This story takes place a few months after Ascension Pt2.

Summary: When Mystique captures Spider-Man, how will he escape from her and her mutant minions? And will he be able to trust the X-men? And how will the people in Bayville treat him when they think he's a mutant?

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New York City was much busier than Bayville. There was no close comparison.

This did not bother the shape-shifting mutant known as Mystique at all. She was on a mission, and she was the leader. It wasn't for Magneto, it wasn't for Apocalypse or Mesmero, it was for her. Not only her personal gain, but also she was the leader of her team. Actually, she considered herself the head of the team, not really the leader. The other mutants were her minions more than teammates.

Ever since Mystique had heard of some Spider-Man, she immediately took it to her advantage and wanted to find this supposed mutant. As strong as he was, Mystique knew she would have a much better chance at "changing" Bayville. So much mutant hatred and bigotry that surrounded mutants was present in the town. She wanted to change all of that.

So she had taken a trip to New York, easily posed as a journalist at the Daily Bulge. She had chosen it because of the amazing pictures of Spider-Man that were taken by a photographer there. If he could get that close and personal with the superhero, than he must know him.

Or be him.

"Peter Parker, that's his name." Mystique stated to herself, as she was pretending to do her work. She had found that imposing as a journalist was quite fun, except when J.J. Jameson was prowling the rooms.

On more than one occasion, Mystique would have gladly knocked the man on his butt, and tell him how much of an asshole she thought he was. But the shape-shifting mutant didn't want to blow her cover or get fired. Not that it mattered.

Raven Darkholme was what the others at the Daily Bulge knew her by. It was, more or less, her name. But she would be gone soon. Back to Bayville.

Her mutant minions were back staying at the old Brotherhood house. Currently, the mutants she had used to train before Magneto had pissed her off were staying at Xavier's. But she didn't care.

Tonight, she was going to follow Peter Parker. She would use force if necessary, but she also wanted to trick him into following her. A girlfriend, a family relative, once she found someone, she'd simply shift into him or her and get Peter to follow her.

If he was the actual Spider-Man.

It had taken Mystique a few months after she recovered from being used by Apocalypse to find mutant for her team. She treated them better than she did the Brotherhood. She cared for them a little more, especially after some more dramatic events with her own children. But hopefully this Spider-Man would aid her quest in diminishing Bayville bigotry toward mutants.

It was around nine o' clock when Peter Parker started to leave the Daily Bulge. Mystique started to leave as well, trying to act coincidental and not some obvious. She even shared an elevator ride with the young man.

"Hey there." Peter greeted nicely. Mystique nodded back with a half smile.

Peter Parker looked similar to the Spider-Man. There was comparison in height, the two being a few inches over six feet. Their build as well, both being muscular.

But of course there are probably a lot of men around here with large muscle and a height over six feet, Mystique thought dully. But then she remembered Spider-Man's personality from interviews on TV. He seemed a nice enough guy, just wanting to protect the town and stop crime. He also seemed laid back. It was more like he was serious about his work, but he was also humorous and calm. Peter has seemed that way too. Thus, giving her more incentive to think they were two of the same. Or at least close friends. Peter's snapshots of the web slinger were amazing, like he was right there.

The elevator doors opened, and Peter motioned toward Raven.

"After you Mrs. Darkholme. Ladies first."

"Oh how polite, Mr. Parker." Mystique answered in a mock tone of a high and happy voice. She didn't like being that way, but it was all the more disguising.

Mystique walked off in front of Peter, a little quicker with her strides. Once she reached the streets, the blue skinned mutant shifted to a pedestrian.

Peter came out a second later, and looked around confused.

"Where'd she go?" He whispered to himself, but Mystique was there to hear it.

She pretended to be walking casually as she followed Peter. Every now and then she would shape shift in a second, just incase Peter noticed he was being followed by the same person.

But over time, Peter strides had become quicker, and Mystique noticed she had to almost power walk to catch up.

Suddenly, Peter spun around, and tackled Mystique, who was now posed as a businessman.

"What are you doing?" She asked in a deep male tone, still surprised at his actions.

"Show yourself, whoever you are! I can tell you're a shape shifter!" He ordered.

How could he have figured that out?! Not once did he look back, and how could he of even guessed?! Mystique didn't care how he knew, but it was time to get physical.

Shifting to her blue skinned and black outfit appearance, Mystique quickly flipped Peter off of her with her legs. But he landed on his feet.

The shape-shifting mutant flipped in the air, breaking down an axe kick. But Peter dodged right out from under it.

He's quick, but that won't be enough!

Mystique took on the form of one of her old allies, Sabertooth. She thought the claws and size would help to her advantage.

Lunging at Peter, Mystique made a quick swipe with her claws. Having been a little in awe, Peter didn't move as quickly as before. The claws tore through the front of T-shirt, leaving it in tatters. But beneath the shirt was not skin, but a costume. Red with black lines, as well as a black symbol of a spider.

Mystique felt triumphant, finding Spider-Man. But now that she knew whom Peter really was.

Peter glanced down at his shredded T-shirt. At a quick speed, Peter tossed his jacket off and tore off his T-shirt, and the pulled off pants. Now the full costume was revealed. There was also blue, along with the red and black.

Peter slipped on his mask, and now as Spiderman, shot a web string, and swung up and onto a rooftop.

Mystique, still as Sabertooth, immediately followed by leaping onto widow sills.

So it became a showdown on the rooftop.

Spider-Man shot a web at Mystique, who easily dodged, quickly advancing on him. Mystique leapt at the wall crawler, and was surprised to be flipped over. It had not occurred to her that Spider-Man was also very strong.

Only a minor setback, she thought, before swiping at Spider-Man in a fury.

He was quick, but she was persistent.

Spider-Man dodged most of the attacks, but then one caught him across his chest, tearing through his costume and leaving slashes. This slowed him a little, which gave Mystique even more opportunities. She slashed along Spider-Man's arm and up his shoulder, shredding most of his sleeve and leaving a bleeding injuring.

Spider-Man clutched his bare and bleeding arm, only to suddenly be smacked onto his back by Mystique.

The wall crawler tried to get back onto his feet, but Mystique hit him again. This time, knocking Spider-Man to the ground harder. He groaned and lay in the same place.

"Rough night?" Mystique asked sarcastically in her own voice as she shifted back. "Hope I didn't hurt you too much, as I want you to be ready soon. I hope you like Bayville, because it's going to be your knew home." She stated with false concern. "You're with me now Peter Parker. I hope you like Bayville, because soon, it will be your new home!"

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A/N: In the comics, Mystique did actually pose as a journalist at the Daily Bulge, while Peter Parker was there. Mystiques minions are actually characters from the comics and show. Please review.