UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 9)

VSI Holdings, Inc. (VIS-AMEX)

Common Stock, par value $0.01

918322 10 8

Steve Toth, Jr.
2100 N. Woodward Ave., West 201, Bloomfield Hills, MI 48304
(248) 644-0500

September 1999

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the box. []

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13D

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1)	Names of Reporting Person. I.R.S. Identification Nos. of above persons (entities only). Steve Toth, Jr. (S.S. # ###-##-####)
2)	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ___ (b) ___
3)	SEC Use Only
4)	Source of Funds (See Instructions) WC
5)	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
6)	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With	(7)	Sole Voting Power	14,315,226 (43.83% of 32,660,218 shares)
	(8)	Shared Voting Power	12,922,996 (39.57%)
	(9)	Sole Dispositive Power	14,315,226 (43.83%)
	(10)	Shared Dispositive Power	12,922,996 (39.57%)

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13D

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Item 1. Security and Issuer.

The Item 1 response is restated in its entirety as follows:

This Amendment No. 9 to the Statement on Schedule 13D dated January 14, 1994, as amended by Amendment No. 1 dated February 26, 1994, Amendment No. 2 dated September 8, 1995, Amendment No. 3 dated February 18, 1997, Amendment No. 4 dated July 30, 1997, and Amendment No. 5 dated November 19, 1997, Amendment No 6A dated May 21, 1999, Amendment No. 7 dated August 16, 1999 and Amendment No. 8 dated September 10, 1999, relates to the Common Stock, par value $.01 per share, of VSI Holdings, Inc. ("VSI"), a Georgia corporation, the principal address of which is 2100 North Woodward Ave., Suite 201 West, Bloomfield Hills, MI 48304.

Item 2. Identity and Background.

The Item 2 response is restated in its entirety as follows:

This Amendment No. 9 is filed by Steve Toth, Jr. ("Toth"), whose business address is 2100 North Woodward Ave., Suite 201 West, Bloomfield Hills, Michigan 48304. Toth is President of VSI and a United States citizen. During the last five years, Toth has not been convicted in a criminal proceeding and has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation thereof.

Item 3. Source and Amount of Funds or Other Consideration.

The Item 3 response incorporates all previous filings of Toth and is hereby amended by adding the following:

The transactions reported by this Amendment No. 9 occurred between September 2 and 28, 1999. CLT, a Michigan partnership of which Toth is controlling partner ("CLT"), purchased 92,000 shares on the open market at $4.4736 average per share. CLT used its own, not borrowed, monies to fund the $411,570 purchase of the 92,000 shares.

Item 4. Purpose of Transaction.

The Item 4 response is not amended in any way.

Item 5. Interest in Securities of the Issuer.

The Item 5 response incorporates all previous filings of Toth and is hereby amended by adding the following:

(a) As of the date of this Amendment No. 9, Toth beneficially owned 27,238,222 shares, or approximately 83.40% of the 32,660,218 outstanding (excluding 300,250 treasury shares):

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13D

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(1)	Toth is deemed to have the sole right to vote and dispose of the 1,388,053, 600,850, 11,826,323, and 500,000 shares (14,315,226 total; 43.83%) owned by (i) CLT, (ii) Toth as trustee of a Trust Agreemtent dated December 20, 1976 f/b/o Steve Toth, Jr. (the "76 Trust"),(iii) Toth as trustee of a Trust Agreement dated July 9, 1983 f/b/o Steve Toth, Jr., and (iv) Toth as Executive Director of the Foundation, respectively, because as owner, controlling partner or trustee, Toth has sole voting and dispositive powers over those 14,315,226 shares
(2)	The 11,912,199 and 1,010,797 shares (12,922,996 total; 39.57%) are owned by Toth's spouse as trustee of (i) a Trust Agreement dated September 1, 1976 for the benefit of Toth's adult daughter and (ii) a Trust Agreement dated July 9, 1982 for the benefit of Toth's spouse, respectively. Because Toth's spouse may not be reasonably expected to oppose Toth's initiatives, Toth is deemed to have shared voting and dispositive powers over those 12,922,996 shares.
(3)	Toth has assigned to CLT the right to exercise the remaining 425,000 option shares which CLT may purchase from VSI before May 5, 2000 at $.15625 per share. The option shares will not be included with CLT's holdings until exercised. See Exhibits I and II.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

None.

Item 7. Materials to Be Filed as Exhibits.

None.

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13D

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After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: October 12, 1999	/S/ Steve Toth Jr.
	Steve Toth, Jr.

Exhibit Index Required by Rule 0-3(c)

Exhibit	Sequential Page Number in Numbering System Required by Rule 0-3 (b)
Exhibit I. Stock Option Agreement dated as of May 6, 1993.	Pages 6-12 of Schedule 13D dated January 14, 1994.
Exhibit II. First Amendment to Stock Option Agreement dated as of December 30, 1993, executed on January 18, 1994.	Page 7 of Amendment No. 1 dated February 26, 1994.