Exhibit 10.97

                PROMISSORY NOTE

$250,000.00                          Commerce,    California
               February 7, 2003


     FOR VALUE RECEIVED, the undersigned, Innovo Group Inc.,
a  Delaware  corporation ("Maker"), promises to pay  to  the
order  of MARC CROSSMAN ("Payee"), the principal sum of  Two
Hundred  Fifty  Thousand  and No/100 ($250,000.00)  Dollars,
together  with interest thereon as hereinafter set forth  on
the  outstanding principal balance hereof,  payable  at  par
without notice or grace in Commerce, California, or at  such
other location as Payee may from time to time designate.

     The indebtedness evidenced by this Promissory Note (the
"Note") shall accrue interest, in arrears, at an annual rate
of eight percent (8%) per annum on the outstanding principal
balance and such accrued interest shall be payable in  equal
monthly  installments on the first day  of  each  and  every
succeeding  month  following  execution  of  this  Note  and
thereafter  until the Due Date, as defined  herein,  or  any
extension  thereof.   Interest accruing hereunder  shall  be
calculated based upon a three hundred sixty five (365) days'
year  and  charged  based upon the  actual  number  of  days
elapsed.

       Both  principal  and  any  remaining  unpaid  accrued
interest  evidenced by this Note shall be due  and  payable,
without  demand, on August 8, 2003, which  may  be  made  in
whole  or in part (the "Due Date"); provided, however, Maker
may, at its option and sole discretion, at any time prior to
the  Due  Date, extend the date by which both principal  and
any remaining unpaid accrued interest evidenced by this Note
shall be due and payable, without demand, until February  9,
2004, which may be made in whole or in part.

          This Note may be prepaid at any time, in whole, or
in part, without penalty or premium.

      As  an inducement for Payee to accept from Maker  this
Note  and as collateral security for the payment of any  and
all  indebtedness  and liabilities whatsoever  of  Maker  to
Payee  as  evidenced by this Note, the parties hereto  shall
execute  a  certain Financing Statement, pursuant  to  which
Maker  shall  grant  to  Payee a security  interest  in  One
Hundred  and  Twenty Five Thousand (125,000) shares  of  the
common  stock  of the Maker owned by Maker,  whose  issuance
shall  be  subject to shareholder approval, and  a  security
interest in the all of the assets of the Maker in the amount
of  this Note (the "Collateral"), which both such Collateral
shall be subordinate to any other security interest in  such
Collateral first perfected on or before the date hereof.

      Following maturity, the indebtedness evidenced by this
Note  shall  bear  interest at the highest lawful  rate  for
indebtedness of this character under the then existing  laws
of the State of California and the United States of America.
Following  maturity,  interest at said highest  lawful  rate
shall accrue on accrued interest as well as principal.

      Failure  of  the holder of this Note to  exercise  any
rights  hereunder or at law, or indulgence  granted  by  the
holder  hereof  from  time to time, shall  in  no  event  be
considered  as  a  waiver  of  any  other  right  hereunder,
including,  but  not  limited to the  right  to  demand  the
payment of principal and/or interest comprising a portion of
the indebtedness evidenced hereby.

      If it is necessary to enforce the payment of this Note
through  an  attorney  or  by  suit,  Maker  shall  pay  all
attorney's fees and all costs of collection, including,  but
not  limited  to  court  costs,  court  reporter's  charges,
postage, delivery service and transportation costs.

      This Note has been executed in the State of California
and  the laws of said State shall govern the enforcement and
construction of this Note.

      IN  WITNESS WHEREOF, Maker has caused this Note to  be
executed as of the date first written above.


                              MAKER:

                              INNOVO GROUP INC.

                              By: /s/ Samuel J. Furrow, Jr.
                                  -------------------------
                                  Samuel  J.  Furrow, Jr.

                              Its: Chief Executive Officer