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OMB APPROVAL
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OMB Number: 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: December 31, 1997
Washington, D.C. 20549 Estimated average burden
hours per response...14.90
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
Provident Financial Holdings, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
743868101
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(CUSIP Number)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 743868101
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1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
KEEFE MANAGERS, INC.
13-361-0107
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
2
(See Instructions) (b) / /
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3 SEC USE ONLY
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CITIZENSHIP OR PLACE OF ORGANIZATION
4
Delaware
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SOLE VOTING POWER
5
NUMBER OF -0-*
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SHARES SHARED VOTING POWER
BENEFICIALLY 6
OWNED BY -0-
EACH
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REPORTING SOLE DISPOSITIVE POWER
PERSON 7
WITH -0-*
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SHARED DISPOSITIVE POWER
8
-0-
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9 -0-*
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
10 (See Instructions) / /
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11
0.0%*
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12 TYPE OF REPORTING PERSON (See Instructions)
IA, CO
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Item 1. (a) Name of Issuer:
Provident Financial Holdings, Inc.
(b) Address of Issuer's Principal Executive Offices or, if none,
Residence:
3756 Central Avenue
Riverside, California 92506
Item 2. (a) Name of Person Filing:
KEEFE MANAGERS, INC.
(b) Address of Principal Business Office or, if none, Residence:
375 Park Avenue (31st Floor)
New York, New York 10152
(c) Citizenship:
Delaware Corporation
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
743868101
Item 3. If this statement is being filed pursuant to Rule 13d-1(b), or
13d-2(b), check whether the person filing is an:
(a)[ ] Broker or Dealer registered under Section 15 of the Act
(b)[ ] Bank as defined in section 3(a)(6) of the Act
(c)[ ] Insurance Company as defined in section 3(a)(19) of the Act
(d)[ ] Investment Company registered under section 8 of the Investment
Company Act
(e)[X] Investment Adviser registered under section 203 of the Investment
Advisers Act of 1940
(f)[ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F)
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(g)[ ] Parent Holding Company, in accordance with 13d-1(b)(ii)(G) (Note:
See Item 7)
(h)[ ] Group, in accordance with 13d-1(b)(1)(ii)(H)
Item 4. Ownership:
(a) Amount Beneficially Owned: 0*
(b) Percent of Class: 0.0%*
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote - 0*
(ii) shared power to vote or direct the vote - 0
(iii) sole power to dispose or direct the disposition of - 0*
(iv) shared power to dispose or direct the disposition of - 0
* Amounts do not include the 5,000 shares (0.11% of the
outstanding) as to which Rainbow Managers, LLC ("RM"), a
Registered Investment Advisor and an affiliate of Keefe Managers,
Inc. ("KMI"), has sole power to vote or direct the vote or to
dispose or direct the disposition. KMI does not beneficially own
such shares. Such shares were purchased by RM on behalf of its
discretionary client in the ordinary course of business and not
for the purpose of or with the effect of changing or influencing
the control of the issuer, or in connection with or as a participant
in any transaction having such purpose or effect.
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 /X/.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
Not applicable
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Item 7. Identification and Classification of the Subsidiary which Acquired
the Security Being Reported on by the Parent Holding Company
Not applicable
Item 8. Identification and Classification of Members of the Group
Not applicable
Item 9. Notice of Dissolution of Group
Not applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purpose or effect.
Signature
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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.
KEEFE MANAGERS, INC.
BY: /s/ Harry V. Keefe, Jr.
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Harry V. Keefe, Jr.
Chairman
Date: February 9, 1998
