Models Inc.

• Hillary Michaels (Linda Gray): Hillary is the unyielding, but generally fair, founder and owner of the upmarket L.A. modeling agency, Models Inc. Twice-divorced, she is also the mother of David Michaels, the agency's vice president and her only child from her second marriage. Hillary has a toxic relationship with her daughter, Amanda Woodward, who is the only child from her first marriage.
• David Michaels (Brian Gaskill): David is Hillary's son, the vice president of Models Inc., and the half-brother of Amanda Woodward. He has an on-and-off again relationship with Julie Dante, one of the models at the agency, but comes to like a new model to the agency, Sarah Owens. That relationship fizzles, and after a heated argument with Hillary, David leaves L.A. for Paris to form his own modeling company midway through the series.
• Sarah Owens (Cassidy Rae): Innocent and naive Sarah comes to L.A. from the Midwest to fulfill her dream of being a model. Hillary quickly takes Sarah under her wing and lets her move into the beach house where the top models of the agency live. Sarah quickly becomes enemies with housemate Julie, who feels threatened by her youth and fresh image. Sarah falls prey to alcohol and drugs, and at the end of the series checks herself into a drug rehab clinic, but plans to remain with Models, Inc. to continue her career. Sarah was first introduced on Melrose Place with Hillary.
• Julie Dante (Kylie Travis): Julie is an Australian-born model from the wrong side of the tracks. She grew up with a neglectful, alcoholic, adoptive mother and a sexually abusive, alcoholic stepfather, which gave her a cynical attitude and a pessimistic view on life. She is one of the world's most popular supermodels, but has a reputation as a troublemaker. Her wild lifestyle and public drunkenness make her a target of the paparazzi, but she always the last laugh by getting her revenge. Julie's relationship with Sarah is at first fraught with jealously, but her resentment mellows as the series progresses. Julie also spars with Monique over their mutual attraction to Adam Louder, but she eventually realizes that Craig has genuine feelings for her, and pursues a relationship with him.
• Teri Spencer (Stephanie Romanov): Teri is one of the world's most famous supermodels, and the sister of once-famous supermodel Carrie Spencer. In the pilot episode, Teri has a public fight with Hillary and leaves Models Inc., only to be pushed off the balcony of a high rise building and killed. This initiates a "Who Killed Teri Spencer?" murder mystery storyline.
• Monique Duran (Stephanie Romanov): Monique comes to Hillary for representation shortly after Teri's killer is revealed. Monique is a dead ringer for Teri, which shocks everyone and causes Carrie to resent her, although they would eventually become good friends. Monique enters into a relationship with nightclub owner Adam Louder, and becomes a target of his vindictive ex-wife Grayson.
• Carrie Spencer (Carrie-Anne Moss): Carrie is Teri's older sister and a veteran at Models Inc. since starting her career at the age 17. Carrie was once a top supermodel, but her career waned as she grew older her sister Teri came on the scene. Carrie learns from Teri that the child she had at 17 is not dead like she thought, and Teri is subsequently murdered. Carrie descends into depression. Grayson gains control of the agency from Hillary, forcing Carrie out and into prostitution. Carrie is drugged and sold into overseas sexual slavery in the series finale.
• Brian Peterson (Cameron Daddo): Brian is a photographer dating Teri. He later becomes involved with Cynthia, but their relationship is plagued by her controlling ex-boyfriend, who eventually kidnaps and rapes her. Brian remains in love with Cynthia, and they reconcile by the end of the series.
• Eric Dearborn (David Goldsmith): Eric is Linda Holden's sexually abusive boyfriend with a shady past. She eventually breaks up with him, but he realizes that he still cares about her and they remain friends. Eric is seeking success as a singer, but falls into prostitution. Though pressured by Grayson to help her destroy Adam, Eric gives Adam information that saves his career.
• Linda Holden (Teresa Hill): Linda is a model whose past includes drugs, alcohol, and performances in adult movies. She is initially involved with Eric Dearborn, who blackmails her with that secret from her past, and Teresa later has a relationship with millionaire Chris White.
• Cynthia Nichols (Garcelle Beauvais): Model Cynthia suffers from bulimia, and endures a violent kidnapping and rape at the hands of her abusive ex-boyfriend, whom she shoots and kills. She is involved with Brian during the whole series.
• Stephanie Smith (Heather Medway): Stephanie is the receptionist at Models Inc. who takes a liking to Brian. Not liking how Brian is treated by his girlfriend Teri, Stephanie pushes Teri off the balcony. She also tries to kill Sarah, and is arrested for both crimes.
• Adam Louder (James Wilder): Adam is the owner of a nightclub Stage 99, who falls in love with Monique. They have great relationship until his estranged wife, Grayson, returns and wreaks havoc.
• Grayson Louder (Emma Samms): Adam's scheming, sociopathic, English ex-wife arrives in L.A.—after being presumed dead—to reclaim the love of her husband. Adam, however, is now in love with Monique. Determined to destroy Monique's happiness with Adam, Grayson buys half of Models Inc. from Hillary and brings in new "models" from her former career as a madam. Grayson has also covered up the fact she and Adam are parents to a young boy named Daniel; she attempts to blackmail a judge to gain sole custody of Daniel, but the judge turns on her and gives full custody to Adam. Grayson arranged Carrie's abduction and plots to kill Monique at her wedding to Adam. In the alternate ending, it is revealed that Grayson had been slain by the hitman she had hired to kill Monique.
• Craig Bodi (Don Michael Paul): Craig is a novelist who writes an exposé called Skin Deep about the models of Models Inc. He later falls in love with Julie.

Models Inc. is the third series in the Beverly Hills, 90210 franchise, and a direct spin-off of Melrose Place.[2][3] In its 1993–94 second season, Melrose Place was one of Fox's highest-rated shows, and had been called "arguably the hottest one-hour drama on television".[4] In December 1993, Fox announced plans for a Melrose Place spin-off called Models Inc., set in a Los Angeles modeling agency.[4] Spelling said, "[Fox] asked if we would do an eight-hour series. And we came up with Models."[4] He initially explained that the series would center on Melrose Place character Jo Reynolds (Daphne Zuniga), and that two models would move into the titular apartment complex on Melrose Place before being transplanted into the new series.[4] Entertainment Weekly also reported that the estranged mother of Amanda Woodward (Heather Locklear) would be introduced on Melrose Place to eventually lead Models Inc., and Locklear would not be headlining the new series as previously reported.[4] Darren Star, the creator of both Beverly Hills, 90210 and Melrose Place, was not involved with Models Inc.,[2] which was created by Charles Pratt Jr. and Frank South, and executive produced by Aaron Spelling, Pratt, South, and E. Duke Vincent.[5] Star said of the potential series, "It was one spin-off too many for me", though Spelling noted, "No one even thinks of Melrose as a spin-off anymore."[4]

Farrah Fawcett was considered for the lead role in Models Inc., which ultimately went to Linda Gray.[6] The rest of the cast were unknowns,[7] and Spelling promised "a great deal of backbiting" on the new series.[7] Gray's Hillary Michaels, Amanda's mother, was introduced in the last few episodes of Melrose Place's second season to set up the new series.[lower-alpha 1][2][7]

After five months, producers were not satisfied with Models Inc.'s Nielsen ratings, and Pratt said, "I'm willing to try anything to keep this show on the air."[8] A new direction in the writing dropped implausible storylines and promised "more romance, more modeling, and more personal traumas".[8] Brian Gaskill was written off, and Emma Samms was brought in as villainess Grayson Louder.[8] With Fox promoting her as the Heather Locklear of Models Inc., Samms said, "I will do the best I can, but I can't concern myself with whatever expectations there are."[8]

Models Inc. aired on the Fox television network during the 1994–95 television season, premiering on June 29, 1994 (1994-06-29).[3] Despite the presence of Gray and the mid-series introduction of Samms, the show's ratings remained poor, and it was canceled in 1995 when it placed 113th in the ratings with an average 7.1 rating.[2]

Models Inc. is the only series in the Beverly Hills, 90210 franchise not to receive a DVD release to date.

Ken Tucker of Entertainment Weekly praised Kylie Travis, calling her the show's "major casting coup", but added that Models Inc. was "trying much too hard to match Melrose for self-consciously outrageous campiness."[6] Tony Scott wrote in Variety, "No one does much acting, since not much is required, but the posturings are pretty. The couplings are so far uninviting, the script by creators South and Pratt off-the-rack material."[5] David Hiltbrand of People described the show as "part underwear ad, part catfight, part Lifestyles of the Rich and Famous and part psycho ward" and noting that "so far it's also pretty stiff and strident, particularly in regard to the acting."[9]

• Models Inc. at IMDb
• Models Inc. at TV.com
• Models Inc. at epguides.com