Unique phyllosilicate assemblages occur in quartz-calcite veins cutting altered andesite at Builth Wells, UK. These veins show: (1) a central talc-dominated assemblage, grading into a saponite / corrensite / chlorite-dominated assemblage near their walls; (2) talc replacing calcite and quartz; and (3) closely associated blocky and fibrous saponite. Fibrous saponite occurs in narrow (<1 cm) fractures that extend for up to 1 m from major (< or =50 cm wide) talc-bearing veins. A thin halo (<5 mm) of wall-rock alteration, containing blocky saponite and minor corrensite, borders the fibrous saponite. These minerals may have originated when cooling, low-pH, quartz-saturated, Mg-rich fluid invaded pre-existing quartz/calcite veins. Quartz is replaced by talc where calcite dissolution caused the pH to increase. Wallrock alteration liberated Fe and Al to the fluid causing blocky saponite and corrensite to form. Fibrous saponite formed where lithostatic pressures were directed across hydraulic fractures.