Models Inc. is the third series in the Beverly Hills, 90210 franchise, and a direct spin-off of Melrose Place. 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". In December 1993, Fox announced plans for a Melrose Place spin-off called Models Inc. , set in a Los Angeles modeling agency. Spelling said, "[Fox] asked if we would do an eight-hour series. And we came up with Models. " 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. 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. Darren Star, the creator of both Beverly Hills, 90210 and Melrose Place, was not involved with Models Inc. , which was created by Charles Pratt Jr. and Frank South, and executive produced by Aaron Spelling, Pratt, South, and E. Duke Vincent. 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. "
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