PROFESSIONAL RESPONSIBILITY

Fall 2026

Prof. Andrea Matwyshyn

andreamm@psu.edu

Office hours: Mondays, immediately after class and by appointment, either IRL or Zoom

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Welcome to the class and to the legal profession.

This class will introduce you to the shared normative commitments of attorneys and judges, our self-policing mechanisms, and the information that you will need to master in order to pass the MPRE.​

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1. Outcomes: In this class we will work toward the following learning outcomes:

• Understanding the structure of the legal profession and the role of lawyers in the profession;

• Understanding how to conduct oneself in accordance with standards of professional conduct. For example, knowing how to apply the principles and policies reflected in the law governing lawyers, including a lawyer’s duty of loyalty to clients, fiduciary duties, and obligation of competent representation; the important role that cultural competency serves in a lawyer’s ability to deliver competent legal services to clients; the expectations of employers and others with respect to lawyers’ knowledge, skills, qualities, and behavior; and a lawyer’s commitment to and expanding access to justice to those who lack the resources to hire a lawyer.

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2. Textbook and Materials:

• The Model Rules of Professional Conduct text, explanations, and podcasts linked off the following ABA website (“MRPC”): https://www.americanbar.org/groups/professional_responsibility/publications/model_rules_of_professional_conduct/model_rules_of_professional_conduct_table_of_contents/

• The Model Code of Judicial Conduct text and explanations linked off the following ABA website (“MCJC”): https://www.americanbar.org/groups/professional_responsibility/publications/model_code_of_judicial_conduct/

• Materials linked off this syllabus – The full URLs are provided. If a link is not working, please copy and paste the URL into a browser and alert me to the issue via email to andreamm@psu.edu 

• Suggestions regarding optional casebooks that you may wish to review in addition to the readings in this class are provided on the course website.  These texts will not be used during class time and some do not cover the entirety of the MRPC, which our syllabus does. We will rely on primary source materials primarily, just as you will during the practice of law. 

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3. Grading:

• 33.33% - scores on two 25 question and one 50 question multiple choice exams plus any extra credit. Extra credit is available here: https://www.andreamm.com/ethics

• 33.33% - class participation and short assignment submissions – We will do a series of short assignments, just as you often will during the practice of law.  Sign up to lead discussion under Discussions on Canvas. 

• 33.33% - “Hot Topic” presentation: discuss a recent disbarment, censure, judicial sanction or rulemaking event relevant to the Themes of the class (an “Ethics Event”).

  • 5 minutes of presentation plus 3 minutes of questions

  • Sign up for your topic and date on Canvas under “Class Discussions” NO LATER THAN NOON ON SEPTEMBER 2, 2026.  Duplicate Ethics Event presentations will be on a first-come-first-served basis using the Canvas timestamp. Check prior signups carefully!

  • Format of presentation and summary “handout” submission on Canvas: (elements of grading)

    1. Identify the Ethics Event by state, name, and number.

    2. Identify which of the Themes below are implicated by your Ethics Event.

    3. Identify which MRPC or MCJC sections are relevant to your Ethics Event.

    4. Identify the regulatory or ethics body or adjudicator assessing the Ethics Event.

    5. Identify the precise issue, rule, analysis, and conclusions considered in connection with the Ethics Event. Remember that not all jurisdictions interpret the MRPC identically. Find the local rule.

    6. Identify the potential future implications of the Ethics Event.

    7. Solicit and answer questions from your audience. Note what the audience asks. 

• Within 24 hours after your presentation, submit a brief summary in the correct place in the Assignments folder on Canvas with the above elements. Be sure to cite precisely and to provide working hyperlinks to all cited materials in Blue Book format. Citations will be checked for accuracy.

  • Be sure to clearly connect your discussion to the Themes of the class, the relevant MRPC and/or MCJC rules, and the relevant rules of the particular jurisdiction.

• Themes of the Course (“Themes”):

I. Structure of the Legal Profession

A. Powers of courts and other bodies to regulate lawyers

B. Admission to the profession

C. Regulation after admission—lawyer discipline

D. Mandatory and permissive reporting of professional misconduct

E. Unauthorized practice of law—by lawyers and nonlawyers

F. Multijurisdictional practice

G. Fee division with a nonlawyer

H. Law firm and other forms of practice

I. Responsibilities of partners, managers, supervisory and subordinate lawyers

J. Restrictions on right to practice

                        

II. The client-lawyer relationship

A. Formation of client-lawyer relationship

B. Scope, objective, and means of the representation

C. Decision-making authority—actual and apparent

D. Counsel and assistance within the bounds of the law

E. Termination of the client-lawyer relationship

F. Client-lawyer contracts

G. Communications with the client

H. Fees

 

III. Client confidentiality

A. Attorney-client privilege

B. Work-product doctrine

C. Professional obligation of confidentiality—general rule

D. Disclosures expressly or impliedly authorized by client

E. Other exceptions to the confidentiality rule

 

IV. Conflicts of interest

A. Current client conflicts—multiple clients and joint representation

B. Current client conflicts—lawyer’s personal interest or duties

C. Former client conflicts

D. Prospective client conflicts

E. Imputed conflicts

F. Acquiring an interest in litigation

G. Business transactions with clients

H. Third-party compensation and influence

I. Lawyers currently or formerly in government service

J. Former judge, arbitrator, mediator, or other third-party neutral

 

V. Competence, legal malpractice, and other civil liability

A. Maintaining competence

B. Competence necessary to undertake representation

C. Exercising diligence and care

D. Civil liability to client, including malpractice

E. Civil liability to nonclients

F. Limiting liability for malpractice

G. Malpractice insurance and risk prevention

 

VI. Litigation and other forms of advocacy

A. Meritorious claims and contentions

B. Expediting litigation

C. Candor to the tribunal

D. Fairness to opposing party and counsel

E. Impartiality and decorum of the tribunal

F. Trial publicity

G. Lawyer as witness

 

VII. Transactions and communications with persons other than clients

A. Truthfulness in statements to others

B. Communications with represented persons

C. Communications with unrepresented persons

D. Respect for rights of third persons

 

VIII. Different roles of the lawyer

A. Lawyer as advisor

B. Lawyer as evaluator

C. Lawyer as negotiator

D. Lawyer as arbitrator, mediator, or other third-party neutral

E. Prosecutors and other government lawyers

F. Lawyer appearing in nonadjudicative proceeding

G. Lawyer representing an entity or other organization

 

IX. Safekeeping funds and other property

A. Establishing and maintaining client trust accounts

B. Safekeeping funds and other property of clients

C. Safekeeping funds and other property of third persons

D. Disputed claims

 

X. Communications about legal services

A. Advertising and other public communications about

legal services

B. Solicitation—direct contact with prospective clients

C. Group legal services

D. Referrals

E. Communications regarding fields of practice

and specialization

 

XI. Lawyers’ duties to the public and the legal system

A. Voluntary pro bono service

B. Accepting appointments

C. Serving in legal services organizations

D. Law reform activities affecting client interests

E. Criticism of judges and adjudicating officials

F. Political contributions to obtain engagements

or appointments

G. Improper influence on government officials

H. Assisting judicial misconduct

 

XII. Judicial conduct

A. Maintaining the independence and impartiality of the judiciary

B. Performing the duties of judicial office impartially, competently, and diligently

C. Ex parte communications

D. Disqualification

E. Extrajudicial activities

 

 

4. Technology Policy:

• It is a violation of the Penn State Dickinson Law Code of Conduct, Pennsylvania State wiretapping laws, and the express policies of this class to

(1) surreptitiously record any class content without the express, contemporaneous consent of all parties being recorded or

(2) repurpose any recording accessed with consent for unauthorized purposes.

• It is a violation of the trust of the class, your instructor and our guest speakers to record any portion of this class.

• This policy extends not only to traditional recording devices such as mobile phones, but also to any and all “Internet of Bodies” technologies such as smartwatches and smartglasses.

• Any use of artificial intelligence tools except as expressly instructed/permitted in writing in connection with an assignment is an ethical violation of the policies of this class and the Penn State Dickinson Law Honor Code. 

• Any (1) fabrication of a citation or (2) citation to a document that cannot be reproduced upon challenge shall result in an automatic reduction of two letter grades in your final grade for this class and/or considered an honor code violation.  

• Laptop and mobile phone use is for class purposes only. Please silence all ringers and message notifications. The instructor may deduct points from your final grade for failure to respect this policy and the learning environment for your classmates.  

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5. Attendance:

• Regular and punctual attendance—in person—is expected. For this course, missing seven (7) class meetings (regardless of the reasons) is excessive and will result in referral for possible involuntary withdrawal from the course (which carries a failing grade).  

• Students are responsible for maintaining their own attendance records and for pacing their absences across the entire term. Absences early in the semester (regardless of the reasons) will reduce your flexibility for unexpected illnesses, emergencies, or other circumstances that may arise later in the term. Govern yourselves accordingly. 

• Providing prior notice of expected absences is not necessary. The reason for an absence does not guarantee an exception or adjustment to the policy.

• A student who misses fifteen (15) minutes (or more) of a class meeting will be deemed absent (regardless of whether they initial the attendance sheet). 

• Infrequent minor deviations such as an occasional late arrival, temporarily leaving class due to physical necessity, or a one-off early departure ordinarily will not affect the attendance record. A pattern of such behavior, however, will be taken into account (at the professor’s discretion).

• If you are encountering unusually challenging, recurring, or extreme circumstances, you should seek help before you are at risk of failing to meet the attendance requirement. Please consider contacting Senior Assistant Dean Valerie James (vdj5027@psu.edu). 

 

6. Classroom Participation and Preparedness:

Interactive discussion is an essential aspect of legal education. Students are expected to arrive having read the mandatory assigned materials and will be called upon without prior notice. In your Discussion Leader week, the week you selected via Canvas sign up, you are expected to have read all optional materials as well. 

 

7. Remote Learning Policy: 

This course is scheduled to meet in person except for Zoom meetings notes on the syllabus of announced via the Announcements feature of Canvas. Individualized requests to attend an otherwise in-person class meeting remotely will not be granted.  Access to class recordings will not be granted but for exceptional circumstances in the discretion of the professor. It is more useful for you as a pedagogical matter to review the material and ask questions during office hours. 

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Introduction - Monday, August 24, 2026

Week 1 - Wednesday, August 26, 2026 & Monday, August 31, 2026

Week 2 - Wednesday, September 2, 2026 & Wednesday, September 9, 2026

Week 3 - Monday, September 14, 2026 & Wednesday, September 16, 2026

Week 4 - Monday, September 21, 2026 & Wednesday, September 23, 2026 - Class is ON ZOOM

Week 5 - Monday, September 28, 2026 & Wednesday, September 30, 2026

Week 6 - Monday, October 5, 2026 & Wednesday, October 7, 2026

Week 7 - Monday, October 12, 2026 & Wednesday, October 14, 2026

Week 8 - Monday, October 19, 2026 & Wednesday, October 21, 2026

Week 9 - Monday, October 26, 2026 & Wednesday, October 28, 2026

Week 10 - Monday, November 2, 2026 & Wednesday, November 4, 2026

Week 11 - Monday, November 9, 2026 & Wednesday, November 11, 2026

Week 12 - Monday, November 16, 2026 & Wednesday, November 18, 2026

Week 13 - Monday, November 23, 2026 & Monday, November 30, 2026

Summary - Wednesday, December 2, 2026

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Introduction:

• Lawyer, Know Thyself exercise – DUE THROUGH CANVAS BY NOON ON AUGUST 26, 2026

(graded for submission only) Submit brief answers to the set of questions posted on Canvas. **Email a copy for yourself on an account you will be able to access after you leave Penn State. Read it whenever you have a hard day at work in the future. Future you will thank you for it.**

 

• https://www.nycbar.org/reports/formal-opinion-2026-2-ethical-use-of-ai-for-recording-transcribing-and-summarizing-non-client-conversations/  

• https://www.americanbar.org/groups/law_students/resources/on-demand/prepare-for-the-mpre-with-these-tips/   from 00:00 to 16:40. The remainder is optional.

• Familiarize yourself with digital access to periodicals provided by the law library (after login via VPN) and with the functionality of the following website: https://www.americanbar.org/groups/professional_responsibility/publications/model_rules_of_professional_conduct/model_rules_of_professional_conduct_table_of_contents/

 

Week 1: Introduction to the profession

• FederalistAI exercise – DUE THROUGH CANVAS BY NOON ON DECEMBER 4, 2026

 

Governing Ourselves Accordingly: Lawyer, Know Thyself

• Model Rules of Professional Conduct: Preamble & Scope

• Benjamin Franklin, Autobiography, IX PLAN FOR ATTAINING MORAL PERFECTION https://www.gutenberg.org/files/20203/20203-h/20203-h.htm

• Mount Vernon, The Traits That Shaped George Washington, https://www.mountvernon.org/george-washington/final-act/washingtons-legacy/traits-shaped-george-washington

• Optional: https://constitutioncenter.org/the-constitution/historic-document-library/detail/benjamin-franklin-closing-speech-at-the-constitutional-convention

• Optional: Ethics and Mental Wellness

 

The legal profession’s shared normative commitments to safeguarding Constitutional governance

First Amendment Freedoms: Freedom of Speech and Press

• Benjamin Franklin, On the Freedom of the Press (1737) https://www.contextus.org/Benjamin_Franklin%2C_On_the_Freedom_of_the_Press%2C_1737.1?lang=en           

• Optional: Silence Dogood, April 2, 1722 [No. 1] To the Author of the New-England Courant. https://anthologydev.lib.virginia.edu/work/Franklin/franklin-dogood-1

First Amendment Freedoms: Freedom of Religion

• George Washington Letter to the Hebrew Congregation of Newport, Rhode Island (1790): https://www.gwirf.org/washingtons-letter-to-the-hebrew-congregation-of-newport-rhode-island/

• Optional: Thomas Jefferson, Virginia Statute for Establishing Religious Freedom (1786), https://encyclopediavirginia.org/entries/virginia-statute-for-establishing-religious-freedom-1786/

• Optional: Andrew Porwancher, The Jewish World of Alexander Hamilton Interview with Author - https://www.youtube.com/watch?v=K5oxf4I6RyU

• Optional: https://chicago.suntimes.com/other-views/2026/08/14/haym-salomon-jewish-polish-jewish-immigrant-american-revolution-michael-siegel

Due Process:

• A trial of witches at the assizes held at Bury St. Edmonds for the count of Suffolk on the tenth day of March, 1664 [i.e 1665] before Sir Matthew Hale, Kt., then Lord Chief Baron of His Majesties Court of Exchequer / taken by a person then attending the court. pg. 5-21   https://archive.org/details/tryalofwitchesat00cull/page/n23/mode/2up