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Top 10 Character Transformations in Movies

[WARNING: Some spoilers are found in this list] Just when you think you know what your favorite character is going to do; just when you feel like you are becoming familiar with a character, BAM – they change. The change is sometimes sudden, and sometimes, it is as subtle as a spring breeze. Regardless of the methods, here are the top 10 character transformations in movies – be sure to tell us if you think we missed one.

10. Fight Club (1999)

Notable Change: The Narrator IS Tyler!

Brad Pitt, Edward Norton, and Helena Bonham Carter. When the Narrator (Norton) meets who is to become his new fast friend, Tyler Durden (Pitt), they set up a common pleasure game galled the Fight Club. Things escalate, Marla Singer (Carter) arrives, and the Club becomes far more than the narrator ever intended. Never before has one seen split-personality sleepwalking turn into such a scary event!

9. On The Waterfront (1954)

Notable Change: Brando becomes someone he hates

Marlon Brando, Rod Steiger, and Karl Malden. The Waterfront Crime Commission is about to hold public hearings on union crime and underworld infiltration. As workers are turned against each other, Terry Malloy inadvertently participates in the murder of fellow longshoreman Joey Doyle. Union boss Johnny Friendly orchestrates the murder along with other illegal dockside activities, aided by Terry’s brother Charley.

8. Pretty Woman (1990)

Notable Change: Though still a hooker, Vivian has morals and pride

Julia Roberts and Richard Gere. Edward (Gere) is a rich, ruthless businessman who specializes in taking over companies and then selling them off piece by piece. He travels to Los Angeles for a business trip and decides to hire a prostitute, Vivian (Roberts). They take a liking to each other and he offers her money if she’ll stay with him for an entire week while he makes the “rich and famous” scene.

7. The Madness of King George (1994)

Notable Change: Sane one minute, insane the next!

Nigel Hawthorne, Ian Holm, and Hellen Mirren. A meditation on power and the metaphor of the body of state, based on the real episode of dementia experienced by George III [now suspected a victim of porphyria, a blood disorder]. As he loses his senses, he becomes both more alive and more politically marginalized; neither effect desirable to his lieutenants, who jimmy the rules to avoid a challenge to regal authority, raising the question of who is really in charge.

6. The Long Kiss Goodnight (1996)

Notable Change: From housewife – to assassin!

Gena Davis and Samuel L. Jackson. Samantha Caine, suburban homemaker, is the ideal mom to her 8 year old daughter Caitlin. She lives in Pennsylvanis, has a job teaching school, and makes the best Rice Krispie treats in town. But when she receives a bump on her head, she begins to remember small parts of her previous life as a lethal, top-secret agent. Her old chums in the Chapter are now out to kill her so she enlists the help of a cheap detective named Mitch. As Samantha remembers more and more of her previous life, she becomes deadlier and more resourceful. Both Mitch and Charly proceed to do the killing thing.

5. The Usual Suspects (1995)

Notable Change: Verbal Kint IS Soze! Best ending EVER!

Kevin Spacey, Stephen Baldwin, Gabriel Byrne, and Kevin Pollack. Who is Kaiser Soze? You’ll never guess.

4. Rear Window (1954)

Notable Change: Mr. Stewart, how YOU have changed!

James Stewart and Grace Kelly. Professional photographer L.B. “Jeff” Jeffries breaks his leg while getting an action shot at an auto race. Confined to his New York apartment, he spends his time looking out of the rear window observing the neighbors. He begins to suspect that the man opposite may have murdered his wife. Jeff enlists the help of his society model girlfriend Lisa Freemont and his nurse Stella to investigate.

3. American History X (1999)

In a shocking opening scene, teen Danny Vinyard (Edward Furlong) races to tell his older brother, neo-Nazi Derek (Edward Norton), about the young blacks breaking into his car in front of the house, whereupon Derek gets his gun and with no forethought shoots the youths in their tracks. Tried and convicted, Derek is sent away for three years in prison, where he acquires a different outlook as he contrasts white-power prisoners with black Lamont (Guy Torry), his prison laundry co-worker and eventual pal. Meanwhile, Danny, with a shaved head and a rebellious attitude, seems destined to follow in his big brother’s footsteps.

2. Requiem For a Dream (2000)

Notable Change: Four seemingly normal people become people who are completely different!

Jared Leto, Jennifer Connelly, Marlon Wayans, and Ellen Burstyn. The film depicts the lives of four different people living in Brooklyn on their quest for satisfaction in life. It shows the direct and indirect effects that drugs and various addictions have on each of the individuals, and then portrays their downward spirals from the hopes of blossoming dreams into the helpless state of moral and physical decay.

1. It’s A Wonderful Life (1947)

Notable Change: George Baily, this is your life! Now live it better!

James Stewart and Donna Reed. George Bailey spends his entire life giving up his big dreams for the good of his town, Bedford Falls, as we see in flashback. But in the present, on Christmas Eve, he is broken and suicidal over the misplacing of an $8000 loan and the machinations of the evil millionaire, Mr. Potter. His guardian angel, Clarence, falls to Earth, literally, and shows him how his town, family, and friends would turn out if he had never been born. George meant so much to so many people; should he really throw it all away?

Bonus: Primal Fear (1996)

Richard Gere stars as Martin Vail, a famed defense lawyer who volunteers his services to Aaron Stampler (Edward Norton), a Kentucky teenager charged with the murder of a Chicago archbishop. Covered with blood, Aaron was captured after a foot chase broadcast live on TV, making a gleeful Vail certain that he could raise his profile by defending the obviously guilty suspect. Assigned to prosecute is Assistant District Attorney Janet Venable (Laura Linney), who is Vail’s ex-girlfriend. Vail’s case becomes more complicated than he expected when a psychologist, Dr. Molly Arrington (Frances McDormand) concludes that Stampler suffers from multiple personality disorder.

Notable Omissions: A Clockwork Orange, GI Jane

Listverse Staff

Listverse is a place for explorers. Together we seek out the most fascinating and rare gems of human knowledge. Three or more fact-packed lists daily.

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  • Heavybison: Face Off is okay but not top 10.

    As for clockwork orange – it is a great change but very brief. A good notable omission though.

    • ashleysweet

      a clockwork orange is my all time favorite movie, and prolly one of the most dramatic changes ive seen in a film. (which is why its one of my favorites, because of the change) and i wouldnt say it was brief, it goes over a period of time.

      but also with the novel, poor alex changes a few times. he goes from bad, then gets his treatment and becomes “good”, tries to kill himself reversing the treatment which makes him “bad” again, then gets bored with it and finally reformes to a good person of his own free will. of course…this list isnt about novels, and they dont show the full transformation in the film, because at the time of the films creation the 21st chapter of a clockwork orange had not been published, which showed his final reformation on his own.

  • Black Lutefisk

    *blink* G.I. Jane?

  • In no particular order :)

  • zubair kaka

    you left out the transformers movie!

  • I have moved her to position 10 – I should have done before posting the article but forgot. This is not a list about quality movies incidentally – it is just about dramatic changes.

  • zubair kaka: haha – preferably films involving changes in humans (like – real ones).

  • heavybison

    If you ask me…there’s only 1 movie that should take No.1 and that’s not even here!!


  • Black Lutefisk

    Ok, all is good in the world again. (Sorry, didn’t have my coffee yet).

    I’m sorry not to see well…any character from “Dead Again” or characters in “Being John Malkevich,” “Total Recall,” “Blade Runner,” “Clockwork Orange,” or “Young Frankenstein”. There’s so many.

  • Arkz_Archduke_of_Geeks

    oh yes a clockwork orange

  • xdarkhorsex

    Edward Norton, Primal Fear. His transformation rivals that of keyser soze. That being said, his transformation in American history X was magnificent as well

  • Black Lutefisk

    I’m also a little surprised that It’s a Wonderful Life outranks A Christmas Carol. If quality isn’t an issue, maybe “Scrooged”? (“Feed me, Seymore!”)

    More transformations: Kill Bill (post baby reveal), Hannigan in American Pie, Mecha-Weaver in Aliens, Orgazmo, Tracy Chapman in A Dirty Shame (often…), Harold in Harold & Maude, the entire lean, mean fighting machine in Stripes, and the kid’s parents in Spirited Away.

  • i second norton in primal fear, definately better then gi jane. even with that slight overlooked, still agreat list.

  • is the forum down again jamie?

    sorry for double post but i cant edit again.

  • chershey

    I visited Pensylvannis once. The locals couldn’t stop telling penis jokes.

  • I second American History X as a prominent transformation in Norton’s character. Surprised this was overlooked, or at least not mentioned.

  • Juggz: hmm – it is up for me.

  • I will be modifying the list shortly to include some of the notable omissions

  • James

    Sarah Conner from Terminator 1 to Terminator 2.
    Ripley from Alien to Aliens

  • evan

    Tetsuo from Akira (shy weakling of the group to a disturbed mutated killer), Michael Corleone from the Godfather (i think we all know his story), Private Pyle from Full Metal Jacket (from total F–k up to suicidal killer), Frank from American Gangster (ruthless mobster to remdeption seeking con who co-op’s with the police to crackdown on police corruption, also based on a true story), i could go on, all of these being, I believe, more deserving of a spot over GI Jane or the Last Kiss Goodnight

  • James

    Michael Corleone should be #1 on the list.

  • Daniel

    What about the Godfather? Michael undergoes a huge change from a “good army boy” to a full on mafia godfather.

  • evan

    my guess would be jfrater omitted him because the godfather is on several other lists :-\

  • evan

    oh Andy from Shawshank Redemption, or Red too :)

  • Daniel and James: it is funny you mention him – last night I was watching the Godfather again and I realised that Michael is definitely a part of the family from the begining – the only difference is that he is not acting on it – he has no issue with what they do. In fact, in the first scene in which he appears (at the wedding) he tells Kay that his father got Frankie his fame by putting a gun to someone’s head – he states it coldly and gives no impression that he thinks it is bad. Therefore, he is not changing character – he is merely changing job – going from a soldier to a family soldier (it is not long after this that he shoots the police Captain and druglord.

  • evan: do you really think Andy and Red changed? I don’t recall there being anything very definite – in fact, if anything I would say the opposite – their “sameness” helps illustrate the drudgery of prison life.

  • Oh – and as I am planning to modify the list, do you really think Primal Fear should be on it? Considering it is not until the end that we see that he has been playing the lawyer for a fool – it is a very short character change.

  • Jeff

    what about christian bale in equilibrium, as his character John Preston? goes from feeling nothing, to over emotional ass kicker in a week.

  • Jamie: but how sudden and dramatic it was, makes it an awesome transformation. Verbal from The Usual Suspects doesn’t change until the end, so why can the same not be acceptable for Primal Fear?

  • xdarkhorsex

    jf – it’s not the length of the character change, it’s the impact it makes in the story and on the audience

  • Cat4thCB

    Jack Vincennes (Kevin Spacey), L.A. Confidential: corrupt, on the take, more concerned with being a technical adviser for a cop show than with being a cop and, when asked, doesn’t even remember why he became a cop. Then comes face-to-face with the consequences of his moral apathy and attempts to mend his integrity.

  • angelina

    How about Jules in Pulp Fiction? His “divine revelation” after the shootout changed his character for sure! And as far as Pretty Woman, I think Richard Gere’s character transforms more so than Julia Roberts’ Vivian. He learns to love and care for her when in the beginning it was just a business transaction for him. Ultimate (non-human) character transformation: The Grinch!!
    :-) Great List!!!

  • Mathilda

    Scarlett O’Hara in Gone With The Wind! She starts the movie (and book) as a pretty spoiled air-headed young girl and finishes a shrewd businesswoman. And angelina, I agree with you – number one is the Grinch! :)

  • Toto

    Alternative List:

    10. Sylvester Stallone in Rocky
    9. Christian Bale in Empire of the Sun
    8. Robert De Niro in Awakenings
    7. Vincent D’Onofrio in Full Metal Jacket
    6. Charles Bronson in Death Wish
    5. Tony Curtis in The Defiant Ones
    4. Patty Duke in The Miracle Worker
    3. Tom Hanks in Castaway
    2. Liam Neeson in Schindler’s List
    1. Jack Nicholson in One Flew Over the Cuckoo’s Nest

  • petey mcgee

    what about charlie sheen’s character in platoon?

  • This is a good list! I think it’s hard to choose becasue they can be overdramatized in a bad way. However, many good stories have a character transformation of some sort, so it would be hard to choose the best ones.

  • Hector

    What about the two girls from Mulholland Drive ?

  • Johnny T

    You should have added Ash (Bruce Cambell) from Evild Dead 1&2, and Army of Darkness. In the first film he is a frantic, witless coward. In the second film we see him change near the end. He goes from paranoid coward to all out evil killing badass hero. As he stays in the thrird film.

  • amoondoo

    clockwork orange. i love that movie!

  • Mary

    Catwoman in Batman Returns?

  • JDavisII

    Madness of King George III, such a classic and great movie, and personally one of the best historical personality changes. TO see a person go from being the King of England to some petty sick man is quite incredible.

  • 20Fan20

    I have to agree with number 1. Of course it is a great movie.

    I think Aniken Skywaker would have made the list had the acting been better.

    Jeeze this guy went from good to evil, full man to half machine but always all midichlorian!

  • Punjar

    Pink from The Wall. He goes from quiet kid to famous musician to crazy neo-Nazi who assaults groupies, shaves his eyebrows, and has people beaten at his shows because he thinks they might be gay, to nervous wreck hiding in the stall of some public restroom.

  • Bad News

    I’m gonna go ahead and say Leonard Zelig.

  • jbjr

    thelma and louise-Davis and Sarandon. Here’s real oldie – Gary Cooper in Sgt. York. Tom Cruise – The Color of Money. DARTH VADER

  • xdarkhorsex

    good job in the altering of the list. I think it’s cool that Edward Norton is a star of 3 of the top 11. he’s one of my favorite actors.

  • xdarkhorsex: yeah – Edward Norton is great – I really like his movies.

  • Lasse

    How about “The Crying Game”?

  • Alex

    youre list is great, and edward norton, undeniably amazing

  • bucslim

    Ned gets lynched, then Will Munny gets a few drinks in him and starts mowin people down with a shotgun.

    Remember folks, without the devil juice, he’s just a lowly swine farmer with pig shit splattered all over him.

    With the “Old Grandad” coursing through his veins, he’s the personification of a mean Yosemite Sam, the rootin, tootin-ist villian east or west of the Pecos. And if you don’t bury Ned right, he’ll come back and kill all you sombitches!

  • butters

    haha, What about Shallow Hal?

  • mooster

    Have to agree with Primal Fear. What a twist!

  • ben

    im disappointed the video clip for history x is the “f*cking short version” instead of the trailer

  • Rick B

    I know this is unoriginal but Rebecca Romijn ex-Stamos is the HOTTEST character transformer EVER. Man, she looks good.

  • Great list! I especially like the Usual Suspects and Requiem for a Dream picks.

  • yeravgjock

    The Usual Suspests is definately the number one transformation in my book, but I do agree that Shawshank Redemption sould have made the list as well. Especially when Andy and Red even have a convo in the library about how Andy was a law abiding citizen on the outside and “became a crimnal” in prision.

  • Mount Teetar

    #8 should be listed as a fantasy/comedy movie lol, a rich guy falls in love with a hooker? hahahahahaha yeah sure. Requiem for a dream is great, although there isnt really a transformation, it is just dumbass junkies going down the path that dumbass unkies go down, ending with hilarious results.
    it is great to see people who deserve it get screwed over.

  • Rolad

    I always liked the character transformation in Total Recall.

  • dan

    how about the shining

  • Redder313

    Taxi Driver?

  • F. McClure

    crying game, clockwork orange, taxi driver, SAW…

  • T$

    I think Aragorn coming from being an exile to King in LOTR is worthy of the list. Another obvious one would be Anakin Skywalker becoming Darth Vader.

  • Lady Jekyll

    Johnny Depp and John Turturro in Secret Window??

  • Nially Bob

    Redder313: I would not agree with Taxi Driver; I think that during the film Travis is always an oddity but it is simply displayed more gradually through-out the film so it is not a transformation.

  • dustin

    Peter Gibbons from Office Space!!!! Im suprised no one has mentioned this yet!

  • Lauwie

    I really think Norman Bates schould be in the list, I mean, the guy’s his own mother

  • Prvnmthws

    I can’t believe no one mentioned Charlize Theron in Monster.

  • I4gotmyMANTRA

    Yea, where is Micheal Corleone?? Darth Vader???

    c’mon man, youre missing some of the greats. maybe this needs to be the top 15. :)

  • djbon

    has anyone seen ‘sleuth’? Jude Law? awesome twist!! masterpiece. If i say anymore i would be spoiling it!
    however im gonna say it anyway. there are only two actors in the entire movie!

  • 14gotmyMANTRA

    Wow, Mount Teetar (@ 56) thanks for scientifically prooving yourself and a complete @88.

  • 14gotmyMANTRA

    All though admittedly, YOU can spell.

  • phil

    you forgot taxi driver?, oh no you didn`t

  • 14gotmyMANTRA

    LO, jrater. Were you drunk when you wrote the “notable changes?” :D

  • Audrey

    I’m not sure if the movie is as good as the book, but Thr3e had an insane ending.
    Great, great twist with character.

  • Troy McClure

    Dr Jekyll and Mr Hyde?

  • GTT

    You know why I hate reading these lists? My orders on B&N and Amazon are going to ruin me considering I have to pay international shipping….

    Just list list made me put in an order for 12 DVDs… Thanks guys… ;)

  • Aubloom

    Pitch Black? Most wanted murderer in the galaxy turns into a teddy bear to help a priest and kid?

    Boondock Saints? Smeckers transition from the begining of the movie to the end was very impressive. Only Dafoe could have pulled it off.

    GODFATHER! Good army brat becomes head of a large mafia family. Come on now.

  • joe

    A Clockwork orange…duh.

  • JMA

    Great job! You put aot of work on this website.
    The transformation of Dr. Octavius to Dr. Octopus and back in Spiderman is amazing!

  • Dan

    No Ebeneezer Scrooge?

    The greatest turnaround every written.

  • hazmiguel

    Lee J Cobb as Juror #3 in Twelve Angry Men – the last to change his verdict.
    Classic Film

  • NijimaSan

    Gene Hackman in Target. If you’re going to have Geena Davis up there for the Long Kiss, you have to have Hackman.

    It’s a little known film but severely underrated.

  • kate


  • chunkified

    Another great recent one is the lead character in District 9.

  • pudwhistle

    HUGE ommision: Antonioni’s “The Passenger” wherein Jack Nicholson’s character, with a sudden existential decision, adopts the identity of another man who had just died and takes on his life…

  • No mention of “There Will Be Blood”?

  • Cisco Routers

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  • Roger

    Sissy Spacek in Three Women.

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