DecisionOne Reports Second Quarter Results.

FRAZER, Pa.--(BUSINESS WIRE)--Jan. 22, 1997--DecisionOne Holdings Corp. (Nasdaq: DOCI) today announced results for the fiscal second quarter and the six months ended December 31, 1996.

For the three months ended December 31, 1996, net income, excluding special charges, was $7.4 million, or $0.25 per share compared to $4.8 million, or $0.21 per share, a year ago. Operating income before the charges increased 29% to $16.6 million from $12.9 million for the comparable period a year earlier. Including the effects of special charges in each of the respective quarters, reported net income was $5.0 million, or $0.17 per share, compared to $0.6 million, or $0.03 per share a year ago. Revenues rose 28% to $191.3 million from $149.7 million for the same quarter a year ago, primarily as a result of the acquisitions of the computer service business of Memorex Telex ("MT") in November 1996 and of Bell Atlantic Business Systems Services ("BABSS") in October 1995.

For the six months ended December 31, 1996, net income, excluding special charges, was $12.9 million or $0.43 per share, compared to $9.2 million, or $0.40 per share, for the same period a year ago. Operating income before special charges increased 41% to $29.3 million from $20.8 million for the comparable period a year earlier. Including the effects of special charges in each of the respective periods, reported net income was $10.4 million, or $0.35 per share, compared to $5.0 million, or $0.22 per share a year ago. Revenues rose 87% to $367.7 million from $196.5 million for the same six month period a year ago, primarily as a result of the MT and BABSS acquisitions.

In the second quarter of fiscal 1997, DecisionOne recorded a special pre-tax charge of $4.3 million, or $0.08 per share, resulting from the MT acquisition. The charge reflects employee severance expenses and unutilized lease losses. The Company recorded similar charges, totaling $7.0 million, or $0.18 per share, in the comparable quarter a year earlier, resulting from the BABSS acquisition.

Ken Draeger, Chairman and Chief Executive Officer of DecisionOne, commented, "The integration of Memorex Telex is well underway and performing consistent with our expectations. Strategic acquisitions, like the Memorex Telex deal, remain a key focus for DecisionOne, as we believe acquisition opportunities, combined with strong marketing efforts and steady operating improvements, will continue to fuel the Company s growth. Our objective continues to be to achieve per share earnings for the 1997 fiscal year, exclusive of special charges, in the range of $1.10 to $1.30."

Stephen J. Felice, President of the Company, added, "We are pleased with this quarter s improvement in operating margin which we were able to generate as a result of efficiency gains. Additionally, we are encouraged with the recent new contract bookings and with the sales pipeline that has been developing."

DecisionOne is the largest independent provider of multivendor computer maintenance and technology support services in North America. The Company provides support for a broad range of computing environments, from the data center to the desktop. DecisionOne supports in excess of 15,000 hardware products from more than 1,000 original equipment manufacturers, as well as more than 150 shrink- wrapped software applications.

This press release contains, in addition to historical information, forward-looking statements that involve risks and uncertainties. These include statements regarding the Company's growth and expansion plans. Such statements are based on management's current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ materially from those described in the forward-looking statements. Factors that may cause such a difference include, but are not limited to, those described under "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 1996. -0-

                     DecisionOne Holdings Corp.
                Consolidated Statements of Operations
              (In Thousands, Except Per Share Amounts)
                             (Unaudited)

                            Three Months Ended     Six Months Ended
                           12/31/96   12/31/95    12/31/96   12/31/95

Revenues                   $191,253   $149,703    $367,679   $196,494
Cost of Revenues            143,032    111,479     277,597    142,746
   Gross Profit              48,221     38,224      90,082     53,748

Operating Expenses:
  Selling, General &
Administrative (1)           30,381     28,533      54,650     34,216
  Amortization of
   Intangibles                5,552      3,799      10,471      5,745
Total Operating Expenses     35,933     32,332      65,121     39,961

  Operating Income           12,288      5,892      24,961     13,787

Interest Expense,
  Net of Interest Income      3,747      4,840       7,015      5,419

Income Before Income Taxes    8,541      1,052      17,946      8,368

Provision for Income Taxes    3,587        414       7,537      3,344

   Net Income             $   4,954    $   638     $10,409    $ 5,024

Per Common Share:
Net Income Before
  Special Charge              $0.25     $  0.21    $   0.43    $  0.40
Special Charge                (0.08)      (0.18)      (0.08)     (0.18)
Net Income                    $0.17       $0.03    $   0.35    $  0.22

Weighted Average Number
of Common Shares and Equivalent
Shares Outstanding           29,753      23,223      30,059     23,292

    (1) Includes special charges for employee severance and
unutilized lease losses of $4.3 million, or $0.08 per share, for the
three and six month periods ending December 31, 1996 and $7.0
million, or $0.18 per share, for the three and six month periods
ending December 31, 1995, respectively.

CONTACT: DecisionOne Press Office

Bill Wohl, 610/296-6081

or

Morgen-Walke Associates

Betsy Brod/Alex Gleeson (Investor Relations)

Stan Froelich, 212/850-5600 (Press Relations)