Sec Form 13D Filing - GUEZ HUBERT filing for Centric Brands Inc. (CTRC) - 2006-07-17

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                          SCHEDULE 13D

            Under the Securities Exchange Act of 1934
                       (Amendment No. 12)*

                        INNOVO GROUP INC.
                        (Name of Issuer)

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

                            457954600
                         (CUSIP Number)

                          Marc Crossman
                        Innovo Group Inc.
                    5901 South Eastern Avenue
                   Commerce, California  90040
                         (323) 837-3700
          (Name, Address and Telephone Number of Person
        Authorized to Receive Notices and Communications)

                         May 17, 2006
              (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 8

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.
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                    4,348,575
    Shares
Beneficially        8    Shared Voting Power
 Owned By                0
    Each
 Reporting          9    Sole Dispositive Power
   Person                      4,348,575
    With
               10   Shared Dispositive Power
                         0
11   Aggregate Amount Beneficially Owned by Each Reporting Person
                         4,348,575
12   Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)

13   Percent of Class Represented By Amount in Row (11)
                         12.66%
14   Type of Reporting Person (See Instructions)
          OO



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.
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                    2,034,220
    Shares
Beneficially        8    Shared Voting Power
 Owned By                0
    Each
 Reporting          9    Sole Dispositive Power
   Person                2,034,220
    With
               10   Shared Dispositive Power
                         0
11   Aggregate Amount Beneficially Owned by Each Reporting Person
                         2,034,220
12   Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)

13   Percent of Class Represented By Amount in Row (11)
                         5.92%
14   Type of Reporting Person (See Instructions)
          IN




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.
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                    2,596,810
    Shares
Beneficially        8    Shared Voting Power
 Owned By                0
    Each
 Reporting          9    Sole Dispositive Power
   Person                2,596,810
    With
               10   Shared Dispositive Power
                         0
11   Aggregate Amount Beneficially Owned by Each Reporting Person
                         2,596,810
12   Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)

13   Percent of Class Represented By Amount in Row (11)
                         7.56 %
14   Type of Reporting Person (See Instructions)
          IN




This  Amendment  No.  12 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. 12 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"), Amendment No. 10 to Schedule 13D, dated
April  22, 2005, filed on May 13, 2005 ("Amendment No.  10")  and
Amendment  No. 11 to Schedule 13D dated June 24, 2005,  filed  on
October  7,  2005  ("Amendment No. 11") 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");

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

         iii) 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 neither Mr. Paul Guez  nor
Mr.  Hubert Guez may have voting or investment control over,  but
are held in the name of another entity or person listed herein.



Item 5.        Interest in Securities of the Issuer.

         On  April  24, 2006, Mr. Paul Guez, on behalf of  shares
held  solely by him for the account of SHD, sold Shares of  stock
of the Issuer.  On May 17, 2006, the Issuer issued Azteca certain
Shares  of  stock  under the terms of and in  connection  with  a
previously executed and approved transaction.  The sale of Shares
by  Mr.  Paul Guez and the issuance of the Shares by  the  Issuer
resulted in the change, in the aggregate, in more than 1% of  the
Shares held by Azteca and Mr. Paul Guez prior to April 24,  2006.
In  addition, the issuance of the Shares resulted in  Mr.  Hubert
Guez  acquiring a greater than 5% interest in the Shares  of  the
Issuer.  As a result of the sales, the issuance of the Shares 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. 11  is
deleted in its entirety and is replaced with the following:

         The  Reporting  Persons have been  informed  that  there
were  34,343,454 Shares outstanding as of July 5, 2006, according
to the Issuer's Quarterly Report on Form 10-Q.

          (a)  (i)  Azteca may be deemed the beneficial owner  of
4,348,575  Shares (approximately 12.66% of the  total  number  of
Shares outstanding).  This number consists of A) 2,034,220 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) 2,314,355 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.

               (ii) Mr. Hubert Guez may be deemed the  beneficial
owner  of  2,034,220  Shares (approximately 5.92%  of  the  total
number  of  Shares  outstanding).  This  number  consists  of  A)
2,034,220  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.

              (iii) Mr.  Paul Guez may be deemed  the  beneficial
owner  of  2,596,810  Shares (approximately 7.56%  of  the  total
number  of  Shares  outstanding).  This  number  consists  of  A)
139,101  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) 2,314,355  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
2,314,355  Shares  held for its account and  through  Mr.  Hubert
Guez,  may  be deemed to have the sole voting and disposition  of
the 2,034,220 Shares held for its account.

              (ii) Mr.  Hubert  Guez may be deemed  to  have  the
sole  power  to  direct  the voting and  disposition  of  the  A)
2,034,220 Shares held for the account of Azteca.

              (iii) Mr. Paul Guez may be deemed to have the  sole
power  to  direct the voting and disposition of the A)  2,314,355
Shares held for the account of Azteca; B) 139,101 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  SHD'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.   Except as otherwise stated herein in this  section  (c),
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 149,101 Shares held for the account of  SHD.   Mr.
Paul Guez is not subject to Section 16 reporting requirements.

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

 4/24/2006-   10,000      Sale       $1.25         Open Market
 4/28/2006                                         Sales of
                                                   securities
                                                   registered
                                                   for resale

     (ii)   The  following  transactions  in  Common  Stock  were
effected or reported by Azteca in the past 60 days, on behalf  of
Azteca's  Shares.   Except as otherwise  stated  herein  in  this
section  (c),  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 issuance of the Shares, Azteca
may  have been deemed to have the sole power to direct the voting
and  disposition  of  3,306,908 Shares held for  the  account  of
Azteca.    Azteca  was  not  subject  to  Section  16   reporting
requirements immediately prior to the issuance of these Shares.

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

 5/17/06      1,041,667   Acquisition    N/A       Issuance of
                          from                     Securities
                          Issuer                   pursuant to
                                                   terms of
                                                   Asset
                                                   Purchase
                                                   Agreement
                                                   previously
                                                   entered into
                                                   and approved
                                                   by
                                                   stockholders



          (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.

                (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: July 17, 2006               AZTECA PRODUCTION
                                  INTERNATIONAL, INC.
                                  By:
/s/ Hubert Guez

                                     Hubert Guez
                                     Joint-owner

Date: July 17, 2006               PAUL GUEZ


                                  /s/ Paul Guez
                                  Paul Guez

Date: July 17, 2006               HUBERT GUEZ

                                  /s/ Hubert Guez
                                  Hubert Guez