“Of counsel” relationships are typically defined by the close, personal, continuous, and regular nature of the relationship. When a close, personal, continuous, and regular relationship exists between an “of counsel” lawyer and a firm, the “of counsel” will be considered a member of the same firm for purposes of Ethical Rule (ER) 1.5(e), governing fee splitting among lawyers, as well as for conflicts purposes. Opinion 86-03 is accordingly withdrawn.