                                 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): July 2, 2007


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



                                     NEVADA
                 (State or other jurisdiction of incorporation)



          1-14244                                      84-1214736
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   (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
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              (Registrant's telephone number, including area code)

                        GLAS-AIRE INDUSTRIES GROUP LTD.
                              145 TYEE DRIVE, #1641
                         POINT ROBERTS, WASHINGTON 98281
--------------------------------------------------------------------------------
              (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>

SECTION 1.  REGISTRANT'S BUSINESS AND OPERATIONS

ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

         On July 2, 2007, effective as of June 25, 2007,  Environmental  Service
Professionals,  Inc.  (the  "Company"),  Advanced  Roofing  Solutions,  Inc.,  a
California   corporation   ("ARS"),   Eduardo  Guerra,  an  individual  and  50%
shareholder of ARS, and Marco Guerra,  an individual and 50% shareholder of ARS,
entered  into a stock  purchase  agreement  (the  "SPA")  pursuant  to which the
Company will acquire 100% of the total issued and outstanding  stock of ARS from
Eduardo  Guerra and Marco Guerra in exchange  for a minimum of 1,100,000  shares
and a maximum of 1,500,000  shares of the  Company's  common  stock  issuable in
installments  over time (the  "Stock  Payment"),  1,000,000  warrants  entitling
Eduardo Guerra and Marco Guerra to collectively  purchase  1,000,000  additional
shares of the Company's  common stock at a purchase price of $0.75 per share for
a period of three years from the date of the closing of the  purchase  under the
SPA, issuable at such time as specified in the SPA, plus a minimum of $1,000,000
and a maximum of  $1,950,000  in cash  (subject to possible  further  increase),
payable in installments over time (the "Cash Payment").  Upon the closing of the
SPA (the "Closing"), which is scheduled to occur on July 15, 2007, or on another
date, place and time as the parties mutually agree in writing, or within 10 days
after  completion  of ARS's 2005 and 2006 audited and 2007  unaudited  financial
statements,  whichever  occurs  later,  but in no event after July 31, 2007 (the
"Closing Date"), unless extended by mutual written agreement of the parties, ARS
will become a wholly owned subsidiary of the Company.

         The Cash  Payment to Eduardo  Guerra and Marco  Guerra  will be made as
follows:  (i)  $750,000  paid upon  Closing,  (ii)  $100,000  paid 30 days after
Closing,  (iii)  $100,000 paid 60 days after  Closing,  and (iv) $50,000 paid 90
days after Closing.

         The Stock  Payment to Eduardo  Guerra and Marco Guerra (as between them
on a 50% - 50% basis) as follows:  (i) 750,000 shares upon Closing,  (ii) 50,000
shares 30 days after Closing,  (iii) 50,000 shares 60 days after  Closing,  (iv)
50,000 shares 120 days after Closing,  (v) 50,000 shares 180 days after Closing,
and (vi) 150,000 shares 275 days after Closing.

         All  shares  of the  Company's  common  stock  and all of the  warrants
issuable to Eduardo Guerra and Marco Guerra by the Company under the SPA must be
held by Eduardo  Guerra and Marco  Guerra for a period of at least one year from
the date of the Closing. Furthermore,  Eduardo Guerra and Marco Guerra will have
piggyback  registration  rights  with  respect  to the  shares  and  the  shares
underlying the warrants,  subject to potential adjustment by the underwriter for
such registration statement, if any.

         The amount of the Cash Payment and Stock  Payment may be increased  and
paid subject to the following terms and conditions:

         ADJUSTMENT IN CASH PAYMENT. Eduardo Guerra and Marco Guerra will earn a
collective total of an additional  $250,000 in cash (the "Program Bonus") if and
upon ARS signing a Home Warranty  Program (the "Program") with a nationwide home
warranty provider which represents over 100,000 national home warranty contracts
across several markets in the United States, reflecting a minimum of $16,000,000
of estimated gross revenue for ARS over the 36 months following the execution of
the agreements evidencing the Program. Eduardo Guerra and Marco Guerra will earn
a collective total of an additional $200,000 in cash (the "Projection Bonus") on
or before  January 31, 2009 if ARS achieves 85% or more of its  projected  gross
revenue and net profits  during the period from  Closing to December  31,  2008.
Eduardo  Guerra and Marco Guerra will earn a collective  total of an  additional
$500,000 in cash (the "Excess  Projection  Bonus") on or before January 31, 2009
if ARS exceeds its  projected  gross  revenue  during the period from Closing to
December 31, 2008 by more than 35%. If ARS achieves or exceeds its projected net
profits  during the period  from  Closing to  December  31, 2008 and exceeds its
projected  gross  revenue  during  that  period by more than 35%,  then for each
percentage  point above 35% that ARS exceeds it  projected  revenue  during said
period, Eduardo Guerra and Marco Guerra will earn an additional collective total

                                      -1-
<PAGE>

of $14,000  payable on or before  January 31, 2009,  up to a total maximum of an
additional $300,000.

         ADJUSTMENT TO STOCK PAYMENT.  Eduardo Guerra and Marco Guerra will earn
a collective total of an additional 400,000 shares of the Company's common stock
on or before January 31, 2009 if ARS achieves 85% or more of its projected gross
revenue and net profits during the period from Closing to December 31, 2008 (the
"Bonus Stock").

         ACCELERATION  OF  CERTAIN  ADJUSTMENTS.  In  the  event  that  (i)  the
employment of both Eduardo  Guerra and Marco Guerra with ARS and the Company and
their  successors-in-interest  and affiliates is unilaterally  terminated by the
Company  without  cause prior to December 31, 2008, or (ii) the Company does not
upon the  written  request of Eduardo  Guerra and Marco  Guerra  invest at least
$500,000  into ARS,  including  the Bridge  Loan (as  defined  below),  then the
Company  will  immediately  pay to  Eduardo  Guerra  and Marco  Guerra in cash a
collective  total of the Program  Bonus,  the Projection  Bonus,  and the Excess
Projection  Bonus, as well as issue to Eduardo Guerra and Marco Guerra the Bonus
Stock.

         Upon the  execution  SPA, the Company made a $250,000  bridge loan (the
"Bridge  Loan") to ARS to be used by ARS for the  establishment  of its training
and educational  program as mutually agreed by ESP and ARS. The Bridge Loan will
be noninterest bearing and will be converted into an equity investment in ARS at
the  Closing,  or if the Closing does not occur,  will be converted  into voting
common stock of ARS issued to ESP in an amount based on a pre-money valuation of
ARS of $3,200,000;  provided, that if the Closing does not occur due to a breach
of the SPA by ARS, then the Bridge Loan will be immediately  due and payable and
commence bearing interest at the rate of 10% per annum.

         Effective  as of the  Closing,  the Company will employ Marco Guerra as
the Division  President of the ARS  Division,  and Eduardo  Guerra as the Senior
Vice  President  of ARS  with an  annual  salary  to be  agreed  upon  for  both
individuals  in the  annual  budget  and  projections  of ARS for 2007 and 2008.
Eduardo  Guerra shall be employed by the Company as Executive  Vice President of
Strategic  Planning  and  shall  report  directly  to the  President  and  Chief
Executive Officer of the Company.  The term of the employment  arrangements will
be for a minimum of 275 days after the Closing,  and  thereafter on an "at will"
basis.  As an  inducement  to the  Company  to  enter  into and to  perform  its
obligations  under the SPA, Marco Guerra and Eduardo Guerra will each enter into
a  non-compete  covenant  pursuant to which during the term of their  employment
with the Company and for so long as they are officers,  directors,  employees or
consultants of the Company or any of its  subsidiaries or affiliates,  they will
not  directly or  indirectly,  whether (a) as an  employee,  agent,  consultant,
employer,  principal, partner, officer or director; (b) holder of more than five
percent  of any class of equity  securities  or more  than five  percent  of the
aggregate  principal amount of any class of equity  securities or more than five
percent of the aggregate  principal  amount of any class of debt, notes or bonds
of a  company  with  publicly  traded  equity  securities;  or (c) in any  other
individual or representative  capacity whatsoever,  for their own account or the
account of any other person or entity, engage in any business or trade competing
with the then  business or trade of the Company or its  affiliates in the United
States. Upon a date 90 days after Closing, either Marco Guerra or Eduardo Guerra
will be appointed to the Company's Board of Directors.

         The SPA may be  terminated  by either party upon written  notice to the
other party and without  further  obligation by either party to the other party,
if (i) the Closing does not occur by July 31, 2007,  or (ii) Eduardo  Guerra and
Marco Guerra may also  terminate  the SPA by written  notice to the Company upon
certain  defaults by the  Company,  or (iii) if either  party  provides  written
notice of  termination to the other party on or before July 31, 2007 and Eduardo
Guerra and Marco  Guerra  agree to  immediately  refund  the Bridge  Loan to the
Company, as set forth in the SPA.

         ARS was  founded in August,  2001 and is  engaged  in the  business  of
providing analysis, preventative maintenance,  service and repairs for the roofs
of clients such as  individual  homeowners,  home owner  associations,  property
managers,  commercial  property owners,  multi-unit  residences,  and commercial

                                      -2-
<PAGE>

organizations  with five or more units within any city limit.  A copy of the SPA
is attached to this Report as Exhibit 99.1.

SECTION 2.  FINANICAL INFORMATION

ITEM 2.01  DISPOSITION OF ASSETS

         Effective as of June 30, 2007 (the  "Closing"),  Environmental  Service
Professionals,  Inc. (the "Company"),  Pacific Environmental  Sampling,  Inc., a
California  corporation  ("PES"),  and Hugh Dallas,  an  individual  ("Dallas"),
completed the closing of a stock purchase  agreement (the "PES SPA") pursuant to
which Dallas acquired 100% of the total issued and outstanding stock of PES from
the  Company in  exchange  for one  dollar in cash and other  good and  valuable
consideration.  As a result  of the  Closing,  PES is no  longer a wholly  owned
subsidiary of the Company, effective June 30, 2007 (the "Closing").

         Edward  Torres  submitted  his  resignation  (to be effective as of the
Closing)  from the Board of  Directors  of PES and Dallas was  appointed  to the
Board of Directors of PES (effective as of the Closing). Edward Torres submitted
his  resignation  (to be  effective  as of the  Closing) as the Chief  Executive
Officer,  President,  Chief  Financial  Officer,  and  Secretary of PES and Hugh
Dallas was appointed as the Chief Executive Officer,  President, Chief Financial
Officer, and Secretary of PES (to be effective as of the Closing).

         A copy of the PES SPA is attached to this Report as Exhibit 99.2.

SECTION 9.  FINANCIAL STATEMENTS, PRO FORMA FINANCIALS & EXHIBITS

         (d)      Exhibits

               99.1 Stock  Purchase  Agreement  by and  among  Advanced  Roofing
                    Solutions,  Inc., a California corporation,  Eduardo Guerra,
                    Marco Guerra, and Environmental Service Professionals, Inc.,
                    a Nevada corporation, dated as of June 25, 2007.

               99.2 Stock Purchase Agreement by and among Environmental  Service
                    Professionals, Inc., Pacific Environmental Sampling, Inc., a
                    California corporation, and Hugh Dallas dated as of June 29,
                    2007.


                                   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:  July 6, 2007


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


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