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Washington, D.C. 20549

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)

 

 

CUSIP No.		743868101

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.