[PUBLISH]
IN THE UNITED STATES COURT OF APPEALS
FOR THE ELEVENTH CIRCUIT

________________________________ No. 96-9116

________________________________

D.C. Docket No. 4:95-CV-321-HLM
JIM WILSON, individually and on behalf of all persons similarly situated, ROBERT K. FINNELL, KENNETH C. FULLER, KENNETH J. RAJOTTE, individually and on behalf of all persons similarly situated, Plaintiffs-Appellants, versus STATE BAR OF GEORGIA, Defendant-Appellee, FORREST L. CHAMPION, JR., Amicus.

_________________________________________________________________ Appeal from the United States District Court for the Northern District of Georgia

_________________________________________________________________ (January 16, 1998) Before HATCHETT, Chief Judge, BARKETT, Circuit Judge, and PROPST * , Senior District Judge.

________________________ *Honorable Robert B. Propst, Senior U.S. District Judge for the Northern District of Alabama, sitting by designation.2 HATCHETT, Chief Judge: Appellants brought this lawsuit pursuant to 42 U.S.C. § 1983 claiming that two of the Rules and Regulations for the Organization and Government of the State Bar of Georgia, Standard 73 to Rule 4-102(d) and Rule 4-219(c)(2), constitute impermissible bills of attainder, abridge their First Amendment rights, and are void for vagueness under the Due Process Clause of the Fourteenth Amendment. The district court granted summary judgment for appellee State Bar of Georgia (“the State Bar”), and appellants now challenge the court’s rulings as to their First and Fourteenth Amendment claims. We affirm.
I. BACKGROUND The Rules and Regulations for the Organization and Government of the State Bar of Georgia govern the conduct of lawyers in that state. The Georgia Supreme Court adopts and amends the rules and regulati ons upon recommendation of the State Bar, and the State Bar enforces them. See, e.g. , O.C.G.A. §§ 15-19-30-31, 33-34 (1994); Rules & Regulations for the Org. & Gov’t of th e State Bar of Ga. (“State Bar Rules & Regulations”), Rule 4-101 (1996). On Sept ember 14, 1995, the Georgia Supreme Court, acting in response to a motion the State Bar filed in 1992, adopted two related amendments to the rules and regulations. Th ese amendments went into effect on October 15, 1995. The first, Standard73 to Rule 4-102(d), provides: A lawyer shall not allow any person w ho has been suspended or disbarred under Part IV of these Rules and who maintains a presence in an office where the practice of law is conducted by the lawyer, to:3 (a) represent himself or herself as a lawyer or person with similar status; (b) have any contact with the clients of the lawyer either in person, by telephone, or in writing; or (c) have any contact with persons who have legal dealings with the office either in person, by telephone, or in writing

. A violation of this Standard may be punished by disbarment. State Bar Rules & Regulations, Rule 4-102(d ), Standard 73 (emphasis added to language under challenge). The second, Rule 4- 219(c)(2), states in relevant part: (c)(2) After a final judgment of disbarment or suspension under Part IV of these Rules, . . . the respondent [the suspended or disbarred lawyer] shall take such action necessary to cause the removal of any indicia of the respondent as a lawyer, legal assistant, legal clerk or person with similar status. In the event the respondent s hould maintain a presence in an office where the practice of law is c onducted, the respondent shall not: (i) have any contact with the clients of the office either in person, by telephone, or in writing; or (ii) have any contact with persons w ho have legal dealings with the office either in person, by telephone, or in writing

. State Bar Rules & Regulations, Rule 4-219( c)(2) (emphasis added to language under challenge). In its brief submitted in August 1992 insupport of the adoption of these amendments, the State Bar represented to the Georgia Supreme Court that “[t]he continued practice of law by disbarred lawyers in this State aided by members of the Bar4 is an all too frequent occur[re]nce.” The Stat e Bar contended that such illicit activity was difficult to regulate and prosecute. Thus, according to the State Bar, strict prohibition from client contact is absolutely essen tial to prevent a former lawyer from crossing the line from permissible paralegal activities to giving legal advice, taking fees and misleading the client. Not only does the client suffer under this scenario but the disciplinary system loses credibility because of its inability to effectivel y protect the public from unethical attorneys even after their disbarment. The State Bar asserted that several juri sdictions had more stringent restrictions concerning the activities of suspended or disbarred lawyers. It also stated that the amendments do not prevent the disbarred lawyer fro m performing such law-related tasks as legal research and drafting. The [amendments] do not restrict the disciplined lawyer from other types of employment. They are narrowly drawn to insulate the person who has been disbarred from contact with the public with respect to legal matters

. (Emphasis added.) Appellants fall into two classes: (1) “all suspended or disbarred attorneys who are currently employed by lawyers practicing in th e State of Georgia” (hereinafter “disbarred attorneys”); and (2) “all practicing attorneys who currently employ or wish to employ the services of suspended or disbarred attorneys in their law offices in the State of Georgia” (hereinafter “employing attorneys”). On Oct ober 12, 1995, in an attempt to enjoin the State Bar from enforcing the amendments, appellants filed a motion for a temporary1 Around this time, Kenneth Rajotte, Jim Wilson and Dunham McAllister also filed a motion requesting the Georgia Supreme Court to reconsider its adoption of the amendments. The court denied the motion on October 31, 1995. Rajotte and Wilson are two of the appellants in the present action. 5 restraining order and preliminary injunction. 1 The primary argument appellants asserted in support of their motion was that the amendments constitute d improper bills of attainder. Appellants also argued that th e amendments, as written, chilled protected expression and were unduly vague. After c onducting a hearing the following day, the district court denied the motion, concludi ng that appellants had failed to demonstrate irreparable harm. The court, however, expre ssed “a possible concern as to the broadness of certain language” in the amendments. On November 20, 1995, the State Bar f iled a motion for reconsideration and clarification in the Georgia Supreme Court, requesting the addition of proposed clarifying language to the amendments. It appears that the district court’s comments at the October 13 hearing, as well as the fact that the St ate Bar had “received some telephone inquiries from bar members regarding activities which may be prohibited by these new rules,” precipitated the State Bar’s motion. The Stat e Bar proposed that Standard 73 be revised as follows: A lawyer shall not allow any person w ho has been suspended or disbarred under Part IV of these Rules and who maintains a presence in an office where the practice of law is conducte d by the lawyer, to engage in the following conduct : (a) represent himself or herself as a lawyer or person with similar status;6 (b) have any contact with the clients of the lawyer either in person, by telephone, or in writing; or (c) have any contact with persons , including but not limited to opposing parties, lawyers, witnesses, and insurance personnel, who have legal dealings with the office either inperson, by telephone, or in writing. This Standard shall not be construed in such a manner as to require the lawyer to prohibit the disba rred or suspended lawyer from: (1) engaging in social conversation unrel ated to the representation or legal dealings of the lawyer’s office; or (2) gathering general information in th e course of working in the lawyer’s office which would involve limited cont act with suppliers of information such as law librarians, the Secretary of State, and clerks’ offices. A violation of this Standard may be punished by disbarment. The State Bar proposed like changes to Rule 4-219(c)(2): (c)(2) After a final judgment of disbarment or suspension under Part IV of these Rules, . . . the respondent shall ta ke such action necessary to cause the removal of any indicia of the respondent as a lawyer, legal assistant, legal clerk or person with similar status. In the event the respondent should maintain a presence in an office where the practice of law is conducted, the respondent shall not: (i) have any contact with the clients of the office either in person, by telephone, or in writing; or (ii) have any contact with persons , including but not limited to opposing parties, lawyers, witnesses, and insurance personnel, who have legal dealings with the office either inperson, by telephone, or in writing. This Rule shall not be construed insuch a manner as to prohibit the disbarred lawyer from: (i) engaging in social conversation unrel ated to the representation of clients or legal dealings of the law office; or7 (ii) gathering general information in the course of working in a law office which would involve limited contact withsuppliers of information such as law librarians, the Secretary of State, and clerks’ offices. The State Bar asserted in its motion that “[ t]his proposal does not represent a change in the substance of the rules as approved by this C ourt . . . . It is offered as an attempt to clarify the rules and as an aid to bar me mbers who may wish to employ disbarred or suspended lawyers in a limited capacity.” The Georgia Supreme Court summarily denied the motion. On January 8, 1996, the Georgia Supreme Court addressed Standard 73 in In re Thomson , 464 S.E.2d 818 (Ga. 1996) (per curiam). The court framed the issue before it as follows: “The issue in this disciplinary case is whether during his suspension, Thomson should be subject to Standard 73, which prohibits a lawyer from allowing a suspended or disbarred attorney in his employ to have substantial client contact .” 464 S.E.2d at 819 (emphasis added). In refu sing to grant Thomson an exemption from Standard 73, the court wrote: Thomson requests that he be exempt ed from Standard 73. He states that he works in a high volume c onsumer bankruptcy practice under the supervision of other lawyers; he scre ens new business calls and trains and monitors younger lawyers and paralegals ; and Standard 73 will prevent him from performing any of the duties because they all involve client contact. . . . If Thomson is granted an exception, this will effectively eviscerate Standard 73. Thomson’s proposedprofessional activities -- initial phone contact with potential clients and supervising young lawyers’ client contacts -- are inappropriate for a lawyer under suspension for any violation because of the difficulty in preventing the unauthorized practice of law in2 The court had previously denied Forrest Champion, Jr.'s motion for leave to file an amicus brief. 8 that setting by the suspended lawyer . Although Thomson claims he will be unemployable in the bankruptcy area during his suspension, we do not read Standard 73 so broadly. Thomson may still conduct legal research and draft memoranda or correspondence for the lawyers in the firm

. 464 S.E.2d at 819 (emphasis added). Appellants’ claims in the district court were broken out as follows. First, the disbarred attorneys argued that the amendments chilled their protected speech in violation of the First Amendment. Next, both classes of appellants asserted that the amendments were void for vagueness and constituted punitive bills of attainder. The parties moved for summary judgment, and on August 21, 1996, the district court granted the State Bar’s motion. 2 The court first held that the disbarre d attorneys “lack standing [under the First Amendment] because it is unreasonable for th em to believe that [in order to avoid disciplinary sanction] they must forego th e, primarily hypothetical, protected speech raised by their pleadings.” (Footnote omitted .) Second, the court rejected appellants’ void for vagueness argument, holding that (1) “attorneys of reasonable intelligence, both practicing and disbarred, can derive a co re meaning from the [amendments],” and (2) “Plaintiffs can clarify their uncertainty about the [amendments] by posing questions to the State Bar . . . and by reading the St ate Bar’s Motion For Reconsideration and Clarification.” Finally, the court disposed of appellants’ bill of attainder challenge on9 several grounds. On appeal, appellants challe nge only the district court’s holdings as to their First and Fourteenth Amendment claims.
II. ISSUES This appeal presents two issues: (1) whether the district court erred in holding that appellants lack standing to mount a pre- enforcement First Amendment challenge to Standard 73 and Rule 4-219(c)(2); and (2) whether the district court erred in holding that these provisions are not void for vagueness.
III. STANDARDS OF REVIEW Whether appellants have standing to bri ng suit constitutes a legal issue subject to de novo review. Jacobs v. The Florida Bar , 50 F.3d 901, 903 (11th Cir. 1995). “When the attack on standing occurs via a motion fo r summary judgment, the plaintiffs can no longer rest on their allegations, but must set forth by affidavit or other evidence specific facts which for the purpose of summary judgmen t will be taken as true.” Region 8 Forest Serv. Timber Purchasers Council v. Alcock , 993 F.2d 800, 806 (11th Cir. 1993) (internal quotation marks omitted), cert. denied , 510 U.S. 1040 (1994). In this context, we evaluate standing “from all materials of record.” E.F. Hutton & Co. v. Hadley , 901 F.2d 979, 983 (11th Cir. 1990) (interna l quotation marks omitted). “Whether a statute, regulation, or local ordinance is unconstitutionally vague is a question of law that we review de novo.” Dodger’s Bar & Grill, Inc. v. Johnson County Bd. of County Comm’rs , 32 F.3d 1436, 1443 (10th Cir. 1994); see also San Filippo v.10 Bongiovanni , 961 F.2d 1125, 1133 (3d Cir.) (“The district court's application of the void for vagueness doctrine . . . is purely an issue of law subject to our plenary review.”), cert. denied , 506 U.S. 908 (1992).
IV. DISCUSSION
A. “Standing represents a jurisdictional requi rement which remains open to review at all stages of the litigation.” National Org. for Women, Inc. v. Scheidler , 510 U.S. 249, 255 (1994). The constitutional core of standi ng contains three elements. The party invoking federal court authority must show th at (1) he or she has personally suffered some actual or threatened in jury as a result of the putatively illegal conduct of the defendant; (2) the injury can fa irly be traced to that conduct; and (3) a favorable decision is likely to redress the injury. Valley Forg e Christian College v. Americans United for Separation of Church and State , 454 U.S. 464, 472 (1982). Whether the disbarred attorneys possess standing to su e in this case hinges on the first element, that is, the existence of an actual or threat ened injury. This inquiry is necessarily case-specific. New Hampshire Right to Life Political Action Comm. v. Gardner , 99 F.3d 8, 13 (1st Cir. 1996). The disbarred attorneys contend that th e provisions at issue chill their protected speech because they bar “all speech or ‘contacts’ with all members of the designated groups, under anycircumstances, at anytime, at anyplace, and for anyreason.” So, for3 The record reveals that a disbarred attorney faces two possible forms of disciplinary action from the State Bar for violating the amendments. First, the State Bar can refer the disbarred attorney to a state solicitor for prosecution. Second, it can place a disciplinary report in the disbarred attorney’s reinstatement file, presumably reducing the disbarred attorney’s chances of again becoming eligible to practice law. 11 example, the disbarred attorney s claim they face sanction if they associate socially with family members or close friends who also happen to be clients of their employers. Likewise, they argue that the amendments “prohibit a disbarred lawyer/employee from speaking on any subject with his doctor, hi s barber, his auto mechanic, anyone and everyone who is a client of the law firm employer or who has legal dealings with the employer.” 3 Appellants imply through affidavit evidence that one unnamed disbarred attorney has forgone constitutionally protec ted speech due to the existence of the amendments. The employer of that disbarred a ttorney averred: “I am presently working on the campaign of a judge. Although the disbarred attorney who works for me personally knows the judge, and would like to be involved in the political campaign in support of the judge . . . , he is reluctant to do so for fear that he might inadvertently fall afoul of the prohibitions on ‘contact’ c ontained in the [amended] bar rules.” In the First-Amendment realm, plainti ffs do not have to expose themselves to enforcement in order to challenge a law. Jacobs , 50 F.3d at 904. Rather, “an actual injury can exist when the pl aintiff is chilled from exercising her right to free expression or forgoes expression in order to avoid en forcement consequences.” New Hampshire Right to Life , 99 F.3d at 13. In such an instance, wh ich is what is alleged here, the injury12 is self-censorship. See ACLU v. The Florida Bar , 999 F.2d 1486, 1492 (11th Cir. 1993). When a plaintiff brings a pre-enforcement ch allenge to a sanctioning statute, regulation or ordinance, standing exists at the summary judgment stage when the plaintiff has submitted evidence indicating “an intention to engage in a course of conduct arguably affected with a constitutional interest, but pr oscribed by a statute, and there exists a credible threat of prosecution .” Babbitt v. United Farm Workers Nat’l Union , 442 U.S. 289, 298 (1979) (emphasis added); see also Graham v. Butterworth , 5 F.3d 496, 499 (11th Cir. 1993); ACLU , 999 F.2d at 1492 (“Under Babbitt , a plaintiff must allege that either (1) he was threatened with prosecution; (2) prosecution is likely; or (3) there is a credible threat of prosecution.”). “[I]f no cred ible threat of prosecution looms, the chill is insufficient to sustain the burden that Article III imposes. A party’s subjective fear that she may be prosecuted for engaging in expre ssive activity will not be held to constitute an injury for standing purposes unless thatfear is objectively reasonable.” New Hampshire Right to Life , 99 F.3d at 14; see also ACLU , 999 F.2d at 1492 & n.13. While we agree with the First Circuit’s admonition that the credible threat of prosecution standard “is quite forgiving,” New Hampshire Right to Life , 99 F.3d at 14, we hold that the disbarred attorneys have fa iled to meet it in this case. The disbarred attorneys practically concede this issue in their brief to this court, acknowledging that “there was no evidence regardi ng specific threats or actions as of the date of the District Court’s Order whereby the State Bar had attempted to enforce the4 Appellants argue that they can take no comfort in the motion for reconsideration because the Georgia Supreme Court denied it. We find this contention meritless. It is the State Bar, after all, that is the defendant in this case. And, the State Bar expressed the view in its motion that its proposed revisions did “not represent a change in the substance of the rules as approved by th[e] Court.” Indeed, this may be the very reason the Georgia Supreme Court denied the motion -- at least, the In re Thomsondecision would so 13 Amended Rules against a disbarred attorn ey for engaging in protected speech.” (Emphasis omitted.) Moreover, the record indicat es that the State Bar has repeatedly and consistently taken the position that the ame ndments have no application to the types of scenarios the disbarred attorney s have posed. “Because [the disbarred attorneys’] alleged injury is one of self-censorship, the likeli hood of disciplinary action by the Bar . . . is an important factor in determining whether [they] reasonably believe d that [they] had to forego what [they] considered to be constitu tionally protected speech in order to avoid disciplinary charges being br ought against [them].” ACLU , 999 F.2d at 1492. The State Bar’s motion in support of the amendments made clear that the provisions were “drawn to insulate the pe rson who has been disbarred from contact with the public with respect to legal matters .” In addition, the State Bar’s motion for reconsideration and clarification stated that Standard 73 applied to professional “conduct.” As to both amendments, the mo tion for reconsideration further defined “persons” as “including but not limited to opposing parties, lawyers, witnesses, and insurance personnel.” It also asserted thatRule 4-219(c)(2) did not apply to “social conversation unrelated to the representation of clients or legal dealings of the law office,” or to the “gathering [of] general information in the course of working in a law office.” 4indicate. 14 Furthermore, the State Bar has informed di sbarred attorneys, upon request, about whether it will sanction them for engaging in certain practices. The record supports the district court’s finding that the State Bar “has a ssisted concerned attorneys with questions regarding” the contours of the amendments. Fi nally, in its pleadings in the district court and in its submission to this court, the Stat e Bar has consistently maintained that it will not sanction disbarred attorneys for engaging in political, religious or social speech. In sum, the disbarred attorneys’ assert ed belief that they have to forego the constitutionally protected speech they pos e in order to avoid sanctions under the amendments is not objectively reasonable. Acco rdingly, they have failed to show injury, and thus they lack standing to bring this anticipatory challenge.
B. “Vagueness arises when a statute is so unclear as to what conduct is applicable that persons ‘of common intelligence must ne cessarily guess at its meaning and differ as to its application.’” United States v. Gilbert , No. 96-9336, slip op. at 956 (11th Cir. Dec. 15, 1997) (quoting Connally v. General Contr. Co. , 269 U.S. 385, 391 (1926)). When addressing a facial challenge to a law on va gueness grounds, “a court’s first task is to determine whether the enactment reache s a substantial amount of constitutionally protected conduct.” Village of Hoffman Es tates v. Flipside, Hoffman Estates, Inc. , 455 U.S. 489, 494 (1982). In making this determina tion, we must consider the In re Thomson15 court’s statements concerning Standard 73. See Village of Hoffman Estates , 455 U.S. at 494 n.5 (when evaluating the purpor ted vagueness of a state law or regulation, “a federal court must, of course, consider any limiting construction that a state court . . . has proffered”). As discussed, the Georgia Supr eme Court stated that Standard 73 “prohibits a lawyer from allowing a suspended or di sbarred attorney in his employ to have substantial client contact .” In re Thomson , 464 S.E.2d at 819 (emphasis added). The court also rejected Thomson’s “proposedprofessional activities” -- making initial telephone contact with potential clients and supervising young lawyers’ client contacts -- because they implicated “the difficulty in preventing the unauthorized practice of law in [a law office] by the suspende d lawyer.” In re Thomson , 464 S.E.2d at 819. We have little difficulty agreeing with the district c ourt’s conclusion that the amendments govern occupational conduct, and not a substantial amount of protected speech. “Any abridgement of the right to free speech is me rely the incidental effect of observing an otherwise legitimate [occupational] regulation.” Lawline v. American Bar Ass’n , 956 F.2d 1378, 1386 (7th Cir. 1992). “A rule that does not reach constitu tionally protected conduct is void for vagueness only if it is impermissibly vague in all its applications.” Woodruff v. United States Dep't of Labor , 954 F.2d 634, 643 (11th Cir. 1992) (per curiam). We are mindful that “[t]he particular context in which a regul ation is promulgated . . . is all important.” Howell v. State Bar of Tex. , 843 F.2d 205, 208 (5th Cir.), cert. denied , 488 U.S. 98216 (1988). Consequently, if lawyers or formerlawyers of reasonable intelligence can derive a core meaning from the amendm ents, then the amendments “may validly be applied to conduct within that meaning and the possi bility of a valid application necessarily precludes facial invalidity.” High Ol’ Times v. Busbee , 673 F.2d 1225, 1228 (11th Cir. 1982); see also Woodruff , 954 F.2d at 643 (“The test is whether the enactment is substantially incomprehensible.”). In rejecting appellants’ vagueness claim, the district court pointed out that the amendments would obviously preclude a disbarred attorney who reports to work at a practicing lawyer’s office on a regular basi s from (1) arguing a legal matter before a judge, or (2) negotiating a settlement agre ement with opposing counsel. The district court also noted that disbarred or employing attorneys in need of guidance concerning the amendments can present questions to the State Bar and study the motion for reconsideration and clarification. See State Bar Rules & Regulations, Rules 4-401 (Informal Advisory Opinions), 4-403 (Formal Advisory Opinions). We agree with the district court’s analysis and need go no further, as we are confident that appellants can derive a core meaning from the amendments.
V. CONCLUSION For the foregoing reasons, we affirm the district court's judgment.
AFFIRMED.