Frank South, co-creator of "Models, Inc." and one of the key creative forces behind "Melrose Place," has a long record of successful TV shows. He's produced and written for "Fame," "Cagney & Lacey," "Hill Street Blues," "Equal Justice," and "Almost Grown." He took a few minutes out of his jam-packed schedule to share his thoughts with fans of "Models, Inc."

Question: How did the show get started?

South: Chuck [Pratt] and I were working on "Melrose Place," and Aaron [Spelling] called up and said, "Guys, I need to talk to you about this idea. We'd like to do a story about models." We thought, models? Then, Aaron and Chuck and I decided to do something about women who just happen to be models. Aaron had some ideas for characters, Chuck and I had some ideas. We messed around with them. Then Chuck and I went off, and came up with the concept: the modeling agency, the matriarch in charge, and the murder mystery. So we had something that moved very fast, with its own energy. We didn't just have people going around talking about their makeup. We wanted it to be more about people -- like on Melrose, kind of a "hyper-drama." The more we worked, the more we enjoyed ourselves, and it seemed like it was working.

Question: What do you see as the key elements that make the show work?

South: One of the things that is a key to what we do, in terms of Models, and applies to Melrose, too, is we -- the term we use, is an episode has to "burn a lot of story." It has tell a lot of story fast, and hit high points, and still it has to be grounded in a recognizable reality, tethered very strongly to emotion. Otherwise, we don't care, and we don't think that the audience will care. And things can't just happen out of nowhere. We're not the type of show that brings in aliens in a story.

Question: A lot of things in "Models" are pretty over-the- top, and some people aren't sure how to take the show. The scenes between Hillary and Lt. Soto seem like you could twist them just a little more and put them into the next "Naked Gun" movie.

South: That's true. We do play a kind of dangerous game, there. But it's how we have fun. We do tend to turn things up a touch. And we have a kind of sense of humor in our show, but we don't want to lose sight of the fact that people care about the characters, just as we care about the characters. But when we have a chance to have a little humor, we definitely do it.

In episode two, [Sarah] starts saying, "Do you think this is good? I come all the way from Iowa, my boyfriend beats me up, there are arms falling out of caskets, people dying" -- for us, that was a very funny speech. And we had her play it so the character was a little bit self-aware, understood what a weird place she was in.

So we do play a little bit of camp, and then we come back. We don't want to go all the way over to "Naked Gun" and craziness. But we do, on purpose, play things a little odd.

Question: Like, if something's just like real life, why would you want to watch it on television?

South: Right. We have a feeling that we want to entertain, and entertain intelligently. We think there's a level of intelligence and fun in what we do. That's what we're after.

Question: Did you learn things in producing "Melrose Place" that you've applied in creating "Models"?

South: Yes. About burning story. That, and the sense of hyper-reality, where we turn things up. And we really play things a little extreme, just enough, without going over the edge. So the audience, ourselves, as writers -- we are fans of our own show. We want to keep ourselves interested, excited, amused, and occasionally touched. And all those things, we learned on Melrose. We feel that as Models goes forward, the acting, the writing team, and everything will solidify more and more. By the fall, we'll have something that's reading and working just as tightly as Melrose -- but with its own reality. It wouldn't work for us to have characters going back and forth between the shows. Once we've launched the show, it becomes its own animal, and no longer does it seem right for it to have Melrose characters running around.

Question: That addresses another question some people have had, about whether there will be any crossovers.

South: No. We tried a little of that on Melrose, with 90210 people. And it just seemed like neither place was being served correctly.

Question: Of course, 90210 and Melrose are completely different, in their whole tenor.

South: Exactly. And that's the tenor we want. Although Models and Melrose are much closer, in terms of tenor and style, we want to keep each one as its own beast.

Question: Are there any funny "behind the scenes" anecdotes you can share with us?

South: [When we were creating the show], the name of [Linda Gray's character] came up. I was writing the episode of Melrose, when she was introduced. The name "Hillary" just came to mind. And I remember getting a call from Linda Gray, saying "Oh, don't name me after Hillary [Clinton]." She was concerned that we were making fun of strong women. And I said, "No, no, no -- I just like the name." So we went with it.

And during the show, Chuck and I were working both shows in the spring, and it was really exhausting. But there was a lot of fun on the set. It's a great group of people. One thing that's interesting: the same way that the character of Hillary has these young people who she takes care of, these young actors look to Linda in the same way.

Question: I have to admit, I never paid any attention to her before, because I never watched "Dallas." But now, I'm really impressed.

South: I am, too. You know, I was a young rebel playwright and "crazy person" in New York, back when she was on "Dallas." That was one of the few TV shows I actually watched, because I always loved her. And it's really great to work with her, now. She's a really beautiful lady.

Question: A few magazines and critics have been hard on the show. Most of the criticisms seem either mean-spirited or slightly beside the point. What's going on? And how would you respond?

South: It *is* puzzling. I've been around TV a long time. I come from what critics call "quality television." That's my track record. I was on staff on "Fame," "Cagney & Lacey" for two and a half years, I wrote an episode of "Hill Street Blues," I was supervising producer of "Equal Justice," and producer on "Almost Grown," which was a very highly-praised show. All these shows are normally called "high-tone TV." And I write just as hard on this as on any of the others, and care just as much. In fact, my writing is better now than when I was younger.

But people have an attitude sometimes about Spelling productions, which I think is completely wrong. We have good-looking people, that's true. Some people like to take shots at it. And I say, go ahead, we know what we're doing. We love the genre, we're having a great deal of fun. We're not here to do a realistic, in-depth discussion of what it is to be a model. We're doing these characters, these individual women. And as one of our actresses who used to be a model, Kylie, said, "Oh, sure, we could do a very realistic show about being a model, which is, go to bed early, take care of yourself, have no life, go to photo shoots, and go to bed early. That'd be pretty boring."

We try to provide entertainment and a lot of fun. I don't know why some people are negative. Part of it might be that there was a lot of hype. But once people get used to what it is, and understand that we're not out to save the world, but only to have a good deal of fun, they're welcome along for the ride.

Question: Tell us a little about how you plan the episodes. You're burning so much story that it must be a very complex and difficult thing to juggle all the characters and storylines.

South: It is, a little. We do manage to do it. We have a group of really great writers, and start talking enough ahead of time. We have a lot of stories that we try and reject, and we're all so fond of the characters that we can sort of follow the characters' lead in terms of story. And that helps us a lot. We're always challenged by it. It's very tough to do this stuff, and think, "Omigosh, what can possibly happen next?" We feel pretty good about it right now. It doesn't seem like we're going to dry up anytime soon. There's always something new, someone comes up with a great idea, everyone laughs, thinks it's great, and we're off and running again.

Question: Is Robert Beltran going to continue on the show?

South: There are other commitments, of course. We're not really sure at this point. He's a very busy actor. We're always open and flexible. What we're also doing is, we have people like William Katt, to use that as an example. There are people like that we will continue to use. It's important for the show to use people like Beltran and Katt, people who are strong TV actors. What we do here is the same thing we do on Melrose: We bring guest stars in, and give them good, solid, long story arcs. We're always looking to find ways to bring people in, and expand what we're able to do.

Question: What's the story about adding Garcelle Beauvais's character? That's another example of how some people seem determined to give you a hard time: first they criticize the show for being all white, then they criticize you for adding an African-American.

South: None of us lives in a bubble. We're very aware, but we didn't add her in response to anything. We've been planning from the get-go with this show, to establish the relationships up front. We wanted to bring in an African- American, and we just kept to our plan. You really can't cater to what people keep telling you to do. You get lost, in direction. We just do what we think is right, and what's good for the show. We keep our heads, we're following our own track. What we care about is that people enjoy the show, and come along with us. We don't write or plan our stories for the critics, or [think] "Omigosh, we forgot this." We're not backfilling. We have a long plan.

And for a new show, with a repeat lead-in, we're doing very well. When we get our live 90210 to start us off, then it's going to be a lot better.

Question: Can you drop any hints about future developments? Or even, about who killed Teri?

South: It's hard in this kind of show. Only to say that, the relationships between mother, daughter, and lover get more complicated. And everything continues to get "a little more." Things are thrown up in the air, so that for a while, at this poor company, Models, Inc., you wonder how they'll ever put it back together. It gets very intense. The murder will be solved, and it will be someone no one expects, but it will make sense. And also, we are going to introduce some new characters, some new regulars coming on.

Question: Is there anything we should have talked about, but didn't?

South: We're having fun here, making it. Chuck Pratt and the writing staff are working their rear ends off, as are all of our actors and directors and everyone. We're not a cynical bunch.You get the feeling when you read things, sometimes, that we're just a cold, calculating bunch of people, writing something that doesn't have any heart. And I guess, what we feel, is that we care so much about our characters, and are having so much fun, that we just hope people come along with us.

[end of interview]

Interview originally appeared in The "MODELS, INC." FAN CLUB NEWSLETTER, distributed world-wide on Compuserve, America Online, and the Internet. Date: Issue #1, August, 1994. Newsletter Editor: Scott Palmer, 72250.1655@compuserve.com