FORM 10-KSB/A
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

(Mark One)

[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 for the fiscal year ended December 31, 2007.

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 for the transition period from _______ to _______.

COMMISSION FILE NUMBER 1-14244

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

 NEVADA 84-1214736
 ------------------- -------------------------------
(State of Incorporation) (I.R.S. Employer Identification No.)

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

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

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: None

Check whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [ X ] No [ ]

Check if there is no disclosure of delinquent filers pursuant to Item 405 of Regulation S-B contained in this form and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB/A or any amendment to this Form 10-KSB/A. [ X ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [ X ].

State issuer's revenues for the most recent fiscal year: $ 581,803

The aggregate market value of common stock of the Company, par value $0.001 per share ("Common Stock"), held by non-affiliates of the registrant as of March 31, 2008, was $1,881,417. The Company's Common Stock is currently traded on the Over the Counter Bulletin Board.

There were 18,655,697 shares of Common Stock issued and outstanding as of March 31, 2008. Transitional Small Business Disclosure Format (check one):
Yes [ ] No [ X ].


CAUTIONARY STATEMENT PURSUANT TO SAFE HARBOR PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995

THIS ANNUAL REPORT ON FORM 10KSB/A AND THE INFORMATION INCORPORATED BY REFERENCE MAY INCLUDE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT AND SECTION 21E OF THE EXCHANGE ACT. THE COMPANY INTENDS THE FORWARD-LOOKING STATEMENTS TO BE COVERED BY THE SAFE HARBOR PROVISIONS FOR FORWARD-LOOKING STATEMENTS. ALL STATEMENTS REGARDING THE COMPANY'S EXPECTED FINANCIAL POSITION AND OPERATING RESULTS, ITS BUSINESS STRATEGY, ITS FINANCING PLANS AND THE OUTCOME OF ANY CONTINGENCIES ARE FORWARD-LOOKING STATEMENTS. THE FORWARD-LOOKING STATEMENTS ARE BASED ON CURRENT ESTIMATES AND PROJECTIONS ABOUT OUR INDUSTRY AND OUR BUSINESS. WORDS SUCH AS "ANTICIPATES," "EXPECTS," "INTENDS," "PLANS," "BELIEVES," "SEEKS," "ESTIMATES," VARIATIONS OF SUCH WORDS AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY SUCH FORWARD-LOOKING STATEMENTS. THE FORWARD-LOOKING STATEMENTS ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE SET FORTH OR IMPLIED BY ANY FORWARD LOOKING STATEMENTS. THE COMPANY ASSUMES NO OBLIGATION TO UPDATE PUBLICLY THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE, EXCEPT AS MAY BE REQUIRED BY LAW.


 TABLE OF CONTENTS

 10KSB/A
PART I...................................................................................................... 1

 ITEM 1. DESCRIPTION OF BUSINESS............................................................... 1
 ITEM 2. DESCRIPTION OF PROPERTY............................................................... N/A
 ITEM 3. LEGAL PROCEEDINGS..................................................................... N/A
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS................................... N/A

PART II..................................................................................................... 1

 ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.............................. N/A
 ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION............................. 1
 ITEM 7. FINANCIAL STATEMENTS.................................................................. 3
 ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.. 8
 ITEM 8A. CONTROLS AND PROCEDURES............................................................... N/A
 ITEM 8A(T). CONTROLS AND PROCEDURES............................................................... N/A
 ITEM 8B. OTHER INFORMATION..................................................................... N/A

PART III.................................................................................................... N/A

 ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS; COMPLIANCE WITH
 SECTION 16(A) OF EXCHANGE ACT......................................................... N/A
 ITEM 10. EXECUTIVE COMPENSATION................................................................ N/A
 ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
 STOCKHOLDER MATTERS................................................................... N/A
 ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE............. N/A
 ITEM 13. EXHIBITS.............................................................................. 8
 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES................................................ N/A

SIGNATURES.................................................................................................. 9


PART I

ITEM 1. DESCRIPTION OF BUSINESS

RISKS RELATED TO ESP'S BUSINESS

LIMITED OPERATING HISTORY - GOING CONCERN. The Company was formed in 2006 with the acquisition of inspection companies and has a limited operating history. The Company cannot assure at this time that it will operate profitably or that it will have adequate working capital to meet its obligations as they become due. The Company believes that its success will depend in large part on the various industry stakeholders and the public's acceptance of the Company's standardized training, certification, inspection and results reporting analysis program which form the foundation of a suite of services that together comprise:
"The Industry's Best in Class Inspection". The brand name of this Program is ESP's Certified Environmental Home Inspector ("CEHI") and is operating under ESP's Environmental Safeguard Professionals Business Unit. This Business Unit will also provide the annual subscription-based moisture maintenance programs to both residential and commercial clients. The Company intends to invest heavily in establishing, marketing and advertising its service. As a result, the Company expects to incur operating losses in the near term. Furthermore, the Company's independent auditors have issued a going concern in their audit report because the Company does not currently have sufficient capital or revenue to sustain its business.

PART II

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

GOING CONCERN

ESP has incurred significant losses from operations, and such losses are expected to continue. ESP's auditors have included a "Going Concern" in their report for the year ended December 31, 2007. In addition, ESP has limited working capital. The foregoing raises substantial doubt about ESP's ability to continue as a going concern. Management's plans include seeking additional capital and/or debt financing. There is no guarantee that additional capital and/or debt financing will be available when and to the extent required, or that if available, it will be on terms acceptable to ESP. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The "Going Concern" may make it substantially more difficult to raise capital.

LIQUIDITY AND CAPITAL RESOURCES

ESP had net cash of $0 at December 31, 2007, as compared to $302,943 at December 31, 2006.

During the year ended December 31, 2007, ESP used $5,051,667 of cash for operating activities, as compared to $579,944 during the year ended December 31, 2006. The increase in the use of cash for operating activities was a result of goodwill, finance fees, accounts payable, and other general and administrative expenses.

Cash provided by financing activities relating to the issuance of shares of common stock during the year ended December 31, 2007 was 2,702,308, as compared to $836,796 during the year ended December 31, 2006. Since January 1, 2007, ESP's capital needs have primarily been met from the proceeds of private placements, loans and, to a lesser extent, sales.

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The Company's zero cash balance at December 31, 2007, would not be adequate to fund the Company's operations for more than a short period if the Company were to continue to use cash in operating activities at the same rate as in prior months. The Company will need to rely upon continued borrowing and/or sales of additional equity instruments to support its continued growth. The Company's management believes it will be able to obtain sufficient cash resources and working capital to meet the Company's present cash requirements through debt and/or equity-based fund raising. Following the fiscal year ended December 31, 2007, the Company has been successful in closing additional funds as described under the Convertible Notes and through the sale of unregistered common stock (see "ITEM 7, Financial Statements, Events Subsequent to Fiscal Year Ended December 31, 2007" below). The Company contemplates additional sales of debt instruments and unregistered common stock during the current year, although whether it will be successful in doing so, and the additional amounts it will receive as a result, cannot be assumed or predicted.

-2-

ITEM 7. FINANCIAL STATEMENTS


 ENVIRONMENTAL SERVICE PROFESSIONALS, INC.

 CONSOLIDATED FINANCIAL STATEMENTS

 FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006

 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS




 CONTENTS


 PAGE


Reports of Independent Registered Public Accounting Firms .................................................. 4

Consolidated Balance Sheets as of December 31, 2006 and December 31, 2007................................... N/A

Consolidated Statement of Operations for the years ended December 31, 2007 and 2006......................... N/A

Consolidated Statement of Stockholder Equity (Deficit) for the years ended December 31, 2007 and 2006....... 6

Consolidated Statement of Cash Flows for the years ended December 31, 2007 and 2006......................... 7

Notes to Financial Statements .............................................................................. N/A

-3-

STAN J.H. LEE, CPA, CMA
794 BROADWAY, CHULA VISTA CA 91910
DIRECT: 619.623.7799, FAX: 619-564-3408
E-MAIL: STAN2U@GMAIL.COM

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

TO THE BOARD OF DIRECTORS AND STOCKHOLDERS
ENVIRONMENTAL SERVICE PROFESSIONALS, INC.

We have audited the accompanying consolidated balance sheet of Environmental Service Professionals, Inc. and subsidiaries as of December 31, 2007 and the related consolidated statements of operations, changes in shareholders' equity and cash flows for the year ended at December 31, 2007. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Environmental Service Professionals, Inc. and subsidiaries as of December 31, 2007, and the results of its operations and its cash flows for the year ended December 31, 2007 in conformity with U.S. generally accepted accounting principles.

The consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 15 to the consolidated financial statements, the Company's losses from operations raise substantial doubt about its ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Stan J.H. Lee, CPA, CMA
---------------------------
Stan J.H. Lee, CPA, CMA

May 8, 2008
Chula Vista, CA 91910

Registered with the Public Company Accounting Oversight Board

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CHANG G. PARK, CPA, PH. D.
* 371 E STREET * CHULA VISTA * CALIFORNIA 91910-2615O

* TELEPHONE (858)722-5953 * FAX (858) 408-2695
* E-MAIL CHANGGPARK@GMAIL.COM *

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders Environmental Service Professionals, Inc.
(Formerly Glas-Aire Industries Group Ltd.)

We have audited the accompanying consolidated balance sheets of Environmental Service Professionals, Inc. (Formerly Glas-Aire Industries Group Ltd., the "Company") as of December 31, 2006 and 2005 and the related consolidated statements of operations, changes in shareholders' equity and cash flows for the years then ended. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Glas-Aire Industries Group Ltd. as of December 31, 2006 and 2005, and the results of its operations and its cash flows for the years then ended in conformity with U.S. generally accepted accounting principles.

The consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 15 to the consolidated financial statements, the Company's losses from operations raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/Chang G. Park, CPA
---------------------
Chang G. Park, CPA

February 23, 2007
(Except for Notes 12 & 17,
as to which the date is June 19, 2007)

Chula Vista, CA. 91910

MEMBER OF THE CALIFORNIA SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS
REGISTERED WITH THE PUBLIC COMPANY ACCOUNTING OVERSIGHT BOARD

-5-

ENVIRONMENTAL SERVICE PROFESSIONALS, INC. AND SUBSIDIARIES

Consolidated Statement of Stockholder Equity (Deficit) As of December 31, 2007

----------------------------------------------------------------------------------------------------------------------------
 ADDITIONAL
 COMMON COMMON PAID-IN RETAINED FOREIGN TOTAL
 SHARES STOCK CAPITAL EARNINGS CURRENCY
 (DEFICIT) TRANSLATION
----------------------------------------------------------------------------------------------------------------------------
 BALANCE, DECEMBER 31, 2005 2,711,213 $ 27,112 $ 1,549,313 $ (2,645,602) $ 652,778 $ (416,399)
----------------------------------------------------------------------------------------------------------------------------

Shares issued on April 24, 2006 3,170,522 31,705 285,475 317,180

Shares Adjustment (583) (6) 6 -

Reverse Split 1 to 3.75 on October 11, 2006 (4,312,689) (57,243) 57,243 -

Shares Issued on October 11, 2006 14,625,000 14,625 8,175,375 8,190,000

Shares Issued On December 1, 2006 425,000 425 297,075 297,500

Shares Issued On December 1, 2006 812,629 812 454,260 455,072

Shares Issued On December 1, 2006 (10% holders) 477,590 478 434,553 435,031

Shares Issued On December 1, 2006 110,187 110 65,690 65,800

Stock redemption (4,083,000) (4,083) 4,083 -

Foreign Currency Translation 652,778 (652,778) -

 Net loss for the year ended
 December 31, 2006 (564,589) (564,589)
----------------------------------------------------------------------------------------------------------------------------
 BALANCE, DECEMBER 31, 2006 13,935,869 13,935 11,323,073 (2,557,413) - 8,779,595
----------------------------------------------------------------------------------------------------------------------------

Adjustments 37,677 38 (38) -

Shares Issued on January 25, 2007 39,266 39 64,161 64,200

Shares Issued On February 16, 2007 200,000 200 19,800 20,000

Shares Issued On February 20, 2007 1,000,000 1,000 579,000 580,000

Shares Issued on March 16, 2007 122,917 123 188,980 189,103

Shares Issued on April 16, 2007 153,000 153 519,647 519,800

Shares Issued on May 18, 2007 1,795,000 1,795 1,090,047 1,091,842

Shares Issued on June 7, 2007 404,742 405 78,945 79,350

Shares Issued On June 26, 2007 900,000 900 1,491,600 1,492,500

Shares Issued on July 7, 2007 381,035 381 2,340,136 2,340,517

Shares Issued on July 17, 2007 892,300 892 891,408 892,300

Shares Issued On August 1, 2007 50,000 50 28,950 29,000

Shares Issued on September 11, 2007 806,051 806 79,799 80,605

Shares Issued on October 2, 2007 515,518 516 1,818,341 1,818,857

Shares Issued on October 2, 2007 550,000 550 54,450 55,000

 Net loss for the year ended
 December 31, 2007 (21,468,106) (21,468,106)
----------------------------------------------------------------------------------------------------------------------------
 BALANCE, DECEMBER 31, 2007 21,783,375 $ 21,783 $ 20,568,299 $(24,025,519) $ - $ (3,435,437)
============================================================================================================================

-6-

ENVIRONMENTAL SERVICE PROFESSIONALS, INC. AND SUBSIDIARIES
Consolidated Statement of Cash Flows

-----------------------------------------------------------------------------------------------------------------
 YEAR ENDED YEAR ENDED
 DECEMBER 31, DECEMBER 31,
 2007 2006
 ------------- --------------
 CASH FLOWS FROM OPERATING ACTIVITIES

 Net income (loss) $ (21,468,106) $ (564,589)

 Adjustments to reconcile net loss to net cash
 provided by (used in) operating activities:
 Depreciation 13,281 3,205
 Amortization 19,711 3,969
 Common stock 2,284,458 317,180
 (Increase) decrease in goodwill 9,340,570 -
 (Increase) decrease in finance fee 4,407,663 23,965
 Changes in operating assets and liabilities:
 (Increase) decrease in accounts receivable 120,809 70,081
 (Increase) decrease in other receivable (9,868) -
 (Increase) decrease in prepaid expenses (513,758) (1,430)
 (Increase) decrease in security deposits 69,906 -
 (Increase) decrease in business areas 15,779 -
 (Increase) decrease in accounts payable and accrued expenses 1,026,018 (432,325)
 (Increase) decrease in bank overdraft 336,369 -
 (Increase) decrease in association membership list (659,000) -
 (Increase) decrease in income tax payable (35,500) -

 ------------- --------------
 NET CASH USED BY OPERATING ACTIVITIES (5,051,668) (579,944)

 CASH FLOWS FROM INVESTING ACTIVITIES

 Acquisition of equipment (47,433) -
 ------------- --------------

 NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (47,433) -

 CASH FLOWS FROM FINANCING ACTIVITIES

 Line of credit 118,455 26,165
 Increase in loan payable 2,093,849 10,000
 Increase in loan payable - related party 22,900 -
 Proceeds from stock issuances 2,560,954 65,800
 Proceeds from long-term liabilities - 734,831
 ------------- --------------

 NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 4,796,158 836,796
 ------------- --------------

 NET INCREASE (DECREASE) IN CASH & CASH EQUIVALENTS (302,943) 256,852

 CASH AT BEGINNING OF PERIOD 302,943 1,832
 CASH AT OCTOBER 11, 2006 OF SUBSIDIARY - 44,259
 ------------- --------------

 CASH AT END OF PERIOD $ - $ 302,943
 ============= ==============

 SUPPLEMENTAL DISCLOSURES OF CASH FLOWINFORMATION:

 Interest paid $ 209,098 $ 16,416
 ============= ==============

 Income taxes paid $ - $ -
 ============= ==============

 SUPPLEMENTAL DISCLOSURES OF NON-CASH FLOW INFORMATION:

 Common stock issued for acquisition subsidiary $ 1,475,000 $ 8,487,500
 Increase in accounts receivable from acquisition $ 134,000 $ 329,070
 Increase in property & equipment from acqusition $ $ 42,025
 Increase in deposits from acquisition $ 276,656 $ 72,026
 Increase (decrease) in goodwill $ 9,340,570 $ 8,819,698
 Increase (decrease) in financing fee $ 4,407,663 $ 23,965
 Increase in trademaks from acquisition $ $ 587
 Increase in investment in business areas fro acquisition $ $ 19,725
 Increase in accounts payable and accrued liabilities
 from acquisition $ 600,000 $ 411,093
 Increase in line of credit from acquisition $ $ 75,797
 Increase in loan payable from acquisition $ $ 228,000
 Increase in long-term liabilities from acquisition $ $ 125,000

-7-

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

The Company hereby makes the following disclosures under Item 8 of this Annual Report:

The Company is no longer relying on the Former Accountant's report dually dated February 23, 2007 (Except for Notes 12 & 17, as to which the date is June 19, 2007). The Company is now relying on the Former Accountant's newly signed and issued audit report dually dated February 23, 2007 (Except for Notes
12 & 17, as to which the date is June 19, 2007) and the New Accountant's newly signed and issued audit report dated May 8, 2008 both are included under Item 7 of this report.

Initially, management believed that it was acceptable to utilize the Former Accountant's original audit report as of December 31, 2006. Management now understands that an updated audit report from the Former Accountant is required in the Company's annual report for the year ended December 31, 2007. The Company therefore obtained such report from the Former Accountant.

An increase in loans payable in the Company's Statement of Cash Flow for the year ended December 31, 2006 was mistakenly entered in cash flows from investing activities. The Company has corrected the entry which now corresponds with the original audit for the year ended December 31, 2006. The Company's Statement of Stockholder Equity for the years ended December 31, 2006 and December 31, 2007 have been corrected to move an adjustment from 2006 to 2007.

PART III

ITEM 13. EXHIBITS

 EXHIBIT DESCRIPTION
 ------- ----------------------------------------------------
 23.1 Consent of Chang G. Park, CPA, Ph. D.,
 Independent Registered Public Accounting Firm
 23.2 Consent of Stan J.H. Lee, CPA, CMA,
 Independent Registered Public Accounting Firm
 31.1 Section 302 Certification of Chief Executive Officer
 31.2 Section 302 Certification of Chief Financial Officer
 32.1 Section 906 Certification of Chief Executive Officer
 32.2 Section 906 Certification of Chief Financial Officer

-8-

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

Dated: May 21, 2008 ENVIRONMENTAL SERVICE PROFESSIONALS, INC.


 By: /s/ Edward L. Torres
 -----------------------------------------------
 Edward L. Torres, Chairman of the Board and
 Chief Executive Officer
 (Principal Executive Officer)

 By: /s/ Edward L. Torres
 -----------------------------------------------
 Edward L. Torres,
 Acting Chief Financial Officer
 (Principal Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By: /s/ Edward L. Torres Dated: May 21, 2008
 -----------------------------------------------
 Edward L. Torres, Chairman of the Board

By: /s/ Lyle Watkins Dated: May 21, 2008
 ----------------------------------------------
 Lyle Watkins, Director

By: /s/ S. Robert August Dated: May 21, 2008
 -----------------------------------------------
 S. Robert August, Director

By: /s/ Leroy Moyer Dated: May 21, 2008
 -----------------------------------------------
 Leroy Moyer, Director

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