Models Inc.

Tired of Hillary's influence, Teri decides to quit Models Inc. and negotiate her own contracts. During an agency party, a drunken Teri plunges off a high-rise building to her death. It is initially believed to be a suicide, but soon ruled a murder. The suspects include Hillary, because of her anger about the financial losses she will suffer due to Teri's departure; Brian, whose advances she spurned; and Carrie, whom Teri taunted about her spiraling career and the child she gave up for adoption. Sarah moves out of Jo Reynolds' apartment and into the agency's beach house with the other models. She teases her friends Jake and Jo about their confused relationship before heading on her way. David immediately takes a special interest in Sarah, sparking jealousy in Julie. Sarah tries to win over Julie by helping her expose a photographer who promised career advances in exchange for sex. Julie goes on a drinking binge during a New York audition and loses the gig to Sarah. She accuses Sarah of

A scuffle erupts at Teri's funeral. Hillary angers David by ordering him away from Sarah; she considers their relationship unprofessional. Hillary tries to put the moves on Lt. Soto, who is heading up the investigation of Teri's murder. She insists that her attraction to him has nothing to do with the fact that she is the prime suspect. Carrie learns her son's whereabouts and makes a ""business proposition"" to his adopted father. Julie acquires a bad reputation following the incident in New York. Eric blackmails Linda with a porn video she once appeared in.

Sarah, still haunted by memories of an abusive relationship, pushes David away. He gets drunk and sleeps with Julie, who is stung when he calls their night together a mistake. Hillary and Lt. Soto consummate their relationship, complicating the murder investigation. Carrie meets her son, Kyle. Eric uses Linda to help him make connections in the music business. He continues to hold the illicit tape over her head.

Brian becomes attracted to Sarah and objects to her relationship with David. Sarah again backs away from David, who tries to prove himself with a sudden proposal. Julie breaks up their quickie wedding and reveals that David slept with her. Carrie and Paul grow closer during a photo shoot in Cabo San Lucas. Eric receives an offer from a record company, but expects Linda to finance him.

Cynthia Nichols, a confident African-American model, joins the agency. When Eric demands more money from Linda, she turns him down and finally dumps him. She moves into the beach house. Julie succeeds in keeping Sarah and David apart. Paul's wife orders Carrie to keep away from her family, but Carrie continues to move in on Paul and Kyle. Suspicion in the murder case falls on Brian because of his obsession with Teri. Stephanie, the agency's receptionist, provides him with an alibi. She is crushed when Brian ignores her to pursue Sarah. Hillary is jailed for the crime, while the real killer executes a violent attack on David.

With Hillary and David out of commission, Julie seizes control of the agency. She reassigns one of Sarah's jobs to Linda. Linda is concerned after Marcia Carson launches into a tirade about Carrie. Kyle objects to Carrie's interference with his parents' marriage. Linda tries to move on with her life; she begins seeing Chris White, the handsome heir to a soap company. Brian seeks a relationship with Sarah, but cannot get over his feelings for Teri. Stephanie offers to finance Eric's demo tape. He later pays a visit to a loan shark.