An all-optical set-reset flip-flop is presented that is based on two coupled lasers with separate cavities and lasing at different wavelengths. The lasers are coupled so that lasing in one of the lasers quenches lasing in the other laser. The flip-flop state is determined by the laser that is currently lasing. A rate-equation based model for the flip-flop is developed and used to obtain steady-state characteristics. Important properties of the system, such as the minimum coupling between lasers and the optical power required for switching, are derived from the model. These properties are primarily dependent on the laser mirror reflectivity, the inter-laser coupling, and the power emitted from one of the component lasers, affording the desig...