Joint Filing Agreement

                             Joint Filing Agreement



     The undersigned hereby agree that the statement on Schedule 13D with
respect to the shares of Common Stock of PhyCor, Inc. is, and any amendment
thereto signed by each of the undersigned shall be, filed on behalf of each
undersigned pursuant to and in accordance with the provisions of 13d-1(k) under
the Securities Exchange Act of 1934, as amended.



Dated:  June 17, 1999                  WARBURG, XXXXXX EQUITY
                                         PARTNERS, L.P.

                                       By: Warburg, Xxxxxx & Co.,
                                           General Partner



                                       By: /s/ Xxxxxxx Xxxxxxx
                                           -----------------------
                                           Xxxxxxx Xxxxxxx
                                           Partner


Dated:  June 17, 1999                  WARBURG, XXXXXX NETHERLANDS
                                         EQUITY PARTNERS I, C.V.

                                       By: Warburg, Xxxxxx & Co.,
                                           General Partner



                                       By: /s/ Xxxxxxx Xxxxxxx
                                           -----------------------
                                           Xxxxxxx Xxxxxxx
                                           Partner


Dated:  June 17, 1999                  WARBURG, XXXXXX NETHERLANDS
                                         EQUITY PARTNERS II, C.V.

                                       By: Warburg, Xxxxxx & Co.,
                                           General Partner



                                       By: /s/ Xxxxxxx Xxxxxxx
                                           -----------------------
                                           Xxxxxxx Xxxxxxx
                                           Partner





Dated:  June 17, 1999                  WARBURG, XXXXXX NETHERLANDS
                                         EQUITY PARTNERS III, C.V.

                                       By: Warburg, Xxxxxx & Co.,
                                           General Partner



                                       By: /s/ Xxxxxxx Xxxxxxx
                                           -----------------------
                                           Xxxxxxx Xxxxxxx
                                           Partner


Dated:  June 17, 1999                  WARBURG, XXXXXX & CO.



                                       By: /s/ Xxxxxxx Xxxxxxx
                                           -----------------------
                                           Xxxxxxx Xxxxxxx
                                           Partner


Dated:  June 17, 1999                  X.X. XXXXXXX, XXXXXX & CO., LLC



                                       By: /s/ Xxxxxxx Xxxxxxx
                                           -----------------------
                                           Xxxxxxx Xxxxxxx
                                           Member


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