## Facts

- Westinghouse sued multiple uranium producers and sellers, including Gulf Oil Corp. (Gulf) and United Nuclear Corp. (UNC), alleging cartel conduct and antitrust violations involving uranium pricing and supply.
- A New Mexico law firm, Bigbee, Stephenson, Carpenter & Crout (Bigbee), represented Gulf from about 1971 to 1976 on Gulf’s New Mexico uranium operations, especially the Mt. Taylor uranium properties.
- Bigbee’s work for Gulf included patenting mining claims, drafting exploration leases, litigating title disputes, advising on mine-water issues, and lobbying before governmental bodies.
- After the antitrust case was filed, Bigbee appeared as counsel for UNC, a co-defendant in the same litigation.
- Gulf moved to disqualify Bigbee, arguing that Bigbee’s prior representation gave it confidential information about Gulf’s uranium holdings and decisions that could be used against Gulf in the antitrust case.
- The district court accepted that Gulf and UNC were actually adverse in the litigation and that Bigbee had gained knowledge of Gulf’s uranium properties, but denied disqualification because it found no substantial relationship between the prior and current representations.
- Gulf appealed the denial of its disqualification motion.

## Issues

1. Whether Bigbee’s prior representation of Gulf was substantially related to Bigbee’s later representation of UNC in the same antitrust litigation, such that disqualification was required to protect former-client confidences.
2. Whether Gulf gave legally sufficient, informed consent (or otherwise waived objection) to Bigbee’s representation of UNC adverse to Gulf.

## Decision

- The Seventh Circuit reversed the district court’s order denying disqualification.
- The court held that Bigbee’s prior work for Gulf and its representation of UNC in the antitrust case were substantially related.
- The court held that Gulf did not give legally sufficient, informed consent to Bigbee’s adverse representation of UNC.
- The case was remanded with directions consistent with disqualifying Bigbee from representing UNC in the litigation.

## Legal Principles

- Under the substantial-relationship test, disqualification is warranted when the subject matter of the prior representation is sufficiently related to the current matter such that the attorney is presumed to have received confidences that could be used to the former client’s disadvantage.
- The substantial-relationship inquiry focuses on practical overlap between representations, not formal labels (e.g., “transactional” versus “antitrust”), when the earlier work likely exposed the attorney to information relevant to disputed issues in the later case.
- Once a substantial relationship is shown, the former client is entitled to a presumption that confidential information was shared and may be used adversely; the former client need not prove the specific confidences disclosed.
- Effective consent to proceed despite a conflict requires informed, knowing agreement; cooperation or coordination among parties in related litigation does not alone establish a clear waiver of the right to object.
- Courts may consider the risk to the confidentiality of client information and the appearance of improper use of confidences when deciding disqualification motions.

## Conclusion

The Seventh Circuit required disqualification because counsel’s extensive prior work for Gulf on its core uranium properties was substantially related to issues in the uranium antitrust litigation, and Gulf had not knowingly and explicitly consented to counsel’s adverse representation of UNC.


Westinghouse Elec. Corp. v. Gulf Oil Corp., 588 F.2d 221 (7th Cir. 1978)