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                                                                     EXHIBIT 2.5

                 SECOND AMENDMENT TO THE ACQUISITION AGREEMENT

         This Second Amendment (the "Second Amendment") to the Acquisition
Agreement (the "Agreement") dated as of January 31, 2000 by and among Physicians
Resource Group, Inc. ("PRG") and each of its affiliated entities listed on the
signature pages thereto, as Sellers and AmSurg Corp. ("AmSurg"), is hereby
entered into this 12th day of May, 2000.

         WHEREAS, the parties executed the Agreement as of January 31, 2000; and

         WHEREAS, the parties entered into a First Amendment (the "First
Amendment") to the Agreement on April 28, 2000; and

         WHEREAS, the parties desire to extend the date set forth in Section 2.4
of the Agreement.

         NOW, THEREFORE, in consideration of the foregoing and for other good
and valuable consideration, the receipt of which is hereby acknowledged, the
parties hereby amend the Agreement as follows:

         1.       The first sentence of Section 2.4(b) of the Agreement, as
                  amended by the First Amendment, is hereby amended by deleting
                  the date "May 15, 2000" and replacing it with the following
                  "May 31, 2000."

         2.       The first sentence of Section 2.4(c) of the Agreement, as
                  amended by the First Amendment, is hereby amended by deleting
                  the date "May 15, 2000" and replacing it with the following
                  "May 31, 2000."

         Defined terms not otherwise defined herein shall have the meaning
ascribed to them in the Agreement.

         IN WITNESS WHEREOF, the undersigned have caused this Amendment to be
executed by their respective officers thereunto duly authorized, as of the date
first written above.

                                    AMSURG CORP.


                                    By: /s/ Ken P. McDonald
                                       ----------------------------------------

                                    Name:   Ken P. McDonald
                                         --------------------------------------

                                    Title:  President and CEO
                                         --------------------------------------


                                    PHYSICIANS RESOURCE GROUP, INC.,
                                    for itself and the other entities listed on
                                    the signature pages of the Agreement


                                    By: /s/ Michael W. Yeary
                                        ---------------------------------------

                                    Name:   Michael W. Yeary
                                         --------------------------------------

                                    Title:  President
                                         --------------------------------------