Exhibit 5

                  OPINION OF LUSE GORMAN POMERENK & SCHICK, PC
                          LUSE GORMAN POMERENK & SCHICK
                           A PROFESSIONAL CORPORATION
                                ATTORNEYS AT LAW

                     5335 WISCONSIN AVENUE, N.W., SUITE 400
                             WASHINGTON, D.C. 20015
                                [OBJECT OMITTED]
                            TELEPHONE (202) 274-2000
                            FACSIMILE (202) 362-2902
                                 www.luselaw.com

WRITER'S DIRECT DIAL NUMBER                      WRITER'S EMAIL
(202) 274-2000


February 22, 2010

Board of Directors
Provident Financial Services, Inc.
830 Bergen Avenue
Jersey City, New Jersey 07306-4599

     Re:  Provident  Financial  Services,  Inc. 2008 Long-Term  Equity Incentive
          Plan Registration Statement on Form S-8

Ladies and Gentlemen:

     You have  requested  the  opinion  of this firm as to  certain  matters  in
connection  with  the  issuance  of  Provident  Financial  Services,  Inc.  (the
"Company") common stock, par value $.01 per share (the "Common Stock"), pursuant
to the Provident Financial  Services,  Inc. 2008 Long-Term Equity Incentive Plan
(the  "2008  Equity  Plan").  We have  reviewed  the  Company's  Certificate  of
Incorporation,  Registration  Statement on Form S-8 (the "Form S-8"), as well as
applicable statutes and regulations governing the Company and the offer and sale
of the Common Stock.

     Based on the foregoing, we are of the following opinion:

     Upon the  effectiveness  of the Form S-8, the Common Stock,  when issued in
connection with the exercise of options granted pursuant to the 2008 Equity Plan
and shares of Common Stock granted  under the 2008 Equity Plan,  will be legally
issued, fully paid and non-assessable.

     This  opinion  has  been  prepared  solely  for the use of the  Company  in
connection  with the  preparation  and filing of the Form S-8, and should not be
used for any other purpose or relied upon by any other person  without the prior
written  consent of this firm.  We hereby  consent to the use of this opinion in
the Form S-8.

                                       Very truly yours,



                                      /s/LUSE GORMAN POMERENK & SCHICK P.C.
                                      -------------------------------------
                                      LUSE GORMAN POMERENK & SCHICK
                                      A Professional Corporation