Models Inc. is an American prime time soap opera that aired on Fox during the 1994–95 television season. A spin-off of Melrose Place, it is the third series in the Beverly Hills, 90210 franchise. Models Inc. revolves around a Los Angeles modeling agency run by Hillary Michaels (Linda Gray), the mother of Melrose Place Amanda Woodward (Heather Locklear). The series was created by Frank South and Charles Pratt Jr., and executive produced by Aaron Spelling, South, Pratt, and E. Duke Vincent. Models Inc. lasted only a single season and is the only series in the Beverly Hills, 90210 franchise not to receive a DVD release to date. Cast Main Linda Gray as Hillary Michaels: Owner and president of the upmarket Los Angeles modeling agency, Models Inc. Twice-divorced, she is the mother of Amanda Woodward from her first marriage, and David Michaels from her second marriage. Cameron Daddo as Brian Peterson: A jet-set photographer who is dating Teri before her death. Later, he becomes involved with Cynthia, but their relationship is plagued by her controlling ex-boyfriend, who eventually kidnaps, beats and rapes her. Brian Gaskill as David Michaels (episodes 1–11): Hillary's son and vice president of the agency. He is in an on-again-off-again relationship with model Julie Dante, and also becomes involved with Sarah Owens. Midway through the series, David leaves Los Angeles for Paris to form his own modelling company. David Goldsmith as Eric Dearborn: A sleazy wannabe rock star and Linda's abusive boyfriend. They eventually break up but remain friends. When his career fails to get off the ground, he falls into prostitution. Later, Grayson recruits him to take down Adam, however he turns on her. Teresa Hill as Linda Holden: A model troubled by her past with drugs, alcohol and pornography. She is initially involved with Eric, who blackmails her with secrets from her past, and later is involved with millionaire Chris White. Heather Medway as Stephanie Smith (episodes 1–8): The receptionist at Models Inc., who has a crush on Brian. She is later revealed as the killer of Teri, and also tries to kill Sarah before being arrested for her crimes. Carrie-Anne Moss as Carrie Spencer: An aging model, and a veteran at Models Inc. since the age of 17. She is the older sister of Teri, whom she has a rivalry with, and is murdered in the pilot episode. When Grayson gains control of the agency,