As filed with the Securities and Exchange Commission on April 30, 2003,
                       Registration No. 333-102580



                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549


                      POST EFFECTIVE AMENDMENT NO. 1
                              TO FORM S-8
        Registration Statement under the Securities Act of 1933



                           INNOVO GROUP INC.
        (Exact name of registrant as specified in its charter)

                Delaware                        11-2928178
     (State or other jurisdiction of         (I.R.S. employer
     incorporation or organization)        identification number)

                    5900 S. Eastern Ave., Suite 104
                           Commerce, CA 90040
    (Address, including zip code, of principal executive offices)



               2000 Employee Stock Incentive Plan
                               and
               2000 Director Stock Incentive Plan
                   (Full titles of the plans)


                      Samuel J. Furrow, Jr.
                     Chief Executive Officer
                        Innovo Group Inc.
                 5900 S. Eastern Ave., Suite 104
                       Commerce, CA 90040

  (Name, address and telephone number, including area code, of
                       agent for service)

                         With copies to:

                    Bruce S. Mendelsohn, Esq.
               Akin Gump Strauss Hauer & Feld LLP
                   1333 New Hampshire Ave., NW
                      Washington, DC 20036
                         (202) 887-4000
                       Fax: (202) 887-4288
  (Telephone number, including area code, of agent for service)

                  DEREGISTRATION OF SECURITIES

       On  January  17,  2003,  Innovo  Group  Inc.,  a  Delaware
corporation (the "Registrant"), filed a registration statement on
Form  S-8  (Reg.  No. 333-102580) for the purpose of  registering
1,500,000  shares of common stock, par value $0.10 per share,  of
the Registrant to be offered or sold pursuant to the Innovo Group
Inc.   2000  Employee  Stock  Incentive  Plan,  as  amended  (the
"Employee  Plan"), and the Innovo Group Inc. 2000 Director  Stock
Incentive  Plan, as amended (the "Director Plan").  The  Employee
Plan and the Director Plan are collectively referred to herein as
the  "Plans".   The  registration  statement  on  Form  S-8  also
inadvertently sought to register 650,000 shares of  common  stock
issuable  upon  exercise of non-qualified employee stock  options
issued outside of the Plans to Samuel J. Furrow, Jr. and Patricia
Anderson-Lasko,  executives  of the  Registrant  (the  "Executive
Option  Shares").  The Registrant has issued options  to  acquire
650,000  shares of its common stock to its executives Furrow  and
Anderson-Lasko, but such options are for shares of  common  stock
issued pursuant to the Employee Plan.

      The  Registrant is filing this post-effective amendment  to
deregister the 650,000 Executive Option Shares and to  amend  and
correct  Item  1 of the Form S-8 with respect to  the  number  of
shares registered under the Plans and to delete any reference  to
the  Executive Option Shares, which are being deregistered.   For
convenience  of the reader, this post-effective amendment  amends
and  restates  in  its entirety Item 1 of  the  Form  S-8.   This
amendment  does not amend any other information previously  filed
in the Form S-8.

Item 1. Plan Information.

      The  Registration Statement relates to the registration  of
1,500,000  shares of common stock, par value $0.10 per share,  of
the Registrant to be offered or sold pursuant to the Plans.
The   documents   containing   information   specified   in   the
instructions to part I of Form S-8 will be sent or given  to  the
employees  participating  in  the  Plans  as  specified  by  Rule
428(b)(1)  of Regulation C under the Securities Act of  1933,  as
amended   (the  "Securities  Act").   Those  documents  and   the
documents   incorporated  by  reference  into  this  Registration
Statement  pursuant  to Item 3 of Part II  of  this  Registration
Statement, taken together, constitute a prospectus that meets the
requirements of Section 10(a) of the Securities Act of  1933,  as
amended.

                           SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933,
the  Company certifies that it has reasonable grounds to  believe
that it meets all of the requirements for filing on Form S-8  and
has duly caused this post-effective amendment to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City
of Commerce, State of California, on the 30th day of April, 2003.

                        INNOVO GROUP INC.


                              By: /s/ Samuel J. Furrow, Jr.
                                  --------------------------
                                   Samuel J. Furrow, Jr.
                                   Chief Executive Officer

     Pursuant to the requirements of the Securities Act of 1933,
this post-effective amendment has been signed by the following
persons in the capacities and on the dates indicated.

     Name                     Title                    Date


/s/ Samuel J. Furrow, Jr.   Chief Executive Officer,     April 30, 2003
-------------------------   Chief Operating Officer and
Samuel J. Furrow, Jr.       Director; Principal Executive
                            Officer

          *                 President and Director       April 30, 2003
-----------------------
Patricia Anderson-Lasko


/s/ Marc B. Crossman        Chief Financial Officer       April 30, 2003
--------------------        and Director
Marc B. Crossman

          *                 Chairman of the Board         April 30, 2003
--------------------        and Director
Samuel J. Furrow


          *                 Director                      April 30, 2003
--------------------
Daniel Page


          *                 Director                      April 30, 2003
--------------------
Dr. John Looney


/s/ Suhail Rizvi            Director                      April 30, 2003
--------------------
Suhail Rizvi





*By: /s/ Samuel J. Furrow, Jr.
     -------------------------
     Samuel J. Furrow, Jr.
     Attorney-in-Fact