diff --git a/mm/memory.c b/mm/memory.c
index 635451abc8f7..8132787ae4d5 100644
--- a/mm/memory.c
+++ b/mm/memory.c
@@ -3404,8 +3404,18 @@ static int __handle_mm_fault(struct mm_struct *mm, struct vm_area_struct *vma,
 	if (unlikely(pmd_none(*pmd)) &&
 	    unlikely(__pte_alloc(mm, vma, pmd, address)))
 		return VM_FAULT_OOM;
-	/* if an huge pmd materialized from under us just retry later */
-	if (unlikely(pmd_trans_huge(*pmd) || pmd_devmap(*pmd)))
+	/*
+	 * If a huge pmd materialized under us just retry later.  Use
+	 * pmd_trans_unstable() instead of pmd_trans_huge() to ensure the pmd
+	 * didn't become pmd_trans_huge under us and then back to pmd_none, as
+	 * a result of MADV_DONTNEED running immediately after a huge pmd fault
+	 * in a different thread of this mm, in turn leading to a misleading
+	 * pmd_trans_huge() retval.  All we have to ensure is that it is a
+	 * regular pmd that we can walk with pte_offset_map() and we can do that
+	 * through an atomic read in C, which is what pmd_trans_unstable()
+	 * provides.
+	 */
+	if (unlikely(pmd_trans_unstable(pmd) || pmd_devmap(*pmd)))
 		return 0;
 	/*
 	 * A regular pmd is established and it can't morph into a huge pmd