Trustee

Vincent T. Lowry⁽³⁾
One Commerce Square
2005 Market Street,
Suite 2020
Philadelphia, PA 19103
Year of Birth: 1951 Chairman and Trustee; President Since 2006 Chief Executive Officer, VTL, from 2004 to present; Managing Director, Smith Barney, Inc. from 1984 to 2004. 6 None

(1)  Each Trustee holds office for an indefinite term.

(2)  The "Fund Complex" consists of the Trust, which consists of six Funds.

(3)  Mr. Lowry is considered to be an "interested person" of the Trust as defined in the 1940 Act, due to his relationship with VTL, the Funds' investment adviser.

58

Trustees and Officers of the RevenueShares ETF Trust (UNAUDITED) — concluded

Officers

Name, Address and Year of Birth	Position(s) Held with the Trust	Term of Office(1) and Length of Time Served	Principal Occupation(s) During Past 5 Years
Christopher C. Lanza(2) Three Canal Plaza, Suite 100 Portland, ME 04101 Year of BIrth: 1961	Treasurer	Since 2007	Director, ETF Services, Foreside Fund Services, LLC, 2007 to present; Vice President, Citigroup, from 2004 to 2007; Director, CMB Global Solutions, from 2000 to 2004.
Patrick J. Keniston(2) Three Canal Plaza, Suite 100 Portland, ME 04101 Year of BIrth: 1964	Chief Compliance Officer	Since 2009	Director, Foreside Compliance Services, since October 2008; Vice President, Citi Fund Services Ohio, Inc. (from 2005 to 2008); Attorney, Citigroup Global Transaction Services (from 2001 to 2005).
Jennifer Folgia One Commerce Square 2005 Market Street, Suite 2020 Philadelphia, PA 19103 Year of Birth: 1973	Secretary	Since 2006	Operations Manager, VTL, from 2004 to present; Sales Assistant, Smith Barney, Inc., from 1994 to 2004.

(1)  Officers of the Trust are elected by the Trustees and serve at the pleasure of the Board.

(2)  Mr. Lanza and Mr. Keniston are affiliated persons of Foreside Financial Group, LLC, the principal underwriter to the Funds.

59

Supplemental Information
(UNAUDITED)

Federal Tax Status of Dividends Declared during the Tax Year

For Federal income tax purposes, dividends from short-term capital gains are classified as ordinary income. The percentage of ordinary income distribution designated as qualifying for the corporate dividend received deduction ("DRD"), and the individual qualified dividend rate ("QDI") is presented below.

	QDI			DRD
RevenueShares Large Cap Fund		100	%		100.00	%
RevenueShares Mid Cap Fund		100			100.00
RevenueShares Small Cap Fund		100			99.80
RevenueShares Financials Sector Fund		100			100.00
RevenueShares ADR Fund		100			—
RevenueShares Navellier Overall A-100 Fund		100			96.92

Special 2009 Tax Information

RevenueShares ADR Fund in accordance with Section 853 of the Internal Revenue Code intends to elect to pass through to its shareholders the credit for taxes paid in foreign countries during its fiscal year ended June 30, 2009. In accordance with the current tax laws, the foreign income and foreign tax per share (for a share outstanding as of June 30, 2009) is as follows:

	Dividend		Foreign Tax
Dollar Amount	$	85,262	$	10,607

60

Supplemental Information — concluded
(UNAUDITED)

Proxy Voting Policies, Procedures and Record

A description of the Trust's proxy voting policies and procedures that the Trust uses to determine how to vote proxies relating to portfolio securities, and each Fund's proxy voting record for the most recent twelve-month period ended June 30 is available, without charge upon request, by calling (877)738-8870. This information is also available on the Securities and Exchange Commission's ("SEC") website at http://www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The RevenueShares ETF Trust files its complete schedule of portfolio holdings with the SEC for its first and third quarters on Form N-Q. Copies of the filings are available on the SEC's website at http://www.sec.gov. You can also obtain copies of Form N-Q by (i) visiting the SEC's Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330); (ii) sending your request and a duplicating fee to the SEC's Public Reference Room, Washington, DC 20549-0102; or (iii) sending your request electronically to publicinfosec.gov.

The Fund's Statement of Additional Information ("SAI") has additional information about the Funds' Trustees and Officers and is available without charge upon request. Contact your financial representative for a free prospectus or SAI.

61

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Investment Adviser

VTL Associates, LLC
One Commerce Square
2005 Market Street, Suite 2020
Philadelphia, Pennsylvania 19103

Distributor

Foreside Fund Services, LLC
Three Canal Plaza, Suite 100
Portland, Maine 04101
www.foreside.com

Custodian

The Bank of New York Mellon
101 Barclay Street
New York, New York 10286

Legal Counsel

Stradley Ronon Stevens & Young, LLP
2600 One Commerce Square
Philadelphia, Pennsylvania 19103

Sub-Adviser

Mellon Capital Management Corp.
50 Fremont Street, Suite 3900
San Francisco, California 94105

Transfer Agent

The Bank of New York Mellon
101 Barclay Street
New York, New York 10286

Independent Registered Public Accounting Firm

Ernst & Young, LLP
Two Commerce Square
2001 Market Street, Suite 4000
Philadelphia, Pennsylvania 19103

RevenueShares^TM ETF Trust
One Commerce Square, 2005 Market Street, Suite 2020
Philadelphia, PA 19103

This report is submitted for the general information of the shareholders of each Fund. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus, which includes information regarding the Funds' risks, objectives, fees and expenses, experience of their management, and other information.

DISTRIBUTOR
Foreside Fund Services, LLC
Three Canal Plaza, Suite 100
Portland, ME 04101
www.foreside.com

www.RevenueSharesETFs.com | 877.738.8870

Item 2. Code of Ethics.

a). The Registrant has adopted a code of ethics that applies to the Registrant’s Principal Executive Officer, Principal Financial Officer or persons performing similar functions.

b). There have not been any changes to the Code of Ethics.

c). Not applicable.

d). During the period, Registrant granted no waivers from the provisions of its code of ethics that applies to the Registrant’s Principal Executive Officer, Principal Financial Officer or persons performing similar functions.

e). Not applicable.

f). Attached.

Item 3. Audit Committee Financial Expert.

a). The Registrant’s Board of Trustees has one audit committee financial expert serving on its audit committee, an “independent” Trustee, John J. Kolodziej. Under applicable securities laws, a person who is determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and Board of Trustees in the absence of such designation or identification.

Item 4. Principal Accountant Fees and Services.

a). Audit Fees: the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for the audit are as follows:

2009: $ 82,000

2008: $ 56,000

b).  Audit-Related Fees: the aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the Registrant’s financial statements and are not reported under paragraph (a) of this item are as follows:

2009: $ 0

2008: $ 0

c). Tax Fees, the aggregate fees billed in each of the previous last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are as follows:

2009: $ 18,000

2008: $ 19,000

d).  All Other Fees, the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) and (c) of this Item are as follows:

2009: $ 0

2008: $ 0

e)             Audit Committee Pre-Approval Policies and Procedures.

(i)            Per Rule 2-01(c)(7)(A), the Audit Committee pre-approves all of theAudit, Audit-Related, Tax and Other Fees of the Registrant.

(ii)           100% of services described in each of Items 4(b) through (d) were approved

by the audit committee pursuant to paragraph (c)(7)(A) of Rule 2-01 of Regulation S-X.

(f)            No response required.

(g)           The aggregate non-audit fees billed by the Registrant’s accountant for services rendered to the Funds, the Advisor or any entity controlling, controlled by, or under common control with the Advisor that provides ongoing services to the Registrant (except for any sub-advisor whose role is primarily portfolio management and is subcontracted with or overseen by another investment advisor) that directly impacted the Funds for the last two fiscal years is as follows:

2009: $ 18,000

2008: $ 19,000

(h)           Not applicable.

Item 5.  Audit Committee of Listed Registrants.

(a) The Fund has a designated Audit Committee in accordance with Section 3(a)(58)(A) of the Securities and Exchange Act of 1934 (the “Exchange Act”) and all independent Trustees are members of such committee.

(b) Not applicable.

Item 6. Schedule of Investments.

(a) Schedule is included as part of the report to shareholders filed under Item 1 of this Form.

(b) Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8.  Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9.  Purchases of Equity Securities by Closed-End Management Investment Company & Affiliated Purchasers.

Not applicable.

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

Not applicable.

Item 11. Controls and Procedures.

(a)The Principal Executive Officer and Principal Financial Officer have evaluated the Registrant’s disclosure controls and procedures within 90 days of the filing date of this report and have concluded that these controls and procedures are effective.

(b)There were no significant changes in the Registrant’s internal controls over financial reporting or in other factors that could significantly affect these controls during the second fiscal quarter of the period covered by this report.

Item 12. Exhibits.

(a) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the Registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Attached.

(b) Separate certifications for each Principal Executive Officer and Principal Financial Officer of the Registrant as required by Rule 30a-2(a) under the 1940 Act (17CFR 270.30a-(a)).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant:  RevenueShares ETF Trust

By:	/s/ Vincent T. Lowry
Vincent T. Lowry, Chief Executive Officer
Date:	August 25, 2009

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.

Registrant: RevenueShares ETF Trust

By:	/s/ Vincent T. Lowry
Vincent T. Lowry, Chief Executive Officer
Date:	August 25, 2009
By:	/s/ Christopher Lanza
Christopher Lanza, Chief Financial Officer
Date:	August 25, 2009

EX-99.CODEETH

Exhibit 99.CODEETH

EX.-12(a)

REVENUESHARES ETF TRUST

(the “Trust”)

Financial Code of Ethics for Principal Officers

1.HONEST AND ETHICAL CONDUCT

The Principal Executive Officer, Principal Financial Officer, or other Trust officers performing similar functions (the “Principal Officers”) of the Trust shall act with honesty and integrity, ethically handle actual or apparent conflicts of interest between personal and professional relationships, and shall report any material transaction or relationship that reasonably could be expected to give rise to a conflict of interest between their interests and those of the Trust to the Audit Committee, the full Board of Trustees of the Trust, and, in addition, to any other appropriate person or entity that may reasonably be expected to deal with any conflict of interest in timely and expeditious manner.

The Principal Officers shall act in good faith, responsibly, with due care, competence and diligence, without misrepresenting acts or allowing their independent judgment to be subordinated or compromised.

2.FINANCIAL RECORDS AND REPORTING

The Principal Officers shall provide full, fair, accurate, timely and understandable disclosure in the reports and/or other documents to be filed with or submitted to the Securities and Exchange Commission or other applicable body by the Trust, or that is otherwise publicly disclosed or communicated.  The Principal Officers shall comply with applicable rules and regulations of federal, state, and local governments, and other appropriate private and public regulatory agencies.

The Principal Officers shall respect the confidentiality of information acquired in the course of their work and shall not disclose such information except when authorized or legally obligated to disclose.  The Principal Officers will not use confidential information acquired in the course of their duties as Principal Officers.

The Principal Officers shall share knowledge and maintain skills important and relevant to the Trust’s needs; shall proactively promote ethical behavior of the Trust’s employees and as a partner with industry peers and associates; and shall maintain control over and responsibly manage assets and resources employed or entrusted to them by the Trust.

3.COMPLIANCE WITH LAWS, RULES AND REGULATIONS

The Principal Officers shall establish and maintain mechanisms to oversee the compliance of the Trust with applicable federal, state or local law, regulation or administrative rule, and to identify, report and correct in a swift and certain manner, any detected deviations from applicable federal, state or local law, regulation or rule.

4.             COMPLIANCE WITH THIS CODE OF ETHICS

The Principal Officers shall promptly report any violations of this Code of Ethics to the Audit Committee as well as the full Board of Trustees of the Trust and shall be held accountable for strict adherence to this Code of Ethics.  A proven failure to uphold the standards stated herein shall be grounds for such sanctions as shall be reasonably imposed by the Board of Trustees of the Trust.

5.AMENDMENT AND WAIVER

This Code of Ethics may only be amended or modified by approval of the Board of Trustees.  Any substantive amendment that is not technical or administrative in nature or any material waiver, implicit or otherwise, of any provision of this Code of Ethics shall be communicated publicly in accordance with Item 2 of Form N-CSR under the 1940 Act.

Adopted: October 12, 2007

EX-99.CERT

Exhibit 99.CERT

EX.-12(b)(i)

CERTIFICATIONS

I, Vincent T. Lowry, certify that:

1. I have reviewed this report on Form N-CSR of The RevenueShares ETF Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the Registrant and have:

a)     Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)     Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d)    Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

5. The Registrant’s other certifying officer(s) and I have disclosed to the Registrant’s auditors and the audit committee of the Registrant’s board of trustees:

(a)   All significant deficiencies and material weaknesses in the design or operation of internal controls control over financial reporting which could are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize, and report financial data and have identified for the Registrant’s auditors any material weaknesses in internal controls information; and

(b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal controls; and control over financial reporting.

Date: August 25, 2009
	/s/ Vincent T. Lowry
	Vincent T. Lowry,
	Chief Executive Officer

EX. -12(b)(ii)

CERTIFICATIONS

I, Christopher Lanza, certify that:

1. I have reviewed this report on Form N-CSR of the RevenueShares ETF Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the Registrant and have:

a)     Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)     Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d)    Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

5. The Registrant’s other certifying officer(s) and I have disclosed to the Registrant’s auditors and the audit committee of the Registrant’s board of trustees:

(a)   All significant deficiencies and material weaknesses in the design or operation of internal controls control over financial reporting which could are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize, and report financial data and have identified for the Registrant’s auditors any material weaknesses in internal controls information; and

(b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal controls; and control over financial reporting.

Date: August 25, 2009
	/s/ Christopher Lanza
	Christopher Lanza,
	Chief Financial Officer

EX-99.906CERT

EXHIBIT 99.906CERT(i)

CERTIFICATIONS

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), each of the undersigned officers of the RevenueShares ETF Trust (the Registrant), do hereby certify, to such officer’s knowledge, that:

(1)the Form N-CSR of the Registrant for the period ended June 30, 2008 (the “Form N-CSR”) fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of the 1934; and

(2)the information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Dated:	August 25, 2009
/s/ Vincent T. Lowry
Name:	Vincent T. Lowry
Title:	Chief Executive Officer
Dated:	August 25, 2009
/s/ Christopher Lanza
Name:	Christopher Lanza
Title:	Chief Financial Officer

This certification is being furnished solely pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Report or as a separate disclosure document.