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): November 12, 2009

PROVIDENT FINANCIAL SERVICES, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-31566	42-1547151
(State or Other Jurisdiction) of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

830 Bergen Avenue, Jersey City, New Jersey	07306-4599
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (201) 333-1000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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 (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

Provident Financial Services, Inc. (the “Company”) will make a presentation at the Sandler O’Neill & Partners, L.P. East Coast Financial Services Conference to be held on Thursday, November 12, 2009. The presentation reviews the Company’s current and historical financial performance and business strategies. A copy of the presentation is attached as Exhibit 99.1 to this report.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits.

Exhibit No.	Description
99.1	Slide presentation to be made at the Sandler O’Neill & Partners, L.P. East Coast Financial Services Conference on November 12, 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.

	PROVIDENT FINANCIAL SERVICES, INC.
DATE: November 12, 2009	By:	/s/     CHRISTOPHER MARTIN
		Christopher Martin
		President and Chief Executive Officer

EXHIBIT INDEX

Exhibit	Description
99.1	Slide presentation to be made at the Sandler O’Neill & Partners, L.P. East Coast Financial Services Conference on November 12, 2009.

EX-99.1

Sandler O’Neill & Partners

East Coast Financial Services Conference

November 12, 2009

Exhibit 99.1

Forward Looking Statements

Certain statements contained herein are "forward-looking statements" within the meaning of

Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934

Such forward-looking statements may be identified by reference to a future period or periods, or

by the use of forward-looking terminology, such as "may," "will," "believe," "expect," "estimate,"

"anticipate," "continue," or similar terms or variations on those terms, or the negative of those

terms. Forward-looking statements are subject to numerous risks and uncertainties, including,

but not limited to, those related to the economic environment, particularly in the market areas in

which Provident Financial Services, Inc. (the “Company”) operates, competitive products and

pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations

affecting financial institutions, including regulatory fees and capital requirements, changes in

prevailing interest rates, acquisitions and the integration of acquired businesses, credit risk

management, asset-liability management, the financial and securities markets and the availability

of and costs associated with sources of liquidity. 

The Company cautions readers not to place undue reliance on any such forward-looking

statements, which speak only as of the date made. The Company also advises readers that the

factors listed above could affect the Company's financial performance and could cause the

Company's actual results for future periods to differ materially from any opinions or statements

expressed with respect to future periods in any current statements. The Company does not

undertake and specifically declines any obligation to publicly release the result of any revisions

which may be made to any forward-looking statements to reflect events or circumstances after

the date of such statements or to reflect the occurrence of anticipated or unanticipated events. 

Christopher Martin

Christopher Martin

President

&

Chief Executive Officer

•

NYSE Symbol -

PFS

•

$6.8 billion in assets

•

Headquartered in Jersey City, NJ

•

Holding company for The Provident Bank

•

170 years young –

Oldest NJ chartered bank

•

Converted from mutual form in 2003

•

84 branch locations throughout northern and central NJ

•

2 Loan Production Offices (soon to be 3) in NJ

Corporate Profile

•

CEO & CFO –

Newly appointed from within in

September 2009

•

Senior management team has over 25 years on average

of banking experience with large commercial banks &

thrifts in our primary markets

•

Extremely knowledgeable and results-oriented

•

Creating culture of accountability and efficiency

•

Majority of officers have been with publicly traded

organizations

Executive Leadership Team

Current Retail Franchise

84

Branches in

11 New

Jersey

Counties

Market Demographics (as of 6/30/09)

County

Market

Rank

Number

of

Branches

Company

Deposits

in Market

($000)

Deposit

Market

Share

(%)

Total

Population

2009

(Actual)

Median

HH

Income

2009

($)

Middlesex

5

24

1,516,296

7.18

795,633

79,468

Hudson

3

16

977,600

4.41

614,738

52,390

Morris

9

11

666,472

4.20

497,099

104,797

Essex

13

6

440,120

2.21

792,345

56,140

Monmouth

9

10

429,914

2.54

646,088

83,164

Bergen

26

3

202,340

0.55

910,698

84,586

Somerset

9

5

184,260

2.29

330,637

102,357

Ocean

12

4

168,594

1.33

575,822

60,787

Union

24

3

96,876

0.61

532,432

73,694

Mercer

20

1

47,160

0.19

370,793

75,668

NJ Totals

83

4,729,632

6,566,381

Source:  FDIC -Summary of Deposit & SNL

•

Challenge -

Increase revenue in difficult environment

•

Created two new lending teams -

Middle Market &

Business Banking

•

SBA Initiative

•

Reduce marginally accretive asset classes

•

Expand non-interest income with concentration on

Wealth Management

•

Aggressively manage credit quality

•

Branch rationalization

Focused on Effective Strategic Plan

Asset Composition

25.0%

3.0%

5.3%

0.1%

1.1%

2.9%

62.6%

Total cash & cash

equivalents

Total investments

Net loans

Foreclosed assets

Premises &

equipment

Intangible assets

Other assets

18.5%

68.4%

7.9%

1.0%

0.1%

1.1%

3.0%

9/30/09

9/30/09

12/31/08

12/31/08

Loan Composition (as of 9/30/09)

35%

11%

3%

18%

28%

5%

Net total of $7.5MM representing premiums, discounts & deferred

fees, has not been included in the outstanding loan totals

LOAN CATEGORY

RESIDENTIAL (1ST LIENS)

1,523,916

HE/HELOC

486,301

OTHER CONSUMER

107,431

COMMERCIAL LOANS

770,878

COMMERCIAL RE

1,207,994

CONSTRUCTION

217,275

$ OUTSTANDING

(In Thousands)

Total Loans = $4,314 MM

Total Loans = $4,314 MM

CRE Portfolio Composition (as of 9/30/09)

6%

15%

4%

10%

17%

18%

1%

26%

3%

PROPERTY TYPE

HOTEL

72,728

INDUSTRY

183,361

LAND

52,131

MIXED

126,613

MULTI FAMILY

205,503

OFFICE

216,944

RESIDENTIAL

10,999

RETAIL

309,122

SPECIAL USE PROPERTY

31,531

$ OUTSTANDING

(In Thousands)

Total CRE Loans = $1,209 MM

Total CRE Loans = $1,209 MM

Construction Loan Composition (as of 9/30/09)

Total Construction Loans = $217 MM

Total Construction Loans = $217 MM

Construction loan balance does not reflect unfunded commitments of $87MM. 

No loans located outside of NJ/NY/PA

25.3%

48.8%

0.5%

14.7%

4.6%

3.7%

2.3%

Primary Property Type

Residential "For Sale"

54,476

MultiFamily

"For Rent"

106,438

Retail

1,328

Office

32,021

Industrial

10,004

Specialty

7,942

Residential "Owner Occupied"

5,066

$ OUTSTANDING

(In Thousands)

Asset Quality (as of 9/30/09)

PFS

PEER

Non-performing Loans/Loans (%)

1.81

1.95

Loan Loss Reserves/ Loans (%)

1.29

1.42

Loan Loss Reserves/ Non-performing Loans (%)

71.24

97.80

Net Charge-offs / Avg Loans (%)

0.25

0.77

Non-Performing Assets / Assets (%)

1.25

1.53

Source:  SNL

Peer Group:  Valley National Bancorp, National Penn Bancshares, Inc., First Niagara Financial Group, Inc., F.N.B. Corporation, NewAlliance Bancshares, Inc., United Bankshares, Inc.,

Signature Bank, Investors Bancorp, Inc. (MHC),Northwest Bancorp, Inc. (MHC), First Commonwealth Financial Corporation, Harleysville National Corporation, NBT Bancorp Inc., WesBanco,

Inc., Community Bank System, Inc., S&T Bancorp, Inc., Dime Community Bancshares, Inc., Beneficial Mutual Bancorp, Inc. (MHC), Flushing Financial Corporation, Sun Bancorp, Inc.

NPAs

& 90> day Delinquencies / Loans & REO (%)

Source:  SNL

0.83

0.90

1.10

1.34

1.62

2.00

2.35

0.00%

0.50%

1.00%

1.50%

2.00%

2.50%

2008Q1

2008Q2

2008Q3

2008Q4

2009Q1

2009Q2

2009Q3

0.00

0.50

1.00

1.50

2.00

2.50

OTHER ASSETS OWNED

CONSUMER LOANS

COMMERCIAL LOANS

CONSTRUCTION LOANS

COMMERCIAL REAL ESTATE

LOANS

1-4 FAMILY FIRST

MORTGAGES

PEER

Peer Group:  Valley National Bancorp, National Penn Bancshares, Inc., First Niagara Financial Group, Inc., F.N.B. Corporation, NewAlliance Bancshares, Inc., United Bankshares, Inc.,

Signature Bank, Investors Bancorp, Inc. (MHC),Northwest Bancorp, Inc. (MHC), First Commonwealth Financial Corporation, Harleysville National Corporation, NBT Bancorp Inc., WesBanco,

Inc., Community Bank System, Inc., S&T Bancorp, Inc., Dime Community Bancshares, Inc., Beneficial Mutual Bancorp, Inc. (MHC), Flushing Financial Corporation, Sun Bancorp, Inc.

Investment Securities (as of 9/30/09)

Investment Portfolio Summary

27%

1%

14%

31%

1%

9%

17%

Aaa

Aa1

Aa3

Baa1

Ba2

B1

Caa1

65%

8%

6%

3%

5%

4%

9%

Aa1

Aa2

A1

A2

A3

Baa1

Baa3

8%

25%

8%

48%

5%

3

3

Aaa

Aa1

Aa2

Aa3

A1

A2

A3

Baa1

Baa2

NR

3%

3%

32%

27%

9%

9%

9%

5%

2%

2%

Municipal

Corporate Notes

Private Label CMO

US Agencies

224,618

$              

Agency MBS

458,677

$              

Agency CMO

522,432

$              

Private Label CMO

144,213

$              

Corporate Notes

19,032

$                

Municipal

276,854

$              

Equity

9,144

$                  

Amortized Cost

(In Thousands)

Deposit Composition

CDs

32%

MMA

17%

Muni

10%

NOW

14%

NIB

9%

Savings

18%

9/30/09

9/30/09

12/31/08

12/31/08

Total Cost of Deposits: 1.91%

Total Cost of Deposits: 1.91%

Total Cost of Deposits: 1.51%

Total Cost of Deposits: 1.51%

MMA

18%

Savings

21%

CDs

35%

NOW

13%

NIB

9%

Muni

4%

Deposit Growth

Average Deposit Balances

(In Thousands)

Checking

$427,545

$440,011

$459,330

$537,471

$625,318

Savings

$916,391

$877,186

$867,822

$881,064

$878,129

MMDA

$686,975

$709,853

$717,283

$749,998

$782,856

Municipal

$158,026

$185,483

$226,145

$261,484

$406,658

NIB

$459,734

$454,421

$455,524

$471,408

$474,436

Time

$1,473,159

$1,492,289

$1,579,931

$1,678,449

$1,612,891

9/30/08

12/31/08

3/31/09

6/30/09

9/30/09

$4,121,831

$4,159,243

$4,306,036

$4,579,874

$4,780,288

Time Deposit Maturities (as of 9/30/09)

(In Thousands)

Time Deposit Maturities

$497,006

$856,411

$72,316

$47,040

$146,254

2009

2010

2011

2012

Thereafter

2.57%*

2.29%*

3.46%*

3.88%*

3.64%*

*Weighted Average Cost

Borrowings (as of 9/30/09)

(In Thousands)

FHLB

$47,400

$219,827

$213,511

$9,100

$79,324

Others

$-  

$103,239

$67,000

$45,000

$125,000

2009

2010

2011

2012

Thereafter

4.23%*

4.07%*

3.81%*

3.76%*

3.22%*

*Weighted Average Cost

Capital (as of 9/30/09)

The Company continues to exceed all regulatory requirements and

The Company continues to exceed all regulatory requirements and

is “well capitalized.”

is “well capitalized.”

Amount

Ratio

Amount

Ratio

254,812

$

4.00%

515,898

$

8.10%

167,565

$

4.00%

515,898

$

12.32%

Regulatory Tier 1 leverage capital

Tier 1 risk-based capital

Total risk-based capital

335,131

$

8.00%

568,304

$

13.57%

REQUIRED

ACTUAL

(Dollars in thousands)

Thomas M. Lyons

Thomas M. Lyons

Senior Vice President

&

Chief Financial Officer

Financial Highlights

(Dollars in thousands)

BALANCE SHEET:

9/30/09

12/31/08

Total assets

$6,816,309

$6,548,748

Total loans

4,321,364

4,526,748

Total deposits

4,875,211

4,226,336

Total investments

1,706,657

1,210,646

Total borrowed funds

1,004,623

1,247,681

Total stockholders' equity

882,620

1,018,590

Financial Highlights

(Dollars in thousands except

Earnings per Share)

INCOME STATEMENT:

9/30/09*

9/30/08

Operating Income *

$23,904

$34,209

Operating Diluted Earnings per Share

$0.43

$0.61

Operating ROAE

3.46%

4.53%

Operating ROAA

0.48%

0.72%

Net Interest Margin

3.02%

3.08%

Operating Efficiency Ratio

68.50%

64.66%

Nine Months Ended

*Excludes impact of goodwill impairment charge

Return on Average Assets

(8.79)

0.86

0.89

0.56

0.65

0.68

0.82

0.46

0.52

0.39

0.73

0.18

0.35

(0.61)

1Q08

2Q08

3Q08

4Q08

1Q09

2Q09

3Q09

PFS

Peer

Source:  SNL

Peer Group:  Valley National Bancorp, National Penn Bancshares, Inc., First Niagara Financial Group, Inc., F.N.B. Corporation, NewAlliance Bancshares, Inc., United Bankshares, Inc.,

Signature Bank, Investors Bancorp, Inc. (MHC),Northwest Bancorp, Inc. (MHC), First Commonwealth Financial Corporation, Harleysville National Corporation, NBT Bancorp Inc., WesBanco,

Inc., Community Bank System, Inc., S&T Bancorp, Inc., Dime Community Bancshares, Inc., Beneficial Mutual Bancorp, Inc. (MHC), Flushing Financial Corporation, Sun Bancorp, Inc.

Net Interest Rate Margin

2.87%

3.10%

3.20%

3.10%

2.96%

3.01%

3.27%

1Q08

2Q08

3Q08

4Q08

1Q09

2Q09

3Q09

Cost of Funds

3.14

2.74

2.55

2.47

2.39

2.27

2.07

3.02

2.60

2.52

2.42

2.16

1.98

1.83

1Q08

2Q08

3Q08

4Q08

1Q09

2Q09

3Q09

PFS

Peer

Source:  SNL

Peer Group:  Valley National Bancorp, National Penn Bancshares, Inc., First Niagara Financial Group, Inc., F.N.B. Corporation, NewAlliance Bancshares, Inc., United Bankshares, Inc.,

Signature Bank, Investors Bancorp, Inc. (MHC),Northwest Bancorp, Inc. (MHC), First Commonwealth Financial Corporation, Harleysville National Corporation, NBT Bancorp Inc., WesBanco,

Inc., Community Bank System, Inc., S&T Bancorp, Inc., Dime Community Bancshares, Inc., Beneficial Mutual Bancorp, Inc. (MHC), Flushing Financial Corporation, Sun Bancorp, Inc.

Pre-Provision Net Interest Income

$39,189

$42,569

$45,351

$44,960

$43,931

$43,165

$45,310

1Q08

2Q08

3Q08

4Q08

1Q09

2Q09

3Q09

Net Operating Exp / Avg

Assets (%)

1.60

1.54

1.53

1.55

1.36

1.60

1.48

1.46

1.48

1.46

1.35

1.37

1.40

1.42

3Q09

2Q09

1Q09

4Q08

3Q08

2Q08

1Q08

PFS

Peer

Source:  SNL

(Total noninterest expense -

(foreclosed property

expense + amortization of intangibles expense +

total noninterest income)) as a percentage of average

assets. (Annualized)

Peer Group:  Valley National Bancorp, National Penn Bancshares, Inc., First Niagara Financial Group, Inc., F.N.B. Corporation, NewAlliance Bancshares, Inc., United Bankshares, Inc.,

Signature Bank, Investors Bancorp, Inc. (MHC),Northwest Bancorp, Inc. (MHC), First Commonwealth Financial Corporation, Harleysville National Corporation, NBT Bancorp Inc., WesBanco,

Inc., Community Bank System, Inc., S&T Bancorp, Inc., Dime Community Bancshares, Inc., Beneficial Mutual Bancorp, Inc. (MHC), Flushing Financial Corporation, Sun Bancorp, Inc.

NPAs

/ Assets (%)

1.25

1.04

0.60

0.42

1.53

1.26

0.68

0.54

0.48

1.05

0.96

0.47

1.04

0.83

3Q09

2Q09

1Q09

4Q08

3Q08

2Q08

1Q08

PFS

Peer

Source:  SNL

Peer Group:  Valley National Bancorp, National Penn Bancshares, Inc., First Niagara Financial Group, Inc., F.N.B. Corporation, NewAlliance Bancshares, Inc., United Bankshares, Inc.,

Signature Bank, Investors Bancorp, Inc. (MHC),Northwest Bancorp, Inc. (MHC), First Commonwealth Financial Corporation, Harleysville National Corporation, NBT Bancorp Inc., WesBanco,

Inc., Community Bank System, Inc., S&T Bancorp, Inc., Dime Community Bancshares, Inc., Beneficial Mutual Bancorp, Inc. (MHC), Flushing Financial Corporation, Sun Bancorp, Inc.

Funding and Liquidity

•

Core deposits represented 66.8% of total deposits at

9/30/09

•

Loan to deposit ratio was 88.6% at 9/30/09

•

Virtual branch as a viable liquidity channel

•

FHLB borrowing capacity

•

Securitization

of residential portfolio

Quarterly Cash Dividend since IPO

0.00

0.02

0.04

0.06

0.08

0.10

0.12

Current Dividend

Yield = 4.21%

•

Expanding relationships while regional and national

banks remain dislocated

•

Process improvements to achieve efficiency target and

achieve Line of Business profitability targets

•

Continue to rationalize branch locations

•

Improve net interest income in conjunction with

minimizing risk

•

Safeguard capital when assessing opportunities

•

Business Case Justification for all future initiatives

Looking

Forward

Clear Strategy and Effective Execution

Objectives

Increase awareness of wealth

management services offered

•

Asset Allocation

•

Trust and Fiduciary services

•

Estate services

•

Financial Planning

•

Family Office services

Increase acquisition speed of new

clients

•

Investment management accounts are

easier and faster to move as

compared to trust accounts

Increase number of potential clients

•

More people have investment management

accounts than trusts

Improve mix of types of clients and

services offered

•

Individuals with investable assets of $1 to

$5 million

•

Municipalities with short-term fixed income

management needs

•

Corporate entities with small-to-medium-

sized 401k plans

33

Transition to

Wealth Management

Transition to

Wealth Management

Initiatives

Systems

•

Upgraded trading platform

•

Added financial planning platform

Staff

•

Restructured into functional teams

designed to meet clients needs

•

Added dedicated investment

management team

•

Added sales staff

•

Added dedicated compliance staff

Marketing

•

Launching media campaign

•

Re-design of web pages

•

Re-branded division

Sales

•

Re-engineering sales process

•

Enriched sales incentive program

•

Increased emphasis on cross-selling

among other divisions within Provident

Investment Management

•

Built asset-allocation models that are

focused on risk adjusted returns

34

Sandler O’Neill & Partners

East Coast Financial Services Conference

November 12, 2009