0000911420-05-000569 Sample Contracts

AGREEMENT OF JOINT FILING
Joint Filing Agreement • December 19th, 2005 • Wynnefield Partners Small Cap Value Lp • Services-offices & clinics of doctors of medicine

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby consent to the joint filing on their behalf of a single Schedule 13G and any amendments thereto, with respect to the beneficial ownership by each of the undersigned of shares of common stock, $.01 par value per share, of Prospect Medical Holdings, Inc., a Delaware corporation.

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