VSI Holdings, Inc. Files Suit Against SPX Corporation

                    Asks Court to Enforce Merger Agreement

    BLOOMFIELD HILLS, Mich., Sept. 21 VSI Holdings, Inc.
(Amex: VIS) has filed a lawsuit against SPX Corporation in Oakland
County, Michigan circuit court to enforce their merger agreement.  The lawsuit
requests the court to require SPX to complete the $197 million merger
acquisition of VSIH and/or award damages to VSIH and its stockholders.

    On March 24, 2001, SPX and VSIH entered into a merger agreement pursuant
to which SPX would acquire VSIH.  On May 8, 2001, SPX delivered a notice to
VSIH stating SPX's intention to terminate the agreement.  On August 3, 2001
SPX advised VSIH that it intended to stand on its previous May 8, 2001 notice.

    The Company noted that its decision to file a lawsuit against SPX
Corporation follows an in-depth investigation of SPX's claims by VSIH and
discussions between the two companies.

    "Since entering into this merger agreement, VSIH has made every effort to
accommodate SPX and has responded quickly to their requests for information.
Unfortunately, their continued unwillingness to proceed with the merger leaves
us no alternative but to protect our shareholders by seeking a legal remedy,"
stated Steve Toth Jr., Chief Executive Officer of VSI Holdings.

    About VSI Holdings, Inc.

    The VSI Networks provide customer relationship management services,
Internet/Intranet communications, education and training, and
edutainment/entertainment.  The company employs over 1,000 professionals
through its networks and offers integrated marketing services using a wide
range of technology-driven alternatives.

    The spectrum of services of the Networks include concept development
through implementation of Web-based offerings including seamless CRM/e-
commerce integration, customer interaction center and back-end fulfillment;
long-form cable programming; interactive satellite-driven and Web-based
education and e-learning; integrated logistics and distribution; database
management; site-based marketing and touring events.  Information about VSI
Holdings is available on their Web site at http://www.vsiholdings.com .

    Certain statements included in this press release are forward looking
statements within the meaning of Section 27A of the Securities Act of 1933, as
amended and Section 21E of the Securities Exchange Act of 1934, as amended,
and are subject to the safe harbor created thereby.  These statements involve
a number of risks, uncertainties, and other factors including potential
changes in market conditions that could cause actual results to differ
materially.  Please refer to the Company's filings with the Securities and
Exchange Commission for a discussion of certain important factors that relate
to forward looking statements contained herein.  Although the Company believes
that the expectations reflected in any such forward looking statements are
reasonable, it can give no assurance that such expectations will prove to be
correct.