The Camera Trick Behind an Iconic 1937 Film Visual Effect

Sh! The Octopus may not be remembered as a great film of the 1930s like King Kong or The Awful Truth, in fact it was named as one of the greatest bad movies of all time. But there is one scene, involving some very clever camera work, that continues to get talked about today.

Released in 1937, Sh! The Octopus is best remembered for a truly terrifying scene when the character Nanny, played by Elizabeth Dudgeon, reveals that she is the villain.

As Dudgeon rips off her wig, her face also transforms into something truly horrifying. But before the era of CGI, how did the filmmakers pull it off?

Sh! The Octopus was shot on black and white film and the director and cinematographer used the format to good effect by making clever use of colored gels. It’s worth noting that nobody actually knows who exactly oversaw the shot, but William McGann directed the film.

To achieve the effect, Dudgeon was covered in “ugly face” makeup, but only one color was used, presumably red. A red filter was then placed over the camera lens to make all red elements invisible. While filming the scene, the camera operator removed the red filter from the lens to reveal the “ugly face” without having to cut or use any other special effects.

This trick can also only be used on black and white film; if it had been shot in color, Dudgeon would have looked bizarre.

“The hidden red tones blended into her normal appearance until the filter was lifted, revealing eerie shadows and contours which gave her a terrifying witch-like look,” explains YouTube channel Did You Catch This?

Film School Rejects speculates that a graduated filter may also have been used, as it would have enhanced the effect, but that’s conjecture.

The crew also pulled a clever trick by removing the wig, which serves as a distraction as the filter is being pulled off the lens. That smooths over any awkwardness, while also revealing the character’s straggly, dark hair — further enhancing the scary transformation.