<DOCUMENT>
<TYPE>EX-99.3
<SEQUENCE>4
<FILENAME>slp366b.txt
<DESCRIPTION>LETTER FROM MR. JACOBS TO BOARD
<TEXT>
CUSIP No.  743868101                                         Page 27 of 33 Pages


                                                                       EXHIBIT 3

                                 [ON LETTERHEAD]

July 11, 2002

The Board of Directors
c/o Craig G. Blunden
Chairman of the Board
Provident Financial Holdings, Inc.
3756 Central Avenue
Riverside, CA  92506

Dear Craig:

I am sending this letter as a follow up to my letter to your Board dated May 29,
2002 and our several telephonic conversations. As stated many times previously,
I had hoped that we would be able to work together on a friendly basis
concerning our request for board representation. In the six weeks that have
passed, there has been no tangible progress towards that goal. Rather, we have
had numerous conversations which seem to lead nowhere, we have readily responded
to requests for biographical information and professional references, and in the
case of Gene Gaines, he has willingly met with you in a hope to move this
forward. The lack of progress is disappointing given the spirit of cooperation
with which we have conducted ourselves during this period.

As I mentioned on the telephone the other day, the goal of my group remains the
same - we would like two seats on the board of directors. We believe that these
seats are warranted and necessary given the company's anemic earnings
performance and the lack of independent out-of-community oversight. With a
shareholder base including a majority of institutional investors, some
representation on the board would seem appropriate, if not imperative. You
recently suggested to me that the board's decision regarding this would be
based, in part, on the findings of a proxy solicitation firm. We greatly look
forward to their findings. We think they will support our point of view as long
as they are honest with you and don't just tell you what you need to hear to
hire them for a lucrative (for them) proxy battle. Our confidence is based on
the numerous calls we have received from like-minded institutional and
individual shareholders. Note that this did not waste any of shareholder's
equity as a formal proxy battle.

What we think you should be focusing on are daily press reports and discussions
in Congress pointing to the need for more experienced, independent and objective
board members throughout corporate America. Corporate governance seems to be the
rallying cry. As such, it is very surprising that a report from a paid and
possibly partial proxy solicitor would influence your decision as opposed to the
clear need that the company has, the qualifications stated in both the original
letter and by the references we provided, and the shareholder profile of the
company.

Furthermore, our discussion regarding capital management strategies and lowering
bloated overhead were reminiscent of conversations I have had with you for
years. As opposed to your contention that the problem has been poor
communication of your business plan and prospects to

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CUSIP No.  743868101                                         Page 28 of 33 Pages


investors, I pose that the problem has been with the execution of those plans.
You've communicated your plans and goals clearly. You just haven't achieved
them. This further convinces us that the board needs to hear fresh voices with
different experience and qualifications and more directly representing all
shareholders' interests.

I continue to believe that we can work together in a friendly and constructive
manner, and because of this, we have chosen to not yet file an amended 13D nor
release this letter publicly. But, we would like to see constructive discussions
and substantial progress made toward adding us to the board of directors by July
22, which I believe to be the date of your next board meeting. We believe this
board meeting is an ideal time to introduce us to the members of the board and
for them to formally approve our addition. If no such progress is made by this
date, we will take this as substantial proof of your unwillingness to work
together on this, and we will begin the process that will result in the formal
nomination of Gene and me as directors. Simply put, if no agreement is reached
by the time of your board meeting, we will redirect our prodigious energies and
resources toward taking our case directly to all shareholders.

As time is short, I hope to hear a response to our letter as soon as possible
and I look forward to working with you on these issues.

Sincerely,

/s/ Seymour Jacobs

Seymour Jacobs
Managing Member
JAM Managers, L.L.C.
As General Partner for
JAM Partners, L.P.


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