FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * AZTECA PRODUCTION INTERNATIONAL INC   2. Issuer Name and Ticker or Trading Symbol INNOVO GROUP INC [INNO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 3. Date of Earliest Transaction (Month/Day/Year) 05/17/2006 (Street)   4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 05/17/2006(2)   J(1)   1,041,667 A (1) 4,348,575 D (3)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
AZTECA PRODUCTION INTERNATIONAL INC		X

Signatures

/s/ Hubert Guez, majoirty owner of Azteca Productions International, Inc.		05/19/2006
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	These shares were issued pursuant to the terms of an Asset Purchase Agreement entered into by and between Innovo Group Inc. (the "Company") and the Reporting Entity dated July 17, 2003. The contingent issuance of these shares was approved by the Company's stockholders at a special meeting of its stockholders on March 5, 2004. The Reporting Entity was not entitled to these shares until certain time periods elapsed and certain contingencies were met, primarily, the average trading price of the Company's common stock being less than $3.00 per share for the period between February 10, 2006 and March 12, 2006. The Reporting Entity paid no additional consideration for the issuance of these shares. The Reporting Entity was not subject to Section 16 of the Securities Act of 1934, as amendeed, immediately prior to the issuance of these 1,041,667 shares.
(2)	This is the date that the shares were issued by the Transfer Agent.
(3)	The person exercising sole voting and investment control, and the sole right to receive proceeds in the event of the sale of the shares, of the Reporting Entity are as follows: (i) Hubert Guez, a majority owner of the Reporting Entity, exercises sole voting and investment control and the sole right to receive proceeds in the event of the sale of the shares, of 2,034,220 shares; and (ii) Paul Guez, a majority owner of the Reporting Entity, exercises sole voting and investment control and the sole right to receive proceeds in the event of the sale of the shares, of 2,314,355 shares.

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