EXHIBIT 7.01

JOINT FILING AGREEMENT

THIS JOINT FILING AGREEMENT is entered into as of November 6, 2006, by and among the parties signatories hereto. The undersigned hereby agree that the Statement on Schedule 13D with respect to the shares of Common Stock, par value $0.03 per share, of PHARMOS Corporation, is, and any amendment thereafter 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.

J.P. MORGAN PARTNERS (BHCA), L.P.

By: JPMP Master Fund Manager, L.P., its general partner

By: JPMP Capital Corp., its general partner

By: /s/ John Wilmot                     

Name: John Wilmot

Title: Managing Director

J.P. MORGAN PARTNERS GLOBAL

INVESTORS, L.P.

By: JPMP Global Investors, L.P., its general partner

By: JPMP Capital Corp., its general partner

By: /s/ John Wilmot                          

Name: John Wilmot

Title: Managing Director

J.P. MORGAN PARTNERS GLOBAL

INVESTORS A, L.P.

By: JPMP Global Investors, L.P., its general partner

By: JPMP Capital Corp., its general partner

By: /s/John Wilmot                            

Name: John Wilmot

Title: Managing Director

J.P. MORGAN PARTNERS GLOBAL

INVESTORS (CAYMAN), L.P.

By: JPMP Global Investors, L.P., its general partner

By: JPMP Capital Corp., its general partner

By: /s/ John Wilmot                          

Name: John Wilmot

Title: Managing Director

J.P. MORGAN PARTNERS GLOBAL

INVESTORS (CAYMAN) II, L.P.

By: JPMP Global Investors, L.P., its general partner

By: JPMP Capital Corp., its general partner

By: /s/ John Wilmot                      

Name: John Wilmot

Title: Managing Director

J.P. MORGAN PARTNERS GLOBAL

INVESTORS (SELLDOWN), L.P.

By: JPMP Global Investors, L.P., its general partner

By: JPMP Capital Corp., its general partner

By: /s/ John Wilmot                        

Name: John Wilmot

Title: Managing Director

J.P. MORGAN PARTNERS GLOBAL

INVESTORS (SELLDOWN) II, L.P.

By: JPMP Global Investors, L.P., its general partner

By: JPMP Capital Corp., its general partner

By: /s/ John Wilmot                         

Name: John Wilmot

Title: Managing Director

JPMP MASTER FUND MANAGER, L.P.

By: JPMP Capital Corp., its general partner

By: /s/ John Wilmot                          

Name: John Wilmot

Title: Managing Director

JPMP GLOBAL INVESTORS, L.P.

By: JPMP Capital Corp., its general partner

By: /s/ John Wilmot                        

Name: John Wilmot

Title: Managing Director

JPMP CAPITAL CORP.

By: /s/ John Wilmot                         

Name: John Wilmot

Title: Managing Director