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

                                    FORM 10-Q

(Mark One)

[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES  EXCHANGE ACT
      OF 1934

For Quarterly Period Ended September 30, 2008

                                       or

[   ] TRANSITION REPORT UNDER 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 or other jurisdiction of          (I.R.S. Employer Identification No.)
   incorporation or organization)

    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


--------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

     Indicate  by check mark  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  proceeding  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[___]

     Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated  filer, a non-accelerated  filer, or a smaller reporting company.
See definitions of "large accelerated  filer,"  "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer      [___]       Accelerated filer              [___]
Non-accelerated filer        [___]       Smaller reporting company      [_X_]
(Do not check if a smaller
 reporting company)

     Indicate  by check mark  whether  the  Registrant  is a shell  company  (as
defined in Rule 12b-2 of the Exchange Act).

                          Yes[___]                                    No[_X_]

     Indicate the number of shares  outstanding of each of the issuer's  classes
of common stock as of the latest practicable date.

     As of November 1, 2008 the number of shares outstanding of the registrant's
class of common stock was 52,541,781.


<PAGE>
<TABLE>
<CAPTION>



                                                          TABLE OF CONTENTS




<S><C>        <C>                                                                                                                <C>
PART I - FINANCIAL INFORMATION.....................................................................................................1

   ITEM 1.    FINANCIAL STATEMENTS.................................................................................................1

              CONDENSED CONSOLIDATED BALANCE SHEETS AT SEPTEMBER 30, 2008 (UNAUDITED) AND DECEMBER 31, 2007........................2

              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND SEPTEMBER 30,
              2007 (UNAUDITED).....................................................................................................3

              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND SEPTEMBER 30,
              2007 (UNAUDITED).....................................................................................................4

              NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.......................................................5

   ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS................................8

   ITEM 3.    QUANTIATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK...........................................................10

   ITEM 4T.   CONTROLS AND PROCEDURES.............................................................................................10

PART II - OTHER INFORMATION.......................................................................................................11

   ITEM 1.    LEGAL PROCEEDINGS...................................................................................................11

   ITEM 1A.   RISK FACTORS........................................................................................................11

   ITEM 2.    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.........................................................12

   ITEM 3.    DEFAULTS UPON SENIOR SECURITIES.....................................................................................12

   ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.................................................................12

   ITEM 5.    OTHER INFORMATION...................................................................................................12

   ITEM 6.    EXHIBITS............................................................................................................12

SIGNATURES........................................................................................................................13
</TABLE>



<PAGE>

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS








































                                       1
<PAGE>
<TABLE>
<CAPTION>
                               ENVIRONMENTAL SERVICE PROFESSIONALS, INC. AND SUBSIDIARIES
                                          CONDENSED CONSOLIDATED BALANCE SHEETS
                                AT SEPTEMBER 30, 2008 (UNAUDITED) AND DECEMBER 31, 2007
-----------------------------------------------------------------------------------------------------------------------

                                                         ASSETS

                                                                                UNAUDITED                 REVISED
                                                                                  AS OF                    AS OF
                                                                              SEPTEMBER 30,            DECEMBER 31,
                                                                                  2008                     2007
                                                                            ------------------       ------------------
<S>                                                                         <C>                     <C>
   CURRENT ASSETS
      Cash & cash equivalents                                               $               -       $                -
      Accounts receivable                                                              89,380                  136,430
      Employee loans                                                                   37,227                        -
      Receivable - other                                                               26,181                    6,398
      Prepaid expense                                                                  12,609                  926,254
                                                                            ------------------       ------------------

   TOTAL CURRENT ASSETS                                                               165,397                1,069,081

   NET PROPERTY & EQUIPMENT                                                            54,638                   72,972

   OTHER ASSETS
      Deposits                                                                          2,120                    2,120
      Net - association membership list                                               632,750                  639,852
                                                                            ------------------       ------------------

   TOTAL OTHER ASSETS                                                                 634,870                  641,972
                                                                            ------------------       ------------------

            TOTAL ASSETS                                                    $         854,905        $       1,784,025
                                                                            ==================       ==================

                                           LIABILITIES & STOCKHOLDERS' EQUITY

   CURRENT LIABILITIES
      Accounts payable                                                      $       1,340,534        $         661,550
      Bank overdraft                                                                   43,099                  369,475
      Line of credit                                                                  581,427                  220,417
      Accrued liabilities                                                             147,371                  144,502
      Taxes payable                                                                       545                        -
      Loans payable                                                                 2,881,402                1,957,746
      Loans payable  - related party                                                   35,357                   22,900
                                                                            ------------------       ------------------

   TOTAL CURRENT LIABILITIES                                                        5,029,735                3,376,590

   LONG-TERM LIABILITIES
      Unsecured 10% Loan payable                                                    1,243,934                1,243,934
                                                                            ------------------       ------------------

   TOTAL LONG-TERM LIABILITIES                                                      1,243,934                1,243,934
                                                                            ------------------       ------------------

            TOTAL LIABILITIES                                                       6,273,669                4,620,524

   STOCKHOLDERS' EQUITY

      Common stock, (par value $.001 per share, 100,000,000 shares
         authorized: 52,230,168 and 21,783,375 shares issued and outstanding
         as of September 30, 2008 and December 31, 2007, respectively)                 52,230                   21,745
      Paid-in capital                                                              25,988,805               21,593,382
      Retained earnings                                                           (31,459,799)             (24,451,626)
                                                                            ------------------       ------------------

   TOTAL STOCKHOLDERS' EQUITY                                                      (5,418,764)              (2,836,499)
                                                                            ------------------       ------------------

              TOTAL LIABILITIES &
                         STOCKHOLDERS' EQUITY                               $         854,905        $       1,784,025
                                                                            ==================       ==================
</TABLE>

               See Notes to the Consolidated Financial Statements

                                       2
<PAGE>
<TABLE>
<CAPTION>
                             ENVIRONMENTAL SERVICE PROFESSIONALS, INC. AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED
                               SEPTEMBER 30, 2008 AND SEPTEMBER 30, 2007 (UNAUDITED)
------------------------------------------------------------------------------------------------------------------------------

                                                                              REVISED                              REVISED
                                                       THREE MONTHS         THREE MONTHS       NINE MONTHS        NINE MONTHS
                                                           ENDED               ENDED              ENDED              ENDED
                                                       SEPTEMBER 30,        SEPTEMBER 30,     SEPTEMBER 30,      SEPTEMBER 30,
                                                           2008                 2007              2008               2007
                                                      -----------------   ----------------   ----------------   --------------
<S>                                                   <C>                 <C>                <C>                <C>
  REVENUES
    Income                                            $        547,447    $       143,184    $     1,087,210    $     553,603
                                                      -----------------   ----------------   ----------------   --------------

  NET REVENUE                                                  547,447            143,184          1,087,210          553,603

  COST OF GOODS SOLD
       Cost of Goods Sold                                      210,822             23,727            379,753           80,028
                                                      -----------------   ----------------   ----------------   --------------

  TOTAL COST OF GOODS SOLD                                     210,822             23,727            379,753           80,028
                                                      -----------------   ----------------   ----------------   --------------

  GROSS PROFIT                                                 336,625            119,457            707,457          473,575

  OPERATING EXPENSES
    Depreciation                                                 9,217              4,960             18,335           17,515
    Finance fee                                                    409          2,664,051            925,367        2,664,051
    Consulting fee                                              28,000            481,652          3,148,054          628,196
    Professional fees                                          339,710          1,062,653          1,106,305        1,971,162
    General and administrative                                 384,751            606,539          1,064,743        1,616,459
                                                      -----------------   ----------------   ----------------   --------------

  TOTAL OPERATING EXPENSES                                     762,087          4,819,854          6,262,804        6,897,381
                                                      -----------------   ----------------   ----------------   --------------

  LOSS FROM OPERATIONS                                        (425,462)        (4,700,397)        (5,555,347)      (6,423,806)

  OTHER INCOME (EXPENSES)
    Interest income                                                  -                358                  -              358
    Interest expense                                          (143,867)           (49,951)        (1,452,880)         (99,872)
    Other income                                                     -            141,596                  -          200,595
    Other expenses                                                   -            (58,107)                 -          (58,107)
    Impairment of goodwill                                           -            600,000                 53       (8,111,186)
                                                      -----------------   ----------------   ----------------   --------------

  TOTAL OTHER INCOME (EXPENSES)                               (143,867)           633,897         (1,452,827)      (8,068,211)
                                                      -----------------   ----------------   ----------------   --------------

  NET INCOME (LOSS)                                   $       (569,329)   $    (4,066,500)   $    (7,008,174)   $ (14,492,018)
                                                      =================   ================   ================   ==============

  BASIC EARNING (LOSS) PER SHARE                      $          (0.01)   $         (0.21)   $         (0.19)   $       (0.85)
                                                      -----------------   ----------------   ----------------   --------------

  WEIGHTED AVERAGE NUMBER OF
      COMMON SHARES - BASIC AND DILUTED                     51,163,016         19,013,176         36,654,958       17,064,228
                                                      =================   ================   ================   ==============

</TABLE>

               See Notes to the Consolidated Financial Statements

                                       3
<PAGE>
<TABLE>
<CAPTION>

                                     ENVIRONMENTAL SERVICE PROFESSIONALS, INC. AND SUBSIDIARIES
                             CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED
                                       SEPTEMBER 30, 2008 AND SEPTEMBER 30, 2007 (UNAUDITED)

-----------------------------------------------------------------------------------------------------------------------------------

                                                                                    UNAUDITED                    REVISED
                                                                                   NINE MONTHS                 NINE MONTHS
                                                                                      ENDED                       ENDED
                                                                                  SEPTEMBER 30,               SEPTEMBER 30,
                                                                                       2008                        2007
                                                                              -----------------------     -----------------------
<S>                                                                           <C>                       <C>

CASH FLOWS FROM OPERATING ACTIVITIES

  Net income (loss)                                                           $           (7,008,174)   $            (14,492,018)

  Adjustments to reconcile net loss to net cash
  provided by (used in) operating activities:
      Depreciation                                                                            18,335                      17,515
      Common stock issued for services                                                     4,425,908                   9,076,821
      Common stock to be issued                                                                    -                     357,500
      Changes in operating assets and liabilities:
        (Increase) decrease in accounts receivable                                            47,050                    (335,769)
        (Increase) decrease in other receivable                                              (19,785)                     (1,228)
        (Increase) decrease in prepaid expenses                                              913,645                  (3,049,163)
        (Increase) decrease in goodwill                                                            -                   7,193,185
        (Increase) decrease in trademarks                                                          -                         414
        (Increase) decrease in employee advances                                             (37,227)                          -
        (Increase) decrease in security deposits                                                   -                      69,906
        (Increase) decrease in business areas                                                      -                    (250,001)
        (Increase) decrease in association membership list                                     7,102                    (650,835)
        (Increase) decrease in accounts payable and accrued expenses                         681,853                      87,541
        (Increase) decrease in bank overdraft                                               (326,376)                          -
        (Increase) decrease in taxes payable                                                     545                           -
                                                                              -----------------------     -----------------------

     NET CASH USED BY OPERATING ACTIVITIES                                                (1,297,124)                 (1,976,131)

CASH FLOWS FROM INVESTING ACTIVITIES

  Acquisition of equipment                                                                         -                    (412,806)
                                                                              -----------------------     -----------------------

     NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES                                           -                    (412,806)

CASH FLOWS FROM FINANCING ACTIVITIES

  Line of credit                                                                             361,010                      (7,761)
  Proceeds from loans payable                                                                923,656                   1,739,300
  Proceeds from loans payable - (a realted party)                                             12,458                           -
  Proceeds from long-term liabilities                                                              -                     384,103
                                                                              -----------------------     -----------------------

     NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES                                   1,297,124                   2,115,642
                                                                              -----------------------     -----------------------

Net increase (decrease) in cash & cash equivalents                                                 -                    (273,295)

Cash at beginning of period                                                                        -                     303,758
                                                                              -----------------------     -----------------------

CASH AT END OF PERIOD                                                         $                    -      $               30,463
                                                                              =======================     =======================

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

Cash paid for Interest                                                        $            1,452,880      $              103,900
                                                                              =======================     =======================

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

</TABLE>
               See Notes to the Consolidated Financial Statements

                                       4
<PAGE>

           ENVIRONMENTAL SERVICE PROFESSIONALS, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The accompanying  September 30, 2008 condensed consolidated financial statements
have been prepared by the Company  without audit.  In the opinion of management,
all adjustments (which include only normal recurring  adjustments)  necessary to
present fairly the financial  position,  results of operations and cash flows at
September 30, 2008 and for all periods presented have been made.

Certain  information  and footnote  disclosures  normally  included in financial
statements prepared in accordance with accounting  principles generally accepted
in the United States of America have been condensed or omitted.  It is suggested
that these condensed  consolidated  financial  statements be read in conjunction
with the  consolidated  financial  statements and notes thereto  included in the
Company's  December  31, 2007 audited  consolidated  financial  statements.  The
results of operations  for the three months period ended  September 30, 2008 are
not necessarily indicative of the operating results for the full years.


NOTE 2 - GOING CONCERN

The Company's  condensed  consolidated  financial  statements are prepared using
generally accepted accounting  principles  applicable to a going concern,  which
contemplates  the  realization  of assets and  liquidation of liabilities in the
normal course of business.  The accompanying  condensed  consolidated  financial
statements do not include any  adjustments  relating to the  recoverability  and
classification  of  liabilities  that  might  result  from the  outcome  of this
uncertainty.  It is management's  intention to seek  additional  operating funds
through operations,  and debt or equity offerings.  Management has yet to decide
what type of offering the Company will use or how much capital will be raised by
the Company.  There is no  guarantee  that the Company will be able to raise any
capital through any type of offerings.


NOTE 3 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Environmental Service  Professionals,  Inc. (the "Company" or "ESP") is a Nevada
corporation  headquartered  in  Southern  California.   Through  its  subsidiary
Environmental Safeguard  Professionals,  Inc. ("Safeguard"),  ESP offers various
inspection  services  to address  mandated  energy  certification,  construction
defects,  moisture or other  environmental  issues in commercial and residential
buildings.  Through its subsidiary National Professional Services, Inc. ("NPS"),
ESP offers annual trade memberships and management services for industry related
associations.  Through its subsidiary Porter Valley Software,  Inc. ("PVS"),  an
inspection  software  company,  the  Company  plans to  provide  the core of its
on-line inspection protocols.

Since March 31, 2008 Safeguard has developed an all inclusive  multi-disciplined
inspection process (the "EcoCheck  Inspection(TM)")  that is focused on reducing
liabilities  and  mitigating  risks to protect  homeowners,  retail  properties,
builders,  lenders,  mortgage  brokers/agents  relating to state mandated energy
certification, construction defects, moisture or other environmental issues. The
EcoCheck  Inspection(TM)  is  based  on  standardized  training,  certification,
inspection, and result reporting analysis protocols and forms the foundation of

                                       5
<PAGE>

NOTE 3 - ORGANIZATION AND DESCRIPTION OF BUSINESS - CONTINUED

services  that  together  are  provided  by  the  Certified  Environmental  Home
Inspector(TM)  ("CEHI").  The annual  Healthy Home  Assurance  Certification(TM)
("HAC")  and the  pro-active  comprehensive  subscription  based 10 year  annual
maintenance process,  Healthy Living Maintenance  Program(TM) ("HLMP") add value
to a property and mitigates risk by reducing  claims,  instilling  confidence in
property safety, and promotes a positive green image.

NPS  is  currently  a   conglomerate   of  seven  real  estate   industry  trade
associations.  NPS plans to promote ESP's services by providing  information and
training about the EcoCheck Inspection(TM)  protocols.  This training is planned
to be focused on underwriters,  loan officers, appraisers,  insurance companies,
loss control and risk  management  personnel  and to  emphasize  the benefits of
using a CEHI and subscribing for the HLMP.

PVS  has  developed   various   software   programs  which  have  been  designed
specifically  for detailed  data  searching  and data  retention  under the name
"InspectVue(TM)".  InspectVue(TM)  is the  core  component  of  ESP's  automated
on-line EcoCheck Inspection(TM) protocols that include the new energy inspection
requirements   that  are  being   developed  in  concert  with  other   industry
participants.


NOTE 4 - NOTES PAYABLE & LONG TERM LIABILITIES

Notes payable as of September 30, 2008 consist of the following:

                                                  September 30, 2008
--------------------------------------------- ---------------------------
Unsecured loans, with annual interest of 8%.          $ 2,881,402

Unsecured notes, with annual interest of 10%.           1,243,934
--------------------------------------------- ---------------------------
                                                      $ 4,125,336
============================================= ===========================


NOTE 5 - SIGNIFICANT EVENTS

On June 19,  2008,  Environmental  Service  Professionals,  Inc.  completed  the
closing of a stock  purchase  agreement  with Porter  Valley  Software,  Inc., a
California  corporation.  Pursuant to the stock purchase agreement,  the Company
acquired  100% of the  total  issued  and  outstanding  stock of  Porter  Valley
Software, Inc in consideration for 650,000 shares of the Company's common stock,
issuable  in  installments  over  time,  plus  $400,000  in  cash,   payable  in
installments over time.


                                       6
<PAGE>

NOTE 6 BASIC INCOME / (LOSS) PER COMMON SHARE

Basic gain (loss) per common  share has been  calculated  based on the  weighted
average number of shares of common stock outstanding during the period.


                                    September 30, 2008    September 30, 2007
                                   -------------------- ----------------------

NET INCOME (LOSS) FROM                 $(7,008,174)           $ (14,492,019)
OPERATIONS

Basic income / (loss) per share            $ (0.19)           $       (0.85)
                                   ==================== ======================

Weighted average number of shares
outstanding                             36,654,958               17,064,228
                                   ==================== ======================


NOTE 7. STOCK TRANSACTIONS

On September 23, 2008,  the Company issued 200,000 shares of its common stock to
two employees for services rendered.

On September 19, 2008,  the Company issued 525,000 shares of its common stock to
a single  investor at a purchase  price of $0.58 per share pursuant to a private
placement.

On August 21,  2008,  the Company  issued  98,324  shares of its common stock to
seven consultants for services rendered.

On August 19, 2008,  the Company  issued  200,000  shares of its common stock in
connection with the Company's acquisition of PVS.

On August 15, 2008,  the Company  issued 326,896 shares of its common stock to a
single bridge lender as a late payment penalty.

On August 13, 2008,  the Company  issued 112,069 shares of its common stock to a
single  investor  at a purchase  price of $0.58 per share  pursuant to a private
placement.

On July 29,  2008,  the Company  issued  50,000  shares of its common stock to a
single  bridge  lender as a late payment  penalty,  20,000  shares of its common
stock to a single  consultant  for services  rendered,  and 40,000 shares of its
common  stock to a single  investor  at a  purchase  price  of $0.58  per  share
pursuant to a private placement.

As of September  30,  2008,  the Company had  52,230,166  shares of common stock
outstanding.

                                       7

<PAGE>

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

CAUTIONARY STATEMENTS

         This   Form   10-Q   contains    financial    projections   and   other
"forward-looking  statements," as that term is used in federal  securities laws,
about  Environmental  Service  Professionals,   Inc.'s  ("our,"  "ESP,"  or  the
"Company")  financial  condition,  results of  operations  and  business.  These
statements  include,  among  others,  statements  concerning  the  potential for
revenues and expenses and other  matters that are not  historical  facts.  These
statements  may be made  expressly in this Form 10-Q. You can find many of these
statements by looking for words such as  "believes,"  "expects,"  "anticipates,"
"estimates,"   or   similar   expressions   used  in  this  Form   10-Q.   These
forward-looking  statements  are  subject  to  numerous  assumptions,  risks and
uncertainties  that may cause the  Company's  actual  results  to be  materially
different from any future  results  expressed or implied by the Company in those
statements.  The most  important  facts  that could  prevent  the  Company  from
achieving its stated goals include, but are not limited to, the following:

                  (a)      Volatility or decline of the Company's stock price;
                  (b)      Potential fluctuation in quarterly results;
                  (c)      Failure of the Company to earn revenues or profits;
                  (d)      Inadequate   capital  and   inability  to  raise  the
                           additional  capital or obtain the financing needed to
                           implement its business plans;
                  (e)      Inadequate capital to continue business;
                  (f)      Absence  of demand  for the  Company's  products  and
                           services;
                  (g)      Rapid and significant changes in markets;
                  (h)      Litigation  with or legal claims and  allegations  by
                           outside parties against ESP and its subsidiaries;
                  (i)      Insufficient revenues to cover operating costs;
                  (j)      Default by the Company on short-term bridge loans and
                           other  indebtedness  incurred by the Company due to a
                           lack of capital or cash flow to service and repay the
                           debt; and
                  (k)      Additional  dilution  incurred as the Company  issues
                           more of its capital stock to finance acquisitions and
                           operations.

         Because the statements are subject to risks and  uncertainties,  actual
results  may  differ   materially   from  those  expressed  or  implied  by  the
forward-looking statements. The Company cautions you not to place undue reliance
on the  statements,  which  speak  only as of the date of this  Form  10-Q.  The
cautionary  statements  contained  or  referred  to in this  section  should  be
considered in connection  with any  subsequent  written or oral  forward-looking
statements  that the Company or persons  acting on its behalf might  issue.  The
Company  does not  undertake  any  obligation  to  review or  confirm  analysts'
expectations  or  estimates  or  to  release   publicly  any  revisions  to  any
forward-looking  statements to reflect events or circumstances after the date of
this Form 10-Q or to reflect the occurrence of unanticipated events.

         The  following  discussion  should  be read  in  conjunction  with  our
condensed  consolidated  financial statements and notes to those statements.  In
addition to historical information,  the following discussion and other parts of
this quarterly  report contain  forward-looking  information that involves risks
and uncertainties.

OVERVIEW

         Environmental   Service   Professionals,   Inc.  ("ESP")  is  a  Nevada
corporation  headquartered  in  Southern  California.   Through  our  subsidiary
Environmental  Safeguard  Professionals,  Inc.  ("Safeguard"),  we offer various
inspection  services  to address  mandated  energy  certification,  construction
defects,  moisture or other  environmental  issues in commercial and residential
buildings.  Through our subsidiary National Professional Services, Inc. ("NPS"),
we offer annual trade  memberships and management  services for industry related
associations.  Through our subsidiary Porter Valley Software,  Inc. ("PVS"),  an
inspection  software  company,  we  plan to  provide  the  core  of our  on-line
inspection protocols.

         Since  March  31,  2008   Safeguard  has  developed  an  all  inclusive
multi-disciplined  inspection  process (the "EcoCheck  Inspection(TM)")  that is
focused on reducing  liabilities  and  mitigating  risks to protect  homeowners,
retail properties,  builders, lenders, mortgage brokers/agents relating to state
mandated  energy  certification,   construction   defects,   moisture  or  other
environmental  issues.  The  EcoCheck  Inspection(TM)  is based on  standardized
training, certification, inspection, and result reporting analysis protocols and
forms the  foundation  of services  that  together are provided by the Certified

                                       8
<PAGE>

Environmental  Home  Inspector(TM)  ("CEHI").  The annual Healthy Home Assurance
Certification(TM) ("HAC") and the pro-active comprehensive subscription based 10
year annual maintenance process, Healthy Living Maintenance Program(TM) ("HLMP")
add value to a  property  and  mitigates  risk by  reducing  claims,  instilling
confidence in property safety, and promotes a positive green image.

         NPS is currently a  conglomerate  of seven real estate  industry  trade
associations.  We anticipate  that NPS will promote ESP's  services by providing
information and training about the EcoCheck Inspection(TM)  protocols. We expect
that this training will be focused on underwriters,  loan officers,  appraisers,
insurance  companies,  loss  control  and  risk  management  personnel  and will
emphasize the benefits of using a CEHI and subscribing for the HLMP.

         PVS has developed  various  software  programs which have been designed
specifically  for detailed  data  searching  and data  retention  under the name
"InspectVue(TM)."  InspectVue(TM)  is the  core  component  of  ESP's  automated
on-line EcoCheck Inspection(TM) protocols that include the new energy inspection
requirements   that  are  being   developed  in  concert  with  other   industry
participants.

CRITICAL ACCOUNTING POLICIES

         The  discussion and analysis of the Company's  financial  condition and
results  of  operations  are based  upon the  Company's  consolidated  financial
statements,  which have been prepared in accordance with  accounting  principles
generally  accepted in the United States of America.  The  preparation  of these
financial  statements  requires the Company to make estimates and judgments that
affect the reported amounts of assets,  liabilities,  revenues and expenses, and
related  disclosure of contingent  assets and liabilities.  On an ongoing basis,
the Company  evaluates  its  estimates,  including  those  related to bad debts,
intangible assets, income taxes, and contingencies and litigation, among others.
The Company bases its estimates on  historical  experience  and on various other
assumptions  that it  believes to be  reasonable  under the  circumstances,  the
results of which form the basis for making  judgments  about the carrying values
of assets and  liabilities  that are not readily  apparent  from other  sources.
Actual results may differ from these estimates  under  different  assumptions or
conditions. The Company believes that the following critical accounting policies
affect its more  significant  judgments and estimates used in the preparation of
its consolidated financial statements: discontinued operations, use of estimates
and impairment of long-lived assets.  These accounting policies are discussed in
"ITEM 6  --MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND
RESULTS OF OPERATION"  contained in the  Company's  Annual Report on Form 10-KSB
for the fiscal  year ended  December  31,  2007,  as well as in the notes to the
December 31, 2007  consolidated  financial  statements.  There have not been any
significant  changes to these  accounting  policies  since they were  previously
reported at December 31, 2007.

RESULTS OF OPERATIONS  FOR THE NINE MONTHS ENDED  SEPTEMBER 30, 2008 AS COMPARED
TO NINE MONTHS ENDED SEPTEMBER 30, 2007

         REVENUE

         Total revenue for the nine months ended September 30, 2008 increased by
$533,607  from  $553,603  during the nine  months  ended  September  30, 2007 to
$1,087,210 for the nine months  September 30, 2008. This increase in revenue was
a result of our launching of the CEHI and EcoCheck  Inspection(TM)  programs and
our receipt of early annual  membership  renewals  from  National  Professionals
Services,  Inc. ("NPS").  We anticipate that over the fourth quarter of 2008 our
subsidiary  Environmental  Safeguard  Professionals,   Inc.  ("Safeguard")  will
continue to increase  the number of approved  vendors  that will be certified to
deliver inspection services under the CEHI program, that our subsidiary NPS will
continue to invoice and collect the remaining  annual 2008  membership  dues and
continue to increase new memberships in each of its  associations,  and that our
subsidiary  Porter Valley  Software,  Inc.  ("PVS") will invoice and collect the
annual 2008  software  license  fees and  continue to increase  new sales of its
software products.

                                       9
<PAGE>
         OPERATING EXPENSES

         Operating  expenses  decreased by $634,577,  from $6,897,381 during the
nine months ended  September 30, 2007,  to $6,248,804  for the nine months ended
September 30, 2008.  This majority of the decrease in operating  expense was the
result of a $551,716  decrease in general and  administrative  expense  from the
prior  period.  Expenses  for the period that related to stock  issuances  were:
finance fee $925,367,  consulting  fee of $3,148,054  and  professional  fees of
$1,106,305.

         NET LOSS

         Net loss  decreased  by  $7,483,844  from  $14,492,018  during the nine
months  ended  September  30,  2007,  to  $7,008,174  for the nine months  ended
September  30,  2008.  This  decrease  in net loss was the  result of  operating
efficiencies,  lower general and  administrative  expenses and the write down of
goodwill in the previous  period.  Stock issuance  related  expenses for the six
months ended  September  30, 2008 were  $5,263,408.  Currently  operating  costs
exceed revenue because sales are not yet sufficient. We cannot assure when or if
revenue will exceed operating costs.

LIQUIDITY AND CAPITAL RESOURCES

         The Company had net cash of $0 at September  30,  2008,  as compared to
net cash of $0 at September 30, 2007.

         During the nine months  ended  September  30,  2008,  the Company  used
$1,297,124 of cash for operating  activities,  as compared to $1,976,131  during
the nine months ended  September  30, 2007.  The decrease in the use of cash for
operating activities was a result of continuous  optimization of the general and
administration support.

         Cash provided by financing  activities relating to bank line of credit,
the  issuance of  promissory  notes and shares of common  stock  during the nine
months ended September 30, 2008 was $1,297,124, as compared to $2,115,642 during
the nine months ended  September 30, 2007.  Since  January 1, 2006,  our capital
needs have  primarily been met from the proceeds of private  placements,  bridge
loans and, to a lesser extent, sales.

         The Company will have additional capital  requirements  during 2008 and
2009.  If we are unable to satisfy  our cash  requirements  through  product and
service sales, we will attempt to raise  additional  capital through the sale of
our common stock.

         We cannot  assure  that the  Company  will have  sufficient  capital to
finance  our  growth  and  business  operations  or that  such  capital  will be
available  on  terms  that  are  favorable  to us or at  all.  We are  currently
incurring  operating  deficits that are expected to continue for the foreseeable
future.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Not Applicable.

ITEM 4T. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

         As required by Rules 13a-15(e) and 15d-15(e) under the Exchange Act, we
carried out an  evaluation of the  effectiveness  of the design and operation of
our  disclosure  controls and  procedures as of the end of the period covered by
this Quarterly Report. This evaluation was carried out under the supervision and
with the  participation  of our Chief Executive  Officer and our Chief Financial
Officer.

         We maintain a set of  disclosure  controls and  procedures  designed to
ensure that  information  required to be disclosed by us in reports  filed under
the  Securities  Exchange  Act of 1934,  as  amended,  is  recorded,  processed,
summarized and reported within the time periods  specified by the Securities and
Exchange  Commission's  rules and forms.  Disclosure  controls are also designed
with the  objective  of  ensuring  that  this  information  is  accumulated  and
communicated to our management,  including our Chief Executive Officer and Chief
Financial Officer, as appropriate,  to allow timely decisions regarding required
disclosure.

                                       10
<PAGE>

         Based upon their evaluation as of the end of the period covered by this
report,  our Chief Executive  Officer and Chief Financial Officer concluded that
our disclosure controls and procedures are effective as of September 30, 2008 to
ensure that information required to be included in our periodic filings with the
Securities and Exchange  Commission  are recorded,  processed,  summarized,  and
reported  within the time  periods  specified  in the  Securities  and  Exchange
Commission rules and forms.

INTERNAL CONTROL OVER FINANCIAL REPORTING

         Our  Chief  Executive  Officer  and  Principal  Financial  Officer  are
responsible for  establishing  and maintaining  adequate  internal  control over
financial  reporting (as defined in Rule 13a-15(f)  under the Exchange Act). Our
internal  control  over  financial  reporting  is a process  designed to provide
reasonable  assurance  regarding the reliability of financial  reporting and the
preparation  of  financial   statements  for  external  purposes  of  accounting
principles  generally  accepted in the United  States.  Because of its  inherent
limitations, internal control over financial reporting may not prevent or detect
misstatements.  Therefore,  even those  systems  determined  to be effective can
provide only reasonable assurance of achieving their control objectives.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

         There were no changes in the Company's  internal control over financial
reporting  identified  in  connection  with the  evaluation  of it that occurred
during the quarter  ended  September  30, 2008 that  materially  affected or are
reasonably  likely to  materially  affect the  Company's  internal  control over
financial reporting.


PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

JOHN COOLEY V. PACIFIC ENVIRONMENTAL SAMPLING, INC. ETC., ET AL.

         On July 3, 2008, a hearing regarding  plaintiff Cooley's fourth amended
complaint  was held before the Court and the  Company was granted all  submitted
demurrers and Motions to Strike. On July 29, 2008, plaintiff Cooley advised that
he does  not  intend  to  file a  fifth  amended  complaint.  A Case  Management
Conference  was held  September 4, 2008. As of the date of this report,  ESP and
its  affiliates  cannot predict the outcome of this case. ESP and its affiliates
believe they have meritorious  defenses and are vigorously defending the action.
For additional  information  regarding this legal proceeding,  see the Company's
Annual Report on Form 10-KSB for the fiscal year ended December 31, 2007.

ITEM 1A.-RISK FACTORS

WE DID NOT TIMELY  FILE WITH THE SEC OUR FORM  10-KSB FOR THE FISCAL  YEAR ENDED
DECEMBER  31,  2007.  AS A  RESULT  OF THIS  DELAYED  FILING,  WE ARE  CURRENTLY
INELIGIBLE   TO  USE  FORM  S-3  TO   REGISTER   SECURITIES   WITH  THE  SEC  IN
CAPITAL-RAISING  TRANSACTIONS,  WHICH MAY  ADVERSELY  AFFECT  OUR COST OF FUTURE
CAPITAL.

         We did not timely file with the SEC our Form 10-KSB for the fiscal year
ended December 31, 2007.  Although the filing of this  Quarterly  Report on Form
10-Q will bring us current in our filings with the SEC,  because our Form 10-KSB
was not filed  within the  deadline  promulgated  by the SEC, the filing was not
timely under applicable SEC rules. As a result of the delayed filing of our Form
10-KSB, we are ineligible to use a "short form"  registration  statement on Form
S-3 to  register  securities  for sale by us or for  resale  by  other  security
holders,  in  capital  raising  transactions,  until we have  timely  filed  all
periodic  reports  under  the  Securities  Exchange  Act of 1934 for at least 12
calendar months.  In the meantime,  for capital raising  transactions,  we would
need to use Form  S-1 to  register  securities  with  the  SEC,  or  issue  such
securities in a private  placement,  which could increase the time and resources
required to raise capital during this period.

                                       11
<PAGE>

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

         On September 23, 2008, we issued  200,000 shares of our common stock to
two employees for services rendered.

         On September 19, 2008, we issued  525,000 shares of our common stock to
a single  investor at a purchase  price of $0.58 per share pursuant to a private
placement  made  by us in  accordance  with  Rule  506  of  Regulation  D of the
Securities Act of 1933, as amended (the "Act").

         On August 21,  2008,  we issued  98,324  shares of our common  stock to
seven consultants for services rendered.

         On August 19,  2008,  we issued  200,000  shares of our common stock in
connection with our acquisition of Porter Valley Software, Inc.

         On August 15, 2008, we issued  326,896  shares of our common stock to a
single bridge lender as a late payment penalty.

         On August 13, 2008, we issued  112,069  shares of our common stock to a
single  investor  at a purchase  price of $0.58 per share  pursuant to a private
placement made by us in accordance with Rule 506 of Regulation D of the Act.

         On July 29,  2008,  we issued  50,000  shares of our common  stock to a
single  bridge  lender as a late payment  penalty,  20,000  shares of our common
stock to a single  consultant  for services  rendered,  and 40,000 shares of our
common  stock to a single  investor  at a  purchase  price  of $0.58  per  share
pursuant  to a  private  placement  made by us in  accordance  with  Rule 506 of
Regulation D of the Act.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         Not Applicable

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         Not Applicable

ITEM 5.  OTHER INFORMATION

         Not Applicable

ITEM 6.  EXHIBITS


         EXHIBIT            DESCRIPTION
         -------            ----------------------------------------------------
         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



                                       12
<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.


Dated:  November 19, 2008        By:  /s/ Edward L. Torres
                                      ------------------------------------------
                                      Edward L. Torres,  Chairman of the Board,
                                      President, Chief Executive Officer and
                                      Acting Chief Financial Officer,(Principal
                                      Executive Officer and Principal Accounting
                                      Officer)






































                                       13