NEVSTAR CORP
STOCK PURCHASE AGREEMENT
<DOCUMENT>
<TYPE>EX-10.1
<SEQUENCE>2
<FILENAME>nevstar8kex101112006.txt
<DESCRIPTION>STOCK PURCHASE AGREEMENT
<TEXT>

                                                                    Exhibit 10.1

                            STOCK PURCHASE AGREEMENT


         THIS STOCK PURCHASE  AGREEMENT  (this  "Agreement") is made and entered
into as of the  17th  day of  November,  2006 by and  between  Halter  Financial
Investments,  L.P., a Texas limited  partnership  ("Purchaser"),  maintaining an
address at 12890 Hilltop Road, Argyle, Texas 76226, and Nevstar  Corporation,  a
Nevada corporation (the "Company"), also maintaining an address at 12890 Hilltop
Road, Argyle, Texas 76226.

                              W I T N E S S E T H:

         WHEREAS, the Company desires to sell to Purchaser and Purchaser desires
to purchase from the Company a total of 723,641 newly issued,  restricted shares
(the "Shares") of the common  capital stock of the Company,  par value $0.01 per
share,  upon the terms,  provisions,  and conditions  and for the  consideration
hereinafter set forth; and

         NOW,  THEREFORE,  for and in  consideration  of the premises and mutual
covenants  and  agreements   contained   herein  and  other  good  and  valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto do hereby represent, warrant, covenant, and agree as follows:

Section 1. Issuance and Sale of Shares.

         Based upon the representations,  warranties,  and covenants and subject
to the terms,  provisions,  and  conditions  contained  in this  Agreement,  the
Company  agrees to sell and deliver the Shares to  Purchaser,  free and clear of
all liens, pledges,  encumbrances,  security interests,  and adverse claims, and
Purchaser  agrees to purchase the Shares from the Company for the  consideration
hereinafter set forth.

Section 2. Purchase Price.

         The total purchase price to be paid to the Company by Purchaser for the
Shares is $217,092.30 (the "Purchase  Price"),  payable in cash by wire transfer
of immediately available funds or certified check.

Section 3. The Closing.

         Upon execution of this Agreement (the "Closing"), the Company shall
deliver to Purchaser a certificate(s) evidencing the Shares issued in the name
of Purchaser, and immediately upon delivery thereof, Purchaser shall deliver to
Company the Purchase Price.

Section 4. Representations and Warranties of the Company.

         In connection with the transactions contemplated by this Agreement, the
Company hereby represents and warrants to Purchaser as follows:




<PAGE>

4.1. Validity of Transaction.

         This Agreement and, as applicable,  each other  agreement  contemplated
hereby are, or upon execution will be, valid and legally binding  obligations of
the Company,  enforceable in accordance with their  respective terms against the
Company, except as limited by bankruptcy,  insolvency and similar laws affecting
creditors  generally,  and by general principles of equity. At the time that the
Shares are sold,  assigned,  transferred  and conveyed to Purchaser  pursuant to
this Agreement,  the Shares will be duly authorized,  validly issued, fully paid
and nonassessable.

4.2.     Authority.

         The execution, delivery and performance of this Agreement have been
duly authorized by the Company and will not violate any applicable federal or
state law, any order of any court or government agency or the Articles of
Incorporation or By-laws of the Company. The execution, delivery and performance
of this Agreement will not result in any breach of or default under, or result
in the creation of any encumbrance upon any of the assets of the Company
pursuant to the terms of any agreement by which the Company or any of its
respective assets may be bound.

Section 5. Representations and Warranties of Purchaser.

         Purchaser  acknowledges  and  understands  that the  Shares  are  being
acquired for  investment in a  transaction  that is considered to be exempt from
registration. In connection with the transactions contemplated hereby, Purchaser
hereby represents and warrants to the Company that:

5.1. Investment Purposes.

         Purchaser is acquiring  the Shares solely for  investment  purposes and
not with a view to, or for resale in connection with, any  distribution  thereof
or with any  present  intention  of  distributing  or selling any of the Shares,
except as allowed by the  Securities  Act of 1933,  as amended,  or any rules or
regulations promulgated thereunder (collectively, the "Act").

5.2. Disposition of Shares.

         Purchaser  will  hold  the  Shares  subject  to all  of the  applicable
provisions  of the  Act,  and  Purchaser  will not at any  time  make any  sale,
transfer, or other disposition of the Shares in contravention of said Act.

5.3. Economic Risk.

         Purchaser  acknowledges  that it must  bear  the  economic  risk of its
investment in the Shares for an indefinite  period of time since the Shares have
not been registered under the Act and therefore cannot be sold unless the Shares
are subsequently registered or an exemption from registration is available.


<PAGE>

5.4. No Public Solicitation.

         The sale of the Shares to  Purchaser  is being made  without any public
solicitation or advertisements.

5.5. Criminal Proceedings.

         Neither  the  Purchaser  and  its   respective   officers,   directors,
affiliates,  promoters nor any predecessor of the Purchaser have been subject to
or suffered any of the following:

         o        Any conviction in a criminal  proceeding or being subject to a
                  pending criminal proceeding  (excluding traffic violations and
                  other  misdemeanor  offenses)  within  ten (10) years from the
                  date hereof;

         o        Any order,  judgment  or decree,  not  subsequently  reversed,
                  suspended or vacated, of any court of competent  jurisdiction,
                  permanently or temporarily enjoining,  barring,  suspending or
                  otherwise  limiting such person's  involvement  in any type of
                  business,  securities  or banking  activities  within ten (10)
                  years of the date hereof; or

         o        Being found guilty by a court of competent  jurisdiction (in a
                  civil action),  the SEC or the CFTC to have violated a federal
                  or state  securities or commodities  law within ten (10) years
                  of the date hereof,  and the  judgment has not been  reversed,
                  suspended or vacated.

5.6. Information.

         Purchaser has received and reviewed such information as Purchaser deems
necessary to evaluate the risks and merits of its investment in the Company.

5.7.     Accredited Investor.

         Purchaser is an "accredited investor" within the meaning of rule 501 of
Regulation D promulgated under the Act.

5.8. Financial Matters Experience.

         o        Purchaser  has such  knowledge  and  experience  in  financial
                  matters as to be capable of evaluating the merits and risks of
                  an investment in the Shares.

Section 6. Conditions to the Obligations of Purchaser at Closing.

         The   obligations  of  Purchaser  at  Closing  are   conditioned   upon
satisfaction,  on or prior to such  date,  of the  following  conditions,  which
conditions  are further  conditioned  upon the delivery of the Purchase Price by
Purchaser:


<PAGE>

6.1. Stock Certificates.

         The Company shall have delivered to Purchaser  certificate(s) issued in
the name of  Purchaser  representing  the  number of Shares to be  purchased  by
Purchaser pursuant to this Agreement.

Section 7. Survival of Representations and Warranties.

         All representations,  warranties,  covenants,  and agreements contained
herein shall not be discharged or dissolved  upon, but shall survive the Closing
and shall be unaffected by any investigation made by any party at any time.

Section 8. Entirety and Modification.

         This Agreement  constitutes  the entire  agreement  between the parties
hereto with  respect to the subject  matter  hereof and  supersedes  any and all
prior  agreements  and  understandings,  whether  oral or  written,  between the
parties hereto relating to such subject  matter.  No  modification,  alteration,
amendment,  or supplement to this Agreement  shall be valid or effective  unless
the same is in writing and signed by all parties hereto.

Section 9. Successors and Assigns.

         This  Agreement  shall be binding  upon and inure to the benefit of the
respective parties hereto,  their successors and permitted  assigns,  heirs, and
personal representatives.

Section 10. Notices.

         All notices or other  communications  required or permitted to be given
pursuant  to this  Agreement  shall be in  writing  and shall be  considered  as
properly given or made if hand  delivered,  mailed from within the United States
by certified  mail,  or sent by  overnight  delivery  service to the  applicable
address appearing in the preamble to this Agreement, or to such other address as
either  party may have  designated  by like notice  forwarded to the other party
hereto.  All notices  shall be deemed given when  postmarked  (if mailed),  when
delivered to an overnight delivery service or, if hand delivered, when delivered
to the recipient.

Section 11. Severability.

         Every  provision of this Agreement is intended to be severable.  If any
term or  provision  hereof is illegal or invalid for any reason  whatever,  such
illegality or invalidity  shall not affect the validity of the remainder of this
Agreement.


<PAGE>

Section 12. Headings.

         The  headings  of this  Agreement  are  inserted  for  convenience  and
identification only, and are in no way intended to describe,  interpret,  define
or limit the scope, extent or intent hereof.

Section 13. Counterparts.

         This Agreement may be executed in any number of  counterparts,  each of
which shall be deemed an original,  but all of which together  shall  constitute
one and the same instrument.

Section 14. Legal Fees and Costs.

         If a legal action is initiated by any party to this  Agreement  against
another,   arising  out  of  or  relating   to  the   alleged   performance   or
non-performance of any right or obligation established hereunder, or any dispute
concerning the same, any and all fees, costs and expenses reasonably incurred by
each  successful  party  or his,  her or its  legal  counsel  in  investigating,
preparing for, prosecuting,  defending against, or providing evidence, producing
documents  or taking any other  action in respect of,  such action  shall be the
joint  and  several  obligation  of and  shall  be  paid  or  reimbursed  by the
unsuccessful party or parties.

Section 15. Publicity.

         Except as otherwise  required by law, none of the parties  hereto shall
issue  any  press  release  or make any  other  public  statement,  in each case
relating  to,  connected  with or arising out of this  Agreement  or the matters
contained  herein,  without  obtaining  the prior  approval  of the other to the
contents and the manner of presentation and publication thereof.

Section 16. Governing Law.

         This  Agreement  shall be governed  by and  construed  and  enforced in
accordance  with the laws of the State of Nevada without  reference to conflicts
of law provisions..

Section 17. Jurisdiction.

         Each party to this Agreement hereby  irrevocably  agrees that any legal
action  or  proceeding  arising  out of or  relating  to this  Agreement  or any
agreements or transactions  contemplated  hereby may be brought in the courts of
the State of Nevada or of the  United  States of  America  for the  District  of
Nevada and hereby  expressly  submits to the personal  jurisdiction and venue of
such courts for the purposes  thereof and expressly waives any claim of improper
venue and any claim  that such  courts  are an  inconvenient  forum.  Each party
hereby   irrevocably   consents  to  the  service  of  process  of  any  of  the
aforementioned  courts in any such suit,  action or proceeding by the mailing of
copies thereof by registered or certified mail, postage prepaid,  to the address
specified  in Section 10, such  service to become  effective  10 days after such
mailing.



<PAGE>
         IN  WITNESS  WHEREOF,  the  parties  hereto  have  duly  executed  this
agreement as of the date first written above.

PURCHASER:                             HALTER FINANCIAL INVESTMENTS, L.P.


                                       By: Halter Financial Investments GP, LLC,
                                           its general partner


                                       By: /s/ Timothy P. Halte
                                          --------------------------------------
                                          Timothy P. Halter, Chairman


THE COMPANY:                                NEVSTAR CORPORATION


                                       By: /s/ Timothy P. Halte
                                          --------------------------------------
                                          Timothy P. Halter, Sole Officer





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</DOCUMENT>
