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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

Provident Financial Holdings, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

743868101

(CUSIP Number)

October 12, 2007

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

þ Rule 13d-1(c)

o Rule 13d-1(d)


CUSIP No.		743868101


1	NAMES OF REPORTING PERSONS I.R.S. Indentification Nos. of above persons (entities only). Cottonwood Holdings, Inc.


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Illinois

		5	SOLE VOTING POWER

NUMBER OF			333,200

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			333,200

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	333,200

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	5.29%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	Corporation (CO)


Item 1(a).		Name of Issuer

		Provident Financial Holdings, Inc.

Item 1(b).		Address of Issuer’s Principal Executive Offices

		3756 Central Avenue
		Riverside, California 92506

Item 2(a).		Name of Person Filing

		Cottonwood Holdings, Inc.

Item 2(b).		Address of Principal Business Office or, if none, Residence

		11 W. Madison Street
		Oak Park, IL 60302

Item 2(c).		Citizenship

		Illinois

Item 2(d).		Title of Class of Securities

		Common Stock

Item 2(e).		CUSIP Number

		743868101

Item 3.		If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:


(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e)	o	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)	o	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g)	o	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	o	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	o	Group, in accordance with §240.13d-1(b)(1)(ii)(J).


Item 4.		Ownership

		Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.


(a)	Amount beneficially owned:	333,200

(b)	Percent of class:	5.29%

(c)	Number of shares as to which the person has:


(i)		Sole power to vote or to direct the vote

		333,200

(ii)		Shared power to vote or to direct the vote

		0

(iii)		Sole power to dispose or to direct the disposition of

		333,200

(iv)		Shared power to dispose or to direct the disposition of

		0


Item 5.		Ownership of Five Percent or Less of a Class:

		If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

Item 6.		Ownership of More than Five Percent on Behalf of Another Person:

		Cottonwood Holdings, Inc. is a wholly-owned subsidiary of FBOP Corporation.

Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:

		n/a

Item 8.		Identification and Classification of Members of the Group:

		n/a

Item 9.		Notice of Dissolution of Group:

		n/a


Item 10.		Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.


	October 17, 2007
	Date

	Cottonwood Holdings, Inc.

	By: /s/ William M. Ramette

	William M. Ramette President