IN THE SUPREME COURT OF THE STATE OF ALASKA

                         ORDER NO.  1378

                                   Amending Section 3 of Alaska Bar Rule 5
concerning the attorney's oath.


IT IS ORDERED:

     Section 3 of Alaska Bar Rule 5 is amended to read as follows:

               Section 3. Upon receiving certification of the eligibility of an
applicant the Supreme Court may enter an order admitting the applicant as an attorney at law in all
the courts of the state and to membership in the Alaska Bar Association. Each applicant ordered
admitted to the practice of law shall take the following oath before any state or federal judicial officer:

                    I do affirm:
               
                    I will support the Constitution of the United
States and the Constitution of the State of Alaska;
               
                    I will adhere to the Rules of Professional
Conduct in my dealings with clients, judicial officers, attorneys, and all other persons;
               
                    I will maintain the respect due to courts of
justice and judicial officers;
               
                    I will not counsel or maintain any proceedings
that I believe are taken in bad faith or any defense that I do not believe is honestly debatable under
the law of the land;
               
                    I will be truthful and honorable in the causes
entrusted to me, and will never seek to mislead the judge or jury by an artifice or false statement of
fact or law;
               
                    I will maintain the confidences and preserve
inviolate the secrets of my client, and will not accept compensation in connection with my client's
business except from my client or with my client's knowledge or approval;
               
                    I will be candid, fair, and courteous before the
court and with other attorneys, and will advance no fact prejudicial to the honor or reputation of a
party or witness, unless I am required to do so in order to obtain justice for my client;
               
                    I will uphold the honor and maintain the
dignity of the profession, and will strive to improve both the law and the administration of justice.

               A certificate of admission shall thereupon be issued to the
applicant by the clerk of the court.


DATED:   December 16, 1999 

EFFECTIVE DATE:   December 16, 1999


                                                                 
                                   Chief Justice Matthews


                                                                 
                                   Justice Eastaugh


                                                                 
                                   Justice Fabe


                                                                 
                                   Justice Bryner
     

                                                                 
                                   Justice Carpeneti