The Photostatic Veil is a device used by S.H.I.E.L.D. and Hydra to replicate the face of another person.

When S.H.I.E.L.D. and the World Security Council planned to activate Project Insight lead by Alexander Pierce, Black Widow used the device to infiltrate the meeting by pretending to be Councilwoman Hawley. As Hawley, she attacked Pierce before deactivating the veil to reveal herself.[1]

Hydra Agent Sunil Bakshi utilised a device to pretend to be Brigadier General Glenn Talbot in order to steal a painting with the "Words of Creation" written on the back.

While using the device to pose as Talbot, he confronted Director Coulson and Agent May to learn their motives. When May went into the hotel room and found Agent 33, she attacked, but the fake Talbot confused Agent May long enough for Agent 33 to knock her out.

Agent 33 then used the veil to disguise herself as Agent May. She then entered the Bus and planted a computer virus in its systems. She asked Coulson to accompany her to the hotel room. However Coulson was able to deduce that the person he was with was not Agent May. As May managed to get free, she fought against her impostor, stunning her by zapping her holographic mask with an exposed wire that Bakshi had attempted to torture her with. This caused the veil to malfunction and fuse with Agent 33's face, also leaving her with severe burn scars on a face that was largely that of Agent May. Her voice was similarly trapped in an unnatural state sounding audibly distorted when she spoke.[2][3]


The photostatic veil is able to alter the face of the user. Using a picture of a subject it is able to replicate their appearance exactly. A voice synthesizer is used in conjunction with the visual change to complete the illusion. The photostatic veil has enough memory to hold up to three recorded faces at one time.

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