Chemical and mineralogical changes produced by very low-grade metamorphism in a 40 meter thick, K-rich, calc-alkaline andesite flow of the marine Jurassic Río Grande Formation of southern coastal Peru are discussed. This metamorphism (=spilitization) was non-deformational and generated spilitic domains at (and near) both vesicular margins of the flow, whereas the massive central zone remained relatively unaltered. The metadomains are characterized by mineral associations of the zeolite facies. Primary minerals are Ca-plagioclase, augitic pyroxene, iron-titanium oxides, and (pseudomorphs after) olivine. Metamorphic minerals are: albite (three generations), K-feldspar, pumpellyite, chlorite, interlayered chlorite-celadonite, celadonite, various mixed-layer Si- and Fe-rich phyllosilicates, “iddingsite,” calcite, analcime, titanite, and white mica. The effect of the metamorphism on the rock chemistry is reflected in changes especially observed at the marginal zones of the flow which affect major, trace, and RE elements: 1) strong increase of the iron oxidation ratio (Fe 2O 3/FeO); 2) enrichment in Na 2O accompanied by a concomitant depletion of CaO in non-amygdaloidal domains; 3) depletion of SiO 2; 4) strong enrichment in H 2O and CO 2; 5) marked depletion of Sr and Rb; 6) enrichment in Cl and S; and 7) slight depletion in RE elements, notably in the top zone of the flow. Conversely, elements such as Ti, P, Nb, and Y were fairly immobile, whereas Zr and K were only slightly mobilized. The effect of the metamorphism on the mineral chemistry is expressed by the predominance of metastable equilibrium evidenced by the existence of wide compositional ranges in the phyllosilicates, the incomplete albitization of the Ca-plagioclase, and the Al-rich character of the pumpellyites. The metamorphism is considered to be of hydrothermal-burial type, which takes place at low temperature and pressure — probably about 125–230°C and less than 3 kb, and is produced mainly through permeability-controlled seawater/rock interaction.