As part of #OneXCellent Scene, we’re joining our other favorite YouTubers in breaking down a pivotal X-Men moment. Ours comes from X-Men: First Class, where Mystique (Jennifer Lawrence) shape-shifts into Rebecca Romijn, who also played the character in earlier X-Men movies. Here’s our Take on how this scene heralds a symbolic evolution for Mystique, as well as for the X-Men franchise.
Mystique: “We are different. But we shouldn’t be trying to fit into society.” — X-Men: First Class
In the 2011 prequel X-Men: First Class, Mystique, played by Jennifer Lawrence, uses her shapeshifting powers to take on a familiar face. At first glance, Lawrence becoming Rebecca Romijn— who played the character in 2000’s X-Men, 2003’s X2, and 2006’s X-Men: The Last Stand—seems like pure fan service, a knowing reference to the previous generation of X-Men movies, not unlike the film’s memorable cameo from Wolverine.
But it’s also a symbolic moment for the character, one that places Mystique directly at the ideological center of the film, and announces that this version—and these X-Men movies—will be markedly different. Of the many superpowered mutants we meet in the first three X-Men films, then again in the four prequels that follow, it’s Mystique who changes the most in between.
We’re breaking down this scene as part of One X-Cellent Scene, a collaboration with a bunch of our favorite other YouTubers where each of us has picked one key X-Men moment to analyze. So after you watch this video, make sure to check out all the others.
The Real Raven
Romijn’s Mystique is introduced, essentially, as Magneto’s henchwoman in his epic mutant war against the humans.
Magneto: “You are a god among insects. Never let anyone tell you different.” — X2
She uses her body with quiet self-confidence, employing her powers to seduce unwitting enemies and to battle the other mutants. This Mystique is proud of the mutant she is, renouncing all traces of her humanity.
First Class reacquaints us with these characters in the 1960s, when they first discover their powers. Right away, the Mystique we meet here—otherwise known as Raven Darkholme—is noticeably different.
Mystique: “Mutant and proud, or is that only with pretty mutations or invisible ones like yours?” — X-Men: First Class
She’s insecure about her naturally blue and scaly appearance. She adopts her human guise not to undertake missions, but simply to pass as normal.
Mystique: “Charles has never understood. He’s different, but he’s never had to hide.” — X-Men: First Class
Most importantly, she has yet to choose between two radically different visions for the future—which are embodied by two central men in her life. Her longtime friend Charles Xavier believes mutants and humans can live in harmony.
Charles Xavier: “I tell you we can start something incredible, Erik. We can help them.” — X-Men: First Class
But the charismatic Erik Lehnsherr—the future Magneto—believes mutants must overthrow and replace humans.
Erik Lehnsherr: “We are the next stage of human evolution, you said it yourself.” — X-Men: First Class
When Raven attempts to seduce Erik, then briefly shapeshifts into the woman we recognize from those X-Men films of the 2000s, First Class hints at a future we’ve already seen play out, where Mystique has already taken Magneto’s side. But it also announces that this iteration of her character will evolve differently, and play a far more pivotal role than we expect.
Let’s take a closer look at this scene and how it changes ho Mystique sees herself—and how we see Mystique. To begin with, Raven isn’t just flirting with Erik. She’s also flirting with his ideas. When Erik rejects her Rebecca Romijn guise she shape-shifts again, back to Jennifer Lawrence. But Erik still isn’t satisfied.
Erik Lehnsherr: “I said the real Raven.” — X-Men: First Class
She morphs, this time more hesitantly, into her true-blue self. Seeing her in her natural form, at last, Erik finally approves.
Erik Lehnsherr: “Perfection.” — X-Men: First Class
This moment offers a concise distillation of the future-Magneto’s feelings on mutant pride.
Erik Lehnsherr: “Have you ever looked at a tiger, thought you ought to cover it up?” — X-Men: First Class
Erik wants to liberate Raven from humanity, beginning with its narrow standards of beauty.
Erik Lehnsherr: “You’re an exquisite creature, Raven.” — X-Men: First Class
As longtime X-Men writer Chris Claremont put it in 1982, the story of X-Men is really “about racism, bigotry, and prejudice.” It’s about mutants who are feared and despised, simply for who they are—and for what they look like. Raven has been living with this internalized shame her whole life.
Mystique: “This serum that you’re making, it doesn’t affect abilities, right? Just appearance. Normalizes it.”
Mystique: “Do you think it would work on me?” — X-Men: First Class
She’s adopted these human—and specifically, Eurocentric—ideas of beauty (blue eyes, blonde hair, and white skin) so that she can fit in with a world that fears and rejects her. Even Raven’s idea of what Erik might find more attractive is simply another version of this same, standardized model. By embracing her natural look, and finding the unique beauty in her own skin, Raven is symbolically unshackled from the prejudices humanity has placed on her.
Erik Lehnsherr: “All your life, the world has tried to tame you. It’s time for you to be free.” — X-Men: First Class
It’s no coincidence that this revelation takes place in the bedroom. In this scene, Raven is not only embracing her natural beauty but her blossoming sexuality.
Erik Lehnsherr: “Get out, Raven. I want to go to bed. Maybe in a few years.” — X-Men: First Class
When Erik dismisses her, it’s with a dig at her maturity—the grown man telling the young woman she’s not fully developed enough to comprehend her own body or her desires. For Raven, this is a sore spot. Like many adolescent girls, she’s become increasingly concerned with her own attractiveness.
Mystique: “Would you date me?”
Charles Xavier: “Of course I would. Any young man would be lucky to have you. You are stunning.” Mystique: “Looking like this?” — X-Men: First Class
Changing into the womanly Rebecca Romijn doesn’t just create the illusion that Raven is older and more mature. Subtextually, it links this insecure young woman to the confident Mystique we know she will become—the one who wields sex and seduction like a weapon.
When Erik rejects this womanly guise as the put-on that it is, we see the timid, immature Raven return. But Erik assures her that she doesn’t need to be afraid or ashamed of the sexual being she’s becoming. As he goes from standing over her to sitting in bed beside her, he implicitly passes from stern father figure into potential lover, eventually leaning in for a romantic kiss. The very next shot is a long, loving pan of Raven—naked, in all her blue, scaly glory—that leads into an equally pivotal confrontation with Charles, one that directly parallels their first meeting as children.
Mystique: “You know, sometimes I wonder what my life would have been like if you hadn’t found me here that night.” — X-Men: First Class
Unlike Erik, Charles is embarrassed by Raven’s natural appearance—and her sexuality.
Charles Xavier: “God’s sake, Raven, where are your clothes, put some clothes on.” — X-Men: First Class
And his reaction creates a moment of clarity for Raven, throwing into stark relief that Charles still thinks of her as a child—and as someone who will always be subservient to him.
Mystique: “I guess pets are always cuter when they’re little, right?” — X-Men: First Class
This leads to Raven finally realizing where her own beliefs lie.
Mystique: “I used to think it was gonna be you and me against the world. But no matter how bad the world gets, you don’t want to be against it, do you? You want to be a part of it.” — X-Men: First Class
Raven’s awakening—physical, sexual, and philosophical—is now complete. In just a few minutes of screen time, Raven embarks on a path that will have great ramifications for her, and for the rest of the X-Men. Although she’s still willing to fight alongside Charles and the rest of his team, she no longer has the same sense of loyalty.
She’s realized that Charles isn’t the idealistic champion of equality he pretends to be—that in fact, he can often be condescending and dismissive.
Charles Xavier: “I thought you’d be in a good mood. Hank, he tells me that he’s found the answer to your… cosmetic problem. Are you going to tell me what’s the matter or do I have to read your mind?” — X-Men: First Class
Meanwhile, Raven’s exchange with Erik—and her symbolic shift away from Rebecca Romijn—also breaks Mystique away from the character we saw in the other X-Men movies, where she was a mostly mute cypher. From here on out, Mystique will be her own mutant.
That characterization of Mystique as a blank slate who primarily exists to do Magneto’s bidding has been a common thread in many of the character’s appearances over the years.
Magneto: “You’ve served me well, Mystique. Such loyalty will be rewarded.” — X-Men 1x10
The X-Men movies of the 2000s did provide a few intriguing hints about her past and her motivations.
Nightcrawler: “Then why not stay in disguise all the time, you know? Look like everyone else?” Mystique: “Cause we shouldn’t have to.” — X2
They also touched on the theme of bigotry that underpins the series.
Interrogator: “Raven, I asked you a question.”
Mystique: “I don’t answer to my slave name.” — X2
But for the most part, they still depicted Mystique as little more than a loyal servant. This fits with those films’ generally tentative approach to gender parity: there are more female superheroes in the first X-Men movie than the entire first phase of the Marvel Cinematic Universe, but the women are mostly just pawns in the war between Professor X and Magneto—and even characters who are arguably just as powerful, like Jean Grey, struggle to assert themselves as protagonists of their own stories.
It’s notable here that even Raven’s awakening to her own agency is essentially conferred on her by one of these powerful men, then solidified as a reaction to the other—and ultimately, it all seems to hinge on which one finds her attractive. Even as Mystique becomes one of the leads of the prequel series, she still finds herself in the shadow of Professor X and Magneto—sometimes even treated as a possession.
But beginning with this scene, Raven also assumes the pivotal, ideological role that Wolverine played in those earlier X-Men movies. Like Wolverine, she’s generally sympathetic to Charles Xavier’s cause, but she becomes cynical about his high-and-mighty idealism. Also like Wolverine, she leaves Xavier, Magneto, and their war behind to follow her own path, ultimately choosing not to take sides.
But while Wolverine is fully back in the X-Men fold by X2, Mystique’s loyalties aren’t totally resolved until the end of X-Men: Apocalypse, where she finally becomes a team leader. And for most of its run, the X-Men prequel series keeps Mystique’s character ambiguous, conflicted, and independent, before she ultimately chooses Xavier’s team.
It’s a genuine dramatic arc—as opposed to the first three X-Men movies, which end with Mystique as neither hero nor villain, but simply being cast aside. Changing Mystique from a shadowy servant into a moral focal point was a bold move for the X-Men series, but it also makes sense for this shape-shifter—who can be anything she wants—to embody the metaphorical plight of the mutant universe.
We see Raven changing her body and her philosophies unsure of whether to use her powers to fit in or incite revolution. But eventually, she becomes secure in herself and her purpose—and in the prequel films, she even challenges the very men who once kept her in her place.
Mystique: “And by the way? The women are always saving the men around here. You might want to think about changing the name to X-Women.” — Dark Phoenix
When Mystique’s story finally ends in this timeline—it’s an abrupt goodbye, and some might say a disappointing one for such a central figure. But this time, she goes out as a fully realized character, whose loss is deeply felt by the people who know and love her. This time, we feel like we know her too. And it all begins the moment we first see her for who she truly is.