¶4 On December 30, 2004, while the prior disciplinary proceeding was still pending, the OLR filed a second complaint against Attorney Felli and also filed a motion seeking a temporary suspension of Attorney Felli's license on the ground that his continued practice of law posed a threat to the interests of the public and the administration of justice. This court denied the OLR's motion for a temporary suspension, but concluded that the motion raised significant concerns such that the court deemed it appropriate to expedite the disposition of the underlying proceeding.

¶5 The OLR's complaint alleged 15 counts of misconduct involving three client matters. All of the cases involved estate planning. Two financial planners, Stanley Zurawski and Ramzi Raad, were partners in a company called Lincoln Financial Planning. Zurawski and Raad presented financial planning seminars to target audiences 55 years of age and older. Sometime between 1995 and 1997 they decided to include an attorney in their seminars so they could refer clients back and forth. They asked Attorney Felli, who was married to Zurawski's cousin, to join them in the financial planning seminars.

¶6 The first client matter detailed in the OLR's complaint involved Attorney Felli's representation of R.W. In 1996 R.W. had executed a will, filed with the Milwaukee County Probate Court, leaving her estate, which was valued at more than one million dollars at the time of her death two years later, to the Wisconsin Conservatory of Music and the Milwaukee Ballet Company. R.W. appointed her neighbor and his wife as her personal representatives.

¶7 R.W. attended an estate planning seminar at which Attorney Felli and Zurawski made presentations. Attorney Felli and Zurawski recommended that R.W. use trusts to carry out the charitable bequests. Attorney Felli prepared a revocable living trust and a charitable remainder unitrust that R.W. executed on June 18, 1997. The Wisconsin Conservatory of Music was named as the sole beneficiary under both trusts. R.W. herself was named as the original trustee of the living trust, with her neighbor and his wife as successor trustees. The neighbors were also appointed as the trustees of the charitable unitrust. R.W. executed a pour- over will that left any remaining assets at the time of her death to the living trust. A year later Attorney Felli prepared amendments to the trusts that deleted the Wisconsin Conservatory of Music as the sole beneficiary and substituted Civic Music as the beneficiary.

¶8 In June 1998 Zurawski's sister founded and incorporated a new piano school. Zurawski was initially on the school's board of directors. On July 13, 1998, less than one month after the last amendments to R.W.'s estate planning documents had been prepared and executed, Attorney Felli prepared new amendments removing Civic Music as the beneficiary of the trusts and naming Zurawski's sister's piano school as the sole beneficiary. The piano school did not apply for tax-exempt status until September 1998 and did not receive tax-exempt status until March 1999. The amendments dated July 13, 1998, also changed the trustees of both trusts and removed the neighbor's wife as a co- trustee and appointed Attorney Felli as co- trustee of R.W.'s charitable remainder unitrust and as successor co-trustee of her living trust upon R.W.'s disability or death.

¶9 Attorney Felli did not discuss with R.W. any alternative trustees, such as financial institutions, nor did he question her about her reasons for appointing him as co-trustee with her neighbor, nor did he suggest that the neighbor might serve as sole trustee.

¶10 R.W. died on September 19, 1998, without having executed further changes to her estate plan and leaving the piano school as the sole beneficiary. Upon R.W.'s death, Attorney Felli served as co- trustee for both trusts, did legal work for the estate and trusts, and managed the estate and trust bank accounts. Zurawski handled trust investment accounts.

¶11 An attorney sent a copy of R.W.'s obituary notice to the Milwaukee County Probate Court and wrote to the Wisconsin Conservatory of Music and the Milwaukee Ballet Company to inform them that R.W. had a will on file with the court naming their organizations as beneficiaries of her estate. In January 1999 those organizations filed a petition for administration of R.W.'s 1996 will. On February 23, 1999, Attorney Felli filed the 1997 pour-over will, an objection to the probate of the 1996 will, and a petition for probate of the 1997 will. Various challenges to the 1997 will and trusts ensued, all of which were eventually settled with payments to the challengers by the estate and/or trusts. Attorney Felli retained outside counsel to represent the estate and trusts in those contests.

¶12 A section of the living trust document required the trustees to submit at least a semiannual report to beneficiaries regarding trust receipts, disbursements, and distributions. The trust's books and records were also to be made available for inspection by the trust beneficiaries. The piano school received some distributions from the R.W. living trust between 1998 and 2001. Apparently no distribution was larger than $25,000.

¶13 In late 2001 Attorney Felli gave instructions to Zurawski to liquidate about $130,000 in trust assets. On December 19, 2001, the piano school's attorney wrote to Attorney Felli requesting that the school's accountant be allowed to review trust accounting records. The following day Attorney Felli informed the piano school it was being terminated as a trust beneficiary. The piano school was never provided with any accountings or records, and it received no further distributions from the trusts other than a lump sum payment in settlement of a civil action subsequently brought by the school. Upon termination of the piano school as a beneficiary, for a period of time there were no beneficiaries to whom the trustees were required to make distributions or accountings.

¶14 In January 2004 a grievance was filed with the OLR by Zurawski's sister. In the course of the OLR's investigation, Attorney Felli was requested to provide, among other things, trust documents, an accounting of the $130,000 that had been liquidated, an inventory of trust and estate assets, and an accounting of all legal fees, trustee fees, and other amounts Attorney Felli had paid himself or his law firm out of R.W.'s trust and estate assets.

¶15 Attorney Felli responded to the OLR on March 30, 2004, but failed to provide any documents. After a follow-up request on April 16, 2004, Attorney Felli provided documents related to the living trust but not to the charitable remainder unitrust. In response to a third request from the OLR, on June 2, 2004, Attorney Felli provided a copy of the charitable remainder unitrust document and one amendment that was dated after R.W.'s death. Attorney Felli explained his initial failure to provide unitrust documents by representing to the OLR that the charitable remainder unitrust had been combined with the living trust at the time of R.W.'s death, but this statement was false since Attorney Felli had executed an amendment to the unitrust six months after R.W.'s death and assets were still being held in a separate unitrust investment account as late as 2002, four years after R.W. died.

¶16 With regard to the OLR's request for an accounting of the $130,000 in funds that Zurawski said he had liquidated in the latter part of 2001, Attorney Felli originally represented that he had used the $130,000 to pay approximately $35,000 for legal fees to outside counsel, $2500 for legal fees to himself, and $50,000 to $55,000 for distributions to the piano school. Attorney Felli represented that the balance was held in the trust's operating account. When the OLR requested more information, Attorney Felli provided a second accounting. Rather than showing that he had received $2500 for legal fees as he had represented in the first accounting, the second accounting itemized five checks payable to Attorney Felli's law firm totaling over $26,000.

¶17 Bank account records established that neither of Attorney Felli's accountings was correct. After subpoenaing bank records, the OLR learned that during the same time period covered by Attorney Felli's accounting, he wrote checks to himself or his law firm in excess of $86,000. Attorney Felli's accounting to the OLR misrepresented the payee on two checks he had written to himself. Attorney Felli's accounting showed that check 1087 for $7961 was payable to the Gonyo Law Offices, when in fact the check was payable to the Felli Law Offices. Attorney Felli's accounting also showed that check 1090 for $5000 was paid to Attorney David DeToffel, when in fact that check was also payable to the Felli Law Offices.

¶18 Attorney Felli's accounting referenced two liquidations from trust investment accounts: $60,000 that was liquidated in April of 2001 and $65,000 that was liquidated in May of 2001. The bank records showed that in addition to these two liquidations, another $100,750 was liquidated between July and December 2001. Attorney Felli's accounting made no reference to receiving the latter funds and offered no accounting of how the funds were disbursed.

¶19 The OLR also requested Attorney Felli to produce a schedule of assets transferred to the R.W. living and charitable remainder unitrust during R.W.'s lifetime, an inventory of trust assets at the time of R.W.'s death, and an inventory of R.W.'s estate assets. Attorney Felli never provided the OLR with any of this information.

¶22 The second client matter detailed in the OLR's complaint involved Attorney Felli's representation of L.D. L.D. was introduced to Attorney Felli in early 1998. L.D. had been blind since she was ten years old and was living at the Badger Home for the Blind. In a will dated May 14, 1987, L.D. had appointed her brother, A.D., to be her personal representative. On March 12, 1998, L.D. executed a will prepared by Attorney Felli. The will included bequests to family members and several charities and named A.D. as personal representative. On the same date, L.D. executed documents making her brother her financial and health care power of attorney.

¶23 In early 1999 Attorney Felli and Zurawski met with L.D. to discuss the creation of a charitable remainder unitrust to carry out L.D.'s charitable bequests. At that time, according to a memo prepared by Zurawski, L.D.'s primary assets consisted of some annuities and a brokerage account totaling $136,000. On February 17, 1999, L.D. executed a will and charitable remainder unitrust prepared by Attorney Felli. The will appointed L.D.'s brother as her personal representative, and the trust document appointed Attorney Felli as trustee. Attorney Felli acknowledged to the OLR that he did not discuss with L.D. any alternatives to his appointment as trustee, such as the use of a corporate trustee, friend, or relative.

¶24 Attorney Felli does not have billing records for the L.D. matter but said he received legal fees of between $1500 and $2000 for his work. After the charitable remainder unitrust was executed, Attorney Felli never spoke with L.D. again. Pursuant to the unitrust, Attorney Felli, as trustee, was required to make annual distributions to L.D. in the amount of 5 percent of the market value of the trust assets, as valued on the first day of each taxable year. Attorney Felli and Zurawski arranged to have an annual disbursement equal to 5 percent of the trust's initial total value taken from one fund that charged no penalty for withdrawal. Attorney Felli should have performed an annual accounting allowing him to make annual adjustments and ensure that L.D. was receiving 5 percent, but he failed to perform such accountings. He also never filed fiduciary income tax returns for the trust.

¶25 The L.D. trust granted "reasonable compensation" to the trustee. Zurawski arranged for disbursements totaling 2 percent of the initial trust value to Attorney Felli, from which Attorney Felli was to draw his fees. In the beginning of calendar year 2000, Attorney Felli received an annuity check payable to the trust in the amount of $2395.72. Attorney Felli opened a checking account as trustee and deposited the annuity payment to that account. He then wrote two checks to himself for trustee fees, one in the amount of $720 and another in the amount of $1125. In 2001 Attorney Felli deposited another check in the amount of $2395.72 into the checking account and again wrote two checks to himself for trustee fees, one for $500 and the other for $2000. In 2002 Attorney Felli deposited another $2395.72 check and wrote himself checks for $800 and $2000.

¶26 On November 7, 2002, L.D. removed Attorney Felli as trustee of her trust and replaced him with her brother. Attorney Felli was notified of his removal via a letter from the brother's attorney dated November 18, 2002.

¶28 The final client matter detailed in the OLR's complaint involved Attorney Felli's representation of W.G. W.G. used Raad's services to handle investments for her. Sometime in 2001 W.G. and Raad discussed the possibility of her giving him a gift or bequest in addition to the commissions he earned on her transactions. Raad had researched how W.G. might properly give him such a benefit and determined it should be done through a trust. In April 2002, when W.G. was in her 80s, Raad purchased an annuity worth about $30,000 for her. Raad suggested to W.G. that she change her estate plan to include a trust, and W.G. agreed. Raad told her she could appoint as trustee of the trust the lawyer who would draft the trust, and he recommended Attorney Felli. Raad's purpose in referring W.G. to Attorney Felli was to have him set up a trust that would facilitate W.G. giving Raad money.

¶29 Attorney Felli prepared estate planning documents for W.G., which she signed in May 2002. The documents included a new will, a living trust, a financial power of attorney, and a health care power of attorney. A provision in the trust was a bequest to Raad giving him the proceeds of the annuity he had purchased for W.G. about a month earlier. Although Attorney Felli had met W.G. less than a month before preparing the documents, the documents he prepared appointed himself not only as successor trustee to W.G. for her living trust, but also as personal representative of her estate, as her financial power of attorney with immediate authority to act on her behalf, as nominated guardian in the event she became incompetent, and as her alternative health care power of attorney.

¶30 Attorney Felli said he did not solicit appointment to the various fiduciary positions in W.G.'s estate plan, but that Raad had done so. Attorney Felli said he did discuss alternatives with her, but that discussion failed to elicit the name of I.B., a personal friend of W.G. for 50 years and the person named as her personal representative in her 1998 will, as well as her power of attorney and health care power of attorney. Attorney Felli said I.B.'s name never came up in his discussions with W.G.

¶31 The W.G. living trust was 66 pages in length. W.G. did not sign or initial any of the first 65 pages, and her signature appeared only on the last page. Attorney Felli was the only witness to the document. The will Attorney Felli prepared for W.G. left all of her estate assets to the living trust "dated May 15, 2002," although the living trust W.G. signed was dated May 16, 2002. Raad and Attorney Felli served as witnesses to W.G.'s signature on the will.

¶32 The trust was funded with all of W.G.'s property that was permitted by law to be held in trust. The will poured over any of W.G.'s assets at the time of her death to the living trust. The living trust gave all trust property not previously distributed, such as the specific bequest to Raad, to W.G.'s minor grandnieces and nephews on her death. It gave her trustee significant discretion as to what distributions would be made to those heirs before each reached age 25.

¶33 W.G.'s health care power of attorney named a friend of W.G. as her primary health care agent and named Attorney Felli as her alternate health care agent. The primary health care agent was not provided with a copy of the document or asked to sign it. The only agent who signed the document and agreed to act as W.G.'s health care agent was Attorney Felli. Raad and Attorney Felli served as witnesses to W.G.'s signature on the health care power of attorney and stated they were not entitled to, and did not have a claim on, the principal's estate. Both Attorney Felli and Raad were aware that Raad had been left a substantial bequest under W.G.'s trust. I.B. was never informed she had been replaced as the personal representative in W.G.'s will and as her power of attorney and health care power of attorney.

¶34 On May 24, 2002, an insurance company issued a $1750 check to W.G. for a policy she had acquired through Raad. The check was endorsed by W.G. and signed over to the Felli Law Offices, evidently as payment for Attorney Felli's legal services. Using his power of attorney, Attorney Felli sent a change of beneficiary form to the insurance company changing the primary beneficiary to the W.G. Living Trust dated May 16, 2002, J.A. Felli, Trustee. In fact, W.G., not Attorney Felli, was the trustee of the trust at that time. Attorney Felli did not provide the insurance company with a copy of the trust agreement as they required.

¶35 After preparing the May 2002 documents, Attorney Felli had no further contact with W.G. beyond a possible phone call or two related to the insurance check or the transfer of assets to the trust. Around April 2003 I.B. spoke to W.G. about her taxes and W.G. showed I.B. the documents that had been prepared by Attorney Felli. I.B. then worked with another attorney to prepare new estate planning documents for W.G., effectively voiding all documents prepared by Attorney Felli.

¶37 Attorney John Nicholas Schweitzer was appointed referee in the matter and a hearing was held in April 2005. The referee issued his report on May 31, 2005. The referee noted that the central activity that led to all of the charges in the OLR's complaint was Attorney Felli's preparation of estate plans that required or implied his services, a prima facie violation of SCR 20:7.3(f). The referee said the dispute between the OLR and Attorney Felli centered on the exception to SCR 20:7.3(f) created by this court in State v. Gulbankian, 54 Wis. 2d 605, 196 N.W.2d 733 (1972). The referee noted that Gulbankian explained:

Id. at 610-12.

¶38 The referee said Gulbankian stands for the proposition that there must be a legitimate reason for the attorney to be chosen over all other potential executors or trustees. He said that in the absence of evidence that Attorney Felli had a significant relationship or an unusual familiarity with the testator's affairs, he must be found to have violated the prohibition on drafting documents, especially wills or trusts, that require or imply the use of his own services.

¶39 The referee noted that the OLR presented expert testimony on the topic from Attorney Lewis Perlson, who specializes in estate planning and wrote part of a handbook on estate planning in Wisconsin. Attorney Perlson expressed the opinion that many of Attorney Felli's actions violated supreme court rules, although Attorney Perlson himself testified that he serves as trustee on a small number of trusts set up by his clients.

¶40 The referee noted that at the time of the hearing in this case all three of Attorney Felli's clients were unavailable as witnesses. R.W. had died, L.D. was in a nursing home with a poor memory, and W.G. was in a care facility with the beginning of dementia at age 90. Other witnesses were called to testify about Attorney Felli's representation of those three clients, and evidence was presented from three other clients on the question of whether Attorney Felli routinely suggested himself as trustee or personal representative or power of attorney without exhaustively exploring other alternatives.

¶41 The referee said the question of whether Attorney Felli or Raad suggested appointing Attorney Felli in the various fiduciary capacities was irrelevant since Gulbankian prohibits both direct and indirect solicitation; Attorney Felli made as many as 400 joint presentations with Raad and Zurawski; and the business relationship that existed between Attorney Felli and Raad and Zurawski meant that the suggestion by Raad or Zurawski that Attorney Felli be appointed would qualify as an indirect solicitation.

¶42 The referee noted that the testimony of three of Attorney Felli's other clients showed a pattern in which Attorney Felli failed to investigate alternative trustees and either offered his own services or allowed Raad and Zurawski to make the suggestions. The referee reasoned that the testimony from these other clients reinforced the likelihood that on the three occasions charged in the OLR's complaint, Attorney Felli either offered his services or made only a halfhearted effort to investigate other alternatives.

¶43 The referee said the fact Attorney Felli was unaware of the existence of W.G.'s friend, I.B., showed that Attorney Felli "failed miserably to meet his obligation" to investigate other alternatives to appointing himself in various fiduciary capacities. The referee said Raad's testimony regarding his involvement in the W.G. case was at points to be self-serving, and the referee said Raad's testimony that he did not really know he was being left something by W.G. was patently false and established Raad as a person whose truthfulness was not to be relied upon. In the referee's opinion, Attorney Felli's representation of W.G. represented the "clearest and worst violation of the three presented in the complaint." The referee found that all four counts in the OLR's complaint relating to Attorney Felli's representation of W.G. were proven by clear, satisfactory, and convincing evidence.

¶48 In discussing the appropriate discipline to be imposed for Attorney Felli's misconduct, the referee noted that the OLR requested the revocation of Attorney Felli's license. Attorney Felli asked for a public reprimand or, at most, a 60-day suspension. The referee noted that the purpose of discipline is to prevent further misconduct by the attorney, deter other attorneys from engaging in similar misconduct, and to foster the rehabilitation of the offender. The referee said anything less than a lengthy suspension would fail to impress on Attorney Felli the need to practice law with more attention paid to the rules of procedure and professional conduct. The referee said:

¶49 Attorney Felli has appealed all of the referee's conclusions of law finding that he violated any supreme court rules. Attorney Felli's principal argument is that the referee misinterpreted and misapplied SCR 20:7.3(f) and this court's decisions in Gulbankian and Schmeling v. Devroy, 109 Wis. 2d 154, 325 N.W.2d 345 (1982). Attorney Felli notes that in Gulbankian, the attorneys filed 135 wills, 71 of which directed their employment. The Gulbankians contended their clients had spontaneously directed that they appoint themselves, and they noted since they spoke the same language as their clients and shared a common ethnic background they shared a closer relationship than ordinarily exists between other attorneys and clients. This court declined to infer that the Gulbankians solicited the probate of the various estates.

¶50 Attorney Felli argues that Gulbankian did not hold that an attorney is presumed to have acted unethically and bears the burden of proving he had a significant relationship or an unusual familiarity with the testator's affairs. He argues one reason R.W., L.D., and W.G. all selected him to serve in a fiduciary capacity was because there was no other logical choice since none of the women had husbands, none had children, R.W. and W.G. had no family members living in Wisconsin, and L.D. had only a distant relationship with a brother in the state.

¶53 Attorney Felli further argues that the referee's finding that he willfully failed to cooperate with the OLR during its investigation is clearly erroneous. He contends there was ample evidence that he tried to satisfy the OLR's numerous, detailed requests for information. He also asserts that there is insufficient proof that he violated SCR 20:1.1 by not providing L.D. with competent representation. He says he was not a tax expert, but Zurawski's wife, an accountant, who did L.D.'s personal taxes, failed to remind him that the split interest tax form had to be filed.

¶55 Attorney Felli also asserts there was insufficient proof that he violated SCR 20:8.4(c) by allowing Raad to witness W.G.'s power of attorney and by failing to identify W.G. as a client during the OLR's investigation. Attorney Felli says the evidence shows that Raad's attestation, when he witnessed W.G.'s power of attorney, that to the best of his knowledge he was not entitled to and had no claim on the principal's estate, was "technically true" since no one ever told Raad he was a beneficiary under W.G.'s estate plan. Attorney Felli says even assuming Raad knew he was going to benefit from the W.G. trust, there was still nothing improper about Raad signing the W.G. health care power of attorney as a witness.

¶57 In response to the arguments raised in Attorney Felli's appeal, the OLR argues the referee appropriately interpreted and applied existing law in determining that Attorney Felli violated SCR 20:7.3(f) as to each of the three clients. The OLR says Gulbankian was one of those "rare cases" where the attorney and clients had a common ethnic background and a close personal relationship leading to this court's conclusion that solicitation had not occurred. The OLR says the facts of this case are dramatically different. It says in each instance, Attorney Felli met the elderly clients at financial planning seminars at which he worked "hand in glove" with Raad and Zurawski.

¶61 The OLR argues that the evidence submitted in the R.W. matter supports a finding that Attorney Felli's fees were unreasonable. The OLR notes that the referee acknowledged the investigator's challenge in making sense of records that bore almost no relationship to information she had received from Attorney Felli, and the OLR says in effect Attorney Felli has received the benefit on the fee question out of the confusion he created. The OLR says the only thing that is speculative is how much more money Attorney Felli may have received from the R.W. estate and trusts beyond what he admits charging. The OLR says the figures the investigator used to determine that Attorney Felli had taken at least $374,000 from the R.W. estate and trust are fully documented.

¶62 The OLR notes the only independent expert testimony on the subject of the reasonableness of Attorney Felli's fees was offered by the OLR's expert, Attorney Perlson, who said it seemed to be impossible that someone would take so long a time to carry out the duties that were described in the billings. The OLR says although Attorney Felli spoke in general terms about the chaotic state of affairs in R.W.'s house and finances following her death, he produced nothing at the hearing that would substantiate or justify the amounts he charged. The OLR says while the referee found its investigator's conclusions about the billings were too speculative based on the information provided, it was Attorney Felli himself who provided the information.

¶63 The OLR says the referee's findings of fact essentially lead to but one conclusion: Attorney Felli acted dishonestly or deceitfully in handling R.W.'s affairs and paying himself fees. The OLR contends there was a premeditated scheme on Attorney Felli's part to systematically acquire control over R.W.'s assets over a period of time. It says the piano school was named a beneficiary under circumstances suggesting a cozy relationship between Zurawski's family and Attorney Felli. Once the piano school was in place as a beneficiary, the OLR says even Zurawski and his sister became suspicious of Attorney Felli's activities and one day after the piano school requested an opportunity to review trust accountings, as it was entitled to do under the trust, Attorney Felli sent a letter summarily suspending the school as a beneficiary.

¶70 The referee's other findings of fact, which led to his conclusion that Attorney Felli violated SCR 22.03(6) by making misrepresentations to the OLR in the R.W. matter; that he violated SCR 20:1.1, by failing to provide competent representation to L.D. and W.G.; and that he violated SCR 20:8.4(c), by engaging in conduct involving dishonesty, fraud, deceit or misrepresentation in his representation of W.G. are also supported by the record and we adopt them.

¶71 After careful review of the record, we reject the arguments made in the OLR's cross-appeal, and we affirm the referee's findings of fact which led to his conclusions of law that the OLR failed to meet its burden of proof with respect to Counts Two, Four, and Ten of the complaint. We uphold the referee's conclusions with respect to Counts Two and Four of the complaint with some reluctance.

¶72 The evidence regarding the amounts Attorney Felli charged the R.W. estate and trusts is very disturbing. The OLR's expert witness, Attorney Perlson, opined that the fees charged by Attorney Felli were unreasonable and clearly excessive. The referee said Attorney Felli's testimony about the chaotic state of affairs in the R.W. case was unrefuted. While the referee agreed that the accounting provided by Attorney Felli in the R.W. matter was incomplete and confusing, and that some of the evidence strongly suggested Attorney Felli misappropriated funds, he ultimately concluded that the OLR failed to prove by clear, satisfactory, and convincing evidence that Attorney Felli engaged in conduct involving dishonesty, fraud, deceit or misrepresentation.

¶74 Even though we adopt all of the referee's findings of fact and conclusions of law, we disagree with the referee as to the appropriate sanction. The misconduct found by the referee is extremely serious. Along with the two financial planners, Attorney Felli targeted vulnerable elderly women and either directly or indirectly through the financial planners solicited his service in various fiduciary capacities. Unlike the situation in Gulbankian, Attorney Felli did not have a close personal relationship with any of these clients. At the time Attorney Felli drafted the will and trust for R.W., she already had two trustees. After the co- trustees divorced, the husband could have continued as the sole trustee and there was no particular reason to appoint Attorney Felli. L.D. had a brother who had been named a fiduciary in her prior wills. W.G. had previously named her friend, I.B., as her fiduciary. There is no reason those persons could not have continued to act in a fiduciary capacity, nor is there any evidence that Attorney Felli discussed the possibility of naming those persons or naming an institution to serve in the fiduciary capacities ultimately filled by Attorney Felli himself.

¶75 In light of the seriousness of Attorney Felli's misconduct, we believe that the 18-month suspension recommended by the referee is too lenient. Instead, given the egregiousness of Attorney Felli's behavior, we conclude that a three-year suspension of his license to practice law in this state is called for. We hope that that period of suspension will help him understand and accept the responsibilities of the legal profession and the ethical constraints placed upon its practice. In addition, we agree with the referee that Attorney Felli should pay the full costs of the proceeding.

¶76 IT IS ORDERED that the license of Attorney Jay Andrew Felli to practice law in Wisconsin is suspended for three years commencing July 27, 2006, as discipline for his professional misconduct.

¶77 IT FURTHER ORDERED that within 60 days of the date of this order, Attorney Jay Andrew Felli pay to the Office of Lawyer Regulation the costs of this proceeding. If the costs are not paid within the time specified and absent a showing to this court of his inability to pay the costs within that time, the license of Jay Andrew Felli to practice law in Wisconsin shall remain suspended until further order of the court.