New Hampshire Legal Assistance (NHLA) represented Mary Ann Fiandaca and 22 other female New Hampshire prison inmates (collectively, plaintiffs) in a class action suit against the prison’s warden, Michael Cunningham (defendant), and other state officials, for the state’s failure to establish a facility with programs and services equivalent to those provided to male inmates. Prior to trial, Cunningham offered to place a facility on the grounds of Laconia State School and Training Center (LSS). Plaintiffs refused. At the time of its representation of the female inmates, NHLA concurrently represented a group of individuals in a class action suit against state officials challenging the poor conditions at LSS. After a bench trial, the district court held for the plaintiffs and ordered the state to construct a permanent facility for female inmates, but prohibited any facility to be located on LSS grounds because of the ongoing litigation that involved NHLA. Cunningham appealed the district court’s order and claimed that NHLA had a clear conflict of interest and should have been disqualified as counsel for the plaintiffs because the interests of the LSS plaintiffs substantially differed from the interests of the female inmates and when offered a facility on LSS grounds, NHLA should have accepted.