The debtor filed an application to employ counsel, and the United States trustee objected, pointing to a number of provisions in the original attorney-client retainer agreement entered into by the debtor and counsel, which the United States trustee argued disqualified counsel from serving as debtor’s counsel under 11 U.S.C. § 327.  The Court considered the disinterestedness of counsel, counsel’s disclosure of all connections, the attorney fee retainer, an attorney’s ethical obligations, provisions of the employment agreement, and counsel’s prior representation of a creditor of the debtor.  The Court conditionally approved the employment application.