Under the recently revised Rule 23(e)(2) requires a district court to consider, in determining whether to approve a class action settlement, not only the adequacy of the relief in light of the risks of litigation, but also the effectiveness of the proposed means of distributing the settlement and the terms of any proposed award of attorney fees. This decision holds that the new rule required consideration of “Bluetooth” factors in assessing the proposed settlement even when the settlement is reached after a class has been certified. Here, the district court erred in not more closely examining those factors in light of three red flags warning of possible collusion: (1) a disproportionate amount of the monetary consideratioin was paid to plaintiffs’ attorneys ($7 million as opposed to $1 million to class members), (2) a clear-sailing clause in the settlement agreement, and (3) a “kicker clause” that provided that if the district court awarded less than the applied for attorney fees, the benefit of the lower fee award would be paid to the defendant not the class, thus depriving class members of standing to attack the fee award. The district court also erred in treating an injunction as having any value when (a) the defendant had already voluntarily stopped the allegedly false advertising, and (b) sold the product line, so the injunction against continued false advertising of the product would be effective only if defendant reacquired the product and reverted to the prior advertising. The monetary relief allowed class members was also overvalued in this claims-made settlement without taking into account the probable–and in this case actual–low claims rate, particularly as no individual notice of settlement was sent. Enforcing Rule 23(e)(2) standards is a procedural matter that doesn’t run afoul of the Erie doctrine even when state law governs the eligibility for or amount of attorney fees.