UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.    )

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¨ Preliminary Proxy Statement

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The Providence Service Corporation

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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Executive performance based compensation

Capitalized terms used herein have the meaning ascribed to such terms in the Company’s proxy statement dated April 20, 2011.

In May 2011, the Compensation Committee of the Board adopted a policy that requires at least half of the equity based compensation (based on the number of shares to be awarded annually) awarded to our Named Executive Officers in the future be performance based and measured over a multi-year performance period. The performance measure(s), goal(s), the rationale for the selection and the difficulty of achieving the goal(s) will be disclosed in future proxy statements.

For information regarding the performance criteria used by the Compensation Committee under the 2011 equity based program established by the Compensation Committee for 2011 see the Current Report on Form 8-K filed with the SEC by the Company on March 18, 2011.

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