EXHIBIT 5

               [LETTERHEAD OF LUSE GORMAN POMERENK & SCHICK, P.C.]

(202) 274-2000

                                November 1, 2002

Provident Financial Services, Inc.
830 Bergen Avenue
Jersey City, New Jersey 07306

Ladies and Gentlemen:

We have acted as special counsel to Provident Financial Services, Inc., a
Delaware corporation (the "Company"), in connection with the registration under
the Securities Act of 1933, as amended, by the Company of an aggregate of
61,538,300 shares of Common Stock, par value $.01 per share (the "Shares"), of
the Company and the related preparation and filing by the Company with the
Securities and Exchange Commission of a Registration Statement on Form S-1 (the
"Registration Statement"). In rendering the opinion set forth below, we do not
express any opinion concerning law other than the federal law of the United
States and the corporate law of the State of Delaware.

We have examined originals or copies, certified or otherwise identified, of such
documents, corporate records and other instruments, and have examined such
matters of law, as we have deemed necessary or advisable for purposes of
rendering the opinion set forth below. As to matters of fact, we have examined
and relied upon the representations of the Company contained in the Registration
Statement and, where we have deemed appropriate, representations or certificates
of officers of the Company or public officials. We have assumed the authenticity
of all documents submitted to us as originals, the genuineness of all
signatures, the legal capacity of natural persons and the conformity to the
originals of all documents submitted to us as copies.

Based on the foregoing, we are of the opinion that the Shares to be issued and
sold by the Company have been duly authorized and, when issued and sold as
contemplated in the Registration Statement and the Plan of Conversion of The
Provident Bank ("Bank"), will be validly issued and outstanding, fully paid and
non-assessable.

In rendering the opinion set forth above, we have not passed upon and do not
purport to pass upon the application of securities or "blue-sky" laws of any
jurisdiction (except federal securities laws).



Provident Financial Services, Inc.
November 1, 2002
Page 2

We consent to the filing of this opinion as an Exhibit to the Registration
Statement and to the Bank's Application to the New Jersey Department of Banking
and Insurance (the "New Jersey Application"), and any amendments thereto and to
the reference to our firm under the heading "Legal Matters" in the Prospectus
which is part of such Registration Statement and to the reference to our firm in
the New Jersey Application.

                                         Very truly yours,

                                         /s/ Luse Gorman Pomerenk & Schick, P.C.

                                         LUSE GORMAN POMERENK & SCHICK
                                         A Professional Corporation