This 100-Year-Old Movie Transformation Scene Looks Better Than Modern CGI
For decades, audiences have watched movie monsters, superheroes, and digital creatures shape-shift before their eyes. CGI has become so common that most viewers barely notice it anymore, even when it dominates the screen. So when a short black-and-white clip from 1937 began circulating online, many were stunned by how unsettlingly real it felt. The transformation in that century-old film looked smooth, creepy, and was possibly more believable than many modern effects created with billion-dollar technology.
The clip came from a 52-minute mystery comedy called Sh! The Octopus. In one haunting moment, an actress appears to morph from a mild-mannered woman into a ghastly figure right in front of the camera. It involved no cuts, no computer effects, and no optical illusions added after filming. That single shot has since captivated filmmakers, historians, and casual movie fans who can’t stop wondering how on earth they pulled this off in 1937.
The Secret Behind The Scene
It turns out the filmmakers used an ingenious trick that had nothing to do with editing or animation. The transformation relied entirely on light, color, and timing. Actress Elspeth Dudgeon wore makeup painted in one shade of red that exaggerated wrinkles, shadows, and uneven skin. Under normal lighting, that makeup looked grotesque, but through a red-tinted filter, it vanished completely.
At the start of the scene, the camera lens was covered with a red filter. This made the red makeup blend with her skin tone and disappear on black-and-white film. As the shot continued, the crew smoothly shifted the filter toward the blue side.
The shift caused the red makeup to darken suddenly and reveal the disturbing features underneath. The entire transformation happened in real-time with no post-production needed.
How Color Filters Fooled The Camera
There’s a principle by which color filters interact with light. It’s the same one that applies to the old red-and-blue 3D glasses many remember from the mid-20th century. Looking through the red lens hides red light, while the blue lens hides blue light.
When this principle is applied to black-and-white photography, certain shades can literally disappear, depending on the filter in use. By painting the makeup in red and filming through alternating filters, the filmmakers could make details appear or vanish with simple movement.
It was the same basic idea used years earlier in the transformation sequence of Dr. Jekyll and Mr. Hyde (1931), though the effect in Sh! The Octopus was smoother and more dramatic. The result feels eerily alive, as if the face is changing under real skin.
The scene’s impact went beyond technical filters. Subtle visual details made it convincing. When Dudgeon removed her silvery wig to expose dark, tangled hair underneath, the moment drew viewers’ focus just long enough for the filter shift to finish. The filmmakers coordinated the movement with precision, making the transformation feel natural and seamless.
Her eyes also shifted in tone during the change. At first, her irises appeared almost black, hinting at something ominous. When the new filter came into play, her eyes brightened and reflected more light, creating an eerie “alive” look that enhanced the horror.
Even her shawl turned from a patterned fabric to solid black, a side effect of the changing light wavelengths. All these details worked together to make the historical shot, especially for an era when most film tricks required multiple takes and heavy editing.
Why It Still Impresses Viewers

Image via Studio UK/Sergio Rodríguez de Paz
Modern audiences are surrounded by flawless digital illusions, yet the transformation in Sh! The Octopus continues to stand out because it feels tactile. There’s something powerful about knowing the effect was captured in one take using nothing more than paint, glass, and precision. It demonstrates how early filmmakers pushed the limits of science and creativity.
Even though today’s filmmakers have tools that can render entire worlds, this 1937 scene is proof that simple, clever techniques can create lasting magic. It’s a reminder that the roots of cinematic innovation began long before computers, and are directly responsible for how far we’ve come.