High Quality Content by WIKIPEDIA articles! Of counsel is often the title of an attorney who is employed by a law firm or an organization, but is not an associate or a partner. According to ABA Formal Opinion 90-357 the term "of counsel" is to describe "a close, regular, personal relationship." The title of "of counsel" carries with it particular ethical responsibilities. For instance, for the purposes of a conflict of interest, a legal relationship sufficient to permit the title of "of counsel" is also able to create conflicts.