In June, we got "Models Inc." on Fox. Last year, it was "Trade Winds" on NBC. The year before, "2000 Malibu Road" on CBS.

The latest prime-time serial, "Hotel Malibu," has the same surface ingredients--a coastline, beautiful people and sizzling situations--but this time out producers say they won't feed viewers mind candy.

If comparisons are to be made, "Hotel Malibu's" creators prefer "Upstairs, Downstairs." Yes, that highbrow British import that originally aired on public TV in the '70s. The inhabitants of "Hotel Malibu" offer a contrast in class also: The wealthy, glamorous resort hotel owners--the Mayfield family--and their minimum-wage employees, always hustling to keep the guests happy.

"This is about the status and separation, the ambition and envy and lust," says Bernard Lechowick, who created the series with his wife, Marie Latham. "You see the distinctions (between upstairs and downstairs), but there tends to be this team effort in front of the guests."

In the opener, Jack Mayfield (John Dye) plots a way to shut down the hotel and gain his inheritance early. His mother, Ellie Mayfield (Joanna Cassidy) is oblivious to all of this, as is his idealistic sister, Stevie (Cheryl Pollak). Downstairs, meanwhile, a maid beds a guest.

The backdrop to all of this above- and below-board activity is a hotel with a sweeping ocean view, tall palms, tennis courts and pools. (Redondo Beach's Portofino Inn serves as the Malibu location.) And then there are the beautiful physiques: Men with washboard abs, women with long legs and not a trace of cellulite.

Still sound like a soap? It might, but cast members say the show's dialogue is literate, witty and crisp.

For example, Jack Mayfield shoots back at his sister when she appears to have designs on the hotel bartender: "You can romanticize the working class, but you don't want to have dinner with the waiter."

"There's a snappy repartee," Cassidy says. "They write it in very lyrical ways. It's almost difficult to remember the lines. It's not melodramatic."

Even more, Lechowick and Latham--who were responsible for "Homefront" and "Second Chances"--got many of their ideas for the show from rank-and-file, real-life hotel workers, not people from the posh worlds of the Hiltons or the Trumps. For years, the couple when the couple went on vacation they interviewed bellhops and doormen, bartenders and maids.

"The most astonishing thing about it was everyone in the hotel business liked their line of work," says Lechowick, who also is the show's executive producer with Latham. "The salaries are not very high, but the people are happy. They are happy for the variety of life, the variety of incident, the people they come in contact with."

The couple also found that workers put on two faces: very cordial in front of guests and managers; another, more bawdy, when they were in their personal space.

Just take it from Harry O'Reilly, who plays head bartender Harry Radzimski.

"I once worked at a reception hall in Brooklyn, and the downstairs really resented the upstairs," says O'Reilly, a regular on "Homefront." "We'd go back and bad-mouth everyone in the room. We would be back eating all the food."

Behind his back, Radzimski calls boss Jack Mayfield "Lord of the Manor," and yearns to punch him out. But in his presence, it's, "Yes, sir."

Not that the show will dwell on backroom chatter. The characters have weighty problems. Harry's assistant, Melinda Lopez (Jennifer Lopez), was hired for her looks, and has never mixed a drink. But her character's got a dilemma: She's a virgin.

"It's not an unusual thing to Latino culture, but it will be an unusual thing to a lot of people out there," Lopez says. "At this point in her life, she's a little uncomfortable because she knows that everyone around her has done it."

Lopez and Pepe Serna, who plays her overbearing father in the show, re-create their roles from "Second Chances," the CBS drama that was pulled from the schedule because its sets were extensively damaged in the January earthquake. Producers wanted to keep the Lopezes, one of television's few middle-class, Mexican-American families.

"The Latinos loved my character because he is a strict disciplinarian and he shows the Old World values that some 90-odd percent of the Latinos have in the United States," Serna says. "He just doesn't believe that this is a place where a young woman should be working. But she wants to spread her wings without me being over her shoulder all of the time."

To be sure, there is room for the blonde, and she causes her share of trouble. Harry's conniving sister Nancy (Romy Walthall) gets a job at the hotel as a maid, but she thinks she should own the place. She's on the prowl for a powerful man. ("No married men, definitely, no smokers, no minimum-wage types, no more musicians," Nancy proclaims in the show.)

"She's completely streetwise," says Walthall, dressed in her maid's uniform. "She wants a lot. But her means of getting it are different that most people's."

If all of this still sounds like summer fluff, there's one final way to separate this from the "Dynasties" of TV.

"We don't have a lot of shoulder pads," Dye says wryly. "That's the difference. We go easy on the shoulder pads."

"Hotel Malibu" premieres Thursday at 10 p.m. on CBS.

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