EXHIBIT 4.25

                                                                      99Davric#1

"THIS  WARRANT  AND THE  SECURITIES  ISSUABLE  UPON  EXERCISE  HEREOF  HAVE BEEN
ACQUIRED FOR  INVESTMENT  AND NOT WITH A VIEW TO OR FOR SALE IN CONNECTION  WITH
THE DISTRIBUTION  HEREOF. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE
HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR
ANY STATE  SECURITIES  LAWS,  AND MAY NOT BE  PLEDGED,  SOLD,  OFFERED FOR SALE,
TRANSFERRED,  OR OTHERWISE  DISPOSED OF IN THE ABSENCE OF REGISTRATION  UNDER OR
EXEMPTION FROM SUCH ACT AND ALL APPLICABLE STATE SECURITIES LAWS."

                             STOCK PURCHASE WARRANT

                 RIGHT TO PURCHASE 30,000 SHARES OF COMMON STOCK

THIS CERTIFIES THAT Davric  Corporation and all registered and permitted assigns
("Holder") is entitled to purchase,  on or before June 30, 2004, THIRTY THOUSAND
(30,000)  shares of the common stock  ("Common  Stock" or "Shares") of VALUESTAR
CORPORATION (the "Corporation" or "Company") upon exercise of this Warrant along
with  presentation of the full purchase price as provided  herein.  The purchase
price of the common stock upon exercise  (the "Warrant  Shares") is equal to One
Dollar and Fifty Cents ($1.50) per share (the "Exercise Price").

1. Exercise.

This Warrant may be exercised one or more times, in whole or minimum  increments
of 10,000  shares (or the balance of the  Warrant),  on any  business  day on or
before the expiration date listed above by presentation  and surrender hereof to
the Corporation at its principal  office of a written  exercise  request and the
Exercise  Price in lawful money of the United States of America in the form of a
wire  transfer  or  certified  or  official  bank check for the  Warrant  Shares
specified in the exercise  request.  If this Warrant should be exercised in part
only, the Company shall,  upon surrender of this Warrant,  execute and deliver a
new Warrant  evidencing  the rights of the Holder hereof to purchase the balance
of the Warrant Shares purchasable hereunder.  Upon receipt by the Corporation of
an exercise  request and  representations,  together with proper  payment of the
Exercise Price,  at such office,  the Holder shall be deemed to be the holder of
record of the Warrant Shares,  notwithstanding  that the stock transfer books of
the  Corporation  shall then be closed or that  certificates  representing  such
Warrant  Shares  shall  not  then  be  actually  delivered  to the  Holder.  The
Corporation  shall pay any and all  transfer  agent fees,  documentary  stamp or
similar  issue or transfer  taxes payable in respect of the issue or delivery of
the Warrant Shares.

2. Redemption of Warrants.

The Corporation may elect on one occasion,  by written notice as provided herein
(the "Company Notice"), to redeem all of this Warrant, in whole but not in part,
on any date (the "Redemption  Date") fixed by the Company at a price of $.01 per
effective  Warrant Share (the  "Redemption  Price")  following  such time as the
Closing Bid Price (as defined  below) of the Company's  Common Stock for the ten
(10)  consecutive  Trading Days (as defined below) equals or exceeds $5.00 (Five
Dollars) per common share (Minimum Trading Price); provided,  however, that this
Warrant  may be  exercised  by the  Holder  at any  time  prior  to  5:00  p.m.,
California time, on the business day immediately preceding the Redemption Date.

For  purposes  hereof,  (i) the term  "Trading  Day" shall mean any day on which
securities are traded on the applicable securities exchange or in the applicable
securities market; and (ii) the term "Closing Bid Price" in respect of a Trading
Day shall mean the reported last closing bid price,  on the  principal  national
securities  exchange  on which  the  Common  Stock of the  Company  is listed or
admitted to trading  or, if not listed or  admitted  to trading on any  national
securities  exchange,  on the Nasdaq Stock Market or, if not admitted to trading
or  quoted  on  the  Nasdaq  Stock   Market,   the  closing  bid  price  in  the
over-the-counter  market as furnished by any quotation medium or any member firm
of a national  securities exchange or the Nasdaq Stock Market selected from time
to time by the Company for that purpose.

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The  Company  shall  provide  at  least 10 days  written  notice  to the  Holder
("Company  Notice")  prior to the  Redemption  Date  specified  in such  written
notice.

3. Adjustment of Exercise Price and Number of Shares  Deliverable  Upon Exercise
of Warrant.

The Exercise Price,  Redemption  Price,  Minimum Trading Price and the number of
Shares  purchasable  upon the exercise of this Warrant are subject to adjustment
from  time  to  time  upon  the  occurrence  of the  events  enumerated  in this
paragraph.

(a) In case the Corporation shall at any time after the date of this Warrant:

         (i)      Pay a dividend  of its  shares of its  Common  Stock or make a
                  distribution in shares of its Common Stock with respect to its
                  outstanding Common Stock;

         (ii)     Subdivide its outstanding shares of Common Stock;

         (iii)    Combine its outstanding shares of Common Stock; or

         (iv)     Issue any other shares of capital stock by reclassification of
                  its shares of Common Stock;

the  number of Warrant  Shares in effect at the time of the record  date of such
dividend, subdivision, combination, or reclassification shall be proportionately
adjusted so that Holder  shall be entitled to receive the  aggregate  number and
kind of shares which,  if this Warrant had been  exercised  prior to such event,
Holder  would have  owned upon such  exercise  and been  entitled  to receive by
virtue of such dividend,  subdivision,  combination,  or reclassification.  Such
adjustment  shall be made  successively  whenever  any event  listed above shall
occur.

If shares of the Corporation's common stock are subdivided into a greater number
of shares of common  stock,  the  Exercise  Price and  Redemption  Price for the
Warrant  Shares upon exercise of this Warrant shall be  proportionately  reduced
and the  Warrant  Shares  shall be  proportionately  increased  and the  Minimum
Trading  Price  proportionately  reduced;  and  conversely,  if  shares  of  the
Corporation's  common stock are combined  into a smaller  number of common stock
shares, the Exercise Price,  Redemption Price and Minimum Trading Price shall be
proportionately  increased,  and the  Warrant  Shares  shall be  proportionately
decreased.

(b) In case the Corporation  shall fix a record date for the issuance of rights,
options,  or warrants or make a  distribution  of shares of Common  Stock to all
(but not less than all) holders of its  outstanding  Common Stock entitling them
to subscribe for or purchase  shares of Common Stock (or securities  convertible
into shares of Common Stock) at a price per share (or having a conversion  price
per share,  if a security  convertible  into Common  Stock) less than the market
price of the shares (based on the closing bid price on the record date on NASDAQ
or a listed securities exchange of the Corporation's Common Stock, or if no such
quote is available,  the  shareholders  equity on the date of the last financial
statement  divided  by the  total  number of shares  outstanding)  (the  "Market
Price"),  the  Exercise  Price to be in effect  after such  record date shall be
determined by multiplying the then current Exercise Price in effect  immediately
prior to such  record date by a fraction,  of which the  numerator  shall be the
number of shares of Common Stock outstanding on such record date plus the number
of shares of Common Stock which the aggregate offering price of the total number
of shares of Common Stock so to be offered (or the aggregate initial  conversion
price of the  convertible  securities so to be offered)  would  purchase at such
Market  Price  and of which  the  denominator  shall be the  number of shares of
Common  Stock  outstanding  on such  record  date plus the number of  additional
shares of Common Stock to be offered for subscription or purchase (or into which
the  convertible  securities so to be offered are initially  convertible).  Such
adjustment shall be made successively  whenever such a record date is fixed; and
in the event that such rights or warrants are not so issued,  the Exercise Price
shall again be adjusted to be the  Exercise  Price which would then be in effect
if such record date had not been fixed.

4. Investment Representation.

Neither this Warrant nor the Warrant  Shares  issuable upon the exercise of this
Warrant have been  registered  under the  Securities  Act of 1933,  or any state
securities laws. The Holder acknowledges by acceptance of the Warrant that as of
the date of this Warrant and at the time of exercise  (a) he has  acquired  this
Warrant or the Warrant Shares, as the case may be, for investment and not with a
view to distribution;  and either (b) he has a pre-existing personal or business
relationship with the Corporation,  or its executive  officers,  or by reason of
his  business or  financial  experience  he has the  capacity to protect his own
interests  in  connection  with  the  transaction;  and (c) he is an  accredited
investor  as that  term  is  defined  in  Regulation  D  promulgated  under  the
Securities Act. The Holder agrees that any Warrant Shares issuable upon exercise
of  this  Warrant  will  be  acquired  for  investment  and  not  with a view to
distribution and such Warrant Shares will not be registered under the Securities
Act and applicable  state  securities laws and that such Warrant Shares may have
to be held

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indefinitely  unless they are  subsequently  registered  or qualified  under the
Securities Act and applicable  state  securities laws or, based on an opinion of
counsel  reasonably  satisfactory  to the  Corporation,  an exemption  from such
registration and qualification is available.  The Holder, by acceptance  hereof,
consents to the placement of the following restrictive legends, or substantially
similar  legends,  on  each  certificate  to be  issued  to  the  Holder  by the
Corporation  in  connection  with the  issuance of such Warrant  Shares:  "THESE
SECURITIES  HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO OR FOR SALE
IN CONNECTION  WITH THE  DISTRIBUTION  HEREOF.  THESE  SECURITIES  HAVE NOT BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES
LAWS, AND MAY NOT BE PLEDGED, SOLD, OFFERED FOR SALE, TRANSFERRED,  OR OTHERWISE
DISPOSED OF IN THE ABSENCE OF REGISTRATION  UNDER OR EXEMPTION FROM SUCH ACT AND
ALL APPLICABLE STATE securities LAWS."

5. Registration Rights.

Holder  shall have the  right,  at any time and from time to time until June 30,
2004, to include all of the shares purchased or purchasable upon the exercise of
this Warrant ( the "Registrable  Shares") within any  Registration  Statement of
the  Corporation  filed by the  Corporation  covering shares of its Common Stock
other than a  Registration  Statement  filed solely with respect to any employee
benefit plan of the  Corporation or an offering solely related to an acquisition
or for  which  such  Registrable  Shares  cannot,  in the sole  judgment  of the
Company,  be  appropriately  registered.  The  Corporation  shall  promptly give
written  notice to Holder of any intended  registration  of its Common Stock not
less  than  thirty  (30) days  prior to the  anticipated  effective  date of the
Registration  Statement,  and Holder shall,  within fifteen (15) days of receipt
thereof,  notify the Corporation of the number of Registrable  Shares it desires
to include in the Registration Statement. The number of Registrable Shares which
may be  included  by  the  Holder  in any  such  Registration  Statement  may be
restricted  by the  Corporation  if,  (i) in the  opinion  of the  Corporation's
managing underwriter, the number of shares proposed to be sold by the Holder and
by the Corporation in such offering  exceeds the number of securities  which can
be sold in such  offering or (ii) in the sole opinion of the  Corporation,  such
registration  would  conflict  with the  rights or  impair  the  success  of any
registration  effected by the Corporation,  whether pursuant to the registration
rights granted under that certain  Shareholders  Agreement dated March 31, 1999,
and any amendments  thereto or otherwise.  In such event, the Registrable Shares
of Holder to be included within such Registration Statement shall not exceed the
number  approved for inclusion  therein by the  Corporation  and/or its managing
underwriter in their sole  discretion.  Except for the expenses of each Holder's
underwriting fees, discounts, or commissions relating to its sale of Registrable
Shares,  all costs or expenses,  incident to the registration,  qualification or
listing of such  securities  shall be paid by the  Corporation.  The Corporation
shall comply with all reasonable  requests of Holder made in connection with the
registration,  qualification,  listing or sale of  Registrable  Shares under the
provisions set forth herein.

Each  Holder  of  Warrants  and  Warrant  Shares  to be  sold  pursuant  to  any
Registration Statement (each, a "Distributing Holder") shall severally,  and not
jointly,  indemnify and hold harmless the Company,  its officers and  directors,
each  underwriter  and each  person,  if any,  who controls the Company and such
underwriter,  against any loss, claim,  damage,  expense or liability,  joint or
several,  as  incurred,  to  which  any of them may  become  subject  under  the
Securities  Act or any other  statute or at common  law, in so far as such loss,
claim,  damage,  expense or liability (or actions in respect thereof) arises out
of or is based upon any untrue  statement  or alleged  untrue  statement  of any
material fact  contained in any such  Registration  Statement,  any  preliminary
prospectus or final prospectus contained therein, or any amendment or supplement
thereto,  or any omission or alleged  omission to state  therein a material fact
required to be stated  therein or necessary to make the statements  therein,  in
light of the circumstances  under which they were made, not misleading,  in each
case to the  extent,  but only to the  extent,  that such  untrue  statement  or
alleged  untrue  statement or omission or alleged  omission was made in reliance
upon and in conformity with written information furnished to the Company by such
Distributing Holder specifically for use therein. Such Distributing Holder shall
reimburse  the Company,  such  underwriter  and each such  officer,  director or
controlling person for any legal or other expenses reasonably incurred by any of
them in  connection  with  investigating  or defending  any such  liability,  as
incurred.  Notwithstanding  the  foregoing,  such indemnity with respect to such
preliminary  prospectus or such final  prospectus shall not inure to the benefit
of the  Company,  its  officers  or  directors,  or such  underwriter  (or  such
controlling  person of the Company or the  underwriter) if the person  asserting
any such loss, claim, damage, expense or liability purchased the securities that
are the subject  thereof and did not receive a copy of the final  prospectus (or
the final  prospectus as then amended,  revised or  supplemented) at or prior to
the time such furnishing is required by the Securities Act in any case where any
such  untrue  statement  or  omission  of  a  material  fact  contained  in  the
preliminary  prospectus was corrected in the final  prospectus (or, if contained
in the final prospectus,  was subsequently  corrected by amendment,  revision or
supplement).
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6. Public Offering Lock-Up.

In connection  with any public  registration of this Company's  securities,  the
Holder (and any transferee of Holder) agrees, upon the request of the Company or
the  underwriter(s)   managing  such  underwritten  offering  of  the  Company's
securities,  not to sell, make any short sale of, loan, grant any option for the
purchase of, or otherwise  dispose of this Warrant,  any of the shares of Common
Stock  issuable  upon  exercise of this Warrant or any other  securities  of the
Company heretofore or hereafter acquired by Holder (other than those included in
the  registration)  without  the prior  written  consent of the Company and such
underwriter(s),  as the case may be, for a period of time not to exceed fourteen
(14) days before and one hundred  eighty (180) days after the effective  date of
the  registration.  Upon request by the Company,  Holder (and any  transferee of
Holder)  agrees  to enter  into  any  further  agreement  in  writing  in a form
reasonably satisfactory to the Company and such underwriter(s).  The Company may
impose stop-transfer  instructions with respect to the securities subject to the
foregoing  restrictions  until the end of said 180-day period. Any shares issued
upon exercise of this Warrant shall bear an appropriate  legend referencing this
lock-up provision.

7. Loss, Theft, Destruction or Mutilation of Warrant.

Upon receipt by the Corporation of evidence reasonably satisfactory to it of the
loss, theft, destruction or mutilation of any Warrant or stock certificate,  and
in case of loss,  theft or  destruction,  of  indemnity  or security  reasonably
satisfactory to it, and upon  reimbursement to the Corporation of all reasonable
expenses incidental thereto, and upon surrender and cancellation of such Warrant
or stock certificate,  if mutilated, the Corporation will make and deliver a new
Warrant or stock certificate of like tenor and dated as of such cancellation, in
lieu of this Warrant or stock certificate.

8. Assignment.

With  respect to any offer,  sale or other  disposition  of this  Warrant or any
underlying  securities,  the Holder will give written notice to the  Corporation
prior thereto,  describing  briefly the manner thereof,  together with a written
opinion of such Holder's  counsel,  to the effect that such offer, sale or other
distribution  may be effected without  registration or qualification  (under any
applicable federal or state law then in effect).  Furthermore,  no such transfer
shall  be made  unless  the  transferee  meets  the  same  investor  suitability
standards set forth in Section 4 of this Warrant.  Promptly upon  receiving such
written  notice  and  reasonably  satisfactory  opinion,  if so  requested,  the
Corporation,  as promptly  as  practicable,  shall  notify such Holder that such
Holder  may  sell  or  otherwise  dispose  of  this  Warrant  or the  underlying
securities,  as the case may be, all in accordance with the terms of the written
notice delivered to the Corporation.  If a determination  has been made pursuant
to this  Section 6 that the opinion of counsel for the Holder is not  reasonably
satisfactory  to the  Corporation,  the  Corporation  shall so notify the Holder
promptly after such  determination  has been made. Each Warrant thus transferred
shall bear the same legends appearing on this Warrant, and underlying securities
thus  transferred  shall bear the legends required by Section 4. The Corporation
may issue stop transfer  instructions  to its transfer agent in connection  with
such  restrictions.  Warrants and  underlying  securities  issued upon transfers
after the  expiration  date of the Lock-Up  Period  shall be issued  without the
Lock-Up Legend.

9. Reservation of Shares.

The Company hereby agrees that at all times there shall be reserved for issuance
and delivery  upon exercise or exchange of this Warrant all shares of its Common
Stock or other shares of capital stock of the Company from time to time issuable
upon  exercise  or  exchange  of this  Warrant.  All such  shares  shall be duly
authorized  and,  when  issued  upon the  exercise or exchange of the Warrant in
accordance  with the terms  hereof,  shall be  validly  issued,  fully  paid and
nonassessable,  free and clear of all liens,  security  interests,  charges  and
other  encumbrances  or  restrictions  on sale  (other  than as  provided in the
Company's  articles  of  incorporation  and any  restrictions  on sale set forth
herein or pursuant to applicable federal and state securities laws) and free and
clear of all preemptive rights.

The Holder shall not have any rights as a shareholder of the Company with regard
to the Warrant Shares prior to actual exercise  resulting in the purchase of the
Warrant Shares.

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10. Arbitration.  In the event that a dispute arises between the Corporation and
the holder of this Warrant as to any matter relating to this Warrant, the matter
shall be settled by arbitration in Alameda County, California in accordance with
the Rules of the American Arbitration Association and the award rendered by such
arbitrator(s)  shall not be subject to appeal and may be entered in any  federal
or state  court  located in Alameda  County  having  jurisdiction  thereof,  and
actions or proceedings shall be brought in no other forum or venue.

11. Governing Law.

This Warrant shall be governed by and  construed in accordance  with the laws of
the State of California  applicable to contracts  between  California  residents
entered into and to be performed entirely within the State of California.

IN WITNESS  WHEREOF,  the  Corporation has caused this Warrant to be executed by
its duly authorized  officers and the corporate seal hereunto affixed as of this
30th day of June 1999.

VALUESTAR CORPORATION                    ACCEPTANCE BY HOLDER

/s/ JAMES STEIN                          /s/ JERRY E. POLIS
James Stein, President and CEO           ------------------
                                         Davric Corporation
                                         980 American Pacific Drive, Suite 111
/s/ JAMES A. BARNES                      Henderson, Nevada 89014
James A. Barnes, Secretary

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