This Life-Model Decoy was created by Dr. Holden Radcliffe to replace the S.H.I.E.L.D. agent Melinda May. Radcliffe, an associate of S.H.I.E.L.D., discovered the agency had in their possession the Darkhold, a powerful grimoire that revealed arcane knowledge to anyone who read from it. Even though he had only taken a brief glimpse at the Darkhold's pages, Radcliffe became obsessed with the book. He had his assistant Aida, herself an LMD as well, replace May with an LMD to help him get his hands on the Darkhold. This LMD was programmed to believe she was the real Melinda May and to play on the affection she and Agent Phil Coulson had for each other, making her the perfect sleeper agent within S.H.I.E.L.D.'s ranks.[1][2]

Getting the Darkhold

Melinda May (LMD) (Earth-199999)

Radcliffe's first plan was to have Aida pretend to go haywire and infiltrate the Playground to steal the Darkhold. Once inside, she would access the May LMD's memories to tell her where it was. Aida almost made it out of the Playground with the book before the agents of S.H.I.E.L.D. stopped her. The May LMD was not exposed, however, allowing Radcliffe to continue to use her in his plans.[2]

The May LMD first began to realize something was wrong with her when she saw circuitry under a wound she received in a fight with ex-Hydra agents.[3] Once S.H.I.E.L.D. began to suspect Radcliffe was behind Aida's attempt to get the Darkhold, the May LMD left on her own to confront him. He told her she was an LMD, and that she was programmed to not reveal anything about his plans to S.H.I.E.L.D.. Just then, S.H.I.E.L.D. agents swarmed Radcliffe's apartment and apprehended him. They had not captured the real Holden Radcliffe, however, but an LMD in his own likeness.[4]

The real Dr. Radcliffe would soon afterwards meet with Anton Ivanov, a high-ranking member of the Watchdogs. Ivanov's thugs captured Billy Koenig, the S.H.I.E.L.D. agent responsible for watching keeping the Darkhold safe. S.H.I.E.L.D. scrambled to find where Billy hid the Darkhold before the Watchdogs got to it first. They May LMD accompanied a team of S.H.I.E.L.D. agents to a safe house known as the "Labyrinth" hidden in a library where they believed he put the book. Once S.H.I.E.L.D. noticed a team of heavily-armed Watchdogs approaching the safe house with Agent Koenig, Sam Koenig handed the Darkhold to May so she could protect it. Coulson, however, insisted he guard the book instead. When May refused to hand it over, Coulson realized "May" was actually an LMD working for Dr. Radcliffe. He demanded she reveal where Radcliffe was keeping the real Melinda May, but the LMD insisted she was the real Melinda May. Before Coulson could get a satisfactory answer out of her, Agent Daisy Johnson used her Inhuman powers to destroy the LMD's legs.[5]

As S.H.I.E.L.D. and the Watchdogs fight for possession of the Darkhold, Billy Koenig grabs the book and tries to get it to safety. He sees the partially-disabled May LMD on the ground, and, not realizing she is an impostor, tries to help her up. The LMD knocks him out and grabs the Darkhold. Radcliffe, who secretly entered the library from a side entrance, finds the May LMD and takes the book from her, leaving his creation at S.H.I.E.L.D.'s mercy. The agency takes the LMD's remains back to the Playground. Rather than destroy them like they do the remains of Aida and the Radcliffe LMD, Coulson decides to preserve the May LMD in case they aren't able to rescue the real Melinda May from Dr. Radcliffe.[5]

Revival and Destruction

The Melinda May LMD was reactivated when Aida, still active in a second body, replaced Phil Coulson, Leo Fitz, Alphonso Mackenzie, and Jeffrey Mace with their LMD counterparts.[6] The Coulson LMD brought her back online and brought her up-to-date with Radcliffe and Aida's plans to place several of S.H.I.E.L.D.'s top agents in the Framework, a vividly-detailed simulation of the real world Aida created with the Darkhold. The May LMD was to stay hidden in Coulson's office while the other LMDs captured and replaced Daisy Johnson and Jemma Simmons with LMDs to prepare them to join their friends in the Framework.[7]

Once the LMDs were exposed and the other agents of S.H.I.E.L.D. were incapacitated with sleeping gas, the Coulson LMD put a contingency plan in place in case they were unable to stop Daisy and Simmons. He had the May LMD wait at the entry to the Playground's hangar with powerful explosives. She was to stop the two agents, threatening to blow up the entire base if they didn't stop and let the LMDs place them in the Framework. Once Daisy and Simmons defeated the other LMDs, however, the May LMD let them pass and leave the Playground in the Zephyr. Even though she was not the real Melinda May, she still had the real Melinda May's feelings, and she wanted Daisy and Simmons to rescue the man she loved - Coulson. When the Couldon LMD went to see why she hadn't stopped them, she confessed her feelings for Coulson to him. As the LMD raised his gun at her, the May LMD detonated the explosives, destroying them both[7]


  • Enhanced Strength: The May LMD's artificial body gave her strength beyond that of most unenhanced human beings.

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