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* In ''Film/KamenRiderXSuperSentaiSuperHeroTaisen'', [[KamenRiderDecade Daiki Kaito]] uses the plates of [=DaiZangyack=] and [=DaiShocker=] to turn their respective battleships into the massive monstrosity Big Machine, a threat so powerful, it requires the [[TokumeiSentaiGoBusters Go-Buster-Oh]] and [[KamenRiderFourze the Super-1 and Super-3 Switches]] in tandem.

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* In ''Film/KamenRiderXSuperSentaiSuperHeroTaisen'', [[KamenRiderDecade Daiki Kaito]] uses the plates of [=DaiZangyack=] and [=DaiShocker=] to turn their respective battleships into the massive monstrosity Big Machine, a threat so powerful, it requires the [[TokumeiSentaiGoBusters Go-Buster-Oh]] and [[KamenRiderFourze the Super-1 and Super-3 Switches]] in tandem.tandem.
* In ''Film/WreckItRalph'', King Candy/[[spoiler:Turbo]] is eaten by a Cy-Bug. He takes it over and becomes a massive fusion of himself and the Cy-Bug.
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* * In Film/{{Windigo}} [[TheSlenderManMythos Slender Man]] is seen primarily as a man in a NiceSuit...until the climax where he unleashes his CombatTentacles and starts throwing around vehicles.

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* * In Film/{{Windigo}} [[TheSlenderManMythos Slender Man]] is seen primarily as a man in a NiceSuit...until the climax where he unleashes his CombatTentacles and starts throwing around vehicles.vehicles.
* In ''Film/KamenRiderXSuperSentaiSuperHeroTaisen'', [[KamenRiderDecade Daiki Kaito]] uses the plates of [=DaiZangyack=] and [=DaiShocker=] to turn their respective battleships into the massive monstrosity Big Machine, a threat so powerful, it requires the [[TokumeiSentaiGoBusters Go-Buster-Oh]] and [[KamenRiderFourze the Super-1 and Super-3 Switches]] in tandem.
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* In TheFilmOfTheBook of ''WesternAnimation/{{Coraline}}'', after [[spoiler: The Other Mother loses her temper with Coraline and tries to stop her from escaping, she gets [[GlamourFailure less and less human-looking]]. At first, she simply becomes [[LeanAndMean inhumanly tall and gaunt]]; at the climax, she turns into what is best described as a spider-woman with giant sewing needles for limbs.]]

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* In TheFilmOfTheBook of ''WesternAnimation/{{Coraline}}'', after [[spoiler: The Other Mother loses her temper with Coraline and tries to stop her from escaping, she gets [[GlamourFailure less and less human-looking]]. At first, she simply becomes [[LeanAndMean inhumanly tall and gaunt]]; at the climax, she turns into what is best described as a spider-woman with giant skin covered in cracked porcealin and limbs made from sewing needles for limbs.needles.]]
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* Toward the end of ''Film/ConanTheBarbarian'' (1982), the villain Thulsa Doom (played by James Earl Jones) turns into a snake to emphasize his inhumanity, though Conan doesn't actually fight him in that form.

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* Toward the end of ''Film/ConanTheBarbarian'' ''Film/ConanTheBarbarian1982'' (1982), the villain Thulsa Doom (played by James Earl Jones) turns into a snake to emphasize his inhumanity, though Conan doesn't actually fight him in that form.
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* DonBluth likes Disney movies as well and has used this at least twice:

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* DonBluth Creator/DonBluth likes Disney movies as well and has used this at least twice:



** DonBluth actually worked for Disney around the time of movies like ''Disney/TheRescuers'', so he was just carrying on the tradition.

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** DonBluth Creator/DonBluth actually worked for Disney around the time of movies like ''Disney/TheRescuers'', so he was just carrying on the tradition.
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* At the climax of ''AllDogsGoToHeaven 2'', [[BigBad Red]] assumes his gigantic true form after [[spoiler: capturing all the dgos in Heaven with Gabriel's Horn]]. Truthfully, it's just an incredibly massive and more demonic version of his base form, but is still enough to prove a major problem...[[spoiler: until Charlie discovers his [[KillItWithWater weakness]].]]

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* At the climax of ''AllDogsGoToHeaven 2'', [[BigBad Red]] assumes his gigantic true form after [[spoiler: capturing all the dgos dogs in Heaven with Gabriel's Horn]]. Truthfully, it's just an incredibly massive and more demonic version of his base form, but is still enough to prove a major problem...[[spoiler: until Charlie discovers his [[KillItWithWater weakness]].]]



** In ''Disney/TheGreatMouseDetective'', Ratigan reverts to his monstrous feral rat formas part of his VillainousBreakdown. He proves ''incredibly'' dangerous, nearly killing Basil.

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** In ''Disney/TheGreatMouseDetective'', Ratigan reverts to his monstrous feral rat formas form as part of his VillainousBreakdown. He proves ''incredibly'' dangerous, nearly killing Basil.
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* In the 2002 live action ''ScoobyDoo'' movie, Scrappy[[FaceHeelTurn (!)]] turns into a demonic version of himself with razor sharp claws and teeth, a big muscular body, wild looking eyebrows, enhanced agility and strength- A DEEP BOOMING VOICE [[ArsonMurderAndJaywalking and a horrid case of bad breath]].

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* In the 2002 live action ''ScoobyDoo'' ''Film/ScoobyDoo'' movie, Scrappy[[FaceHeelTurn (!)]] turns into a demonic version of himself with razor sharp claws and teeth, a big muscular body, wild looking eyebrows, enhanced agility and strength- A DEEP BOOMING VOICE [[ArsonMurderAndJaywalking and a horrid case of bad breath]].
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** Parodied at the end when Gozer, who initially appeared as a young woman, demands the Ghostbusters choose the form it will use to destroy them. All the [=GBs=] clear their minds except Ray - who unintentionally thinks of the Stay-Puff Marshmallow Man.

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** Parodied at the end when Gozer, who initially appeared as a young woman, demands the Ghostbusters choose the form it will use to destroy them. All the [=GBs=] clear their minds except Ray - who unintentionally thinks of the Stay-Puff Stay-Puft Marshmallow Man.
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** For the film, it was justified since [[spoiler:the Bug had eaten the galaxy and shooting him would probably have destroyed it.]]

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** For the first film, it was justified since [[spoiler:the Bug had eaten the galaxy and shooting him would probably have destroyed it.]] Subverted in the third film - [[spoiler: after Boris kills J's father, he starts transforming and sneers "Go ahead, arrest me," at young-K. K calmly replies "Not today" and disintegrates him with one shot.]]
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** As mentioned in the WesternAnimation section below, TheJoker loved revealing his MonsterClown face. This is due to a scene in the 1989 ''Film/{{Batman}}'' film where Viki Vale (Kim Basinger) sprays water on The Joker's (JackNicholson) face revealing his MonsterClown look under the makeup and The Joker quotes the witch from ''Film/TheWizardOfOz''.

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** As mentioned in the WesternAnimation section below, TheJoker SelfDemonstrating/TheJoker loved revealing his MonsterClown face. This is due to a scene in the 1989 ''Film/{{Batman}}'' film where Viki Vale (Kim Basinger) sprays water on The Joker's (JackNicholson) face revealing his MonsterClown look under the makeup and The Joker quotes the witch from ''Film/TheWizardOfOz''.

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* [[DisneyAnimatedCanon Disney]] '''loves''' this Trope:
** The Queen's "perfect disguise" in ''Disney/SnowWhite'' certainly counts, depending whom you ask; it's absolutely terrifying enough and--more importantly--it reflects the Queen's true nature. ''Supremely'' ironic given that the Queen wants to be "Fairest of Them All".
** In ''Disney/SleepingBeauty'' Maleficent turns into a dragon to fight Prince Philip, respectively.
--->'''Maleficent''': Now shall you deal with me, O Prince, and all the powers of '''''Hell!'''''
*** Disney parodied that scene as early as ''Disney/TheSwordInTheStone'', when Mad Madame Mim comes very close to ending her [[ShapeshifterShowdown Wizard's Duel]] with Merlin by turning into a goofy-looking Dragon. [[spoiler: Then Merlin wins by turning into an infectious disease.]] Given how germs work, this means that [[FridgeHorror her body is full of millions of tiny transformed Merlins....]]
** In ''Disney/TheGreatMouseDetective'', Ratigan reverts to his monstrous feral rat formas part of his VillainousBreakdown. He proves ''incredibly'' dangerous, nearly killing Basil.
** In ''Disney/TheLittleMermaid'', when [[spoiler:Ariel doesn't get Eric's kiss within the time limit]], Ursula [[spoiler:allows King Triton to trade himself for his youngest, and she takes his staff and]] uses it to turn into a giant version of herself. Then [[spoiler:Eric crashes his ship into her, impaling her and also electrocuting her, oddly.]]
** In ''Disney/{{Aladdin}}'' Jafar turns into a [[ScaledUp giant cobra]], then into an "all powerful" genie. The thing is, [[GuileHero Aladdin actually tricked Jafar]] into wishing he was a genie, so he'd be trapped in a lamp.
*** This seems brilliant only in the context of the rules set by the film; Aladdin used a ChekhovsGun of a comment of the genie's back at the oasis. The actual djinni even in the proper translated Thousand And One Nights are enslaved in precisely one story: Aladdin, which features a 'slave of the ring' and a 'slave of the lamp.'
*** There was a mysterious slave from nowhere that dumped the transformed fish in the fire in 'The Fisherman and the Genie.' He may have been a genie himself, although the title character was just shut up in a jug so long he resolved to kill whoever let him out.
** Appropriately for an AffectionateParody of their own movies, the villain of ''{{Enchanted}}'' turns into a big dragon [[EvilGloating who will NOT shut up]].
*** "[[YoureInsane You're crazy!]]" "No. Spiteful, vindictive, VERY large but ''never'' crazy."
** Parodied in ''Disney/TheEmperorsNewGroove'': Yzma is exposed to one of her own potions, and emerges laughing maniacally from a huge cloud of smoke only to be revealed as... [[spoiler:a cute little kitten]].
*** In an even more comical version, ''Kronk's New Groove'' features Yzma using a potion that will turn her into something that her enemies (in this case a bunch of old people who she sold fake potions to) cannot harm... a cute little bunny. Unfortunately for her, while they don't harm her, the local condor doesn't mind taking her for food.
*** In one episode of the ''Emperor's New School'' Yzma does turn into a giant snake. And in another episode she and Kuzco have a transformation potion duel--one of the things Yzma turns into is a Tyranosaurus Rex.
*** And she once made a potion that would turn her into the most hideous, terrifying thing imaginable, so frightening the other wouldn't be able to do anything about her... comically subverted when she transforms into herself.
* Appropriately for a film that (ahem) was an intentional homage to the classic films, the villain in ''TheSwanPrincess'' has the ability to become "The Great Animal". His monstrous true form was teased throughout the entire movie until the very end - only to have him bring the {{Narm}} and change into what appears to be a big fruitbat.
* DonBluth likes Disney movies as well and has used this at least twice:
** In the already insane ''RockADoodle'', the Grand Duke appears to puke his evil magic up all over himself and mutates into a sort of gigantic owlish... tornado-ish... thing...
** The spin-off movie ''BartokTheMagnificent'' has Ludmilla (voiced by Catherine O'Hara of ''{{SCTV}}'') steal a potion that Babayaga has given Bartok to aid him in his quest - it turns you into whatever you are, deep down inside. She drinks it and...
** DonBluth actually worked for Disney around the time of movies like ''Disney/TheRescuers'', so he was just carrying on the tradition.
* Red, the demonic cat in AllDogsGoToHeaven 2 has three forms. One is an old looking dog with green eyes that have [[NightmareFuel NO PUPILS]]. Another is a red demonic cat-jaguar...thing that wears a cape. His third and most powerful form is when he grows to ridiculous size and has his eyes glow bright red. Did I mention that he [[EvilGloating never shuts up]]?
* ''MonsterHouse'' contains one of the most bizarre versions of this ever. Bizarre, because the BigBad in question is a '''''house''''' that has [[ExactlyWhatItSaysOnTheTin transformed into a monster]].

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!!Film - Animated



* In TheFilmOfTheBook of ''WesternAnimation/{{Coraline}}'', after [[spoiler: The Other Mother loses her temper with Coraline and tries to stop her from escaping, she gets [[GlamourFailure less and less human-looking]]. At first, she simply becomes [[LeanAndMean inhumanly tall and gaunt]]; at the climax, she turns into what is best described as a spider-woman with giant sewing needles for limbs.]]
* At the climax of ''AllDogsGoToHeaven 2'', [[BigBad Red]] assumes his gigantic true form after [[spoiler: capturing all the dgos in Heaven with Gabriel's Horn]]. Truthfully, it's just an incredibly massive and more demonic version of his base form, but is still enough to prove a major problem...[[spoiler: until Charlie discovers his [[KillItWithWater weakness]].]]

!!Film - Live Action



* In TheFilmOfTheBook of ''WesternAnimation/{{Coraline}}'', after [[spoiler: The Other Mother loses her temper with Coraline and tries to stop her from escaping, she gets [[GlamourFailure less and less human-looking]]. At first, she simply becomes [[LeanAndMean inhumanly tall and gaunt]]; at the climax, she turns into what is best described as a spider-woman with giant sewing needles for limbs.]]



* At the climax of ''AllDogsGoToHeaven 2'', [[BigBad Red]] assumes his gigantic true form after [[spoiler: capturing all the dgos in Heaven with Gabriel's Horn]]. Truthfully, it's just an incredibly massive and more demonic version of his base form, but is still enough to prove a major problem...[[spoiler: until Charlie discovers his [[KillItWithWater weakness]].]]
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* In one of the ''Series/AlienNation'' films, the BigBad takes a massive overdose of the {{MacGuffin}} slave-drug, seemingly dying, and then...

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* In one of the ''Series/AlienNation'' films, the BigBad takes a massive overdose of the {{MacGuffin}} MacGuffin slave-drug, seemingly dying, and then...



* In ''{{Tenacious D In The Pick Of Destiny}}'' Paul F. Tompkins changes into Satan and KG and Jables challenge him to a [[ThePowerOfRock rock-off]].
* ''{{Ghostbusters}}'' has the scene at the begining where the librarian ghost turns into a hideous ghoul when the [=GBs=] are trying to get her. Interestingly enough, there was an earlier librarian ghost puppet that got rejected because it was too scary, but it was recycled and used in the 1985 vampire film ''Fright Night'' (see below).

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* In ''{{Tenacious D In The Pick Of Destiny}}'' ''TenaciousDInThePickOfDestiny'' Paul F. Tompkins changes into Satan and KG and Jables challenge him to a [[ThePowerOfRock rock-off]].
* ''{{Ghostbusters}}'' ''Film/{{Ghostbusters}}'' has the scene at the begining where the librarian ghost turns into a hideous ghoul when the [=GBs=] are trying to get her. Interestingly enough, there was an earlier librarian ghost puppet that got rejected because it was too scary, but it was recycled and used in the 1985 vampire film ''Fright Night'' (see below).



* The main villain in the 1980s Eddie Murphy Vehicle ''{{The Golden Child}}'' spends most of the film looking like actor Charles Dance. At the Final Battle, and with no foreshadowing anywhere in the film, he transforms into a large, bony, winged demon (stop-motion animated to boot), whereupon Murphy kills him with a special knife.

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* The main villain in the 1980s Eddie Murphy Vehicle ''{{The Golden Child}}'' ''TheGoldenChild'' spends most of the film looking like actor Charles Dance. At the Final Battle, and with no foreshadowing anywhere in the film, he transforms into a large, bony, winged demon (stop-motion animated to boot), whereupon Murphy kills him with a special knife.



** In the sequel Guyver 2: Dark Hero, Crane, a reptile zoanoid and main antagonist, gets his own (though damaged) guyver unit and turns into bad-ass incarnate.

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** In the sequel Guyver 2: Dark Hero, Crane, a reptile zoanoid and main antagonist, gets his own (though damaged) guyver unit and turns into bad-ass incarnate.



* * In {{Film/Windigo}} [[TheSlenderManMythos Slender Man]] is seen primarily as a man in a NiceSuit...until the climax where he unleashes his CombatTentacles and starts throwing around vehicles.

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* * In {{Film/Windigo}} Film/{{Windigo}} [[TheSlenderManMythos Slender Man]] is seen primarily as a man in a NiceSuit...until the climax where he unleashes his CombatTentacles and starts throwing around vehicles.
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* In TheFilmOfTheBook of ''Film/{{Coraline}}'', after [[spoiler: The Other Mother loses her temper with Coraline and tries to stop her from escaping, she gets [[GlamourFailure less and less human-looking]]. At first, she simply becomes [[LeanAndMean inhumanly tall and gaunt]]; at the climax, she turns into what is best described as a spider-woman with giant sewing needles for limbs.]]

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* In TheFilmOfTheBook of ''Film/{{Coraline}}'', ''WesternAnimation/{{Coraline}}'', after [[spoiler: The Other Mother loses her temper with Coraline and tries to stop her from escaping, she gets [[GlamourFailure less and less human-looking]]. At first, she simply becomes [[LeanAndMean inhumanly tall and gaunt]]; at the climax, she turns into what is best described as a spider-woman with giant sewing needles for limbs.]]
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* According to the bonus features on the DVD of the first ''{{Blade}}'' movie, this was the original ending of the film, with villain Deacon Frost transforming into the blood god La Magra (who looked like a giant CGI red tornado). However, the filmmakers were struck with a jolt of good sense and realized that it would detract from the climax, having just spent the entire film building up Frost as the main villain. Instead, [[spoiler:La Magra possesses Frost, granting him nigh-invincibility and fighting prowess]].
** Played straight with Dracula in the third film.

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* According to the bonus features on the DVD of the first ''{{Blade}}'' ''Film/{{Blade}}'' movie, this was the original ending of the film, with villain Deacon Frost transforming into the blood god La Magra (who looked like a giant CGI red tornado). However, the filmmakers were struck with a jolt of good sense and realized that it would detract from the climax, having just spent the entire film building up Frost as the main villain. Instead, [[spoiler:La Magra possesses Frost, granting him nigh-invincibility and fighting prowess]].
** Played straight with Dracula in the third film.''BladeTrinity''.
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** However, they may be following the grand tradition of movie aliens flipping out and assuming monstrous forms to attack. ''Film/TheThing'' does it (quite a lot really). So does Sil in ''{{Species}}''.

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** However, they may be following the grand tradition of movie aliens flipping out and assuming monstrous forms to attack. ''Film/TheThing'' does it (quite a lot really). So does Sil in ''{{Species}}''.''Film/{{Species}}''.



* In the film version of ''TheLeagueOfExtraordinaryGentlemen'', TheDragon consumes enough of Jekyll's serum to tower over the real Mr. Hyde.

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* In the film version of ''TheLeagueOfExtraordinaryGentlemen'', ''Film/TheLeagueOfExtraordinaryGentlemen'', TheDragon consumes enough of Jekyll's serum to tower over the real Mr. Hyde.
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* In the first {{Hellboy}} film, every time Rasputin dies, a little bit more of his god comes with him, until at the end of the film, he dies one last time, his body splits open, and a full-fledged EldritchAbomination emerges.

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* In the first {{Hellboy}} Film/{{Hellboy}} film, every time Rasputin dies, a little bit more of his god comes with him, until at the end of the film, he dies one last time, his body splits open, and a full-fledged EldritchAbomination emerges.
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* Kadaj, in ''FinalFantasyVIIAdventChildren'', transforms into no less than the TropeNamer himself. Shortly after being super-[[LimitBreak Omnislashed]], Sephiroth proceeds to show his lone black wing, before leaving Kadaj to go through the whole 'dying' process.

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* Kadaj, in ''FinalFantasyVIIAdventChildren'', ''Anime/FinalFantasyVIIAdventChildren'', transforms into no less than the TropeNamer himself. Shortly after being super-[[LimitBreak Omnislashed]], Sephiroth proceeds to show his lone black wing, before leaving Kadaj to go through the whole 'dying' process.

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** Mention must also be made of the ''TeenageMutantNinjaTurtles'' cartoon that only aired in Japan (and has gained a bit of notoriety online as many viewers assume that it must be an [[StealthParody elaborate parody]]). In this series, the Turtles were granted magical crystals that allowed them to transform into superpowered forms. Sadly, Shredder, Rocksteady, and Beebop found evil versions of the same crystals and are now capable of turning into superpowered monsters. At this point, it's probably better just to direct your attention to [[http://www.youtube.com/watch?v=MQAQohS0On4 the show's opening sequence.]]

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** Mention must also be made of the The ''TeenageMutantNinjaTurtles'' cartoon that only aired in Japan (and has gained a bit of notoriety online as many viewers assume that it must be an [[StealthParody elaborate parody]]). In this series, the Turtles were granted magical crystals that allowed them to transform into superpowered forms. Sadly, Shredder, Rocksteady, and Beebop found evil versions of the same crystals and are now capable of turning into superpowered monsters. At this point, it's probably better just to direct your attention to [[http://www.youtube.com/watch?v=MQAQohS0On4 the show's opening sequence.]]



* ''Film/ResidentEvilExtinction'' has the big bad evil scientist injecting himself with a massive dose of secret formula and then mayhem ensues. Of course.
** So does "ResidentEvilDegeneration"
** [[spoiler: Except that in Degeneration, he was more of a WellIntentionedExtremist, who's plan was to go on a rampage, exposing the research on the G-virus that was being done.]]

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* ''Film/ResidentEvilExtinction'' has the big bad evil scientist injecting himself with a massive dose of secret formula and then mayhem ensues. Of course.
**
So does "ResidentEvilDegeneration"
**
"ResidentEvilDegeneration" [[spoiler: Except that in Degeneration, he was more of a WellIntentionedExtremist, who's plan was to go on a rampage, exposing the research on the G-virus that was being done.]]
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* ''Film/ResidentEvil Extinction'' has the big bad evil scientist injecting himself with a massive dose of secret formula and then mayhem ensues. Of course.
** So does "Resident Evil: Degeneration"

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* ''Film/ResidentEvil Extinction'' ''Film/ResidentEvilExtinction'' has the big bad evil scientist injecting himself with a massive dose of secret formula and then mayhem ensues. Of course.
** So does "Resident Evil: Degeneration" "ResidentEvilDegeneration"
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* Toward the end of ''ConanTheBarbarian'' (1982), the villain Thulsa Doom (played by James Earl Jones) turns into a snake to emphasize his inhumanity, though Conan doesn't actually fight him in that form.

to:

* Toward the end of ''ConanTheBarbarian'' ''Film/ConanTheBarbarian'' (1982), the villain Thulsa Doom (played by James Earl Jones) turns into a snake to emphasize his inhumanity, though Conan doesn't actually fight him in that form.
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* In the climax of ''Hop'', holding the egg of destiny transforms Carlos into a giant, freakish bunny/chick amalgamation.

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* In the climax of ''Hop'', holding the egg of destiny transforms Carlos into a giant, freakish bunny/chick amalgamation.amalgamation.
* * In {{Film/Windigo}} [[TheSlenderManMythos Slender Man]] is seen primarily as a man in a NiceSuit...until the climax where he unleashes his CombatTentacles and starts throwing around vehicles.
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* In the first {{Hellboy}} film, every time Rasputin dies, a little bit more of his god comes with him, until at the end of the film, he dies one last time, his body splits open, and a full-fledged EldritchAbomination emerges.

to:

* In the first {{Hellboy}} film, every time Rasputin dies, a little bit more of his god comes with him, until at the end of the film, he dies one last time, his body splits open, and a full-fledged EldritchAbomination emerges.emerges.
* In the climax of ''Hop'', holding the egg of destiny transforms Carlos into a giant, freakish bunny/chick amalgamation.
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** In the sequel, Belial absorbs a massive amount of energy crystals he was stealing, transforming into the gigantic and monstrous Arch Belial.

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** In the sequel, Belial absorbs a massive amount of energy crystals he was stealing, transforming into the gigantic and monstrous Arch Belial.Belial.
* In the first {{Hellboy}} film, every time Rasputin dies, a little bit more of his god comes with him, until at the end of the film, he dies one last time, his body splits open, and a full-fledged EldritchAbomination emerges.
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** The Penguin in ''BatmanReturns'' is another non-fantastic example. As a derelict living in the sewers, he wears nothing but a thick robe over slime-stained long underwear. Once he decides to compete in Gotham City's mayoral race, he begins appearing in public in a tuxedo shirt, a waistcoat, striped pants, a bow tie, and a top hat. Fleeing the city in disgrace after [[EngineeredPublicConfession his hypocrisy is exposed by Batman]], Penguin loses his hat and retreats back into the sewers, where he begins stripping off his fancy suit. For the rest of the movie, he appears only in his robe-and-long-underwear combo - signaling that he has returned to his "normal," quasi-animalistic self.
* Some of the monsters in the {{Godzilla}} series can change form. For example, in Final Wars, Monster X transforms from a skeletal dragon into the more powerful Keizer Ghidorah (Which is essentially an {{Expy}} of both King Ghidorah and Desghidorah (a quadrupedal three-headed dragon Kaiju)).
** Likewise, there's [[GodzillaVsDestoroyah Destoroyah]] who changes from a pretty dang big crab/scorpion-esque monster into what looks like a kaiju version of TheDevil that towers over Godzilla himself.

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** The Penguin in ''BatmanReturns'' ''Film/BatmanReturns'' is another non-fantastic example. As a derelict living in the sewers, he wears nothing but a thick robe over slime-stained long underwear. Once he decides to compete in Gotham City's mayoral race, he begins appearing in public in a tuxedo shirt, a waistcoat, striped pants, a bow tie, and a top hat. Fleeing the city in disgrace after [[EngineeredPublicConfession his hypocrisy is exposed by Batman]], Penguin loses his hat and retreats back into the sewers, where he begins stripping off his fancy suit. For the rest of the movie, he appears only in his robe-and-long-underwear combo - signaling that he has returned to his "normal," quasi-animalistic self.
* Some of the monsters in the {{Godzilla}} series can change form. For example, in Final Wars, ''Film/GodzillaFinalWars'', Monster X transforms from a skeletal dragon into the more powerful Keizer Ghidorah (Which is essentially an {{Expy}} of both King Ghidorah and Desghidorah (a quadrupedal three-headed dragon Kaiju)).
** Likewise, there's [[GodzillaVsDestoroyah [[Film/GodzillaVsDestoroyah Destoroyah]] who changes from a pretty dang big crab/scorpion-esque monster into what looks like a kaiju version of TheDevil that towers over Godzilla himself.
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* Happens to the villains in both 2003's ''Hulk'' and 2008's ''Film/TheIncredibleHulk''. Then again, this makes sense as The Hulk himself could qualify as the heroic version.

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* Happens to the villains in both 2003's ''Hulk'' ''Film/{{Hulk}}'' and 2008's ''Film/TheIncredibleHulk''. Then again, this makes sense as The Hulk himself could qualify as the heroic version.



* In ''Lisztomania'', Richard Wagner turns into a grotesque vampire at the final showdown with Franz Liszt.
* In ''{{Tenacious D}} And The Pick Of Destiny'' Paul F. Tompkins changes into Satan and KG and Jables challenge him to a [[ThePowerOfRock rock-off]].
* ''Ghostbusters'' has the scene at the begining where the librarian ghost turns into a hideous ghoul when the [=GBs=] are trying to get her. Interestingly enough, there was an earlier librarian ghost puppet that got rejected because it was too scary, but it was recycled and used in the 1985 vampire film ''Fright Night'' (see below).

to:

* In ''Lisztomania'', ''{{Lisztomania}}'', Richard Wagner turns into a grotesque vampire at the final showdown with Franz Liszt.
* In ''{{Tenacious D}} And D In The Pick Of Destiny'' Destiny}}'' Paul F. Tompkins changes into Satan and KG and Jables challenge him to a [[ThePowerOfRock rock-off]].
* ''Ghostbusters'' ''{{Ghostbusters}}'' has the scene at the begining where the librarian ghost turns into a hideous ghoul when the [=GBs=] are trying to get her. Interestingly enough, there was an earlier librarian ghost puppet that got rejected because it was too scary, but it was recycled and used in the 1985 vampire film ''Fright Night'' (see below).
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** Likewise, there's Destoroyah who changes from a pretty dang big crab/scorpion-esque monster into what looks like a kaiju version of TheDevil that towers over Godzilla himself.
* In Lisztomania, Richard Wagner turns into a grotesque vampire at the final showdown with Franz Liszt.

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** Likewise, there's Destoroyah [[GodzillaVsDestoroyah Destoroyah]] who changes from a pretty dang big crab/scorpion-esque monster into what looks like a kaiju version of TheDevil that towers over Godzilla himself.
* In Lisztomania, ''Lisztomania'', Richard Wagner turns into a grotesque vampire at the final showdown with Franz Liszt.
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*** This is because Sauron is a Maia (angel), sort of like Gandalf. The beautiful side was his original form and he used it to corrupt Aragorn's ancestors. Eru Ilúvatar destroyed Numenor and Sauron lost his body. [[IGotBetter He got better]], but could never regain his beautiful form and had come up with a badass one instead. Thus the above scenario would have violated canon, but that probably wouldn't have bothered the film makers since they had already swapped Sauron's physical book-form for a giant red eyeball.
* Dracula and his brides in ''Van Helsing'' can turn into harpy-esque bat things. And in the finale, [[spoiler:Van Helsing himself]] becomes a werewolf to battle Dracula, who has turned into a giant demon thing.

to:

*** This is because Sauron is a Maia (angel), sort of like Gandalf. The beautiful side was his original form and he used it to corrupt Aragorn's ancestors. Eru Ilúvatar destroyed Numenor and Sauron lost his body. [[IGotBetter He got better]], recovered, but could never regain his beautiful form and had come up with a badass one instead. Thus the above scenario would have violated canon, but that probably wouldn't have bothered the film makers since they had already swapped Sauron's physical book-form for a giant red eyeball.
* Dracula and his brides in ''Van Helsing'' ''Film/VanHelsing'' can turn into harpy-esque bat things. And in the finale, [[spoiler:Van Helsing himself]] becomes a werewolf to battle Dracula, who has turned into a giant demon thing.
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* During the final battle of ''Ultra Galaxy Legend TheMovie'', {{Ultraman}} Zero manages to defeat Ultraman Belial by throwing him into a pit of lava. He's soon followed by the souls of his 100 kaiju, merging with them to form the 100 Union Kaiju Beryudora. It takes an all out attack from the Ultras, EX Gomora, and Ultraman Zero to finally put him down. [[spoiler:And Belial ''still'' survived!]]

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* During the final battle of ''Ultra Galaxy Legend TheMovie'', {{Ultraman}} Zero manages to defeat Ultraman Belial by throwing him into a pit of lava. He's soon followed by the souls of his 100 kaiju, merging with them to form the 100 Union Kaiju Beryudora. It takes an all out attack from the Ultras, EX Gomora, and Ultraman Zero to finally put him down. [[spoiler:And Belial ''still'' survived!]]survived!]]
** In the sequel, Belial absorbs a massive amount of energy crystals he was stealing, transforming into the gigantic and monstrous Arch Belial.
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* Kadaj, in ''FinalFantasyVIIAdventChildren'', transforms into no less than the TropeNamer himself. Shortly after being super-[[LimitBreak Omnislashed]], Sephiroth proceeds to show his lone black wing, before leaving Kadaj to go through the whole 'dying' process.
** In ''Advent Children Complete'' the wing appears before Sephiroth is Omnislashed, and he uses it to do a number on Cloud.
* Shredder, at the end of the second ''Film/TeenageMutantNinjaTurtles'' movie, drank the mutagen, which transformed him into Super Shredder ([[BodyHorror also transforming his outfit]]). He attempted to [[KarmicDeath destroy the Turtles along with himself]] by bringing the pier down on their heads.
** Mention must also be made of the ''TeenageMutantNinjaTurtles'' cartoon that only aired in Japan (and has gained a bit of notoriety online as many viewers assume that it must be an [[StealthParody elaborate parody]]). In this series, the Turtles were granted magical crystals that allowed them to transform into superpowered forms. Sadly, Shredder, Rocksteady, and Beebop found evil versions of the same crystals and are now capable of turning into superpowered monsters. At this point, it's probably better just to direct your attention to [[http://www.youtube.com/watch?v=MQAQohS0On4 the show's opening sequence.]]
* Happens '''all the damn time''' in ''Film/MenInBlack'' (both the [[Comicbook/MenInBlack comic]], movies, and [[WesternAnimation/MenInBlack Animated]] [[AnimatedAdaptation Adaptation]]) whenever the disguised alien villains expose themselves in front of J and/or K. One has to wonder why they don't [[WhyDontYaJustShootHim just shoot]] before the transformation is complete, what with the guns usually loaded and pointed at the alien during the transformation.
** However, they may be following the grand tradition of movie aliens flipping out and assuming monstrous forms to attack. ''Film/TheThing'' does it (quite a lot really). So does Sil in ''{{Species}}''.
** For the film, it was justified since [[spoiler:the Bug had eaten the galaxy and shooting him would probably have destroyed it.]]
* Happens to the villains in both 2003's ''Hulk'' and 2008's ''Film/TheIncredibleHulk''. Then again, this makes sense as The Hulk himself could qualify as the heroic version.
* In one of the ''Series/AlienNation'' films, the BigBad takes a massive overdose of the {{MacGuffin}} slave-drug, seemingly dying, and then...
* In the film version of ''TheLeagueOfExtraordinaryGentlemen'', TheDragon consumes enough of Jekyll's serum to tower over the real Mr. Hyde.
-->'''Mr Hyde:''' Not the whole thing!
* Appears [[GiantSpaceFleaFromNowhere out of freakin' nowhere]] in the ''LostInSpace'' [[TheMovie movie]]. [[spoiler:Dr. Smith]] is attacked by an alien bug and somehow this transforms him into a [[SpecialEffectsFailure distracting CGI creature]]. Bonus points for LampshadeHanging the "well, we couldn't kill you as a human but [[WhatMeasureIsANonhuman now that you're a monster you're fair game]]" issue!
* An early idea for ''Film/TheLordOfTheRings'' grand finale was to [[DidYouJustPunchOutCthulhu show Aragorn battling Sauron]] in the last battle. Sauron (just an [[FacelessEye gigantic red eye]] up to this point) would first be seen as a [[http://en.wikipedia.org/wiki/Image:Annatar.jpg tempting angelic bishonen]] (Kate Winslet in cameo) who then transform into the gigantic armored fighter seen in the first movie's prologue. The filmmakers eventually decided that this was silly (and an inconsistency, since they had decided that Sauron wasn't supposed to be powerful and capable of fighting without his ring) and replaced the armored Sauron with a troll.
** There was a captivating piece of concept art for the "[[BishonenLine pretty-boy]]" Sauron: an angelic albino possessing an otherwordly beauty...[[RedRightHand except for his eyes, fiery red-on-black, exactly like the flaming eye of his other form]]. [[GlamourFailure Furthermore, a close look at his face reveals that the flesh around his eyes has subtly began to crack like plaster...]]
*** This is because Sauron is a Maia (angel), sort of like Gandalf. The beautiful side was his original form and he used it to corrupt Aragorn's ancestors. Eru Ilúvatar destroyed Numenor and Sauron lost his body. [[IGotBetter He got better]], but could never regain his beautiful form and had come up with a badass one instead. Thus the above scenario would have violated canon, but that probably wouldn't have bothered the film makers since they had already swapped Sauron's physical book-form for a giant red eyeball.
* Dracula and his brides in ''Van Helsing'' can turn into harpy-esque bat things. And in the finale, [[spoiler:Van Helsing himself]] becomes a werewolf to battle Dracula, who has turned into a giant demon thing.
* In the 2002 live action ''ScoobyDoo'' movie, Scrappy[[FaceHeelTurn (!)]] turns into a demonic version of himself with razor sharp claws and teeth, a big muscular body, wild looking eyebrows, enhanced agility and strength- A DEEP BOOMING VOICE [[ArsonMurderAndJaywalking and a horrid case of bad breath]].
* According to the bonus features on the DVD of the first ''{{Blade}}'' movie, this was the original ending of the film, with villain Deacon Frost transforming into the blood god La Magra (who looked like a giant CGI red tornado). However, the filmmakers were struck with a jolt of good sense and realized that it would detract from the climax, having just spent the entire film building up Frost as the main villain. Instead, [[spoiler:La Magra possesses Frost, granting him nigh-invincibility and fighting prowess]].
** Played straight with Dracula in the third film.
* TimBurton has used this trope a few times:
** In ''Film/{{Beetlejuice}}'' the titular character turns into a variety of bizarre things to frighten people, as do Adam and Barbara.
** Parodied in ''BigFish''. The hero suspects the ringmaster is a werewolf and [[GenreSavvy dreads the inevitable transformation]]. Turns out he ''is'' - but [[OurWerewolvesAreDifferent not a mean or monstrous one]]. The werewolf does bite Edward, but then he apologizes after he turns back into a human.
** As mentioned in the WesternAnimation section below, TheJoker loved revealing his MonsterClown face. This is due to a scene in the 1989 ''Film/{{Batman}}'' film where Viki Vale (Kim Basinger) sprays water on The Joker's (JackNicholson) face revealing his MonsterClown look under the makeup and The Joker quotes the witch from ''Film/TheWizardOfOz''.
** The Penguin in ''BatmanReturns'' is another non-fantastic example. As a derelict living in the sewers, he wears nothing but a thick robe over slime-stained long underwear. Once he decides to compete in Gotham City's mayoral race, he begins appearing in public in a tuxedo shirt, a waistcoat, striped pants, a bow tie, and a top hat. Fleeing the city in disgrace after [[EngineeredPublicConfession his hypocrisy is exposed by Batman]], Penguin loses his hat and retreats back into the sewers, where he begins stripping off his fancy suit. For the rest of the movie, he appears only in his robe-and-long-underwear combo - signaling that he has returned to his "normal," quasi-animalistic self.
* Some of the monsters in the {{Godzilla}} series can change form. For example, in Final Wars, Monster X transforms from a skeletal dragon into the more powerful Keizer Ghidorah (Which is essentially an {{Expy}} of both King Ghidorah and Desghidorah (a quadrupedal three-headed dragon Kaiju)).
** Likewise, there's Destoroyah who changes from a pretty dang big crab/scorpion-esque monster into what looks like a kaiju version of TheDevil that towers over Godzilla himself.
* In Lisztomania, Richard Wagner turns into a grotesque vampire at the final showdown with Franz Liszt.
* In ''{{Tenacious D}} And The Pick Of Destiny'' Paul F. Tompkins changes into Satan and KG and Jables challenge him to a [[ThePowerOfRock rock-off]].
* ''Ghostbusters'' has the scene at the begining where the librarian ghost turns into a hideous ghoul when the [=GBs=] are trying to get her. Interestingly enough, there was an earlier librarian ghost puppet that got rejected because it was too scary, but it was recycled and used in the 1985 vampire film ''Fright Night'' (see below).
** Parodied at the end when Gozer, who initially appeared as a young woman, demands the Ghostbusters choose the form it will use to destroy them. All the [=GBs=] clear their minds except Ray - who unintentionally thinks of the Stay-Puff Marshmallow Man.
* ''TheWitchesOfEastwick'' has the scene where Jack Nicholson's character becomes a giant and then after the girls smash the wax voodoo doll of him becomes a worm-like monster.
* In the 1985 vampire film ''FrightNight'' the vampires have three phases of transformation, the first is typically like a normal human, the second is like a normal human but with fangs, and the third phase is a [[DemonHead extremely crazy looking monstrous creature]] with MoreTeethThanTheOsmondFamily. At the end Jerry Dandridge (the main vampire) turns into a human/bat hybrid thing, gets hit by sunlight and bursts into flames and finally dies. Interestingly enough, the vampiric version of Amy is in fact a recycled version of the rejected librarian ghost from ''Ghostbusters''.
* ''Film/ResidentEvil Extinction'' has the big bad evil scientist injecting himself with a massive dose of secret formula and then mayhem ensues. Of course.
** So does "Resident Evil: Degeneration"
** [[spoiler: Except that in Degeneration, he was more of a WellIntentionedExtremist, who's plan was to go on a rampage, exposing the research on the G-virus that was being done.]]
* In TheFilmOfTheBook of ''Film/{{Coraline}}'', after [[spoiler: The Other Mother loses her temper with Coraline and tries to stop her from escaping, she gets [[GlamourFailure less and less human-looking]]. At first, she simply becomes [[LeanAndMean inhumanly tall and gaunt]]; at the climax, she turns into what is best described as a spider-woman with giant sewing needles for limbs.]]
* The main villain in the 1980s Eddie Murphy Vehicle ''{{The Golden Child}}'' spends most of the film looking like actor Charles Dance. At the Final Battle, and with no foreshadowing anywhere in the film, he transforms into a large, bony, winged demon (stop-motion animated to boot), whereupon Murphy kills him with a special knife.
* At the climax of ''{{Enchanted}}'', Queen Narissa uses her magic to turn herself into a large dragon and plans to kill everyone.
** As a shout out to ''Disney/SleepingBeauty'', no less.
* Eddie Quist's transformation into a werewolf near the end of ''TheHowling'' could be called this.
* Toward the end of ''ConanTheBarbarian'' (1982), the villain Thulsa Doom (played by James Earl Jones) turns into a snake to emphasize his inhumanity, though Conan doesn't actually fight him in that form.
* At the end of the stop motion film, ''Jack the Giant Killer'', after several attempts to kill Jack (the main character) are foiled, Pendragon, the main villain and evil sorcerer, transforms into a dragon to fight Jack, who eventually kills him in the final battle.
* In ''ReturnToOz'', once Dorothy begins guessing right at the ornaments and restoring the Scarecrow, Tik Tok, and Jack to their original forms, the Nome King, previously human-sized and at one point almost looking entirely human, becomes a giant rock monster and attempts to eat them all. Unfortunately for him, Billina was inside Jack's head, and laid an egg, which fell into his mouth... [[spoiler: POISON... TO... NOMES!!!]]
* At the end of the first ''{{Guyver}}'' [[TheMovie movie]], [[BigBad Fulton Balcus]], the head Zoanoid, turns into a giant creature after the main character refuses his invitation to join Chronos. The transformation is shown in the dark. All you can see are his GlowingEyesOfDoom, as they raise and separate to show just how [[BiggerIsBetter big he has become]]. To his credit, taking him down requires the Guyver to use his secret weapon - a WaveMotionGun in his chest.
** In the sequel Guyver 2: Dark Hero, Crane, a reptile zoanoid and main antagonist, gets his own (though damaged) guyver unit and turns into bad-ass incarnate.
* At the climax of ''AllDogsGoToHeaven 2'', [[BigBad Red]] assumes his gigantic true form after [[spoiler: capturing all the dgos in Heaven with Gabriel's Horn]]. Truthfully, it's just an incredibly massive and more demonic version of his base form, but is still enough to prove a major problem...[[spoiler: until Charlie discovers his [[KillItWithWater weakness]].]]
* During the final battle of ''Ultra Galaxy Legend TheMovie'', {{Ultraman}} Zero manages to defeat Ultraman Belial by throwing him into a pit of lava. He's soon followed by the souls of his 100 kaiju, merging with them to form the 100 Union Kaiju Beryudora. It takes an all out attack from the Ultras, EX Gomora, and Ultraman Zero to finally put him down. [[spoiler:And Belial ''still'' survived!]]

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