UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                         PURSUANT TO SECTION 13 OR 15(d)
                                     of the
                         SECURITIES EXCHANGE ACT OF 1934
                         Date of Report: August 24, 2005

                         ANDEAN DEVELOPMENT CORPORATION
                         ------------------------------
             (Exact name of registrant as specified in its charter)

                                     Florida
         (State or other jurisdiction of incorporation or organization)


        33-90696                                        65-0420146
(Commission File Number)                    (IRS Employer Identification Number)


           17870 E. Castleton Street, #335 City of Industry, CA 91748
                    (Address of principal executive offices)

                                 (403) 256-6730
              (Registrant's telephone number, including area code)




Item 1.01 Entry into a Material Definitive Agreement

         Date and Parties
         ----------------

         On July  29,  2005,  Andean  Development  Corporation.,  a  corporation
organized  under  the laws of the State of  Florida  ("Andean");  Perfect  Dream
Limited,  a  corporation  organized  under the laws of  British  Virgin  Islands
("Perfect Dream"); and each of the stockholders of Perfect Dream ("Perfect Dream
Stockholders")  entered into an Agreement and Plan of  Reorganization as amended
("Agreement"),  a copy of which is  attached  to this  report.  Except  for such
equity  ownership and the Agreement  there is no material  relationship  between
Andean or its affiliates and any of the parties to the Agreement.

         Terms and Conditions
         --------------------

         The  Agreement  provides  the terms and  conditions  pursuant  to which
Andean  acquired  from the  Perfect  Dream  Stockholders  all of the  issued and
outstanding  common capital stock of Perfect Dream  ("Perfect  Dream Shares") in
exchange  for  7,673,325  shares of  restricted  (as  defined in Rule 144 of the
Securities Act of 1933, as amended) common stock of Andean.

         The  Agreement  entered  into  is  an  ordinary  stock-swap   agreement
containing the standard representations, warranties, and covenants.

Item 2.01 Completion of Acquisition or Disposition of Assets

         Date of Completion
         ------------------

         The Agreement was effective on August 22, 2005 ("Effective Date"), upon
which date the transaction will be completed.

         Brief Description of the Assets Involved
         ----------------------------------------

         Pursuant to the  Agreement,  Andean  received  from the  Perfect  Dream
Stockholders all of the Perfect Dream Shares.  Perfect Dream's only asset is its
100%  ownership of Goldenway  Nanjing  Garments  Co., Ltd  ("Goldenway"),  whose
business is described below.

         Brief Description of Andean and Its Predecessors
         ------------------------------------------------

         Incorporated in Florida on October 19, 1994,  Andean was engaged in the
business of providing engineering and project management services for energy and
private works  projects and sells,  as agent,  major  electrical  and mechanical
equipment.   Andean  also  advises  and  assists  large  private  utilities  and


                                       2


government  agencies  in  obtaining  land  easements  from  private  owners  for
installation of electrical lines, sewer plant infrastructure,  piping and roads.
As of June 30, 2005,  Andean had zero assets and  liabilities  of $57,000.  As a
result of the  reorganization,  Andean will  continue the business  operation of
Perfect Dream.

         Brief Description of Perfect Dream
         ----------------------------------

         Perfect  Dream  was  incorporated  on July 1,  2004 in  British  Virgin
Islands.  In January of 2005,  Perfect Dream  acquired 100% of Goldenway,  which
conducts Perfect Dream's only business operation.

         Goldenway is a limited liability  company  incorporated in the People's
Republic of China (the "PRC") on December 31, 1993.  Prior to the acquisition by
Perfect  Dream,   Goldenway  was  owned  by  Jiangsu  Ever-Glory   International
Enterprise  Group  Corporation  (51.29%)  ("Jiangsu  Ever-Glory") and Ever-Glory
Enterprises  (H.K.) Ltd. (48.71%)  ("Every-Glory  HK").  Jiangsu  Ever-Glory was
established in China in May 1994; and Every-Glory HK was incorporated in British
Virgin Island in 2000. Goldenway was a Sino-foreign equity joint venture subject
to the Foreign  Invested  Enterprises  ("FIE")  laws of China.  Its  Articles of
Association provide for a term of 30 years which can be renewed upon expiration.
Goldenway's   registered   capital   was   USD2,512,106   at  the  time  of  its
incorporation, which has been fully paid in.

         On December 1, 2004,  Perfect  Dream  entered  into an Equity  Interest
Transfer  agreement with the  shareholders  of Goldenway.  Under this agreement,
Perfect Dream  purchased all of the equity interest in Goldenway held by Jiangsu
Every-Glory and  Every-Glory HK, thus became the sole  shareholder of Goldenway.
After its  acquisition  by Perfect  Dream and  effective  as of April 20,  2005,
Goldenway has changed its status to become a wholly  foreign  owned  enterprise.
Its legal structure is similar to a corporation and a limited  liability company
organized under state laws in the United States.  Also,  Goldenway's  registered
capital was increased to USD20,000,000.  The increased  registered capital shall
be paid-in in  installments  within  three years of the  issuance of  Golenway's
updated business license. The first installment, USD 2,625,000, shall be paid by
October 31, 2005.

         Goldenway is engaged in the design,  manufacturing  and sale of garment
and garment accessories.  Its main products are men and women's casual wears and
children's  clothes.  All of its products are exported to Japan,  Europe and the
United States. Major customers include  international garment companies and most
of its  products  bear the brands owned or co-owned by these  companies  such as
EASY, LEE COOPER, Levi's, Edwin.



                                       3


         Goldenway owns four Chinese trademarks: Goldenway, Gedunwei, Zekang and
Riheng used on its clothing products.

         Description of Consideration
         ----------------------------

         In connection with the acquisition,  Andean effected a 1-for-30 reverse
split of its common stock,  resulting in approximately 127,837 post split shares
outstanding,  and certain note-holders  converted debt of $57,000 into 2,500,000
restricted  shares of common  stock.  As  consideration  for the  Perfect  Dream
Shares,  Andean issued 7,673,325 shares of restricted (as defined in Rule 144 of
the Securities Act of 1933, as amended)  common stock of Andean to Perfect Dream
Stockholders.  There are two brokers or finders retained in connection with this
Agreement,  the brokers or finders will be  compensated  with 210,226  shares in
total at the closing (63,068 and 147,158 Shares for King Ocean Overseas Holdings
Limited and Sino-Forpros  International,  Inc., respectively).  In total, Andean
shall  issue  7,883,551  shares of  restricted  (as  defined  in Rule 144 of the
Securities  Act of 1933,  as amended)  common  stock of Andean to Perfect  Dream
Stockholders,   King  Ocean   Overseas   Holdings   Limited   and   Sino-Forpros
International, Inc.

         As a result,  as of August  22,  2005  there are  10,511,388  shares of
common stock outstanding.

         Principles Followed in Determining Consideration
         ------------------------------------------------

         The consideration for the  reorganization  was determined  through arms
length  negotiations  between the  management of Andean and Perfect  Dream.  The
criteria followed in determining the consideration include the relative value of
the  assets  of  Perfect  Dream,  Perfect  Dream's  present  and  past  business
operations,   and  the  future  potential  of  Perfect  Dream,  Perfect  Dream's
management,  and the potential  benefit to the  shareholders of Andean.  Perfect
Dream's only asset is its 100% ownership interest in Goldenway.

         Source(s) of Funds for the Acquisition
         --------------------------------------

         Andean's  acquisition  of  Perfect  Dream  Shares  is funded by the new
issuance of 7,673,325 shares of its common stock.

Item 3.02 Unregistered Sales of Equity Securities

         Andean sold  7,673,325  shares of restricted (as defined in Rule 144 of
the  Securities  Act  of  1933,  as  amended)  common  stock  of  Andean  to the
shareholders  of  Perfect  Dream on the  closing  date of August  22,  2005,  in
exchange for all of the issued and  outstanding  common capital stock of Perfect
Dream.  No underwriter  participated  in the  transaction.  The  transaction was
exempt from  registration  under the Securities  Act of 1933, as amended,  based
upon the provisions of Regulation S.



                                       4


         In addition,  Andean will issue 2,500,000  shares on conversion of five
convertible  promissory notes  aggregating  $57,000  according to the Promissory
Note and the  Agreement.  The  exemptions  relied upon was  Section  4(2) of the
Securities  Act as a non  public  offering,  and  also  Section  3(a)(9)  of the
Securities  Act which section  exempts  exchanges of securities  with between an
issuer and its security holders.


Item 5.01 Changes in Control of Registrant

         The  information  set forth  above  under  "Item  2.01  -Completion  of
Acquisition or Disposition of Assets" is incorporated herein by this reference.

         Identity of Persons Acquiring Control of the Registrant
         -------------------------------------------------------

One shareholder now controls Andean,  namely,  KANG Yi Hua. The new directors of
the reorganized Andean are KANG Yi Hua, YAN Xiao Dong, LI Ning, SUN Jia Jun, and
WEI Ru Qin.

         Date and Description of the Transaction(s) Which Resulted in the Change
in Control
- --------------------------------------------------------------------------------

         Pursuant to the Agreement and on the Effective  Date, as  consideration
for the exchange of the Perfect Dream Shares, Andean issued 7,673,325 restricted
shares of its common capital stock,  par value $0.0001 per share, to the Perfect
Dream Stockholders, representing approximately 73% of the issued and outstanding
common  capital stock of Andean  following  the time of the issuance.  There are
currently  10,511,388  issued  and  outstanding  shares of  common  stock of the
reorganized Andean.

         Basis of the Control - Beneficial Ownership
         -------------------------------------------

         The following table sets forth the beneficial  ownership of persons who
owned more than five percent of Andean's  common  capital  stock  following  the
closing  of the  reorganization  and the share  holdings  of the new  members of
management to be appointed,  based on 10,511,388 shares outstanding as of August
22, 2005.



                                       5


- --------------------- ---------------------------------- ------------ ----------
Name                  Positions Held                     Shares       Percentage
                                                         Owned        held
- --------------------- ---------------------------------- ------------ ----------
KANG Yi Hua           Director/President/Chief           6,319,246    60.12%
                      Executive Officer/Secretary
- --------------------- ---------------------------------- ------------ ----------
YAN Xiao Dong         Director                           498,766      4.75%
- --------------------- ---------------------------------- ------------ ----------
SUN Jia Jun           Chief Operating Officer/Director   230,200      2.19%
- --------------------- ---------------------------------- ------------ ----------
GUO Yan               Chief Financial Officer            0            0%
- --------------------- ---------------------------------- ------------ ----------
WEI Ru Qin            Director                           115,100      1.10%
- --------------------- ---------------------------------- ------------ ----------
LI Ning               Director                           383,666      3.65%
- --------------------- ---------------------------------- ------------ ----------

         Consideration and Sources of Funds
         ----------------------------------

         Pursuant to the Agreement and on the Effective  Date, as  consideration
for issuing  7,673,325  shares of Andean to Perfect Dream  Stockholders,  Andean
received from the latter all of the Perfect Dream Shares.

         Former Controlling Shareholders
         -------------------------------

         KANG  Yi Hua  obtained  control  of  Andean  through  his  purchase  of
2,425,000 shares of common stock on or about August 22, 2005.


Item 5.02 Departure of Directors or Principal  Officers;  Election of Directors;
Appointment of Principal Officers

         Pursuant to the  Agreement,  Mr. Lance  Larsen,  the sole  director and
executive officers,  of the Andean resigned.  The resignations were not a result
of disagreement  with the Registrant on any matter relating to the  Registrant's
operations, policies or practices.

         Newly Appointed Directors and Executive Officers
         ------------------------------------------------

         On the Effective Date, the following  directors and executive  officers
of the Registrant are newly elected:

- ------------- ------------------- ---- -------- --------------------------------
Name          Title               Age  Term of  Biography
                                       Office
- ------------- ------------------- ---- -------- --------------------------------
KANG Yi Hua   Director/           42   3        From   December   1993   to  the
              President/                        present, he is the president and
              Chief    Executive                chairman  of board of  directors
              Officer/                          of Goldenway.  From January 2005
              Secretary                         to now,  he worked  for  Perfect
                                                Dream  as  chairman  of board of
                                                directors.     He     has     an
                                                undergraduate     degree    from
                                                Nanjing  Aviation  University in
                                                China.
- ------------- ------------------- ---- -------- --------------------------------
SUN Jia Jun   Director/Chief      32   3        From  the  year  of  2001 to the
              Operating Officer                 present,  he is the  director of
                                                Goldenway.  From  July  1996  to
                                                November   2002,   he  was   the
                                                general manager of international
                                                trade  department  in Goldenway.
                                                He has an  undergraduate  degree
                                                from  Wuhan   Textile   Industry
                                                School in China.
- ------------- ------------------- ---- -------- --------------------------------



                                       6


- ------------- ------------------- ---- -------- --------------------------------
GUO Yan       Chief Financial     28   3        From July 1999 to 2004,  she was
              Officer                           the section  chief of  financial
                                                department of Goldenway. She has
                                                an  undergraduate   degree  from
                                                Nanjing Audit School in China.
- ------------- ------------------- ---- -------- --------------------------------
YAN Xiao      Director            42   3        From  the  year  of  1994 to the
Dong                                            present,  he is the  director of
                                                Goldenway.     He     has     an
                                                undergraduate     degree    from
                                                Nanjing  Aviation  University in
                                                China.
- ------------- ------------------- ---- -------- --------------------------------
LI Ning       Director            42   3        From  the  year  of  2001 to the
                                                present,  he is the  director of
                                                Goldenway.     He     has     an
                                                undergraduate     degree    from
                                                Computer  Science  Department of
                                                Nanjing  Aviation  University in
                                                China.

- ------------- ------------------- ---- -------- --------------------------------
WEI Ru Qin    Director            52   3        From  the  year  of  2001 to the
                                                present,  he is the  head of the
                                                auditing      department      of
                                                Goldenway.
- ------------- ------------------- ---- -------- --------------------------------

Item 9.01  Financial Statements and Exhibits

a)       Audited  Financial  Statements  for the years ended  December 31, 2003,
         2004 and for the  quarter  ended  June 30,  2005 of  Perfect  Dream and
         Goldenway will be filed separately by 8K/A;

b)       Exhibits:  [Revised  to  correspond  with  requirements  of Item 601 of
         Regulation SB]

         The following  exhibits are  furnished in  accordance  with Item 601 of
         Regulation S-B:

- ------------- ------------------------------------------------------------------
EXHIBIT NO.   DESCRIPTION
- ------------- ------------------------------------------------------------------
2.1           Agreement and Plan of Reorganization as amended,  dated as of July
              29, 2005,  by and among  Andean,  Perfect  Dream and Perfect Dream
              Stockholders.
- ------------- ------------------------------------------------------------------
4.1           Articles of Association of Perfect Dream.
- ------------- ------------------------------------------------------------------
4.2           Articles of Association of Goldenway.
- ------------- ------------------------------------------------------------------
10.1          Equity  Interest  Transfer  Agreement  between  Perfect  Dream and
              Every-Glory Enterprises (H.K.) Ltd.
- ------------- ------------------------------------------------------------------
10.2          Equity  Interest  Transfer  Agreement  between  Perfect  Dream and
              Jiangsu Ever-Glory International Enterprise Group Corporation.
- ------------- ------------------------------------------------------------------



                                       7


         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereto duly authorized.

Date: August 24, 2005

ANDEAN DEVELOPMENT CORPORATION
a Florida corporation



By: /s/ KANG Yi Hua
   ------------------------
   KANG Yi Hua
   President