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

                          SCHEDULE 13D/A

            Under the Securities Exchange Act of 1934
                       (Amendment No. 5)*

                       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)

                         April 2, 2004
              (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)

                        Page 1 of 10 Pages



1    Names of Reporting Persons
     I.R.S. Identification Nos. of above persons (entities only).
          COMMERCE INVESTMENT GROUP, LLC
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                    1,837,500
    Shares
Beneficially        8    Shared Voting Power
 Owned By                         0
    Each
 Reporting          9    Sole Dispositive Power
   Person                     1,837,500
    With
                   10   Shared Dispositive Power
                                   0
11   Aggregate Amount Beneficially Owned by Each Reporting Person
                         1,837,500
12   Check if the Aggregate Amount in Row (11) Excludes Certain
     Shares (See Instructions)
                           [X]

13   Percent of Class Represented By Amount in Row (11)
                         6.30%
14   Type of Reporting Person (See Instructions)
          OO

                         Page 2 of 10 Pages


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                    3,825,000
    Shares
Beneficially        8    Shared Voting Power
 Owned By                        0
    Each
 Reporting          9    Sole Dispositive Power
   Person                     3,825,000
    With
                   10   Shared Dispositive Power
                                 0
11   Aggregate Amount Beneficially Owned by Each Reporting Person
                         3,825,000
12   Check if the Aggregate Amount in Row (11) Excludes Certain
     Shares (See Instructions)
                          [X]

13   Percent of Class Represented By Amount in Row (11)
                         13.12%
14   Type of Reporting Person (See Instructions)
          OO

                           Page 3 of 10 Pages


1    Names of Reporting Persons
     I.R.S. Identification Nos. of above persons (entities only).
          HUBERT 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                    2,656,828
    Shares
Beneficially        8    Shared Voting Power
 Owned By                        0
    Each
 Reporting          9    Sole Dispositive Power
   Person                    2,656,828
    With
                   10   Shared Dispositive Power
                                 0
11   Aggregate Amount Beneficially Owned by Each Reporting Person
                         2,656,828
12   Check if the Aggregate Amount in Row (11) Excludes Certain
     Shares (See Instructions)
                           [X]

13   Percent of Class Represented By Amount in Row (11)
                         9.11%
14   Type of Reporting Person (See Instructions)
          IN

                       Page 4 of 10 Pages


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                    4,765,286
    Shares
Beneficially        8    Shared Voting Power
 Owned By                         0
    Each
 Reporting          9    Sole Dispositive Power
   Person                     4,765,286
    With
                   10   Shared Dispositive Power
                                  0
11   Aggregate Amount Beneficially Owned by Each Reporting Person
                         4,765,286
12   Check if the Aggregate Amount in Row (11) Excludes Certain
     Shares (See Instructions)
                           [X]

13   Percent of Class Represented By Amount in Row (11)
                         16.34%
14   Type of Reporting Person (See Instructions)
          IN

                     Pages 5 of 10 Pages






This  Amendment  No.  5  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. 5 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")  and
Amendment No. 4 to Schedule 13D, dated March 5, 2004 and filed on
March 9, 2004 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)   Commerce Investment Group, LLC ("Commerce");

         ii)  Azteca Production International, Inc. ("Azteca")

         iii) Mr. Hubert Guez ("Mr. Hubert Guez"); and

          iv)  Mr. Paul Guez ("Mr. Paul Guez").

     This  Statement relates to the Shares held for the  accounts
of  Commerce,  Azteca,  S.H.D.  Investments,  LLC,  a  California
limited  liability company ("SHD"), Integrated Apparel Resources,
LLC,  a California limited liability company ("Integrated"),  and
Mr. Hubert Guez.

Item 5.        Interest in Securities of the Issuer.

         On  April 2, 2004, Mr. Paul Guez, on behalf of Commerce,
commenced  a  series of certain sales of Shares of stock  of  the
Issuer.  The sale of these Shares resulted in the change in  more
than  1% of the Shares held by Commerce 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.
Furthermore,  it  has  come  to the attention  of  the  Reporting
Persons   that  there  were  certain  inaccuracies  reported   in
Amendment  No.  4.  Specifically, the Reporting Persons  wish  to
clarify which person exercises sole voting and investment control
over   certain  Shares  which  have  been  issued   in   separate
certificates for voting and investment control purposes and  held
in  separate accounts for the account of Commerce and  Azteca  by
Mr. Hubert Guez and Mr. Paul Guez, respectively.

         As  a  result, the text of Item 5 of Amendment No. 4  is
deleted in its entirety and is replaced with the following:

         The  Reporting Persons have been informed by the  Issuer
that  there  were 29,161,350 Shares outstanding as of  April  26,
2004.

          (a)   (i)  Commerce may be deemed the beneficial  owner
of  1,837,500 Shares (approximately 6.30% of the total number  of
Shares outstanding assuming the exercise of warrants held for its
account).  This number consists of A) 1,537,500 Shares  held  for
its account, and B) 300,000 Shares issuable upon the exercise  of
warrants  held for its account. Mr. Hubert Guez may be deemed  to
have  the sole power to direct the voting and disposition of  the
following  Shares on behalf of Commerce: A) 707,928  Shares  held
for  the account of Commerce and B) 300,000 Shares issuable  upon
the  exercise of warrants held for the account of Commerce.   Mr.
Paul  Guez  may  be deemed to have the sole power to  direct  the
voting  and  disposition of the following  Shares  on  behalf  of
Commerce: A) 829,572 Shares held for the account of Commerce.

                    Page 6 of 10 Pages


               (ii) Azteca may be deemed the beneficial owner  of
3,825,000  Shares (approximately 13.12% of the  total  number  of
Shares outstanding).  This number consists of A) 1,625,000 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) 2,200,000 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.

               (iii)     Mr.  Hubert  Guez  may  be  deemed   the
beneficial owner of 2,656,828 Shares (approximately 9.11% of  the
total  number of Shares outstanding and assuming the exercise  of
warrants held for the account of Commerce).  This number consists
of  A)  23,900 Shares held for his personal account,  B)  707,928
Shares held for the account of Commerce, of which Mr. Hubert Guez
may  be  deemed to have the sole power to direct the  voting  and
disposition of such Shares, C) 300,000 Shares issuable  upon  the
exercise  of warrants held for the account of Commerce, of  which
Mr.  Hubert Guez may be deemed to have the sole power  to  direct
the  voting  and  disposition of such Shares,  and  D)  1,625,000
Shares  held for the account of Azteca, of which Mr. Hubert  Guez
may  be  deemed to have the sole power to direct the  voting  and
disposition of such Shares.

               (iv)Mr.  Paul  Guez may be deemed  the  beneficial
owner  of  4,765,286 Shares (approximately 16.34%  of  the  total
number  of  Shares  outstanding).  This  number  consists  of  A)
285,714  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) 2,200,000 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,  C)  1,450,000 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, and D) 829,572
Shares  held for the account of Commerce, of which Mr. Paul  Guez
may  be  deemed to have the sole power to direct the  voting  and
disposition of such Shares.

          (b)   (i)   Commerce, through Mr. Hubert Guez,  may  be
deemed to have sole power to direct the voting and disposition of
the  1,007,928 Shares held for its account (assuming the exercise
of  warrants  held for the account of Commerce) and  through  Mr.
Paul  Guez, may be deemed to have sole power to direct the voting
and disposition of the 829,572 Shares held for its account

                (ii) Azteca, through Mr. Paul Guez, may be deemed
to have sole voting power to direct the voting and disposition of
2,200,000  Shares  held for its account and  through  Mr.  Hubert
Guez,  may  be deemed to have the sole voting and disposition  of
the 1,625,000 Shares held for its account.

                (iii)      Mr. Hubert Guez may be deemed to  have
the  sole  power to direct the voting and disposition of  the  A)
23,900  Shares held for his personal account, B) 1,007,928 Shares
held  for  the  account  of Commerce (assuming  the  exercise  of
warrants  held  for  the account of Commerce)  and  C)  1,625,000
Shares held for the account of Azteca.

                (iv) Mr. Paul Guez may be deemed to have the sole
power  to  direct the voting and disposition of the A)  2,200,000
Shares held for the account of Azteca; B) 285,714 Shares held for
the  account of SHD, C) 1,450,000 Shares held for the account  of
Integrated,  and  D)  829,572 Shares  held  for  the  account  of
Commerce.

                       Page 7 of 10 Pages


     (c)  The following transactions in Common Stock were
effected by Mr. Paul Guez, on behalf of Commerce's Shares that he
may deem to have the sole power to direct the voting and
disposition of, and are noted below since the most recent filing
on Schedule 13D.  Except as otherwise stated herein, there have
been no transactions effected with respect to the Shares since
the date of the last filing on Schedule 13D 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 1,061,762 Shares held for
the account of Commerce.

    Date     Number of    Transaction    Price per
              Shares                       Share

    4/2/04     22,300       Sale           $2.45
    4/2/04      5,000       Sale           $2.50
    4/2/04      2,000       Sale           $2.55
    4/2/04      1,800       Sale           $2.46
    4/2/04      1,000       Sale           $2.44
    4/2/04      1,000       Sale           $2.43
    4/2/04        400       Sale           $2.56
    4/5/04     23,500       Sale           $2.42
    4/5/04      4,600       Sale           $2.41
    4/5/04      3,800       Sale           $2.43
    4/5/04        700       Sale           $2.49
    4/5/04        100       Sale           $2.40
    4/6/04     15,000       Sale           $2.40
    4/12/04    26,100       Sale           $2.20
    4/12/04     1,600       Sale           $2.22
    4/12/04     6,200       Sale           $2.21
    4/13/04     7,000       Sale           $2.17
    4/13/04     3,000       Sale           $2.16
    4/13/04     1,900       Sale           $2.15
    4/13/04    13,100       Sale           $2.18
    4/14/04     2,200       Sale           $2.19
    4/14/04     1,700       Sale           $2.20
    4/14/04     1,100       Sale           $2.18
    4/20/04     8,400       Sale           $1.82
    4/20/04    17,900       Sale           $1.83
    4/21/04     4,700       Sale           $1.86
    4/21/04       200       Sale           $1.87
    4/22/04     5,000       Sale           $1.80
    4/22/04     5,000       Sale           $1.79
    4/22/04     5,000       Sale           $1.75
    4/26/04    10,000       Sale           $1.59
    4/26/04    13,500       Sale           $1.52
    4/26/04       300       Sale           $1.51
    4/26/04     6,200       Sale           $1.50
    4/26/04    10,000       Sale           $1.55
    4/27/04       890       Sale           $1.59

    TOTAL         232,190


          (d)   (i)  The shareholders of Commerce, 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 Commerce in accordance  with
their ownership interests in Commerce.

                      Page 8 of 10 Pages


                (ii)  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  in  accordance  with
their ownership interests in Azteca.

                 (iii)       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
in accordance with their ownership interests in Integrated.

                (iv) 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, the securities held for  the
account  of  SHD in accordance with their ownership interests  in
SHD.


          (e)  Not Applicable.



                       Page 9 of 10 Pages


                           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: April 28, 2004              COMMERCE INVESTMENT GROUP, LLC


                                  By: /s/ Hubert Guez
                                     ----------------
                                     Hubert Guez
                                     Manager

Date: April 28, 2004              AZTECA PRODUCTION
                                  INTERNATIONAL, INC.

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

Date: April 28, 2004              HUBERT GUEZ

                                  /s/ Hubert Guez
                                  ---------------
                                  Hubert Guez

Date: April 28, 2004              PAUL GUEZ

                                  /s/ Paul Guez
                                  -------------
                                  Paul Guez