A/N; Happy Mother's Day everyone. Spoiler Alert; Bendy has a different origin story here than that of the game. Please don't roast me for it.

95 years ago...

A horse is pulling a wagon with a man at the reins. He's wearing a coat, black pants, a tall hat, and a scarf covering half of his face. He rides towards the gates of the underworld. He stops before he reaches it, steps out, and grabs a basket with a blanket inside from the wagon. He slips the basket through the gate. Just then a giant black demonic spider lowers down and has its red eyes on the intruder. The spider swings down and hisses at the stranger. The stranger drops the basket and runs away, never once looking back.

The spider looks down at the basket and sees something shuffle under the blanket before going still again. Smiling, the spider licks its lips before grabbing the handle of the basket and crawling back up. Before it gets too far up, a bat grabs the spider with its claws. The basket is flung over and lands on the back of a big alligator-like demon. The gator demon walks past many tunnels, the basket going unnoticed until two flying devil imps spot it and lift it off the demon's back. They fly until they reach a safe place to land and look at the basket.

"What have we here?" Demon #21 wondered.

"Must be garbage," Demon #30 said poking the basket.

There came a soft whine after the poke and something in the basket shifted. Demon #21 lifts the end of the blanket and then gasps.

"Let me see," Demon #30 said shoving 21 away. He gasps too before using the blanket to cover it up. "Where did it come from?" Demon #30 asked.

"Do you want to stop that demon and ask it?" Demon #21 said.

They look at the gator demon and take note of its sharp teeth.

"I think I'll pass," Demon #30 said. "Maybe we should take it to the boss,"

"What are you nuts? You know how he feels about these... things."

"Mmmm. Maybe Henchman instead,"

"Good idea,"

They pick up the basket and carry it to the throne room.

In the room, The Devil is watching as several other imps are trying to entertain him through dance and musical instruments. The Devil watches but is not amused while Henchman, standing next to the throne watches with a smile. At the end of the show, The Devil claps still looking unimpressed.

"Yes, yes, very good," The Devil said. "You can go now,"

The imps run.

"Thank hell's bells that's over. What now Henchman?"

"Uh, we gotta go to that lecher review with Stickler," Henchman answered.

The Devil groaned before standing up and walking away with Henchman.

Demon #21 clears his throat and taps Henchman's shoulder.

"Begging your pardon sir," he said.

"What is it?" Henchman asked.

"We found this basket and-"

The Devil turns and leans over the demons. "Oh good, a distraction, what is it?" he asked excitedly.

The imps stutter, not sure how to answer.

"Well, speak up. What is it?" The Devil asked again sternly. He pokes the sides of the basket, and a whine comes out. "That better not be what I think it is," he seethed.

The Devil takes the basket and pulls back the blanket, Henchman looks as well. They froze. It looked like a kitten, but it had no nose and a demon tail. It purred in its sleep.

Henchman went 'awe' looking at it while The Devil looked displeased before covering it back up.

"Where did you get that thing?" The Devil asked.

"It was on some demon's back." Demon #21 said, "But he probably didn't even know it was on him."

"Put it back or better yet take it outside the gate," The Devil said. "I'm sure it's someone else's problem,"

Henchman noticed a piece of paper from the basket, pulled it out, and read it.

"Uh, boss this baby doesn't have anyone else," Henchman said after reading the note. "it says so right here,"

"Did you two put that there?" The Devil said to the imps. They shook their heads. "Read it," The Devil ordered Henchman.

"This baby's mother is gone, and no one knows who his father is. But it's clear that this is a spawn of the underworld so it should stay there."

The Devil takes the paper and reads it himself.

"Ugh." The Devil crumbles up the paper. "There are two things I don't want to see in my Underworld. Little old ladies and babies. And babies are the worst. Sniveling, whiny, dribbling, sticky-fingered pests that scream and cry demanding constant attention. I can't stand them. Get rid of it."

"But boss, we do have demon babies down here," Henchman said.

"I only allow those here as long as they are kept away from me. I don't want to see them, hear them, or smell them." The Devil sticks out his tongue in disgust.

"But what if this baby is a demon," Henchman said pulling back the blanket to see the baby. "I mean, he's got a demon tail,"

"That's not definitive proof," The Devil puts the blanket back over it. "At least it's asleep."

"Ahem, excuse me!" came Stickler's voice. It makes everyone cringe.

"Whaaa!" The baby cried out.

"Oh no, no, no, no!" The Devil said covering his ears.

The baby's cry was loud, but the strangest thing was the Underworld shook with its cries.

"Now look what you've done!" The Devil shouted at Stickler.

The two imps ran away before they could get blasted while Henchman grabs the basket. He gently swings it back and forth.

"Aww, don't cry little guy, it's okay," Henchman cooed. His method works as the baby quickly calms down as it swings and the ground stops shaking. Soon the baby is asleep again.

Stickler was about to clear his throat until The Devil points his pitchfork at him.

"Clear your throat one more time and I'll destroy you right here right now," The Devil warned quietly.

"Is that a baby in a basket?" Stickler asked quietly.

"Yes, it is," The Devil answered quietly. "We were on our way to the meeting when two imps brought this thing here." He hands Stickler the note that came with the basket. "We were about to get rid of it."

"But it may be a demon baby," Henchman said holding the basket.

"If it is a demon spawn then it must remain in the Underworld. It's in the rules," Stickler said.

"Where does it say that?" The Devil asked.

Stickler raises his book. "Per Clause 226B subsection D otherwise known as the "You Made It, You Keep it" policy... Any and all demon spawns must remain in the Underworld with their parent/s and or other blood relatives that currently reside."

"Fine, once we find its parent it'll be their problem." The Devil said. "C'mon Henchman, we're taking it to Cerberus,"

"The guard dog?" Henchman asked.

"Yes. If the baby's father is alive and he is a demon, then Cerberus will find him in no time. Now let's go," The Devil said.

"The ledger review, sir," Stickler said.

"Postponed until this matter is resolved," The Devil said.

The Devil and Henchman go, with the basket, to Cerberus. The giant three-headed hell hound who guards the gates to the Underworld keeping intruders out and the dead in. They show no mercy and take orders from no one except for the Devil.

"Oh Cerberus," The Devil said in a sing-song voice.

The dog lowers their three heads, and The Devil scratches the middle one's chin.

"Who's my faithful, frightening hound? You are. Yes, you are," he cooed. He clears his throat. "Now, I got a job for you. I need you to sniff out this baby's parents. Henchman, the child,"

Henchman is shaking as he gives the basket to The Devil before he backs away in fear. The Devil raises the basket and Cerberus takes a sniff with all three noses. One head picks up the basket with its teeth as the other two sniffs the air.

"There, once they get the scent, they'll find the baby's parent, dump the thing on them, and we can move on." The Devil said. But hardly had he finished when the basket fell right into his arms. Flabbergasted, The Devil looks back at the hound. "No, no, no, you're supposed to give this to its parent, not back to me," he said. He shoves the basket back, but Cerberus just gives it back to him. The Devil pushes it back, but Cerberus just pushes it back again. It points its paw at The Devil.

Henchman gasps. "Boss! I think they're saying you're the baby's parent." He said.

"No," The Devil said in disbelief. "It can't be. Maybe they're just confused." He flies up and puts the basket handle back in the hound's jaw. "I said find the baby's parent." He said firmly.

Cerberus presses its middle nose against The Devil's chest and points right at him.

"Uh, it looks like they did," Henchman said. "Congratulations?"

"No, there is no way it's mine," The Devil insisted. "I couldn't have,"

"Well, let's just think back what were you doing nine months ago?" Henchman said.

"Hmmm, I don't remember,"

"Let's check your schedule,"

They dug through books in the record room trying to find any clues.

"I found it!" Henchman said excitedly holding up the schedule log.

"Shhh!" the Devil hushed.

The baby stirred and started to whine.

"Great, well, rock it back to sleep." The Devil said.

Henchman hands the book to The Devil before trying to calm down the baby.

"It's okay Little Boss, don't worry," Henchman said.

"What did you just call it?" The Devil asked.

"Well, I just thought if it's your kid-"

"We don't know that for sure!"

The ground shakes as the baby starts crying.

"Make it stop already," The Devil ordered.

"I'm trying but it won't go to sleep," Henchman said. "Maybe he's hungry,"

The Devil groans before slamming his pitchfork down and a baby bottle full of milk appears. He hands it to Henchman.

"Feed it so it'll stop screaming." The Devil ordered.

Henchman picks the baby up out of the basket, holds him in the blanket, and feeds the baby demon. It calms down as it drinks and the two grown demons sigh.

The Devil browses through the book. It was currently February, so he went back to last June. The word '5 Billion' is written in bold print and circled across the paper. The Devil gasps.

"What is it?" Henchman asked.

"I'm starting to remember what happened nine months ago." The Devil said. "The soul counter reached five billion souls. I was really excited about it, and I wanted to celebrate. But I wanted to do something different. So, I went to the surface world by myself to have some fun,"

"Oh yeah, I remember that day," Henchman said. "You didn't come home until the day after and you were kind of a mess," Their eyes widened as they looked at the baby in Henchman's arms. "Uh, Boss. Do you remember who you were having fun with that night?" He said.

"Hmmm," The Devil thinks but his mind keeps drawing a blank. "I do not," The Devil answered sheepishly.

And that is how The Devil found out he was a father.

Although he kept trying to deny it, all evidence proved that the baby demon was his and according to the rules, he must keep it and rear it himself. Which, for The Devil, was a big adjustment. The Devil tried to avoid any chance of gaining attachment to the baby. He wouldn't even give him a name. He just calmed him 'pest'.

The baby cried every night, and The Devil didn't get much sleep. Which made him especially cranky. The baby was also fussy most of the time and didn't want to eat. And when the baby screamed or cried everyone in the underworld knew because the baby's cries made the world shake.

Of course, Henchman was charged with doing most of the dirty work (changing the diapers, bathing, feeding) but that didn't change the fact that the little devil was The Devil's responsibility.

This went on for weeks and The Devil's patience was near the breaking point. One night, when the baby cried, The Devil got out of bed and stared down at it.

"I have had it," The Devil said picking up the baby and holding it in his arm. He slams down the pitchfork and disappears with the baby. They reappear in the surface world in the woods. Snow covering the ground. "I don't care about the rules anymore. You're out."

The chill of the night air made The Devil shudder, and he accidentally presses the baby against him.

"If the cold air doesn't finish you off, the wolves probably will." The Devil said.

Suddenly he notices that the crying has stopped and feels a tugging on his fur. He looks down and sees the baby pulling on his fur.

"Hey, hands off, you little pest," The Devil said pulling the baby's hands. He yipes when some hairs are pulled off.

A sound comes from the baby that surprises The Devil.

"It laughed," The Devil said slowly. "Huh, I think that's the first time I've heard you do anything other than scream and make my ears bleed,"

The baby laughs again.

"Oh, so you think that's funny. Well, I'll show you what I think is funny," The Devil uses his pitchfork to levitate the baby devil up and places him on a tree branch. "There, you'll be a snack for the birds." The baby laughs and waves his arms around. The Devil brings the baby back down with his powers. "I'll say this much at least you're not a cowardly pest."

The baby looks at The Devil and reaches his hands towards him. But The Devil just pulls him out of reach.

"Oh no, no one touches my face," The Devil said. "Especially not with grubby baby fingers."

CRUNCH

The Devil hears a footstep in the snow. Using his pitchfork, The Devil flies up into the sky and away from the woods. Then he hides behind a tree, holding the baby to his chest. He relaxes, only to then something new against his chest. He looks down and sees the baby rubbing and nuzzling against him. It yawns before resting against The Devil's fur and purrs as it falls asleep. The Devil finds he was unable to pull the child away this time. After a few seconds, he teleports back home with the baby.

The next time the baby cried, Henchman was about to grab him until The Devil stopped him.

"I'll take this one," The Devil said taking the baby and holding him.

"Really Boss?" Henchman asked in surprise.

"Yes, really," The Devil said. He grabs the bottle and feeds the baby.

When Henchman saw this, he pinched himself just to make sure he wasn't dreaming.

Time passed slowly, The Devil felt himself growing fond of his little pest, though he wouldn't dare admit it out loud. Henchman noticed though especially when The Devil came to the baby's checkup with the underworld doctor with Henchman.

The doctor was wearing a white robe and hood. They had pitch-black hands, a long red nose, and yellow eyes with green pupils. No sign of a mouth. They say the baby was healthy and, interestingly, has no bones.

"No bones?" The Devil asked.

"No bones." The doctor repeated. "He's very bendable. Watch this sir," The doctor bends the baby's arm in half. Once he lets go, it springs back into place and the baby laughs.

"Hmmm, bendable," The Devil said. "Not bad, little pest,"

One day, The Devil was in very high spirits and wanted to dance on the stage. So, he gathers up some imps and Henchman, who had the baby with him, and The Devil puts on a show. At the end of the show, Henchman claps and cheers. Even the baby squealed and screamed in approval. The Devil smiled when he saw it.

The Devil had a new basket made for the baby, one with wheels to make travel around the underworld easier. One day, The Devil was getting another painting of himself done when he looked at his baby laying in the basket.

"Henchman," The Devil said.

Henchman walks up and salutes. "Yeah Boss?" he said.

"Bring the little one here,"

The purple demon carefully brings the baby over and The Devil holds him close. Soon the painting was finished. Besides Henchman, The Devil never let anyone else be in his paintings with him, but this would be the first of he and his little devil together.

One day, The Devil wraps a sling over his shoulder and the torso puts the baby in it.

"Are you sure this is safe Boss?" Henchman said. "Wouldn't it be better putting Little Boss in the basket?"

"Henchman, I can't go tormenting people and pushing a basket around at the same time," The Devil said. "No, this just makes more sense. Now, if you'll excuse us. The little pest and I are going to inconvenience a lot of people."

Once The Devil is out of sight, Henchman tears up. "They're so cute together." He said.

The Devil teleports outside the city and takes a breath of fresh air.

"Take it in, little one, apart from taking souls, this is your dad's other favorite thing to do," he said.

He slams down the pitchfork and they teleport into town. What follows is a series of pranks, tricks, and dirty deeds done by The Devil while his baby watches. The baby laughed when his father laughed at the people screaming in horror or fright. At one point, the Devil holds the baby over the side of a building and lets the baby's spit fall on some unsuspecting persons below. When one man yelled for getting spit in his eye, The Devil laughed and hugged the baby close.

"You're a natural at this, little pest," The Devil said. "Nicely done,"

The baby laughed and reached for The Devil's face.

"No. We've been over this," The Devil said firmly moving the baby away. "No one touches my face."

The baby slowly drops his arms to his sides and looks away sadly. Usually, such a sight wouldn't bother The Devil but this time, seeing his little pest like this, really bothered him. Slowly he brings the baby closer until their faces are touching. The baby surprised at first, slowly reaches up, grabs on, and nuzzles into his father's face. A stifled sob comes out of The Devil's mouth, and he blinks away tears.

"What's happening to me?" The Devil wondered.

He pulls the baby demon back and looks at him. Seeing those little yellow and red eyes looking up at him brings out a new feeling he hadn't felt before. Or maybe he felt it for a while now and didn't want to acknowledge it until now.

Parental Affection.

He slams his pitchfork down and they teleport away.

A while later, Henchman knocks on the door to The Devil's bed chamber.

"Boss, are you back yet?" Henchman asked. He opens the door and sees The Devil lying in bed with the baby surrounded by cushions.

"Bendable. Ben-da-bull." The Devil whispers. "Bendaul. Hmmm,"

"Hey boss, how did it go? Did you and Little Boss have fun?"

"It was eventful," The Devil said. He sits up. "I've made up my mind about something,"

"Oh?"

"Yes," The Devil said sitting up, "But before I tell you what it is, I need you to do something. Gather up all the demons and imps and tell them I'm about to make an announcement. No excuses. No exceptions. Everyone must be at the announcement room in ten minutes. Now go!"

"Yes Boss," Henchman said before flying away.

The Devil takes another look at the baby lying down asleep. He smiles warmly at him.

Ten minutes later every demon and imp are in a large room. There's a balcony with a podium overlooking the room. Everyone quiets down when The Devil stands behind the podium with the baby bundled in his left arm.

"Attention everyone," The Devil said. "I've gathered you all here to address a rumor going around that I, The Devil, had an unplanned baby. Well, this is me telling you that those rumors are correct. Yes, the baby is mine. Yes, it was unexpected. And, no I haven't changed my mind about babies in general."

The Devil raises the baby.

"This is my son, Bendall Devil. An heir to the throne of the Underworld. From now on he shall be addressed as Prince Bendall Devil or even Little Boss. Once he's old enough, no one shall be above his authority except for myself. And if anyone has a problem with that, they'll answer to me!" He pulls his son back into his arms and his pitchfork bursts into flames. "On that note, I think such an occasion calls for a celebration. So, for the next few hours, everyone in the Underworld will celebrate! A "RA" for Bendall Devil!"

Everyone chants "RA" before The Devil slams down his pitchfork and turns the room into a party room. All the demons and imps partied. Bendall was placed in a bassinet where demons and imps could take turns getting a look at him.

The Devil grabs a bottle of strong liquor and pulls the cork.

"Uh, Boss, be careful with that," Henchman said. "You're a dad now."

"Thank you, Henchman," The Devil said. "But I'll be fine. A few sips won't hurt,"

The Devil opens the bottle and takes a whiff, suddenly, blurry visions race in his mind and he coughs.

"You alright Boss?" Henchman asked.

"I'm fine, it's nothing," The Devil insisted.

He steps away and takes a sip. The vision is becoming clearer. A woman is singing on stage. She's dressed in black, has long black hair, greyish skin, and a mole under her right black pie-cut eye. She is looking in his direction and smiling with her doll lips. The Devil takes another sip and sees that same woman again in an ally. She's smiling at him and pulls him away somewhere.

"You lonely mister?" she asked.

"N'ah, I'm celebrating," The Devil said.

"Hehehe. Would you like some company then?"

"Hmmm, that I would..."

He gasps and drops the bottle.

"I think I'll have punch instead." He said.

Present...

After the lightning hits the Butcher Gang, the cloud vanishes except for a small part that flies away. A while later, a woman in a white dress with angel wings comes out of that cloud and her black pie-cut eyes are on the three friends walking towards the Kettle cottage and laughing.

"Oh Ben, I'm so glad you made friends," the angel said.

She tucks a strand of her long black hair behind her ear. A clap of thunder catches her attention.

"I'll be right there," she said.

She smiles seeing the little devil walk into the cottage with the cup and mug before flying into the clouds.