Chapter 1: Carn-Evil

Our story begins with two cup brothers. Cuphead and Mugman.

Cuphead, as the name suggests, has a cup for a head with a red and white stripped straw. He has large eyes with black pie-cut pupils and a small red nose.

Mugman has a mug for a head, but he has a blue and white stripped straw. He also has smaller, thinner eyes and a large blue nose.

They both wear black, long sleeve shirts, yellow gloves and shoes, and shorts that match their colors.

But enough about their looks! Today Cuphead damaged the fence around their family cottage while they were attempting to paint it and now the brothers were on their way to Porkirnd's. However, they get distracted when they spot a carnival close by. Cuphead manages to convince the hesitant Mugman, and they have fun. Riding carnival rides, eating snacks, and then barfing said snacks.

They were eating popcorn when Mugman spots a poster listing the entertainment. There were a variety of things from bands and performers.

"Ooh, there's gonna be a show in a minute, let's go watch," Mugman suggested.

"Eh... aren't carny shows just a bunch of has-bean performers who can't make it big?" Cuphead shrugged.

Mugman gasped. "Cuphead! These people may be on smaller stages, but they are still people with talents they want to share. Besides they'd have to be good to get on stage anyway. C'mon, let's check out the next show."

Cuphead rolled his eyes as Mugman drags him to the show. It's a small setting; a stage with a large curtain and a few seats facing the stage. They take a seat with a few other people.

"So, whose performing anyway?" Cuphead asked.

"The list said it would be a dancing cat. I think it said his name was...?" Mugman tried to remember.

Just then a black cat steps on the stage. He hushes the crowd.

"Hey everybody, hope you're enjoying the carnival?" The small cat said.

The audience clapped and cheered.

"Alright alright," the cat said. "Well, time for the main event. He's a newcomer in the music biz and his dance will make you cheer. Give it up for the musical stylings of... Bendy, The Dancing Cat."

The people clapped as the cat backs away and a band of black cats start playing their instruments, playing 'Let's Misbehave'.

"A dancing cat?" Cuphead said indifferently. "That's original..." he rolled his eyes.

Mugman looks at his brother with disapproval.

Just then the curtains part revealing a black cat tapping his way to the stage.

"Hello, Inkwell!" Bendy called out. He had blackish-blue fur all over his body, two pointy tips on his head that looked like ears, a long furry tail, a wide toothy smile, a small flat black cat nose, and yellow eyes with red pupils. He was wearing yellow gloves and bow tie, and back shoes that matched his fur color perfectly.

Everyone clapped except for Cuphead... but this time he was staring wide-eyed at Bendy. His mouth went slightly agape as the cat starts singing.

"We're all alone, no chaperone

Can get our number

The world's in slumber

Let's misbehave~!

There's something wild about you child

That's so contagious.

Let's be outrageous!

Let's misbehave!

When Adam won Eve's hand

He wouldn't stand for teasin'

He didn't care about those apples out of season

They say the Spring

Means just one thing to little lovebirds.

We're not above birds

Let's misbehave! ~"

Bendy starts dancing and the crowd loves it. Meanwhile, Cuphead is still unmoving, but he suddenly blushes when Bendy flashes him a smile. The cup ducks his face behind a box of popcorn, feeling slightly embarrassed for some reason, before watching the kitten continue to dance and sing.

"It's getting late and while I wait

My poor heart aches on

Why keep the breaks on?

Let's misbehave!

I like to sing and dance

On and off stages

While the world ages

Let's misbehave!

You know my heart is true

And you say you for me care...

Somebody's sure to tell,

But what the heck, do we care?

They say that bears have love affairs

And even camels

We're men and mammals-let's misbehave!"

At the end of the song, the crowd cheers. Even Cuphead finally starts clapping. Bendy waves at the audience.

"Thank you! Thank you everyone, have a good day," The cat said as he exits the stage, and the band follows.

Cuphead is still clapping as the crowd departs and Mugman gives a sly smile.

"Looks like you enjoyed the show after all?" Mugman remarked.

"Huh? Oh... yeah- well, I'll admit he was pretty good." Cuphead said following his brother back to the carnival.

A while later, the cups just depart from the roller coaster, laughing.

"I've gotta hand it to you, Cuphead. This has been great!" Mugman said. "And we still have time to get supplies and fix the fen... Cuphead?"

Cuphead seemed drawn to a game called Soul Ball. He then sees a certain cat playing the game.

"Winner!" the game cried out.

"Yes," Bendy said quietly.

Cuphead looked nervous for a second before he takes in a breath. "Don't worry about it," he whispers to himself as he slowly approaches Bendy. The cat makes another win. "You're-... good at this," the cup said.

"I'm not just good, I'm the best," Bendy said not taking his eyes off the game. "Never lost to anyone either,"

"Never?"

"Never,"

"Well, I bet I can take ya',"

Bendy pauses and finally turns to face Cuphead. His eyes scan the cup from straw to toe. He suppresses a laugh.

"Okay, give it your best shot," Bendy said tossing a skeeball to Cuphead.

Cuphead rolls the ball and gets it in the winning hole.

"Winner!" the machine calls out.

Cuphead gives a "ha-ha" before rolling another ball into the hole.

"Winner!"

Cuphead bounces the ball, and he wins.

Bendy looks surprised but then he shakes his head. "That's your best? Check this out," Bendy said. He rolls the skeeball along his arm before it jumps off his hand and lands in the hole.

"Winner!"

"That was just a warmup, I'll show you who's the best," Cuphead pulls up his pants and throws the ball from under his leg into the hole.

"Winner!"

Cuphead and Bendy start doing random tricks and moves to win the skeeball and the machine continues to say "Winner!" every time. This soon attracts a crowd, and the people applaud the two boys for their wins.

Meanwhile, Mugman is watching until his gaze drifts to the Telephone playing another skeeball game. The Telephone loses and, after a lightbulb flashes red, the machine sucks the Telephone's out from his body and into the winning hole. The Telephone turns grey and listless.

Mugman reads the game name. "Soul Ball," he then notices that other carnival inhabits also look grey and listless. Then Mugman looks at the entrance sign. "Carnival."

The lights for the letters C, A, R, and N suddenly lose power.

"Carn-Evil. EVIL?!" Mugman gasps before talking to his brother in a hushed voice. "Cuphead?"

"Not now, Mugsy! I'm on a hot streak."

Little did Inkwell Isle residents know that deep under the carnival, the Devil himself was happily watching people's souls being sucked into the Soul Vault.

The Devil chuckles sinisterly. "Everyone loves a carnival." He said. "What a haul."

The Devil then starts singing.

"Whoa! In case you ain't heard, I'm the Devil.

I'm real low down, not on the level. They call me Old Scratch, Mr. S, the Big D. I'm the king of the underworld. Yeah, it's great to be me.

Ho-di-llie doh-di-llie doh-di-llie doh.~"

"Ho-di-llie doh-di-llie doh-di-llie doh.~" Demons sing.

"Hee-di-llie hee-di-llie hee-di-llie hee!~" The Devil sings.

"Hee-di-llie hee-di-llie hee-di-llie hee.~" Souls sing.

"I'm a real naughty boy, I'm sure you'll agree. I get my kicks playing tricks on the locals. They're easy marks, they're real dumb yokels. But now folks, listen closely, it's time I made a confession. Collecting people's souls is my greatest obsession!~"

The Devil laughs evilly before he dances.

"Uh, hey, boss," Henchmen said trying to gain his boss's attention.

The Devil keeps dancing.

"Boss! Hey, boss!"

The Devil stops dancing and angrily shouts. "What?! I was singing!"

"The... the soul counter stopped," Henchmen replied.

The Devil looks up and sees that the Soul Counter has indeed stopped. He pounds his fist against it, but it stays frozen in place. He then turns his attention to the pipes, and, to his surprise, no more souls are coming down.

"What the...?" The Devil said in shock.

The Devil uses a periscope to see what is going on in the Carn-Evil, he doesn't see anyone at first but then he turns it to see a crowd around a Soul Ball machine but before he could see who is playing something steps in front of the periscope lens. He can't see anything now, but he can hear the game cry out "Winner" four more times followed by the crowd cheering.

"Terrific." The Devil said annoyed. "Looks like we have a real showoff!" He takes his pitchfork and teleports away.

Back at the Carn-Evil, Cuphead and Bendy were still playing while onlookers cheered them on. Some were even taking bets.

"Ten bucks on the cup winning!" Said a Walrus.

"I bet twenty on the kitten!" Said the old lady elephant.

Bendy grabs the ball and was about to throw it when he suddenly felt the hairs on the back of his head stand up and a chill ran up his back. He freezes before dropping the ball on the ground.

"Time out!" Bendy said, "I'll be right back." And he suddenly runs away before anyone could respond.

Mugman is still on edge. "Cuphead, maybe you should quit now, and we get out'a here." He said nervously.

"No way Mugsy, it's Double Down or nothin'."

"But Bendy ran off."

"Yeah, but no harm in getting a little more practices in," Cuphead said before he throws the ball, it bounces off of the machine and The Elephant's bottom into the winner's hole.

The crowd of people cheers.

"Thank you!" Cuphead said waving to the crowd.

Suddenly, the sky grows dark, a bomb of thunder is heard, and The Devil appears in a puff of smoke. He just stands there while checking his nails.

"The Devil!" The Elephant screams before fleeing.

Everyone else follows The Elephant's example and runs away screaming.

"My fans. They love me." The Devil said before he walks up to Cuphead and Mugman.

Mugman notices a shadow looming over him, turns around, and looks up to see The Devil smiling down at him wickedly.

"Hello." The Devil said.

Mugman stutters and he reaches back to his brother. "Cup... Cuphead!" He pats Cuphead's head. Once... Twice.

"Watch it!" Cuphead shouts. He stumbles with the ball, and it accidentally lands in the loser's hole.

"LOSER!"

"Aw, heck," Cuphead said annoyed and angry. "Now look at what you made me do!" Mugman points at The Devil and Cuphead stutters at the sight of the demon king.

"And that's game." The Devil said in a sing-song tone.

The machine then sucks Cuphead's soul into the winner's hole, but Mugman jumps onto the machine, pulls out Cuphead's soul, and pats it back into Cuphead's chest.

Cuphead takes a deep breath and cries out, "Run!"

Both Cuphead and Mugman run past The Devil.

"Ooh, I love it when they run." The Devil said with a grin. He laughs as he levitates and pursues after the two.

The brothers cry and hold each other in a hug as they run.

"I'm sorry I made you miss! This is all my fault!" Mugman cries out.

"We should've never come here in the first place! It's all my fault!" Cuphead cries out.

"You're right! It is your fault!" Mugman agrees.

The two scream as the Devil starts shooting fireballs from his pitchfork before they hop into a rollercoaster.

"I think we lost him," Cuphead said.

"Think again!" Came The Devil's voice.

Cuphead and Mugman turn their heads and see the Devil on the rollercoaster as well. He shoots another fireball, but Cuphead and Mugman manage to escape the rollercoaster just in time. The two then land on a carousel horse, before the Devil turns it into a skeleton, and breaks free from the carousel.

Both brothers get launched off and hide behind two cardboard cutouts before taking a picture. They then resume their run before the cutouts are destroyed and the Devil is still chasing after them.

Meanwhile, Bendy is watching the events from behind one of the stalls that isn't on fire. "Oh well, so much for them." He takes a bite of a hot dog.

The two then enter a funhouse, in which the Devil then transforms the clown into himself. Cuphead and Mugman run through the funhouse, which includes a series of eye-watching hallways, spike slides, sideways buzzsaw corridors, a mirror room, in which the two's reflections transform into the Devil, and finally, an exit tunnel with many metal teeth that try to crush them. The two then land on a mattress.

The Devil blows up the funhouse and is now a dragon, still shooting fireballs at the two cups.

All of the sudden, Mugman gets an idea.

"Come on, Cuphead! It's time for a double down!" he grabs Cuphead by the handle and runs in another direction.

"What are you, nuts?!" Cuphead shouts.

Bendy cautiously moves to another stall to see where the brothers are going. He stays hidden while the cups stand still.

"Now pretend like we're cornered!" Mugman said.

"We ARE cornered!" Cuphead whines.

The Devil laughs wickedly, cocks his pitchfork, and fires at the two.

"Jump!" Mugman cries out.

Mugman jumps and pushes Cuphead away, the fireball the Devil shoots at them hits the Soul Ball machine instead, destroying it. The Devil and Bendy go into shock, as dozens of souls are released and fly back into their respective bodies.

"No!" The Devil cries out.

Bendy snaps out of his shock and runs away as the stall he's hiding in catches on fire.

Telephone gets his soul back.

"Yay!" Telephone cheers.

Several other carnival patrons also get their souls back, causing the Devil to facepalm several times, burst into flames, and watch as Cuphead and Mugman flee the carnival.

"You don't just get to run away!" The Devil shouts. Meanwhile, the carnival collapse as Henchman flies to the Devil.

"Wow, boss. I never saw you let no one escape before." Henchmen said.

"He didn't escape!" The Devil shouts, "He played the game. He lost. His soul belongs to me. I'll get that cup..."

"Head?"

The Devil whacks Henchman on the head with his pitchfork. "Oh, shut up." He snaps.

"Ow!" came Bendy's voice. He rolls out of a burning stall, turns his head, and sees The Devil and Henchmen looking down at him. Bendy gives an awkward smile before trying to run but the demon king grabs him by the tail and pulls him back.

Back at Elder Kettle's house an hour later, Cuphead is fixing the fence.

"What an amazing day. We rode rides." Cuphead said.

"You owe the Devil your soul," Mugman replied.

"We played games."

"And you owe the Devil your soul."

"We're almost finished with this dumb fence!"

"And you owe the Devil your soul!"

"Eh. I ain't too worried about it."

Cuphead attempts to use a cannon to paint the fence.

Elder Kettle walks up to the fence, "Hey, boys, how-" The cannon explodes all over Elder Kettle and the fence.

"Still too much gunpowder," Cuphead said.

"And you still owe the Devil your soul," Mugman said.

The Devil has Bendy held up in a telekinetic hold with his pitchfork and the kitten is struggling midair.

"Let me go! Let me go!" Bendy shouts.

"Struggling is futile, little pest," The Devil said. "In you go,"

Bendy protested but he was quickly plunged...

Into a bathtub. The kitten reemerges, gasping for air, and then shivers.

"It's freezing!" Bendy commented.

"It was warmer half an hour ago. But you wouldn't know that since you were busy... sneaking out! Again." The Devil replied. "Gloves, bowtie, and sock," he held his hand out.

Bendy gave an annoyed look before removing his bowtie and gloves and giving them to the demon king. Bendy's hands looked identical to the Devil's but smaller. His furry cat tail slips off revealing his pointy demon tail.

Henchmen splash a bucket of water over the kitten. As the water runs down his face, the little black nose melts and is wiped away by Bendy's hand.

"Scrub off the soot in his fur." The Devil said looking at Henchmen.

The purple demon was about to do as ordered but Bendy grabs the brush.

"I can scrub myself, thank you." Bendy then starts scrubbing himself.

"So, Bendall," The Devil. "Care to explain what you were doing up there?"

"Just having a little fun." Bendy shrugged. "I ain't hurt,"

"We both know that's not the point." The devil said. "You went up there without my permission and that is not okay, because why?"

Bendy rolls his eyes. "Because I'm still grounded for getting gum in your fur..." Bendy said annoyed.

"And..."

"And the surface world is dangerous for a little devil."

"That's right," The Devil said. "Henchmen don't let him out of that tub until he is clean. We'll be having hamburgers for dinner tonight,"

Bendy's eyes lit up. "Hamburgers," he whispered with glee and claps excitedly. Just as the Devil starts walking away, "By the way, I saw what happened with those cup kids. Are you gonna let them get away?"

The Devil groaned. "Of course not. No matter how far he goes, that little cup can't escape his debt to me. I'll get his soul soon enough, son."

Bendy smiled, "Okay dad, whatever you say,"