Exhibit 10.1


                            STOCK PURCHASE AGREEMENT


     THIS STOCK PURCHASE  AGREEMENT (this  "Agreement") is made and entered into
as of  the  30th  day  of  November,  2005,  by  and  between  Halter  Financial
Investments,  L.P., a Texas limited  partnership  ("Purchaser"),  maintaining an
address at 12890 Hilltop Road, Argyle, Texas 76226, Alan W. Brandys ("Brandys"),
Douglas H. Hopper  ("Hopper" and collectively  with Brandys,  the "Sellers") and
Zeolite Exploration Company, a Nevada corporation (the "Company").

                              W I T N E S S E T H:

     WHEREAS,  the Sellers desire to sell to Purchaser and Purchaser  desires to
purchase from each of the Sellers 2,475,000  restricted  shares,  for a total of
4,950,000  restricted shares (the "Shares"),  of the common capital stock of the
Company, par value $0.00001 per share,  representing  approximately 78.8% of the
Company's issued and outstanding common capital stock at the time of Closing (as
hereinafter  defined),  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 Sellers
agree 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 Sellers for the consideration hereinafter
set forth.

Section 2.    Purchase Price.
              ---------------

     The total  purchase  price to be paid to the Sellers by  Purchaser  for the
Shares is $100,000.00 (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 Sellers 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 the
Sellers the Purchase Price.

Section 4.    Representations and Warranties of the Sellers and the Company.
              --------------------------------------------------------------

     In connection with the  transactions  contemplated  by this Agreement,  the
Sellers and the Company hereby represent and warrant to Purchaser as follows:

<PAGE>

     4.1.     Organization, Standing and Power.
              ---------------------------------

     The Company is duly organized,  validly existing and in good standing under
the laws of the  jurisdiction in which it is incorporated  and has the requisite
corporate  power and authority to carry on its business as now being  conducted.
The Company is duly qualified or licensed to do business and is in good standing
in each  jurisdiction  in which the nature of its  business or the  ownership or
leasing of its properties makes such qualification or licensing  necessary.  The
Company has heretofore  delivered to the Purchaser  true and complete  copies of
its Articles of  Incorporation,  as amended,  and By-laws,  each as currently in
effect. The Company has no subsidiaries and does not own or control, directly or
indirectly, any shares of capital stock of any other corporation or any interest
in  any  partnership,   Limited  Liability  Company,   joint  venture  or  other
non-corporate business enterprise.

     4.2.     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
Sellers and the Company,  enforceable in accordance with their  respective terms
against the Sellers and 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.  The  execution,  delivery  and
performance of this  Agreement have been duly  authorized by the Sellers and 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 and each
other agreement  contemplated hereby 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 Sellers or the Company  pursuant to the terms of any  agreement by which the
Sellers, the Company or any of their respective assets may be bound. Neither the
Sellers  nor the  Company  has any  knowledge  that  any  consent,  approval  or
authorization  of, or registration or filing with any governmental  authority or
other  regulatory  agency,  is required  for the validity of the  execution  and
delivery  by the  Sellers and the  Company of this  Agreement  or any  documents
related thereto.

     4.3.     Capital Structure.
              ------------------

     The authorized  capital stock of the Company consists of 100,000,000 shares
of common stock,  par value $0.00001 per share (the "Company Common Stock").  As
of the date of this  Agreement,  there are  6,275,000  shares of Company  Common
Stock issued and outstanding.  No shares of Company Common Stock are held by the
Company in its treasury.  All outstanding shares of capital stock of the Company
have been duly authorized and validly issued,  are fully paid and nonassessable,
and were not subject to preemptive or similar rights at the time of issuance. No
bonds,  debentures,  notes or other indebtedness of the Company having the right
to vote (or convertible into, or exchangeable  for,  securities having the right
to vote) on any  matters on which the  stockholders  of the Company may vote are
issued or outstanding.  There are no outstanding  stock  appreciation  rights or
similar derivative  securities or rights,  including options or warrants, of the
Company.

<PAGE>

     4.4.     Absence of Certain  Changes or  Events;  No  Undisclosed  Material
              ------------------------------------------------------------------
              Liabilities.
              ------------

     The Company has no Liabilities.  "Liability"  means, as to any person,  all
debts, liabilities and obligations,  direct, indirect, absolute or contingent of
such person, whether accrued, vested or otherwise,  whether known or unknown and
whether or not actually  reflected,  or required in accordance  with  accounting
practices  generally accepted in the United States ("GAAP") to be reflected,  in
such person's balance sheet.

     4.5.     Compliance with Applicable Laws.
              --------------------------------

     The Company has, and after giving effect to the  transactions  contemplated
hereby will have, in effect all federal,  state, local and foreign  governmental
approvals, authorizations, certificates, filings, franchises, licenses, notices,
permits and rights  ("Permits")  necessary  for it to own,  lease or operate its
properties and assets and to carry on its business as now  conducted,  and there
has  occurred  no  default  under any such  Permit,  except  (a) for the lack of
Permits and for defaults  under Permits which  individually  or in the aggregate
would not have a Company  Material  Adverse  Effect,  or (b) notices to be filed
with the U.S.  Securities and Exchange  Commission  ("SEC") and state securities
agencies with regard to transactions  contemplated  herein. For purposes of this
Agreement, the term "Company Material Adverse Effect" means any material adverse
effect with  respect to the Company,  taken as a whole,  or any change or effect
that  adversely  affects,  or is reasonably  expected to adversely  affect,  the
ability  of the  Company to  maintain  its  current  business  operations  or to
consummate  the  transactions  contemplated  by this  Agreement  in any material
respect.  The Company is in compliance  with, and has no liability or obligation
under, all applicable statutes, laws, ordinances,  rules, orders and regulations
of any court or  governmental  or  regulatory  authority or body  ("Governmental
Entity"), including any liability or obligation to undertake any remedial action
under hazardous  substances  laws,  except for (y) instances of  non-compliance,
liabilities or  obligations,  which  individually or in the aggregate would only
have an  immaterial  effect,  or (z)  notices to be filed with the SEC and state
securities agencies with regard to transactions contemplated herein.

     4.6.     Litigation, etc.
              ----------------

     As of the date hereof,  (a) there is no suit,  claim,  action or proceeding
(at law or in equity)  pending or  threatened  against the  Company  (including,
without  limitation,  any  product  liability  claims)  before any  Governmental
Entity,  and (b) the  Company is not  subject to any  outstanding  order,  writ,
judgment,  injunction, order, decree or arbitration order that, in any such case
described  in clauses  (a) and (b),  (i) could  reasonably  be expected to have,
individually  or in the  aggregate,  a Company  Material  Adverse Effect or (ii)
involves an  allegation  of criminal  misconduct or a violation of the Racketeer
and Influenced Corrupt Practices Act, as amended.  As of the date hereof,  there
are no suits, actions,  claims or proceedings pending or threatened,  seeking to
prevent,  hinder,  modify or challenge  the  transactions  contemplated  by this
Agreement.

     4.7.     Disclosure.
              -----------

     The  representations  and  warranties  and  statements of fact made in this
Agreement are, as applicable,  accurate, correct and complete and do not contain

<PAGE>

any untrue  statement  of a  material  fact or omit to state any  material  fact
necessary in order to make the statements and information  contained  herein not
false or misleading.

     4.8.     Taxes and Tax Returns.
              ----------------------

     All taxes  payable  have been paid  when due;  there is no  examination  or
audit, or any claim,  asserted  deficiency or assessment for additional taxes in
progress,  pending,  or threatened,  nor is there any  reasonable  basis for the
assertion  of any such claim,  deficiency  or  assessment;  no material  special
charges,  penalties,  fines,  liens, or similar  encumbrances have been asserted
against the Company with respect to payment of or failure to pay any taxes which
have not been paid or resolved  without  further  liability to the Company.  The
Company  has not  executed  or filed with any taxing  authority  any  agreements
extending the period for  assessment or collection of any taxes.  Proper amounts
have been withheld by the Company from its employees'  compensation payments for
all periods in  compliance  with the tax  withholding  provisions  of applicable
federal  and  state  laws.  The  Company  is not a party to any  tax-sharing  or
tax-allocation  agreement,  nor does  the  Company  owe any  amounts  under  any
tax-sharing or tax-allocation agreement.

     4.9.     Employee Benefit Plans.
              -----------------------

     The Company does not have in place any  arrangement  or policy  (written or
oral)  providing  for  insurance  coverage,  workers'  compensation,  disability
benefits,  supplemental  unemployment  benefits,  vacation benefits,  retirement
benefits or deferred compensation, profit sharing, bonuses, stock options, stock
appreciation rights, stock purchases or other forms of incentive compensation or
post-retirement  insurance,  compensation  or benefits  which is  maintained  or
administered  by the  Company,  or to which the Company  contributes,  and which
covers any employee or former employee of the Company or under which the Company
has any liability,  including "employee welfare benefit plan," "employee benefit
plan"  and  "employee  pension  benefit  plan" as  defined  under  the  Employee
Retirement Income Security Act of 1974, as amended ("ERISA").

     The Company is not a party to any collective bargaining  agreements.  There
are no  strikes  or  labor  disputes  or  lawsuits,  unfair  labor  or  unlawful
employment  practice charges,  contract grievances or similar charges or actions
pending or threatened by any of the  employees,  former  employees or employment
applicants of the Company that would have a Company Material Adverse Effect.

     4.10.    Certain Contracts.
              ------------------

     There are no written employment  agreements or termination  agreements with
current  officers,  directors  or  consultants  of the  Company and to which the
Company is a party.

     As of the  date of this  Agreement,  (i) the  Company  is not a party to or
bound by any commitment,  agreement or other instrument  (excluding  commitments
and  agreements in connection  with  extensions of credit by the Company)  which
contemplates  the payment of amounts in excess of $5,000,  or which otherwise is
material  to the  operations,  assets or  financial  condition  of the  Company,
including  but not limited to any royalty,  franchising  fees,  or any other fee
based on a percentage of revenues or income and (ii) no commitment, agreement or

<PAGE>

other  instrument to which the Company is a party or by which it is bound limits
the  freedom  of the  Company to  compete  in any line of  business  or with any
person.

     As of the date of this  Agreement,  the  Company  is not in  default in any
material respect under any material lease, contract, mortgage,  promissory note,
deed of trust,  loan agreement,  license  agreement (as to royalty  payments) or
other commitment or arrangement.

     4.11.    Assets; Properties and Insurance.
              ---------------------------------

     The Company has no assets,  whether  tangible  or  intangible  owns no real
property and maintains no insurance of any kind.

     4.12.    Minute Books.
              -------------

     The minute book of the Company  contains  records  which,  in all  material
respects,  accurately  record all  meetings of their  stockholders  and Board of
Directors (including committees of the Board of Directors).

     4.13.    Environmental Matters.
              ----------------------

     The  Company  has  not  received  any  written  notice,  citation,   claim,
assessment,  proposed  assessment  or demand  for  abatement  alleging  that the
Company is responsible for the correction or cleanup of any condition  resulting
from the  violation  of any law,  ordinance  or  other  governmental  regulation
regarding  environmental  matters, which correction or cleanup would be material
to the business,  operations,  assets or financial condition of the Company. The
Company does not have any  knowledge  that any toxic or hazardous  substances or
materials  have  been  emitted,  generated,  disposed  of or  stored on any real
property  owned or leased by the Company,  or owned or controlled by the Company
as a trustee or  fiduciary  (collectively,  "Properties"),  in any  manner  that
violates  or,  after  the  lapse of time may  violate,  any  presently  existing
federal,  regional,  state or local law or regulation governing or pertaining to
such  substances  and  materials,  the  violation  of which would have a Company
Material  Adverse Effect.  The Company does not have any knowledge that,  during
the Company's ownership or lease of such Properties,  any of such Properties has
been  operated in any manner that  violated any  applicable  national,  state or
local law or regulation governing or pertaining to toxic or hazardous substances
and materials.

     4.14.    Loans, etc.
              -----------

     As of the date of this Agreement, there are no liabilities,  obligations or
indebtedness  of any kind whatsoever  chargeable to any Company  stockholder and
payable to the Company by a Company stockholder.

     4.15.    Intellectual Property.
              ----------------------

     There  are no  arrangements  relating  to the  use  by the  Company  of any
intellectual  property owned by another  person,  and the Company has not at any
time been in breach of such arrangements. The Company has not granted and is not
obligated  to grant a license,  assignment  or other  right with  respect to any
intellectual property.

<PAGE>

     4.16.    Criminal Proceedings.
              ---------------------

     Neither the Company nor its  respective  officers,  directors,  affiliates,
promoters  nor any  predecessor  of the Company 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 from the date hereof; or

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

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 Sellers and 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 nor 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.
              -----------------------------

     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   and  the  Sellers   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.

     6.2.     Resignation and Appointment of Officers and Directors.
              ------------------------------------------------------

     The Company shall have delivered duly executed  letters of resignation from
each of its officers and each director  other than  Brandys,  who shall remain a
director of the  Company.  The  Company  shall have also  delivered  resolutions
approved by the Board of Directors duly appointing Timothy P. Halter as the sole
officer of the Company,  holding the titles of  President,  Secretary  and Chief
Accounting Officer, and as a member of the Board of Directors.

Section 7.    Indemnification.
              ----------------

     The Sellers and the Company  acknowledge  that they  understand the meaning
and legal  consequences of their  representations,  warranties and covenants and
that the  Purchaser  has  relied  upon  such  representations,  warranties,  and
covenants,  and the Sellers and the Company  hereby agree to indemnify  and hold
harmless the  Purchaser  and its agents and  employees  for a period of one year
from the date of this  Agreement  from and against  any and all loss,  damage or
liability  due  to or  arising  out of a  breach  of  any  such  representation,
warranty,  or covenant or any adverse  consequence  suffered by  Purchaser  as a
result of the operation of the Company by Purchaser.

Section 8.    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 9.    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 10.   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 11.   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

<PAGE>

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 12.   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.

Section 13.   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 14.   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 15.   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 16.   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 17.   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 18.   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

<PAGE>

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 11, such  service to become  effective  10 days after such
mailing.

     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. Halter
                                                --------------------------------
                                                Timothy P. Halter, Chairman

THE COMPANY:                          ZEOLITE EXPLORATION
                                      COMPANY


                                           By:   /s/ Alan W. Brandys
                                                --------------------------------
                                                Alan W. Brandys,
                                                Chief Executive Officer


SELLERS:                                         /s/ Alan W. Brandys
                                                --------------------------------
                                                Alan W. Brandys


                                                 /s/ Douglas H. Hopper
                                                --------------------------------
                                                Douglas H. Hopper

                                                ================================