8-K

 UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K 

CURRENT REPORT 

 Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 29, 2009 

 PROVIDENT FINANCIAL HOLDINGS, INC.

 (Exact name of registrant as specified in its charter)

Delaware	000-28304	33-0704889
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

3756 Central Avenue, Riverside, California	92506
(Address of principal executive offices)	(Zip Code)

 Registrant’s telephone number, including area code:  (951) 686-6060

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
	(17 CFR 240.14d-2(b))
o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
	(17 CFR 240.13e-4(c))

Item 2.02  Results of Operations and Financial Condition

On April 29, 2009, Provident Financial Holdings, Inc. (“Corporation”), the holding company for Provident Savings Bank, F.S.B., distributed its quarterly results for the quarter ended March 31, 2009.   A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 7.01  Regulation FD Disclosure.

On April 29, 2009, the Corporation posted its Investor Presentation on the Corporation’s website, www.myprovident.com, under Presentations in the Investor Relations section.  A copy of the Investor Presentation is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits

(d)	Exhibits
	99.1	News release of the Corporation's quarterly results for the quarter ended
		March 31, 2009.
	99.2	Investor Presentation of Provident Financial Holdings, Inc. dated March
		31, 2009.

SIGNATURES

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

Date:  April 29, 2009	PROVIDENT FINANCIAL HOLDINGS, INC.
	/s/ Craig G. Blunden
	Craig G. Blunden
	Chairman, President and Chief Executive Officer
	(Principal Executive Officer)
	/s/Donavon P. Ternes
	Donavon P. Ternes
	Chief Operating Officer and Chief Financial Officer
	(Principal Financial and Accounting Officer)

EX-99.1

Exhibit 99.1

3756 Central Avenue	Contacts:
Riverside, CA 92506	Craig G. Blunden, CEO
(951) 686 – 6060	Donavon P. Ternes, COO, CFO

 PROVIDENT FINANCIAL HOLDINGS

 REPORTS THIRD QUARTER RESULTS

Net Interest Margin Expands by 18 Basis Points 

Loans Originated For Sale Increase by 322% 

Significant Increase in Gain on Sale of Loans 

 Capital Ratios Remain Significantly Above “Well-Capitalized” Regulatory Thresholds

Riverside, Calif. – April 29, 2009 – Provident Financial Holdings, Inc. (“Company”), NASDAQ GS: PROV, the holding company for Provident Savings Bank, F.S.B. (“Bank”), today announced third quarter results for the fiscal year ending June 30, 2009.

            For the quarter ended March 31, 2009, the Company reported a net loss of $(2.57) million, or $(0.41) per diluted share (on 6.22 million average shares outstanding), compared to net income of $957,000, or $0.15 per diluted share (on 6.20 million average shares outstanding), in the comparable period a year ago.  The decrease in the third quarter results was primarily attributable to an increase in the provision for loan losses, partly offset by an increase in non-interest income.

“Poor economic conditions resulted in an increase in delinquent loans requiring a $13.5 million provision for loan losses during the quarter ended March 31, 2009.  The Company will continue to monitor economic conditions and necessarily respond to further deterioration by bolstering our allowance for loan losses,” said Craig G. Blunden,

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Chairman, President and Chief Executive Officer of the Company.  “On a positive note, the unprecedented actions of the U.S. government during this economic crisis have resulted in significantly lower mortgage interest rates which have led to a meaningful improvement in our mortgage banking business.  We expect the favorable mortgage banking environment will provide the Company with a tremendous opportunity to improve core earnings.”

    As of March 31, 2009 the Bank exceeded all regulatory capital requirements and is deemed “well-capitalized” with Tangible Capital, Core Capital, Total Risk-Based Capital and Tier 1 Risk-Based Capital ratios of 7.06 percent, 7.06 percent, 12.68 percent and 11.42 percent, respectively.  As of June 30, 2008 these ratios were 7.19 percent, 7.19 percent, 12.25 percent and 10.99 percent, respectively.  For each period, the capital ratios were well above the minimum required ratios to be deemed “well-capitalized” (5.00 percent for Core Capital, 10.00 percent for Total Risk-Based Capital and 6.00 percent for Tier 1 Risk-Based Capital).

Return on average assets for the third quarter of fiscal 2009 was negative (0.67) percent, compared to 0.23 percent for the same period of fiscal 2008.  Return on average stockholders’ equity for the third quarter of fiscal 2009 was negative (8.69) percent, compared to 2.99 percent for the comparable period of fiscal 2008.

On a sequential quarter basis, the third quarter results improved to a net loss of $(2.57) million from a net loss of $(6.51) million in the second quarter of fiscal 2009.  The improvement was primarily attributable to a decrease in the provision for loan losses and a significant increase in non-interest income and, to a much lesser extent, an increase in net interest income, partly offset by an increase in operating expenses.  Diluted loss per

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share improved $0.64, to a loss of $(0.41) from a loss of $(1.05) per share in the second quarter of fiscal 2009.  Return on average assets improved 100 basis points to negative (0.67) percent for the third quarter of fiscal 2009 from negative (1.67) percent in the second quarter of fiscal 2009 and return on average equity for the third quarter of fiscal 2009 was negative (8.69) percent, compared to negative (21.44) percent for the second quarter of fiscal 2009.

For the nine months ended March 31, 2009, the net loss was $(8.75) million, compared to net income of $2.61 million in the comparable period ended March 31, 2008; and diluted earnings per share for the nine months ended March 31, 2009 decreased to a loss of $(1.41) from earnings of $0.42 for the comparable period last year.  Return on average assets for the nine months ended March 31, 2009 decreased to negative (0.74) percent from 0.22 percent for the nine-month period a year earlier.  Return on average stockholders’ equity for the nine months ended March 31, 2009 was negative (9.62) percent, compared to 2.73 percent for the same nine-month period a year earlier.

Net interest income before provision for loan losses decreased slightly to $10.67 million in the third quarter of fiscal 2009 from $10.72 million for the same period in fiscal 2008.  Non-interest income increased $4.79 million, or 299 percent, to $6.39 million in the third quarter of fiscal 2009 from $1.60 million in the comparable period of fiscal 2008, reflecting an increase in the gain on sale of loans as a result of increased mortgage banking activity during the quarter, as described below.  Non-interest expense increased $649,000, or nine percent, to $7.95 million in the third quarter of fiscal 2009 from $7.30 million in the comparable period in fiscal 2008.

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The average balance of loans outstanding decreased by $100.1 million, or seven percent, to $1.30 billion in the third quarter of fiscal 2009 from $1.40 billion in the same quarter of fiscal 2008.  The managed decline in the loan balance was consistent with the Company’s short-term strategy to curtail portfolio growth of multi-family, commercial real estate, construction and single-family mortgage loans held for investment and its goal of maintaining prudent capital ratios in response to deteriorating economic conditions.  The average yield decreased by 39 basis points to 5.78 percent in the third quarter of fiscal 2009 from an average yield of 6.17 percent in the same quarter of fiscal 2008.  The decrease in the average loan yield was primarily attributable to accrued interest income reversals on non-accrual loans, loan payoffs of loans which had a higher average yield than the average yield of loans held for investment and adjustable rate loans re-pricing to lower market interest rates.  Total loans originated for investment in the third quarter of fiscal 2009 were $3.5 million, consisting primarily of multi-family loans.  Total loans originated for investment were $67.5 million (including $28.3 million of loans purchased for investment) in the third quarter of fiscal 2008, which consisted primarily of multi-family and single-family loans.  The outstanding balance of “preferred loans” (multi-family, commercial real estate, construction and commercial business loans) decreased by $79.6 million, or 13 percent, to $513.6 million at March 31, 2009 from $593.2 million at March 31, 2008.  Outstanding construction loans declined $19.6 million, or 72 percent, to $7.6 million at March 31, 2009 from $27.2 million at March 31, 2008.  The percentage of preferred loans to total loans held for investment at March 31, 2009 remained unchanged at 41 percent in comparison to March 31, 2008.  Loan

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principal payments received in the third quarter of fiscal 2009 were $36.2 million, compared to $51.9 million in the same quarter of fiscal 2008.

The Federal Home Loan Bank (“FHLB”) – San Francisco did not pay a dividend on its stock in the third quarter of fiscal 2009 as compared to $419,000 in the same quarter last year and announced that it will not redeem excess capital stock on the next regularly scheduled repurchase date of April 30, 2009 as a result of its desire to strengthen its capital ratios.

Average deposits decreased by $71.2 million, or seven percent, to $941.1 million and the average cost of deposits decreased by 110 basis points to 2.26 percent in the third quarter of fiscal 2009, compared to an average balance of $1.01 billion and an average cost of 3.36 percent in the same quarter last year.  Transaction account balances (core deposits) decreased by $8.1 million, or two percent, to $340.0 million at March 31, 2009 from $348.1 million at March 31, 2008, primarily attributable to a decrease in money market account balances.  Time deposits decreased by $76.2 million, or 11 percent, to $607.9 million at March 31, 2009 compared to $684.1 million at March 31, 2008.  The decrease in time deposits was primarily attributable to the strategic decision to be more conservative on the interest rates the Bank pays on time deposits and compete less aggressively with those competitors paying above market rates in order to reduce the cost of the Company liabilities.  The Bank does not have any brokered deposits.

The average balance of borrowings, which primarily consists of FHLB – San Francisco advances, decreased $13.0 million to $460.3 million in the third quarter of fiscal 2009 while the average cost of advances decreased eight basis points to 4.03 percent in the third quarter of fiscal 2009, compared to an average balance of $473.3

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million and an average cost of 4.11 percent in the same quarter of fiscal 2008.  The decrease in the average cost of borrowings was primarily the result of maturing long-term advances which had a higher average cost than the average cost of new advances. Additionally, interest rates on FHLB – San Francisco advances have fallen as a result of the unprecedented actions taken by the U.S. Treasury Department and Federal Reserve to reduce interest rates in response to the global credit crisis.

The net interest margin during the third quarter of fiscal 2009 improved 18 basis points to 2.87 percent from 2.69 percent during the same quarter last year.  On a sequential quarter basis, the net interest margin in the third quarter of fiscal 2009 improved 17 basis points from 2.70 percent in the second quarter of fiscal 2009.

During the third quarter of fiscal 2009, the Company recorded a provision for loan losses of $13.54 million, compared to a provision for loan losses of $3.15 million during the same period of fiscal 2008.  The provision for loan losses in the third quarter of fiscal 2009 was primarily attributable to an increase in loan classification downgrades, including an increase in non-performing loans ($12.65 million) and an increase in the general loan loss allowance for loans held for investment ($2.08 million), partly offset by a decline in loans held for investment ($1.19 million).  The general loan loss allowance was augmented to reflect the impact on loans held for investment resulting from the deteriorating general economic conditions in the U.S. such as higher unemployment rates, negative gross domestic product, declining real estate values and lower retail sales.

Non-performing assets, with underlying collateral primarily located in Southern California, increased to $81.0 million, or 5.18 percent of total assets, at March 31, 2009, compared to $32.5 million, or 1.99 percent of total assets at June 30, 2008 and $27.3

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million, or 1.63 percent of total assets, at March 31, 2008.  The non-performing assets at March 31, 2009 were primarily comprised of 195 single-family loans ($56.4 million); six multi-family loans ($4.1 million); 10 construction loans ($2.3 million, nine of which, or $263,000, are associated with the previously disclosed Coachella, California construction loan fraud); three commercial real estate loans ($2.2 million); one lot loan ($1.0 million); four commercial business loans ($159,000); nine single-family loans repurchased from, or unable to sell to investors ($1.0 million); and real estate owned comprised of 56 single-family properties ($13.4 million) and 17 undeveloped lots acquired in the settlement of loans ($468,000, fourteen of which, or $409,000, are associated with the Coachella, California construction loan fraud).  Net charge-offs for the quarter ended March 31, 2009 were $6.32 million or 1.94 percent of average loans receivable, compared to $3.14 million or 0.89 percent of average loans receivable for the quarter ended June 30, 2008 and to $3.58 million or 1.02 percent of average loans receivable in the comparable quarter last year.

Classified assets at March 31, 2009 were $101.3 million, comprised of $18.0 million in the special mention category, $69.4 million in the substandard category and $13.9 million in real estate owned.  Classified assets at June 30, 2008 were $68.6 million, consisting of $29.4 million in the special mention category, $29.8 million in the substandard category and $9.4 million in real estate owned.  Classified assets increased at March 31, 2009 from the June 30, 2008 level primarily as a result of additional loan classification downgrades.

For the quarter ended March 31, 2009, thirty-one loans for $13.1 million were modified from their original terms, were re-underwritten and were identified in our asset

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quality reports as Restructured Loans.  As of March 31, 2009, the outstanding balance of Restructured Loans was $28.2 million:  20 are classified as pass, are not included in the classified asset totals described earlier and remain on accrual status ($7.1 million); one is classified as substandard and remains on accrual status ($240,000); and 58 are classified as substandard on non-accrual status ($20.9 million).

The allowance for loan losses was $42.2 million at March 31, 2009, or 3.36 percent of gross loans held for investment, compared to $19.9 million, or 1.43 percent of gross loans held for investment at June 30, 2008.  The allowance for loan losses at March 31, 2009 includes $24.0 million of specific loan loss reserves, compared to $6.5 million of specific loan loss reserves at June 30, 2008.  Management believes that, based on currently available information, the allowance for loan losses is sufficient to absorb potential losses inherent in loans held for investment.

The increase in non-interest income in the third quarter of fiscal 2009 compared to the same period of fiscal 2008 was primarily the result of an increase in the gain on sale of loans, partly offset by a decrease in loan servicing and other fees, a larger loss on sale and operations of real estate owned acquired in the settlement of loans and a decrease in other non-interest income.  The decrease in loan servicing and other fees was primarily attributable to lower loan prepayment fees and higher reserves on mortgage servicing rights resulting from higher loan prepayment estimates; while the decrease in other non-interest income was primarily attributable to lower investment services fees and legal settlements.

The gain on sale of loans increased to $6.1 million for the quarter ended March 31, 2009 from $306,000 in the comparable quarter last year.  The average loan sale

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margin for mortgage banking was 133 basis points for the quarter ended March 31, 2009, compared to 41 basis points in the comparable quarter last year.  Total loans sold for the quarter ended March 31, 2009 were $300.4 million, up 329 percent from $70.0 million for the same quarter last year.  The gain on sale of loans for the third quarter of fiscal 2009 was reduced by a $384,000 recourse provision on loans sold that are subject to repurchase, compared to a $264,000 recourse provision in the comparable quarter last year.  The mortgage banking environment has shown tremendous recent improvement as a result of the significant decline in mortgage interest rates but remains highly volatile as a result of the well-publicized deterioration of the single-family real estate market.

The volume of loans originated for sale increased $279.5 million, or 322 percent, to $366.4 million in the third quarter of fiscal 2009 from $86.9 million during the same period last year, the result of better liquidity in the secondary mortgage markets particularly in FHA/VA loan products and an increase in activity resulting from lower mortgage interest rates.  Total loan originations (including loans originated for investment, loans purchased for investment and loans originated for sale) were $369.9 million in the third quarter of fiscal 2009, an increase of $215.5 million, or 140 percent, from $154.4 million in the same quarter of fiscal 2008.

Twenty-eight real estate owned properties were sold for a net loss of $(606,000) in the quarter ended March 31, 2009 compared to 12 real estate owned properties sold for a net loss of $(302,000) in the same quarter last year.  As of March 31, 2009, the real estate owned balance was $13.9 million (73 properties), compared to $9.4 million (45 properties) at June 30, 2008.

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The increase in non-interest expense was primarily the result of an increase in compensation, increases in deposit insurance premiums and regulatory assessments and an increase in other operating expenses.  The higher compensation and other operating expenses were primarily attributable to mortgage banking operations.  The higher deposit insurance and regulatory assessments were primarily attributable to an increase in the FDIC insurance premium.

The Company’s efficiency ratio improved to 47 percent in the third quarter of fiscal 2009 from 59 percent in the third quarter of fiscal 2008.  The improvement was the net result of an increase in non-interest income, partly offset by a decrease in net interest income and an increase in non-interest expense.

The effective income tax rate for the third quarter of fiscal 2009 was 42.0 percent, compared to the effective income tax rate of 48.9 percent in the same quarter last year.  The lower income tax rate was primarily the result of a lower percentage of permanent tax differences relative to income before taxes.  The Company believes that the effective income tax rate applied in the third quarter of fiscal 2009 reflects its current income tax benefit.

The Bank currently operates 14 retail/business banking offices in Riverside County and San Bernardino County (Inland Empire).  Provident Bank Mortgage operates wholesale loan production offices in Pleasanton and Rancho Cucamonga, California and retail loan production offices in Glendora and Riverside, California.

The Company will host a conference call for institutional investors and bank analysts on Thursday, April 30, 2009 at 8:30 a.m. (Pacific Time) to discuss its financial results.  The conference call can be accessed by dialing (800) 398-9397 and requesting

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the Provident Financial Holdings Earnings Release Conference Call.  An audio replay of the conference call will be available through Thursday, May 7, 2009 by dialing (800) 475-6701 and referencing access code number 996190.

For more financial information about the Company please visit the website at www.myprovident.com and click on the “Investor Relations” section.

Safe-Harbor Statement

This press release and the conference call noted above contain statements that the Company believes are “forward-looking statements.” These statements relate to the Company’s financial condition, results of operations, plans, objectives, future performance or business. You should not place undue reliance on these statements, as they are subject to risks and uncertainties. When considering these forward-looking statements, you should keep in mind these risks and uncertainties, as well as any cautionary statements the Company may make.  Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to the Company. There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors which could cause actual results to differ materially include, but are not limited to, the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs that may be impacted by deterioration in the housing and commercial real estate markets and may lead to increased losses and non-performing assets in our loan portfolio, result in our allowance for loan losses not being adequate to cover actual losses, and require us to materially increase our reserves; changes in general economic conditions, either nationally or in our market areas; changes in the levels of general interest rates,and the relative differences between short and long term interest rates, deposit interest rates, our net interest margin and funding sources; fluctuations in the demand for loans, the number of unsold homes and other properties and fluctuations in real estate values in our market areas; results of examinations of us by the Office of Thrift Supervision and our bank subsidiary by the Federal Deposit Insurance Corporation, the Office of Thrift Supervision or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our reserve for loan losses to write-down assets, change our regulatory capital position or affect our ability to borrow funds or maintain or increase deposits, which could adversely affect our liquidity and earnings; our ability to control operating costs and expenses; our ability to implement our branch expansion strategy; our ability to successfully integrate any assets, liabilities, customers, systems, and management personnel we have acquired or may in the future acquire into our operations and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto; our ability to manage loan delinquency rates;the use of estimates in determining fair value of certain of our assets, which estimates may prove to be incorrect and result in significant declines in valuation; difficulties in reducing risk associated with the loans on our balance sheet; staffing fluctuations in response to product demand or the implementation of corporate strategies that affect our work force and potential associated charges; computer systems on which we depend could fail or experience a security breach, or the implementation of new technologies may not be successful; our ability to retain key members of our senior management team; costs and effects of litigation, including settlements and judgments; increased competitive pressures among financial services companies; changes in consumer spending, borrowing and savings habits; legislative or regulatory changes that adversely affect our business; adverse changes in the securities markets; the inability of key third-party providers to perform their obligations to us; changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the Financial Accounting Standards Boardincluding additional guidance and interpretation on accounting issues and details of the implementation of new accounting methods; the economic impact of war or terrorist activities; other economic, competitive, governmental, regulatory, and technological factors affecting our operations, pricing, products and services and other risks detailed in the Company’s reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended June 30, 2008.

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PROVIDENT FINANCIAL HOLDINGS, INC. Consolidated Statements of Financial Condition (Unaudited – Dollars In Thousands)
	March 31, 2009			June 30, 2008
Assets
Cash and due from banks	$	12,254		$	12,614
Federal funds sold		-			2,500
Cash and cash equivalents		12,254			15,114
Investment securities – available for sale at fair value		137,178			153,102
Loans held for investment, net of allowance for loan losses of
$42,178 and $19,898, respectively		1,213,368			1,368,137
Loans held for sale, at lower of cost or market		116,098			28,461
Accrued interest receivable		6,162			7,273
Real estate owned, net		13,861			9,355
FHLB – San Francisco stock		32,929			32,125
Premises and equipment, net		6,461			6,513
Prepaid expenses and other assets		24,657			12,367
Total assets	$	1,562,968		$	1,632,447
Liabilities and Stockholders’ Equity
Liabilities:
Non interest-bearing deposits	$	44,718		$	48,056
Interest-bearing deposits		903,229			964,354
Total deposits		947,947			1,012,410
Borrowings		477,903			479,335
Accounts payable, accrued interest and other liabilities		20,926			16,722
Total liabilities		1,446,776			1,508,467
Stockholders’ equity:
Preferred stock, $.01 par value (2,000,000 shares authorized;           none issued and outstanding)
		-			-
Common stock, $.01 par value (15,000,000 shares authorized;           12,435,865 and 12,435,865 shares issued, respectively;           6,219,654 and 6,207,719 shares outstanding, respectively)
		124			124
Additional paid-in capital		75,252			75,164
Retained earnings		133,494			143,053
Treasury stock at cost (6,216,211 and 6,228,146 shares,           respectively)
		(93,942	)		(94,798	)
Unearned stock compensation		-			(102	)
Accumulated other comprehensive income, net of tax		1,264			539
Total stockholders’ equity		116,192			123,980
Total liabilities and stockholders’ equity	$	1,562,968		$	1,632,447

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PROVIDENT FINANCIAL HOLDINGS, INC. Consolidated Statements of Financial Condition – Sequential Quarter (Unaudited – Dollars In Thousands)
	March 31, 2009			December 31, 2008
Assets
Cash and due from banks	$	12,254		$	17,514
Investment securities – available for sale at fair value		137,178			144,931
Loans held for investment, net of allowance for loan losses of
$42,178 and $34,953, respectively		1,213,368			1,265,404
Loans held for sale, at lower of cost or market		116,098			46,447
Accrued interest receivable		6,162			6,712
Real estate owned, net		13,861			11,115
FHLB – San Francisco stock		32,929			32,929
Premises and equipment, net		6,461			6,687
Prepaid expenses and other assets		24,657			19,409
Total assets	$	1,562,968		$	1,551,148
Liabilities and Stockholders’ Equity
Liabilities:
Non interest-bearing deposits	$	44,718		$	40,297
Interest-bearing deposits		903,229			894,527
Total deposits		947,947			934,824
Borrowings		477,903			480,714
Accounts payable, accrued interest and other liabilities		20,926			17,756
Total liabilities		1,446,776			1,433,294
Stockholders’ equity:
Preferred stock, $.01 par value (2,000,000 shares authorized;           none issued and outstanding)
		-			-
Common stock, $.01 par value (15,000,000 shares authorized;           12,435,865 and 12,435,865 shares issued, respectively;           6,219,654 and 6,208,519 shares outstanding, respectively)
		124			124
Additional paid-in capital		75,252			74,943
Retained earnings		133,494			136,251
Treasury stock at cost (6,216,211 and 6,227,346 shares,           respectively)
		(93,942	)		(93,930	)
Accumulated other comprehensive income, net of tax		1,264			466
Total stockholders’ equity		116,192			117,854
Total liabilities and stockholders’ equity	$	1,562,968		$	1,551,148

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PROVIDENT FINANCIAL HOLDINGS, INC. Consolidated Statements of Operations (Unaudited - In Thousands, Except Earnings (Loss) Per Share)
	Quarter Ended March 31,						Nine Months Ended March 31,
	2009			2008			2009			2008
Interest income:
Loans receivable, net	$	18,850		$	21,645		$	59,156		$	64,859
Investment securities		1,635			1,959			5,344			5,605
FHLB – San Francisco stock		-			419			324			1,320
Interest-earning deposits		6			4			16			18
Total interest income		20,491			24,027			64,840			71,802
Interest expense:
Checking and money market deposits		282			351			914			1,275
Savings deposits		484			725			1,588			2,316
Time deposits		4,479			7,393			16,047			23,339
Borrowings		4,575			4,839			14,086			15,212
Total interest expense		9,820			13,308			32,635			42,142
Net interest income, before provision for loan losses		10,671			10,719			32,205			29,660
Provision for loan losses		13,541			3,150			35,809			6,809
Net interest (expense) income, after provision for      loan losses		(2,870	)		7,569			(3,604	)		22,851
Non-interest income:
Loan servicing and other fees		91			350			605			1,354
Gain on sale of loans, net		6,107			306			8,692			1,362
Deposit account fees		684			768			2,219			2,211
Gain on sale of investment securities		-			-			356			-
Loss on sale and operations of real estate          owned acquired in the settlement of loans		(952	)		(680	)		(1,838	)		(1,688	)
Other		457			860			1,153			1,687
Total non-interest income		6,387			1,604			11,187			4,926
Non-interest expense:
Salaries and employee benefits		5,025			4,816			14,175			14,462
Premises and occupancy		695			645			2,129			2,183
Equipment		340			379			1,097			1,170
Professional expenses		294			323			986			1,116
Sales and marketing expenses		93			112			393			415
Deposit insurance and regulatory assessments		403			111			1,013			342
Other		1,098			913			2,758			2,699
Total non-interest expense		7,948			7,299			22,551			22,387
(Loss) income before taxes		(4,431	)		1,874			(14,968	)		5,390
(Benefit) provision for income taxes		(1,861	)		917			(6,216	)		2,777
Net (loss) income	$	(2,570	)	$	957		$	(8,752	)	$	2,613
Basic (loss) earnings per share	$	(0.41	)	$	0.16		$	(1.41	)	$	0.42
Diluted (loss) earnings per share	$	(0.41	)	$	0.15		$	(1.41	)	$	0.42
Cash dividends per share	$	0.03		$	0.18		$	0.13		$	0.54

 Page 14 of 18

   

PROVIDENT FINANCIAL HOLDINGS, INC. Consolidated Statements of Operations – Sequential Quarter (Unaudited – In Thousands, Except Loss Per Share)
	Quarter Ended
	March 31,			December 31,
	2009			2008
Interest income:
Loans receivable, net	$	18,850		$	19,648
Investment securities		1,635			1,804
FHLB – San Francisco stock		-			(125	)
Interest-earning deposits		6			9
Total interest income		20,491			21,336
Interest expense:
Checking and money market deposits		282			302
Savings deposits		484			535
Time deposits		4,479			5,441
Borrowings		4,575			4,817
Total interest expense		9,820			11,095
Net interest income, before provision for loan losses		10,671			10,241
Provision for loan losses		13,541			16,536
Net interest expense, after provision for loan losses		(2,870	)		(6,295	)
Non-interest income:
Loan servicing and other fees		91			266
Gain on sale of loans, net		6,107			1,394
Deposit account fees		684			777
Loss on sale and operations of real estate owned acquired in          the settlement of loans, net		(952	)		(496	)
Other		457			383
Total non-interest income		6,387			2,324
Non-interest expense:
Salaries and employee benefits		5,025			4,525
Premises and occupancy		695			718
Equipment		340			397
Professional expenses		294			332
Sales and marketing expenses		93			119
Deposit insurance premiums and regulatory assessments		403			288
Other		1,098			860
Total non-interest expense		7,948			7,239
Loss before taxes		(4,431	)		(11,210	)
Benefit for income taxes		(1,861	)		(4,699	)
Net loss	$	(2,570	)	$	(6,511	)
Basic loss per share	$	(0.41	)	$	(1.05	)
Diluted loss per share	$	(0.41	)	$	(1.05	)
Cash dividends per share	$	0.03		$	0.05

 Page 15 of 18

   

PROVIDENT FINANCIAL HOLDINGS, INC. Financial Highlights (Unaudited - Dollars in Thousands, Except Share Information )
	Quarter Ended March 31,						Nine Months Ended March 31,
	2009			2008			2009			2008
SELECTED FINANCIAL RATIOS:
(Loss) return on average assets		(0.67	)%		0.23	%		(0.74	)%		0.22	%
(Loss) return on average stockholders’ equity		(8.69	)%		2.99	%		(9.62	)%		2.73	%
Stockholders’ equity to total assets		7.43	%		7.60	%		7.43	%		7.60	%
Net interest spread		2.67	%		2.43	%		2.62	%		2.24	%
Net interest margin		2.87	%		2.69	%		2.82	%		2.50	%
Efficiency ratio		46.59	%		59.23	%		51.97	%		64.73	%
Average interest-earning assets to average
interest-bearing liabilities		106.11	%		107.28	%		106.97	%		107.42	%
SELECTED FINANCIAL DATA:
Basic (loss) earnings per share	$	(0.41	)	$	0.16		$	(1.41	)	$	0.42
Diluted (loss) earnings per share	$	(0.41	)	$	0.15		$	(1.41	)	$	0.42
Book value per share	$	18.68		$	20.49		$	18.68		$	20.49
Shares used for basic EPS computation		6,215,200			6,144,743			6,201,384			6,172,921
Shares used for diluted EPS computation		6,215,200			6,199,695			6,201,384			6,230,182
Total shares issued and outstanding		6,219,654			6,207,719			6,219,654			6,207,719
LOANS ORIGINATED FOR SALE:
Retail originations	$	66,965		$	30,691		$	166,792		$	95,325
Wholesale originations		299,419			56,169			534,252			189,447
Total loans originated for sale	$	366,384		$	86,860		$	701,044		$	284,772
LOANS SOLD:
Servicing released	$	300,398		$	67,986		$	616,560		$	264,634
Servicing retained		-			2,000			193			4,534
Total loans sold	$	300,398		$	69,986		$	616,753		$	269,168
	As of			As of			As of			As of
	03/31/09			12/31/08			09/30/08			06/30/08
ASSET QUALITY RATIOS AND DELINQUENT LOANS:
Non-performing loans to loans held for investment, net		5.53	%		3.62	%		2.70	%		1.70	%
Non-performing assets to total assets		5.18	%		3.67	%		2.80	%		1.99	%
Allowance for loan losses to non-performing loans		62.82	%		76.24	%		62.99	%		85.79	%
Allowance for loan losses to gross loans held for
investment		3.36	%		2.69	%		1.67	%		1.43	%
Net charge-offs to average loans receivable		1.94	%		1.24	%		0.90	%		0.89	%
Non-performing loans	$	67,137		$	45,848		$	35,749		$	23,193
Loans 30 to 89 days delinquent	$	10,823		$	9,021		$	6,182		$	7,367
REGULATORY CAPITAL RATIOS:
Tangible equity ratio		7.06	%		7.25	%		7.42	%		7.19	%
Core capital ratio		7.06	%		7.25	%		7.42	%		7.19	%
Total risk-based capital ratio		12.68	%		12.88	%		12.96	%		12.25	%
Tier 1 risk-based capital ratio		11.42	%		11.63	%		11.71	%		10.99	%

 Page 16 of 18

   

PROVIDENT FINANCIAL HOLDINGS, INC. Financial Highlights (Unaudited)
(Dollars in Thousands)	As of March 31,
	2009						2008
INVESTMENT SECURITIES:	Balance			Rate			Balance			Rate
Available for sale (at fair value):
U.S. government sponsored enterprise debt securities	$	5,381			4.00	%	$	9,296			3.42	%
U.S. government agency MBS		83,361			4.91			94,634			5.14
U.S. government sponsored enterprise MBS		46,982			5.00			60,973			5.44
Private issue collateralized mortgage obligations		1,454			4.38			3,047			4.47
Freddie Mac common stock		-						152
Fannie Mae common stock		-						10
Other common stock		-						476
Total investment securities available for sale		137,178			4.90	%		168,588			5.12	%
LOANS HELD FOR INVESTMENT:
Single-family (1 to 4 units)	$	731,950			5.85	%	$	820,586			5.97	%
Multi-family (5 or more units)		378,425			6.32			408,613			6.54
Commercial real estate		118,164			6.95			148,153			7.02
Construction		9,108			8.53			43,814			8.65
Commercial business		9,413			6.86			9,154			6.95
Consumer		1,024			8.13			544			10.98
Other		4,413			7.84			3,708			8.69
Total loans held for investment		1,252,497			6.13	%		1,434,572			6.34	%
Undisbursed loan funds		(1,493	)					(16,566	)
Deferred loan costs		4,542						5,521
Allowance for loan losses		(42,178	)					(16,742	)
Total loans held for investment, net	$	1,213,368					$	1,406,785
Purchased loans serviced by others included above	$	129,769			6.11	%	$	155,390			6.70	%
DEPOSITS:
Checking accounts – non interest-bearing	$	44,718			-	%	$	46,884			-	%
Checking accounts – interest-bearing		125,983			0.67			123,405			0.62
Savings accounts		144,095			1.39			146,793			1.61
Money market accounts		25,240			1.47			31,018			1.87
Time deposits		607,911			2.77			684,067			4.21
Total deposits	$	947,947			2.12	%	$	1,032,167			3.15	%
Note: The interest rate or yield/cost described in the rate or yield/cost column is the weighted-average interest rate or yield/cost of all instruments, which are included in the balance of the respective line item.

 Page 17 of 18

   

PROVIDENT FINANCIAL HOLDINGS, INC. Financial Highlights (Unaudited – Dollars in Thousands)
	As of March 31,
	2009					2008
	Balance		Rate			Balance		Rate
BORROWINGS:
Overnight	$	11,200		0.21	%	$	15,000		2.13	%
Six months or less		60,000		2.40			153,000		2.64
Over six to twelve months		62,000		3.58			25,000		3.42
Over one to two years		143,000		4.30			82,000		3.88
Over two to three years		85,000		4.24			123,000		4.46
Over three to four years		40,000		3.96			60,000		4.75
Over four to five years		60,000		3.81			40,000		3.96
Over five years		16,703		3.26			1,744		6.37
Total borrowings	$	477,903		3.73	%	$	499,744		3.69	%

	Quarter Ended						Nine Months Ended
	March 31,						March 31,
	2009			2008			2009			2008
SELECTED AVERAGE BALANCE SHEETS:	Balance			Balance			Balance			Balance
Loans receivable, net (1)	$	1,303,625		$	1,403,695		$	1,334,841		$	1,392,243
Investment securities		141,802			158,187			148,625			153,808
FHLB – San Francisco stock		32,929			31,274			32,692			32,392
Interest-earning deposits		8,707			562			8,167			613
Total interest-earning assets	$	1,487,063		$	1,593,718		$	1,524,325		$	1,579,056
Deposits	$	941,088		$	1,012,283		$	953,183		$	1,008,849
Borrowings		460,296			473,334			471,860			461,161
Total interest-bearing liabilities	$	1,401,384		$	1,485,617		$	1,425,043		$	1,470,010
	Quarter Ended						Nine Months Ended
	March 31,						March 31,
	2009			2008			2009			2008
	Yield/Cost			Yield/Cost			Yield/Cost			Yield/Cost
Loans receivable, net (1)		5.78	%		6.17	%		5.91	%		6.21	%
Investment securities		4.61	%		4.95	%		4.79	%		4.86	%
FHLB – San Francisco stock		-			5.36	%		1.32	%		5.43	%
Interest-earning deposits		0.28	%		2.85	%		0.26	%		3.92	%
Total interest-earning assets		5.51	%		6.03	%		5.67	%		6.06	%
Deposits		2.26	%		3.36	%		2.59	%		3.55	%
Borrowings		4.03	%		4.11	%		3.98	%		4.39	%
Total interest-bearing liabilities		2.84	%		3.60	%		3.05	%		3.82	%

(1)    Includes loans held for investment, loans held for sale and receivable from sale of loans.

Note: The interest rate or yield/cost described in the rate or yield/cost column is the weighted-average interest rate or yield/cost of all instruments, which are included in the balance of the respective line item.

 Page 18 of 18

EX-99.2

EXHIBIT 99.1   

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