                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K



     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



       Date of Report (Date of earliest event reported): December 31, 2006


                    ENVIRONMENTAL SERVICE PROFESSIONALS, INC.
             (Exact name of registrant as specified in its charter)


                                     NEVADA
                 (State or other jurisdiction of incorporation)



          1-14244                                       84-1214736
--------------------------------------------------------------------------------
  (Commission File Number)                  (I.R.S. Employer Identification No.)

    1111 EAST TAHQUITZ CANYON WAY, SUITE 110, PALM SPRINGS, CALIFORNIA 92262
 ------------------------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (760) 327-5284
   --------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                        GLAS AIRE INDUSTRIES GROUP, LTD.
   -------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions.

[_]  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR240.14d-2(b))

[_]  Soliciting  material  pursuant  to  Rule  14a-12  under  Exchange  Act  (17
     CFR240.14a-12)

[_]  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR240.14d-2(b))

[_]  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR240.13e-4(c))


<PAGE>




                                TABLE OF CONTENTS


SECTION 1.   REGISTRANT'S BUSINESS AND OPERATIONS..............................1

SECTION 2.   FINANCIAL INFORMATION.............................................1

SECTION 3.   SECURITIES AND TRADING MARKETS....................................1

             Item 3.03 Material Modification to Rights of Security Holders.....1

SECTION 4.   MATTERS RELATING TO ACCOUNTANTS AND FINANCIAL
             STATEMENTS........................................................2

SECTION 5.   CORPORATE GOVERNANCE AND MANAGEMENT...............................2

SECTION 6.   ASSET BACKED SECURITIES...........................................2

SECTION 7.   REGULATION FD.....................................................2

SECTION 8.   OTHER EVENTS......................................................2

SECTION 9.   FINANCIAL STATEMENTS AND EXHIBITS ................................2

SIGNATURES.....................................................................3



<PAGE>

SECTION 1.  REGISTRANT'S BUSINESS AND OPERATIONS

         Not Applicable.


SECTION 2.  FINANCIAL INFORMATION

         Not Applicable.


SECTION 3.  SECURITIES AND TRADING MARKETS

         ITEM 3.03  MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS

         REDEMPTION, LOCK-UP AND VESTING AGREEMENT APPLICABLE TO MANAGEMENT

         Environmental  Sampling  Professionals,  Inc. (the "Company")  recently
entered into a Redemption,  Lock-Up and Vesting Agreement (the "Agreement") with
six principal shareholders, five of whom are members of management (collectively
the  "Executive"),  effective  November 1, 2006.  The  Executives  are Edward L.
Torres,  Michael Fell, Lyle Watkins,  Joe Leone, Hugh Dallas and Peter Torres. A
copy of the  Agreement  with the number of  redeemed  shares and the lock-up and
vesting  schedule for  remaining  shares for each  Executive is attached to this
Report as Exhibit 99.1.

         Under the  Agreement,  each  Executive  agreed to allow the  Company to
redeem and cancel a portion of its already issued and  outstanding  common stock
owned by the Executive,  and to lock-up the balance of the Executive's shares in
order to  facilitate  the Company's  ability to raise  capital.  In return,  the
Company has agreed that the Executive  will have piggyback  registration  rights
for the remaining shares as they are released from the lock-up.

         According  to the  Agreement,  each  Executive  will  submit  his stock
certificates  to the Company for the shares to be redeemed,  with stock transfer
powers endorsed and attached for submission to the Company's  transfer agent for
cancellation.  The Company will then  instruct the transfer  agent to record the
cancellation of those shares on the stock registry  records of the Company.  The
balance of the shares will be subject to the lock-up and escrow arrangements set
forth in the Agreement.

         During the lock-up period the Executive  cannot offer,  sell,  offer to
sell, contract to sell, hedge, pledge, option or contract to purchase any of the
shares with any individual or entity. This restriction applies with a few stated
exceptions.  The exceptions  include cases where the Executive (1) transfers the
securities to a donee as a bona fide gift (provided the donee agrees to be bound
by the transfer restrictions in the Agreement),  (2) transfers the securities to
any trust,  partnership,  corporation  or other entity  formed for the direct or
indirect benefit of the Executive  (provided that such entity agrees to be bound
by the transfer restrictions in the Agreement),  or (3) transfers the securities
by operation of law, or in a private  transaction in which the transferee agrees
to be bound by the transfer restrictions in the Agreement. The shares subject to
the  lock-up  under  the  Agreement  will  be held in  escrow  by the  Company's
corporate  legal counsel and endorsed with signed stock transfer powers having a
bank medallion guarantee on the signatures.

         The  Executive has  piggyback  registration  rights for shares that are
released from the lock-up and escrow. If the Company  determines to register any
of its  securities  for its own  account,  the Company  must give the  Executive
written  notice of the  registration,  and must  include the number of shares of
Registrable  Securities  specified in a written  request  made by the  Executive
within 10 days after  receipt.  Furthermore,  the  Company  has a right of first
refusal with regard to the sale of shares by the Executive.  Before there can be
a valid sale or transfer of any of the shares,  the  Executive  must first offer
his  shares to the  Company  by  delivering  the  initial  notice of sale to the

                                      -1-
<PAGE>

Company,  except  where the  Executive  is  transferring  shares to an immediate
family member.  If the Company chooses not to purchase the  Executive's  shares,
then the  Executive  may offer the shares to any other  person it desires at the
same price and under the same terms as those  offered to the  Company.  The sale
must be to a bona  fide  purchaser  within 60 days of the  initial  offer to the
Company.

         During an Executive's  employment  with the Company,  the Executive may
not sell,  transfer or assign more than 8% of the released shares during a given
month.  Furthermore,  after  termination  of employment  with the Company,  that
amount falls to no more than 4% per month. If an Executive's employment with the
Company is terminated for cause, however, any unvested shares on the date of the
termination  will be cancelled.  The Agreement is effective until all shares are
vested or upon the expiration of the lock-up and subsequent limitation on sales.


SECTION 4.  MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS

         Not Applicable.


SECTION 5.  CORPORATE GOVERNANCE AND MANAGEMENT

         Not Applicable.


SECTION 6.  ASSET BACKED SECURITIES

         Not Applicable.


SECTION 7.  REGULATION FD DISCLOSURE

         Not Applicable.


SECTION 8.  OTHER EVENTS

         Not Applicable.


SECTION 9. FINANCIAL STATEMENTS, PRO FORMA FINANCIALS & EXHIBITS

          (a)  Financial Statements

               Not Applicable.

          (b)  Pro Forma Financial Information

               Not Applicable.

          (c)  Exhibits

               99.1  Redemption,  Lock-Up  and  Vesting  Agreement,  dated as of
                     November 1, 2006.


                                      -2-
<PAGE>



                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.



                           ENVIRONMENTAL SERVICE PROFESSIONALS, INC.
                           -----------------------------------------
                                  (Registrant)

Date:  January 2, 2007


                           \s\  Edward Torres, Chief Executive Officer
                           -------------------------------------------
                           Edward Torres, Chief Executive Officer






















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