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

                          SCHEDULE 13D

            Under the Securities Exchange Act of 1934
                       (Amendment No. 11)*

                        INNOVO GROUP INC.
                        (Name of Issuer)

             Common Stock, Par Value $0.10 Per Share
                 (Title of Class of Securities)

                           457954600
                         (CUSIP Number)

                      Samuel J. Furrow, Jr.
                        Innovo Group Inc.
                    5804 East Slauson Avenue
                   Commerce, California  90040
                         (323) 725-5516
          (Name, Address and Telephone Number of Person
        Authorized to Receive Notices and Communications)

                         June 24, 2005
              (Date of Event which Requires Filing
                       of this Statement)

If the filing person has previously filed a statement on Schedule
13G  to  report  the  acquisition that is  the  subject  of  this
Schedule  13D,  and is filing this schedule because  of  240.13d-
1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [  ].

Note:   Schedules  filed in paper format shall include  a  signed
original and five copies of the schedule, including all exhibits.
See  Rule  240.13d-7 for other parties to whom copies are  to  be
sent.

*The  remainder  of this cover page shall be  filled  out  for  a
reporting  person's initial filing on this form with  respect  to
the subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided  in
a prior cover page.

The  information  required on the remainder of  this  cover  page
shall  not be deemed to be "filed" for the purpose of Section  18
of  the  Securities  Exchange Act of 1934  ("Act")  or  otherwise
subject  to the liabilities of that section of the Act but  shall
be  subject to all other provisions of the Act (however, see  the
Notes).

Continued on following page(s)

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1    Names of Reporting Persons
     I.R.S. Identification Nos. of above persons (entities only).
          AZTECA PRODUCTION INTERNATIONAL, INC.
2    Check the Appropriate Box if a Member of a Group (See
Instructions)
                              a.
                              b. X
3    SEC Use Only
4    Source of Funds (See Instructions)
          Not Applicable
5    Check if Disclosure of Legal Proceedings Is Required
     Pursuant to Items 2(d) or 2(e)

6    Citizenship or Place of Organization
          California
                    7    Sole Voting Power
 Number of                    3,306,908
    Shares
Beneficially        8    Shared Voting Power
 Owned By                         0
    Each
 Reporting          9    Sole Dispositive Power
   Person                     3,306,908
    With
               10   Shared Dispositive Power
                         0
11   Aggregate Amount Beneficially Owned by Each Reporting Person
                         3,306,908
12   Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)

13   Percent of Class Represented By Amount in Row (11)
                         9.93%
14   Type of Reporting Person (See Instructions)
          OO

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1    Names of Reporting Persons
     I.R.S. Identification Nos. of above persons (entities only).
          PAUL GUEZ
2    Check the Appropriate Box if a Member of a Group (See
Instructions)
                              a.
                              b. X
3    SEC Use Only
4    Source of Funds (See Instructions)
          Not Applicable
5    Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)

6    Citizenship or Place of Organization
          UNITED STATES
               7    Sole Voting Power
 Number of                    2,085,976
    Shares
Beneficially        8    Shared Voting Power
 Owned By                        0
    Each
 Reporting          9    Sole Dispositive Power
   Person                     2,085,976
    With
               10   Shared Dispositive Power
                         0
11   Aggregate Amount Beneficially Owned by Each Reporting Person
                         2,085,976
12   Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)

13   Percent of Class Represented By Amount in Row (11)
                         6.26 %
14   Type of Reporting Person (See Instructions)
          IN

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This  Amendment  No.  11 to Schedule 13D  relates  to  shares  of
Common  Stock, par value $0.10 per share (the "Shares") of Innovo
Group, Inc. (the "Issuer").  This Amendment No. 11 supplementally
amends the initial statement on Schedule 13D, dated November  30,
2000  (the  "Initial Statement") and Amendment No. 1 to  Schedule
13D,   dated  July  11,  2003  and  filed  on  October  29,  2003
("Amendment  No.  1"),  Amendment No. 2 to  Schedule  13D,  dated
September  18,  2003 and filed on December 18, 2003,  ("Amendment
No.  2"),  Amendment No. 3 to Schedule 13D, dated  September  18,
2003 and filed on January 20, 2004 ("Amendment No. 3"), Amendment
No. 4 to Schedule 13D, dated March 5, 2004 and filed on March  9,
2004  ("Amendment No. 4"), Amendment No. 5 to Schedule 13D, dated
April  2,  2004 and filed on April 28, 2004 ("Amendment No.  5"),
Amendment  No. 6 to Schedule 13D, dated April 29, 2004 and  filed
on  May  11,  2004 ("Amendment No. 6"), and Amendment  No.  7  to
Schedule  13D,  dated  May  13,  2004,  filed  on  May  18,  2004
("Amendment No. 7"), Amendment No. 8 to Schedule 13D, dated March
15,  2005, filed on March 16, 2005 ("Amendment No. 8"), Amendment
No.  9  to Schedule 13D, dated April 5, 2005, filed on April  15,
2005  ("Amendment No. 9") and Amendment No. 10 to  Schedule  13D,
dated April 22, 2005, filed on May 13, 2005 ("Amendment No.  10")
filed  by the Reporting Persons (as defined herein).  Capitalized
terms  used  but  not  defined herein  shall  have  the  meanings
ascribed to them in the Initial Statement.  The Initial Statement
is supplementally amended as follows.

Item 2.    Identity and Background.

     This  Statement  is being filed on behalf  of  each  of  the
following persons (collectively, the "Reporting Persons"):

          i)   Azteca Production International, Inc. ("Azteca");
         		and
          ii)  Mr. Paul Guez ("Mr. Paul Guez").

     This  Statement relates to the Shares held for the  accounts
of   Azteca,  S.H.D.  Investments,  LLC,  a  California   limited
liability company ("SHD"), and Integrated Apparel Resources, LLC,
a  California  limited  liability company  ("Integrated").   This
Statement  also relates to Shares which Mr. Paul  Guez  does  not
have  voting or investment control over, but are held in the name
of Azteca.

Item 5.        Interest in Securities of the Issuer.

         On June  24,  2005, Mr. Paul Guez, on behalf  of  shares
held solely by him for the account of Azteca,reported a series of
certain  sales  of Shares of stock of the Issuer.   The  sale  of
Shares by Mr. Paul Guez resulted in the change, in the aggregate,
in  more  than  1%  of  the Shares held by Azteca  prior  to  the
commencement  of the sales.  As a result of these  sales  and  in
order  to  comply with the Securities Exchange Act  of  1934,  as
amended,  the  Reporting Persons wish to  reflect  these  changes
herein.

         As  a result, the text of Item 5 of Amendment No. 10  is
deleted in its entirety and is replaced with the following:

         The  Reporting  Persons have been  informed  that  there
were 33,301,787 Shares outstanding as of July 11, 2005, according
to  the Quarterly Report on Form 10-Q filed by the Issuer on July
12, 2005.

          (a)  (i)  Azteca may be deemed the beneficial owner  of
3,306,908  Shares  (approximately 9.93% of the  total  number  of
Shares outstanding).  This number consists of A) 1,513,387 Shares
held  for  its account of which Mr. Hubert Guez may be deemed  to
have  the sole power to direct the voting and disposition of such
Shares on behalf of Azteca, and B) 1,793,521 Shares held for  its
account  of  which Mr. Paul Guez may be deemed to have  the  sole
power  to  direct the voting and disposition of  such  Shares  on
behalf of Azteca.

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               (ii)Mr.  Paul  Guez may be deemed  the  beneficial
owner  of  2,085,976  Shares (approximately 6.26%  of  the  total
number  of  Shares  outstanding).  This  number  consists  of  A)
149,101  Shares  held for the account of SHD, of which  Mr.  Paul
Guez  may  be deemed to have the sole power to direct the  voting
and  disposition of such Shares, B) 1,793,521 Shares held for the
account  of Azteca, of which Mr. Paul Guez may be deemed to  have
the  sole  power  to  direct the voting and disposition  of  such
Shares, and C) 143,354 Shares held for the account of Integrated,
of  which  Mr. Paul Guez may be deemed to have the sole power  to
direct the voting and disposition of such Shares.

          (b)   (i)  Azteca, through Mr. Paul Guez, may be deemed
to have sole voting power to direct the voting and disposition of
1,793,521  Shares  held for its account and  through  Mr.  Hubert
Guez,  may  be deemed to have the sole voting and disposition  of
the 1,513,387 Shares held for its account.

                (ii) Mr. Paul Guez may be deemed to have the sole
power  to  direct the voting and disposition of the A)  1,793,521
Shares held for the account of Azteca; B) 149,101 Shares held for
the account of SHD, and C) 143,354 Shares held for the account of
Integrated.

     (c)   (i)   The following transactions in Common Stock  were
effected  or  reported by Mr. Paul Guez in the past 60  days,  on
behalf of Azteca's Shares that he may be deemed to have the  sole
power  to  direct  the voting and disposition and  the  right  to
receive the proceeds from the sale of such Shares, and are  noted
below.   Upon  a  review of the accounts, it came to  Mr.  Guez's
attention   that  certain  previous  sales  in  June   2005   had
inadvertently not been reported on a Form 4 or Schedule 13D.   As
a result, Mr. Guez reported such transactions late to correct the
mistake.  Except as otherwise stated herein, there have  been  no
transactions effected with respect to the Shares in the  past  60
days  that represented a change in greater than 1% of the  Shares
by  any of the Reporting Persons.  Immediately prior to the sales
of  the  Shares, Mr. Paul Guez may have been deemed to  have  the
sole  power  to  direct the voting and disposition  of  1,929,121
Shares  held  for the account of Commerce.  All such  sales  have
been  previously reported on a Form 4 by Mr. Paul Guez.   Neither
Azteca  nor  Mr.  Paul Guez are subject to Section  16  reporting
requirements.

 Dates       Number of   Transaction   Price per    Where and How
             Shares                    Share        Transaction
                                                    Effected

 6/24/2005-     135,600     Sale      $3.48-$3.86    Open Market
 6/28/2005                                              Sales of
                                                      securities
                                                      registered
                                                      for resale

          (d)   (i)   The  shareholders of Azteca, including  Mr.
Hubert  Guez and Mr. Paul Guez, have the right to participate  in
the receipt of dividends from, or proceeds from the sales of, the
securities held for the account of Azteca only in accordance with
their  right to exercise voting and investment control  over  the
shares so held by such person in Azteca.

               (ii) The shareholders of Integrated, including Mr.
Hubert  Guez and Mr. Paul Guez, have the right to participate  in
the receipt of dividends from, or proceeds from the sales of, the
securities  held for the account of Integrated only in accordance
with  their right to exercise voting and investment control  over
the shares so held by such person in Integrated.

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                (iii)     The shareholders of SHD, including  Mr.
Paul  Guez,  have  the right to participate  in  the  receipt  of
dividends from, or proceeds from the sales of, only in accordance
with  their right to exercise voting and investment control  over
the shares so held by such person in SHD.


                           SIGNATURES

     After reasonable inquiry and to the best of my knowledge and
belief,  each  of the undersigned certifies that the  information
set forth in this Statement is true, complete and correct.


Date: October 7, 2005             AZTECA PRODUCTION
                                  INTERNATIONAL, INC.


                                  By:/s/ Paul Guez
                                     Paul Guez
                                     Joint-owner

Date: October 7, 2005             PAUL GUEZ



                                  By:/s/ Paul Guez
                                     Paul Guez

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