by the United States Court of Appeals for the Ninth Circuit

“ This is an appeal from a court approved settlement of class actions against Holiday Magic, Inc., certain of its affiliated corporations, and individual defendants. The settlement is a final judgment entered pursuant to Fed.R.Civ.P. 54 (b) .
Appellants, who were sued as defendants in one case and filed as cross-plaintiffs, argue that the district court abused its discretion by approving the settlement. They claim there was inadequate representation and notice and that the settlement itself was unreasonable. We disagree and therefore affirm. ”

“ Appellees argue that appellants lack standing because they are neither members of the plaintiff class nor settling defendants. Thus appellees contend, they have no interest in the judgments. However, the class as determined by the district court consisted of all distributors and security holders of Holiday Magic. Appellants fall into this category and received notice as members of this plaintiff class. As members of the class, their legal rights are affected by the settlement and they have standing to sue. ”

“ All of the class action cases except one included as a plaintiff class all of the distributors, whether or not they profited from the scheme. In Frank I. Marshall and Howard S. Myers v. Holiday Magic, Inc., et al., Civil Action No. 72-899, W.D.Pa., 1972, *1176 however, the distributors who had participated in the process by earning fees were named as a defendant class, and appellants were sued as representatives of that class. They filed a cross-claim against Holiday Magic. ”

“ Continued upward mobility in the hierarchy depends on an infinite supply of distributors.
Approximately 25 actions were filed against Holiday Magic and various affiliated defendants across the country. Eighteen of these suits purported to be class actions asserting claims under the securities and antitrust laws. Most of these actions were transferred to the Northern District of California (which already had six of them) and assigned to Judge Burke by the Judicial Panel on Multidistrict Litigation, pursuant to 28 U.S.C. s 1407. ”

“ Facts Holiday Magic is a cosmetic company which distributes its product via a "pyramid sales" scheme. Distributorships are purchased from the corporation and arranged in a hierarchy. Those at higher levels earn larger profits, thereby encouraging all participants to enlist other distributors into the plan. ”

“ Appellants now are playing spoilers. The court in Mandujano recognized that specific responses to objections in such an instance were unnecessary. Id. at 836. We believe that the failure of the district court to give detailed responses to appellants' objections does not call for throwing out a settlement in a complicated lawsuit for a class of more than 31,000 people.
Conclusion The judgment of the district court is AFFIRMED.
KENNEDY, Circuit Judge, concurring:
In every class action, the attorney for the class owes the duty of fair representation to each class member. ”

“ McKee, 431 F.2d 769, 774 (9 Cir. 1970) , cert. denied, 401 U.S. 912, 91 S.Ct. 879, 27 L.Ed.2d 811 (1971) . This court on appeal will reverse those findings only upon a clear showing of an abuse of discretion. Grunin v. International House of Pancakes, 513 F.2d 114, 123 (8 Cir.) , cert. denied, 423 U.S. 864, 96 S.Ct. 124, 46 L.Ed.2d 93 (1975) ; State of West Virginia v. Chas. Pfizer & Co., 440 F.2d 1079, 1085 (2 Cir.) , cert. ”