Fake Eyelids, Cracked Teeth and Nonstop Fear: The Secrets Behind Charlize Theron’s Movie Transformations

“I go to my trailer, I take my makeup off and I go home,” Theron told the Daily Mirror in April. “I don’t know how people stay in character. I’m too lazy. I’ve got two kids to raise and I have dog s–t to pick up in the backyard.

“I don’t know how you do that in ­character. It’s exhausting. It’s so f–king exhausting. I learned pretty early on, the more I let go, the better—which, in the beginning, was harder for me—but now I’m very disciplined about it.”

Since it may not be the most prudent move anyway, to mix the baggage of playing a ruthless assassin for two months with bedtime stories, it sounds as though Theron has figured out a work-life balance that suits her family. In turn, the veteran star can notch another job well done, having earned standout reviews for her turn in The Old Guard on Netflix, and then celebrate her 45th birthday on Aug. 7 with her kids.

Not counting an uncredited part in Children of the Corn III (“I was one of the 500 kids running through a field. I actually had my own murder scene in it. I got dragged into the earth, kicking and screaming,” Theron told Oprah Winfrey for O Magazine in 2005), this 1996 noir drama marked her real movie debut, playing a hitman’s bombshell girlfriend.

“In South Africa, it’s a much harder life because survival is so at the core of everything. It’s a farm life,” Theron, who grew up in a rural area near Johannesburg, told Winfrey. “That’s partly why in the beginning of my career, I was so uncomfortable being cast as a sex bomb. Well, at first, I was comfortable in that—I was very comfortable in my own sexuality. And I thought, These people exist, so I’m going to play them. But when I started talking about how comfortable I was with that, people thought I was a freak. And I was like, ‘Wow.’ I wasn’t raised to think any of that stuff was bad. But at the same time, I knew that wasn’t the only thing I wanted to do. People said, ‘You can’t play the girl who gets left by her boyfriend.'”

But, she told Indie London about 2 Days in the Valley in 2007, “I had to start somewhere and do not regret any of my films. I had always been interested in the arts, whether poetry, music or dance and this was just another element. I like telling stories. I never thought that I would be particularly successful as an actress, though. I just wanted to earn a living.”

Playing Keanu Reeves‘ lawyer character’s increasingly depressed and disturbed wife (because her husband is working for the actual devil) in 1997 marked the last time Theron tried Method acting.

She “really went all the way with it” at the suggestion of director Taylor Hackford, she recalled to Backstage, and ended up “so unhappy the entire time we made that film.” As draining as it was, though, she added, “I’m so glad that early on someone pushed me into that, because after that experience, I was like, ‘This is not for me, but how can I be as good as I want to be [while] not feeling the pressure of having to use this thing that everybody tells you is great?'”

Before she played an independent free spirit who invites Keanu Reeves’ tightly wound businessman to stay with her for a month (guess which one…), knowing that their relationship can only last for so long because she has terminal cancer, Theron spent time getting to know lymphoma patients.

“I did quite a lot of research on this movie, particularly with a doctor who had some Non-Hodgkin patients, and I talked to them a lot as I sat in on his meetings with them,” the actress told Cinema.com about her work for the 2001 romance, a remake of a 1968 film of the same name.

“One boy was only 19,” she recalled, “and he told me something that really moved me. He said, ‘I’m lucky, because I have the knowledge to make every day count. I don’t take things for granted.’ Which opened my eyes, let me tell you. Yeah, it gave me a sense of my own place in the world. I discovered a sense of my own values, I guess, and I learned that I have the choice to make time for things that are important to me.”

To look sickly in the film, Theron lost about 16 pounds, telling People she did “a lot of yoga, a lot of running.” And her diet: “Don’t eat any starches, don’t have any dinner, don’t have anything after 5, no alcohol.”

Theron played a gorgeous safe cracker, her character a new addition to the gang of thieves in the 2003 action film, a remake of the 1969 heist classic starring Michael Caine (which had no female leads).

“You can live vicariously through the characters you play. I mean, I would never be a safe cracker and there I was, having a professional safe cracker teaching me how to break into a safe! It was really interesting,” Theron told the BBC about getting ready for the admittedly fun role.

She also had to work on her getaway driving, a chase scene involving her behind the wheel of a Mini Cooper being one of the film’s premiere action sequences.

“It was like this constant competition between me and Mark [Wahlberg] and Jason Statham, and I have to say, I walked away with my head held high,” Theron said. “I did everything except one jump. I like to do my own stunts because you actually get to do something real. It was fun. We got to drive down stairs and stuff and nothing bad happened, which is really good because you worry about things like that when you do a movie like this. I only crashed three times!”

Fast-forward to 2020 and Theron revealed during Comic-Con@Home (the annual San Diego extravaganza was held virtually this year) that she was asked to do six more weeks of training behind the wheel than her male co-stars. “For sure, The Italian Job was a great experience, in the sense that I realized there was still so much misconception around women in the genre, even though in that film the action is really based on cars,” she said. “We had to physically do a lot of that stuff. The only good thing that came out of that experience was that there was a real pressure to pull off those stunts with the actors.”

Yes, she was insulted, Theron said. “But it was also the thing that put a real fire under my ass. And I was like, ‘Alright, you guys want to play this game? Let’s go.’ And I made it a point to out-drive all of those guys.”

The onscreen transformation Theron is most known for is her descent into the lowest depths of the human experience to play real-life serial killer Aileen Wuornos in Patty Jenkins‘ 2003 film, a performance that earned her the Academy Award for Best Actress.

“We never discussed it like this big thing, like some aim—’We’re gonna gain 30 pounds,'” Theron explained to SplicedWire, noting how Wuornos had grown up homeless and gave birth to a child at 13. “It wasn’t about getting fat. Aileen wasn’t fat. Aileen carried scars on her body from her lifestyle, and if I’d gone to make this movie with my body—physically I’m very athletic—I don’t know that I would have felt the things Aileen felt with her body. It was about getting to a place where I felt closer to how Aileen was living. I didn’t want to look at my body and see my natural muscle. That kind of thing would have thrown me off completely in trying to be her.”

She eschewed a wig in favor of hairstylist Katie Swanson distressing Theron’s own tresses to achieve Wuornos’ uncared-for head of hair and had her eyebrows bleached and thinned to almost nothing. “You can see an angry person, a happy person, a gentle person, all through the eyebrows,” makeup artist Toni G said in an interview. “Aileen’s eyebrows had a tendency to angle upward towards her forehead, which created an angry expression.”

Though it may look as if she’s wearing a full-on mask of plastic, the only prosthetics were on Theron’s eyelids to make them heavier, and the whole process took a little less than an hour. Toni airbrushed layers of translucent washes of tattoo ink, texturized with green marble sealant, to give Theron’s face a weather-beaten, hard-life look, and Art Sakamoto crafted dentures full of stained, crooked teeth. She also wore brown contacts to cover her blue eyes.

They’d play around with looks in her kitchen, Theron shared with Winfrey in 2005. “We were filing down false teeth,” she recalled. “Patty and I were actually like, ‘Do you think it’s enough?’ By the time we began the makeup and hair tests, we’d gotten so used to my [Aileen] face. I stayed in it most of the time while I was on set. I would wear Aileen’s clothes all the time, have my hair the way she would, so the crew really got to know me as Aileen.”

As for her weight, “I just thought, ‘I’ll see how much I can gain,'” she said. Luckily, the process began “over Christmas, so it was perfect. I finished everybody’s desserts.”

Swedish actress Britt Ekland married The Pink Panther star Peter Sellers in 1964, instantly boosting her own celebrity profile—and Theron played her in this 2004 HBO biopic, costarring Geoffrey Rush as the iconic and legendarily complicated actor.

When she found out the film was being made, Ekland, a Bond girl in The Man With the Golden Gun, threatened a lawsuit, saying Theron was too tall and otherwise not right for the part. “This actress is 6 feet tall, I am 5 feet 5 inches; she is 27, I was 20,” she reportedly said. “It is nonsense.” (For the record, Theron is 5-foot-10.)

But Ekland got over it once she met the Oscar winner, and even accompanied Theron to the film’s premiere at the Cannes Film Festival and got very emotional watching the movie, which also had a theatrical release in the U.K.

For starters, Theron got a wicked haircut to play the title rebel warrior in the 2005 sci-fi film, based on the cult-favorite animated MTV series from the 1990s that’s set 400 years in the future.

“I would be completely lost without wardrobe and makeup and hair and just walking onto a set,” she told CBS News at the time. “I think all of those elements are what kind of helps you transform and become. And, you know, it gets harder the longer I’m in the business, because you become more recognizable. And I don’t want people to go and watch a film and watch Charlize Theron.”

To get into fighting shape after gaining weight for Monster, she trained for four months before filming began, doing dance moves; practicing gymnastics, trampoline and acrobatic work with Cirque du Soleil gymnast Terry Bartlett; and learning elements of karate, judo, Capoiera and Krav Maga. Mika Saito helped with strength training and other stunt work.

“I am not a cartoon and I cannot run around in a G-string and do splits,” she told the GW Hatchet at the time. But she did attempt most of her own stunts, suffering a neck injury toward the end of August 2004 that caused production to be halted for several weeks.

“I had herniated a disk in my neck doing a back-handspring, and it was just an accident,” Theron said. “It was early morning, there was some dew on one of the surfaces that we were working on, and I was just rehearsing and I slipped and landed on my neck.” She added, “This was a hard physical film for me to do. I had been kind of injuring myself in lighter ways so many times on it and I was so prepared to go through that kind of pain, but when that happened it was a little bit more serious.”

Not easing the pain any was the $53 million it made on a $62 million budget. Talking to Variety in 2017, Theron recalled, “When Æon Flux came to me, I thought that could be something…And then we f–ked it all up. I just don’t think we really knew how to execute it. And it’s disappointing, but it happens. I’ve been in this business long enough to know that you cannot get it right every time.”

In the 2005 film, inspired by the true story of Lois Jenson, Theron plays a miner who sues her company for sexual harassment after she and fellow female coworkers are subjected to constant (and all too common) abuse on the job.

Talking to Roger Ebert at the time, Theron was asked if she found it “strange” that her two most critically acclaimed roles to date (in North Country and Monster) downplayed or outright covered her natural beauty.

“I find that a weird question,” she replied, “as if I’m expected to think a lot about how I look. I was raised in South Africa and didn’t grow up in a way where much importance was placed on such things. I was raised on hard work and discipline. When I’m working in a movie, I’m almost fearless about how I look. I don’t care, as long as I look right for the role.”

Preparing to talk like a Minnesota miner along with co-star Frances McDormand, she continued, “we were concerned we were going to sound too broad, and maybe get laughs in the wrong way. We tried to fine-tune it a little, staying kind of neutral. Part of the transformation in any character is a new way of speaking. Also the physical look. Once again I worked with Toni G, who did my makeup for Monster.”

For her efforts, Theron received her second Oscar nomination for Best Actress.

Try as she might with darker hair and sensible work attire, Theron still couldn’t pull off “plain” in the 2007 drama. But she was perfectly convincing nonetheless as a detective determined to solve a grisly homicide involving the residents of a nearby military base who had recently been serving in Iraq.

“I hung out with a couple of female detectives in Albuquerque, New Mexico,” she told IndieLondon about preparing for the part. “It was great, because they advised me on scenes. I could get a feel for their job, their looks, their attitude. It all helps.”

Asked what drew her to the film, she said, “It’s such a grown-up story. I like political stories, too. I want to be in films which ask questions and deal with social issues. I never really go for glamour roles—I like roles which make you think about the character and their life, rather than what they look like.” That being said, “I grew up on Fred Astaire and Ginger Rogers movies and when you look at these films the women had beautiful dresses and gorgeous makeup. The women were celebrated on screen a little bit more than we do now. They were allowed to look beautiful and still have depth to them. But, today, too many women seem scared of it. It’s a shame, because I love glamour.”

The wardrobe department did the heavy lifting turning Theron into evil Queen Ravenna in the 2012 fantasy, and she relished joking—in interviews, at Comic-Con—that playing a diva bitch didn’t require much acting. 

“I screamed so much at people, I tore a stomach muscle, which I had never heard of that before,” she said in a first-look special on MTV. “And then off-set, you can joke about it, because you’re in these costumes. I felt like I was being so high-maintenance,” she added, fake-whining, ‘It hurts, oh gosh, I can’t walk to craft service.’ You become a big pain in the ass. I mean, I’m saying it was the costume, but it really wasn’t. That’s how I behaved.” 

Theron said she looked at Tilda Swinton‘s Oscar-winning turn in Michael Clayton as the cold but increasingly worried general counsel at an agricultural conglomerate for inspiration as she prepared to play Meredith Vickers, the mission director of the titular ship in the Ridley Scott-directed sci-fi drama.

“Ridley and I were talking about how when you see [Tilda], she doesn’t say anything in the beginning of that film, the first time you see her,” Theron told IndieLondon in 2012. “The kind of panic that is instilled in her says so much without her ever having to say anything.”

Hence the first glimpse of Meredith doing push-ups when everyone else onboard is getting sick, a scene in which “physically I’m saying 10 times more than I could verbally.”

To play Imperator Furiosa, the one-armed savior of womankind in the critically acclaimed post-apocalyptic thriller, which was nominated for 10 Oscars, Theron memorably shaved her own head. But first, she checked in with director George Miller.

“I wasn’t fully convinced, so I called George,” she recalled to Entertainment Weekly. “I probably woke him up at 3 a.m., and I said, ‘What do you think about this idea?’ And he was just really quiet. And then I could hear him breathe. It was like he took a deep breath. And I took that as a positive. And then I found out yesterday that he was concerned about the shape of my head.” (When she sent him a photo, he replied, “Awesome, Furiosa.”)

Theron continued, “I was 20 minutes early to everything in my life. It was unbelievable, like how much time we spend on our hair. And then also, I think I emptied two garbage bags full of hair products and brushes.There’s something very freeing in that, for sure, definitely. And there’s always something nice when you kind of take that importance of your femininity and make it about something more than just your hair…But it’s also nice to have hair.”

For the intensely physical role, which included 15-hour days filming in the Namibian desert, Theron hearkened back to her classical ballet training to give Furiosa’s movements a certain purposeful grace. “As a former ballerina, Charlize brings all that physicality, and a special awareness and discipline and sense of valuation of her character through gestures,” Miller told the National Post.

Asked about her penchant for transformations, Theron told Entertainment Tonight at the film’s 2015 premiere, “Every time it’s different. Every movie is its own animal and you have to kind of respect it and treat it that way. This one… naturally it was a long process, just because the movie took so long to make, so I had a lot of time to have the story really inform me as to what I needed to do and what needed to happen. So I was grateful for the time.”

Something she didn’t have to prepare as much for: “I was raised on a stick,” Theron told the National Post regarding her deft handling of Furiosa’s truck. “My parents were in construction so we always had trucks, graders and bulldozers around. That stuff is very comfortable for me.”

A bit reminiscent of playing Queen Ravenna, Theron got to “sit in a chair and say mean things” as the villainous hacker Cipher in the eighth installment of the Fast & Furious franchise.

She left the stunts to the experts this time, she said on Today in 2017. “I’m not going to try and mess with something that’s working that well.” Told that she does “aggressively type” in the film, she agreed, “I do aggressively type. That’s because I don’t know how to type, thanks for pointing that out. So I just thought, Go aggressive.”

As for her look in the film, director F. Gary Gray told Vulture, “The braids, that’s her idea. The Metallica T-shirt, that’s her idea. It makes her a little more funky as opposed to this normal Silicon Valley hacker.”

Fate may have been relatively low-exertion for Theron, but she was busy training four hours a day for two and a half months—during which she cracked two teeth—to play a badass MI6 agent in this 2017 action thriller, which she also produced, based on the 2012 graphic novel The Coldest City.

“It happened the first month of training,” Theron told Variety about the cracked teeth. “I had severe tooth pain, which I never had in my entire life.” She thought it was a cavity, but when she went to the dentist, she was told she’d need surgery before heading to Budapest to make the movie.

“Having to cut one of the teeth out and root canals,” she recalled. “It was tough. You want to be in your best fighting shape, and it’s hard. I had the removal and I had to put a donor bone in there to heal until I came back, and then I had another surgery to put a metal screw in there.”

She also twisted a knee rehearsing an elaborate fight scene in a stairwell, suffered bruised ribs and came down with the flu—but all in the name of making it look as if she’d been kicking butt for years for crown and country. “I’m coordinated because I was a dancer, and I definitely have movement memory, but I’ve never been a fighter,” she told Variety. “I’m also really tall and a girl. That tends to make you look like you’re Big Bird.”

After being in graphic-novel-heroine shape, Theron gained 50 pounds to play an exhausted mother of three who gladly lets a seemingly heaven-sent nanny take over the hard parts in the Jason Reitman-directed dramedy from 2018.

Reitman first sent her the script when her second child was six months old and just starting to sleep in her own room, and her reaction was, “‘Oh boy, this is so real,'” she said on The Late Show With Stephen Colbert. “‘I just lived this.'”

She added the extra weight to her frame over the course of three months, eating a diet heavy on macaroni and cheese and In-N-Out burgers—and subsequently got depressed.

“This time around, I really felt it in my health,” she told Variety. “The sugar put me in a massive depression. I was sick. I couldn’t lose the weight. I called my doctor and I said, ‘I think I’m dying!’ And he’s like, ‘No, you’re 41. Calm down.'”

Theron also told USA Today, “It was really brutal. I like having that moment at the end of the day when you change in your trailer, get in your car, go home and you’re you. But I couldn’t do it on this and it really got to me. I couldn’t leave this character because my body was just dictating where my mind was and how my moods were.” 

It ultimately took her a year and a half to lose the weight.

“I know a lot of moms who feel like [crap] because it takes that long and everybody’s expecting them to be back,” Theron said, presumably using a saltier word that the family newspaper wouldn’t print. “Me gaining weight for the movie—it’s hard when somebody’s like, ‘Wow, that’s really brave!’ Moms do this all the time and we don’t call them brave. We’re like, ‘Why are you still carrying that baby weight?'”

Part of why she signed on to star in and produce the film, she acknowledged, was to push back against “this highly curated Instagram world of, ‘Which mom looks best in her bikini two hours after giving birth?’ I hate that that’s happened—everyone’s life looks cute when you throw a filter on it. So I’m taking this as an opportunity to show another side of things.”

In addition to watching hours of Megyn Kelly video to nail her voice and mannerisms, and reading the Fox News host’s book Settle for More to get inside her head, Theron wore more prosthetics—crafted by makeup artist Kazu Hiro—than she did in Monster.

“The prosthetics on the eyes were tricky,” Theron told Entertainment Weekly. “We were all cracking up because only one eye would blink, and it looked like I had a glass eye.”

Hiro admitted to InStyle, “Drastically changing eyelids is something I’ve never done before. I think I went through six different versions of eyelids—including after we started filming. I think I changed them twice then.”

There were also jaw and chin pieces, and a nose tip, as well as a nose plug. “The obvious difference is that Megyn Kelly’s nostril is much bigger than Charlize’s, so that was the first thing,” Hiro (one of a trio who won the hair and makeup Oscar in 2018 for transforming Gary Oldman into Winston Churchill for Darkest Hour) explained to Deadline. “To create the nose plug, I took a cast of the inside of her nose. From that, I made a 3D scan model of the inside shape, changed the shape on the computer, and printed out a nose plug, which has a handle, so that I can pull it in and out with tweezers.”

Hair designer Anne Morgan lowered Theron’s hairline to make her face look more heart-shaped, and she wore a variety of wigs and extensions to reflect Kelly’s changing hairstyles in real life during the time the movie covers.

Theron worked with voice coach Carla Meyer, telling the Mirror in April, “Megyn speaks really fast and in a very deep register. I had to take three weeks off because I busted my vocal cords. I relate to Megyn’s ambition and drive. I relate to that and also how those qualities can be turned on you so quickly if you step a little out of place.”

Theron, also a producer on the 2019 film about the downfall of Fox News president Roger Ailes amid accusations of sexual harassment, acknowledged to Backstage that Kelly (whom she never met) was “definitely the most well-known person I’ve ever played, and that scared me a little bit.”

She received her third Oscar nomination.

Theron’s latest film, which premiered on Netflix in July, finds her playing Andy (short for Andromache of Scythia), the leader of a group of immortal mercenaries with special healing powers who’ve been showing up where their services are needed since the Crusades.

So, it was back to the gym to get into fighting shape.

“The biggest difference is just style,” Theron told the Los Angeles Times this summer. “I play a character that’s lived 6,000 years and she’s a martial arts expert, in all martial arts. It’s just humanly not possible to do that…If you break the movie down, at one point I am doing a move to represent that I can basically fight in all martial arts. So the technique was really hard on this one.

“It had to feel effortless. It had to feel like watching Baryshnikov dance. That’s really, really tough to do if you’re not a martial arts fighter. That was definitely the hardest thing. I think that’s the biggest feedback I kept getting: ‘Make it look easier.’ And I’m like, ‘Well, this is not easy.'”

One of the first sequences they shot was a hand-to-hand combat scene featuring her and co-star Kiki Layne, appearing in only her third substantial film role.

“I felt like it was important for me and Kiki to kick it off just because I wanted us both, not just her, I wanted us both to feel really confident going into this film,” Theron said. “I knew it was her first time [filming action scenes], but I was really nervous too. So it was good that it was something that the two of us could really nail and walk away from feeling super confident, and that is what happened.”

Director Gina Prince-Bythewood told the Times, “I talked to Kiki a lot about how her training for this film was going to be a big part of her rehearsal and building the character.. When you’re thrust into that unknown, training is so incredibly hard to do. And she was doing two-a-days, five days a week, for months. But the building of her body, the building of her swagger, her confidence, was absolutely part of her rehearsal. It was also in training with Charlize and having an example there of someone who has done it before, who knows what they’re doing, who can show you what it’s going to be like. And that dynamic, that actual veteran-rookie dynamic in training, absolutely translated to the screen.”

Incidentally, Theron, who’d been afraid of horses since an accident that occurred when she was a teenager, had to get over that and ride for this film. After they wrapped, she planned to adopt three horses and build her own stables.

“It’s always been driven by fear,” Theron told Backstage last year about how she picks her projects. “I’m interested in very complicated, conflicted characters, and sometimes that takes a while to wrap your head around.”

Moreover, she told the Mirror, “I’ve built a career on playing people you don’t like. For me, it’s a very personal connection that I have to find with the person I’m playing. It has to make sense. I have to get to a place where I can say, ‘This makes sense. This emotional human in front of me, I relate, I understand.”

But as much as she tends to get singled out for her performances, she would never consider herself a one-woman show.

“Any actor who tries to tell you that they did it all by themselves is just a complete f–king liar,” Theron told Backstage. “We all want to believe that we’re that good, but I know for a fact that, anything that I’ve ever done, I am completely at the mercy of my crew and the people that I work with…I trust that somebody’s taking me outside of myself into a place that I couldn’t go by myself.”