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As it says it was a woman transforming into something.
It was a LONG time ago, so I can remember, but it was really grotesque.
An ideas on a few movies?

Tales From the Darkside: The Movie has such a scene.  A woman transforms into a gargoyle.

Here is a very poor quality video of that scene.

http://www.youtube.com/watch?v=-udDj6rFlAE

Thank you, but that's not what I was thinking of.
Sorry I can't explain better.

Well, then, how about The Rejuvenator?

This part shows the woman/monster's final form and her dissolution.  She had transformed into several other forms at other times in the movie.

http://www.youtube.com/watch?v=K7oDTzyWy4U

Oh, I know about the rejuvinator.
It does have her as a monster, but doesn't really show much of a transformation though.

There is a scene in "The Kindred" (1987) where a young woman undergoes a disturbing transformation.  She becomes fish-like, with gills and clammy-looking skin.  It's all played out in front of other people who are helpless, and that scene still stands out in my memory.

http://www.youtube.com/watch?v=AvrfKd1fo1w

Go to about 8:40.  The transformation of which Andrew speaks begins there.

not it............

You're just going to have to help us out more with details.

It was in front of a bunch of people and a guy threw up before it finished.

i feel like i know this! any more specifics?

Wouldn't happen to be Society, would it?

http://www.imdb.com/title/tt0098354/

The movie can be found on Youtube.

I found it.
IT's called werewolf in a womans prison.
It's not as old as I though it was, but thats where I remember it.
Thanks for the help guys.