This course provides a systematic treatment of the law regulating lawyers’ conduct and the operation of the legal profession. Our central goal is to understand how professional regulation shapes both conceptions of legal professionalism and conditions of legal practice. Toward that end, we will begin by examining theoretical justifications for and practical applications of the lawyer’s role, paying attention to differences based on what lawyers do (advocacy, advising, negotiating), where they work (law firms, corporate legal departments, government legal offices, public interest organizations, legal services groups), and what types of clients they represent (individuals, classes, organizations). Drawing upon case materials and problems, our emphasis will be on how lawyers define and resolve ethical problems—and negotiate client-centered and public-regarding duties—in the real world of practice. We will pay special attention to the issues of confidentiality and conflicts of interests. We will also consider how market changes (multijurisdictional practice, globalization, law firm downsizing) and demographic shifts influence the work lives of lawyers and the ethical challenges they face. This will lead to our second major emphasis, which is on the relation between professional regulation and the distribution of legal services. Here, we will focus on how the rules of professional responsibility affect the ways that legal work is defined, organized, and structured across practice sites; the relation between supply and demand (particularly for persons of limited means); and efforts to redistribute services to expand access to justice (through mechanisms such as legal aid and pro bono). In doing so, we will consider justifications for different regulatory regimes, the effectiveness of different mechanisms of regulatory control (state, market, and profession), and the relation between market structure and patterns of stratification and exclusion. Overall, the course is designed to help you think critically about the challenges you will face in the profession you are about enter—and how you can best meet them in the pursuit of your professional goals.