The morning after Christmas, Henry and Jason hopped into 'Lucy' and headed into town. They were on a mission: To get all of that ink off the wall and floor upstairs. No one felt comfortable with that stuff in the house. Too many bad memories. Ben tried to absorb it himself, but couldn't. It didn't come from him so he couldn't control it. Henry told him it was alright and they would do it the old fashion way. After stocking up on bottles of acetone and other cleaning products, they headed back home.

Bendy and Ben wanted to help, but Henry told them to keep their distance. He didn't want them anywhere near the acetone knowing it could really hurt them. So the demons stayed downstairs while Jason grabbed a couple of buckets and brushes so they could get to work.

June asked Ben to take a seat at the kitchen table. She wanted to show him something.

"I know the walls in your room are a little plain so," she placed a magazine in front of him. "we can get some paint and change the color to something you'd like."

Ben eyes grew wide as he flipped through the pages. He didn't know there was so many colors. Some were bright and vibrant while others were cool and calming. Some colors were the same with various shades between them. All those colors had names as well! It was all quite overwhelming. He didn't know which one to choose. It didn't help that Bendy was looking over his shoulder, pointing out the colors HE thought would look good in his room.

"I'm…not…sssure… Ssso many colorsss…" Ben flinched when he felt a warm hand on his shoulder. June eyes were full of sympathy and a touch of mirth. It made the corners of his mouth twitch.

"You don't have to choose right now. You have plenty of time. After all, you're not going anywhere, right?" June smirked.

"Right." Ben chuckled and a lopsided grin spread across his face. This was his home now. He wasn't going to leave. Where else would he go?

After a few hours, a short break for lunch, and a lot of elbow grease, Henry and Jason completed their task. They finally got the ink off the wall and the floor. The wall was a little worse for wear, but that could be fixed later with a fresh coat of paint.

June was happy to see the ink finally removed. Hopefully with that gone, it'll soothe her sleepless nights.


The next day, Ben decided he was going back to the Studio to pick up a few things. As much as he hated the place after everything that happened, it had been his home for many years. He could never forget that. What really surprised him was that Bendy wanted to tag along.

Henry didn't like the idea of either of them going back there. Bendy knew how he felt, but reassured the old animator that everything would be fine. The Studio was empty.

"I'll be with Ben. He'll look after me!" Bendy jumped when Shadow bumped him from behind. The ink cat made a noise that suspiciously sounded like laughter. The little toon leaned against the big cat and pat it on the shoulder.

"Ben AND Shadow will me lookin' out for me!" Ben rolled his eyes, but Shadow nodded enthusiastically. The little toon looked up at Henry, nervousness flittered across their bond.

"Besides," the toon rubbed his gloved hands together. "I need to go back. I-I don't want to be afraid of that place anymore."

Henry sighed. He understood where Bendy was coming from. He wanted to face his fears so he could move on with his life. He couldn't have been more proud of the little toon.

"Okay bud, but before you go," Henry went into the kitchen and rummaged through the drawers. When he came back, he handed Bendy a flashlight. "take this and be careful."

Ben waved his gloved hand at the wall, opening an inky portal to the Studio. Bendy stood before the dark doorway. He gripped the flashlight and gulped audibly. His early bravado was quickly evaporating until Shadow stood next to him. The ink cat gurgled and tilted its head towards the ink. The little toon took a deep breath to muster up his courage. He put his hand on the cat's shoulder and they both marched into the darkness.

Ben shook his head. He thought the little ink spot was being a bit dramatic. It's not like he was worried about going back to the Studio. Surely not. As he followed them, he stopped suddenly, and looked over his shoulder.

"We'll be back." Ben said before disappearing into the inky portal.

.

-Joey Drew Studios-

.

Bendy moved cautiously down the old, wooden hallways as he lit there way with the flashlight. He expected something to jump out at them, but nothing happened. It was quiet. Ink stained the walls and looked on the floors, but they were just normal puddles. There were no Searchers lurking within, waiting to jump out, and grab him. The place truly felt…empty.

"So, where to first Lanky?" Bendy snickered when the tall demon growled at him. That was quickly becoming his favorite nickname for his fellow demon.

"Thisss way." They kept walking for a few more minutes until they came to a supply closet. There were rolls and rolls of paper stacked up on the shelves along with film cases and bottles of ink. Bendy pulled out one of the rolls of paper and examined it.

"Hey, this is one of our poster! It's in great condition too." Said paper was free of ink or dust and it wasn't as faded as the ones on the wall.

"The staff ssstored extras here for sssafe keeping." Bendy and Ben admired the posters from their animated shorts.

"Do you think I can take a few with me?"

"Sssure." Ben didn't understand why the little toon was asking him. Bendy had just as much right to the things in the studio as he did. They put what they wanted to the side until they amassed a nice little pile. Even though there were a lot of bad memories in this place, they wanted to take the good ones with them.

Shadow noticed something that looked like a large rag crumpled up in the corner. They pulled it out and it turned out to be an empty sack. The cat brought it to Ben.

"Good idea." They stuffed the posters carefully into the bag, then Ben slung it over his shoulder. He reached down and pat the cat on the head. "Ttthank you." Shadow burbled and leaned against his leg.

"One more place we need to go." Ben opened another portal and they stepped through. They came out near the walkway that lead to the Heavenly Toys workshop. It was dark and eerily quiet without the ink cascading from the ceiling.

"Okay, this is kinda creepy…" Bendy was glad Henry gave him the flashlight. Maybe the dark didn't bother Ben and Shadow, but he didn't like it. The light cast unnerving shadows on the giant Bendy statue in the middle of the room. It was almost as if it was staring down at them.

Bendy let out a frightened yelp when a large hand landed gently on his head. Ben chuckled and told him to head towards the workshop. With Shadow glued to his side and the tall demon at his back, Bendy moved forward, confident that nothing would happen.

The workshop was just as they left it. Plush toys of different sizes piled in the corners. They sifted through the toys to find the ones in the best condition. Bendy found a Boris plush that was just a little bigger than himself. The happy toon hugged the wolf and said he wanted to take him home. Shadow found a small Bendy plush for itself. It squeaked every time they bit into it. In spite of that, Ben got the impression that his creation would take good care of the toy.

Ben rummaged through the toys until he found three that met his standards: a small Bendy, Boris, and Alice Angel plush. These characters were the good parts of his past. Parts that he didn't want to forget now that he had a new home. Once he placed his treasures in the bag and made sure they all got what they came for, he opened a portal, and they returned home.

-Home-

As soon as they arrived at the house, Bendy ran off to show Henry his new prize. The girls giggled as Shadow ran around them, squeaking their little plush Bendy. A lively game of "keep away" broke out as the children chased the cat around the house.

June was curious to see what Ben brought back with him. As he laid the bag down, he pulled out a poster to show her. She unrolled the paper and he watched her eyes light up.

"Oh wow, this poster is in really good condition. I can find some nice frames to put these in so you can hang them on your wall." June smiled.

"Ttthank you.". Ben pulled a few more posters out of the bag and laid them on the couch. "These are Bendy'sss.". He threw the sack over his shoulder and shuffled down the hall to his room. He wasn't ready to show off his plush toys just yet.

Cloudy was curled up on his bed, sound asleep. He scratched the little kitten behind his ear then sat his bag down near the foot of his bed. He pulled out the three plush toys and placed them on top of his dresser. As he arranged the trio of toys, he kicked something under his dresser. The object bounced off the back wall and rolled across the floor.

Cloudy climbed off the bed and chased the object. The kitten batted it with his paws a few times then Ben picked it up. It appeared to be a small wooden truck. It was about two inches long and painted blue. Ben wasn't sure how this toy got into his room. Maybe one of the children left it behind. He shrugged and placed the toy truck on his dresser near the plush dolls. He'll return it later.


Henry needed to get some things off his chest before heading home on New Year's day. He realized he hadn't talked about his own time in the Studio. Not even to Bendy. It was time to change that. How did he expect Ben to open up to him if he couldn't talk about his old workplace himself. When Jason took the girls up to bed, he asked for Bendy and Ben to stay behind for a moment.

"I need to talk to you both." Henry sighed, running his fingers through his hair. "I want to tell you about my time in Joey Drew Studios. Or at least some of it." He pointed to the kitchen table and asked them to join him there. Bendy didn't hesitate as he sprinted for one of the chairs. Ben just stood in the middle of the living room with his arms crossed and glared at Henry.

"C'mon Ben, just hear me out." Henry sighed, sounding completely exasperated with the stubborn demon.

"NO!" Ben growled and bared his teeth at the old animator. He suddenly felt angry. Why was he doing this now. It won't change the fact that he abandoned everyone at the Studio. Frankly, he didn't want to hear anything he had to say.

A light touch on his forearm caused him to whirl around and snap at the person near him. June flinched, but to her credit, kept her hand firmly on his arm. The look of fright on her face caused Ben's heart to sink. His horns drooped slightly and he whispered an apology.

"Ben, just give him a chance. Please?" June didn't order him to listen to his creator's story, she asked him to. It was such a simple request. Why was this so hard for him? Was he afraid of what he might hear? No, surely not. He wasn't afraid of anything…

"Alright." Ben looked toward the kitchen table. Henry was watching him. A hint of concern hardened his gaze. He turn back to June. She patted his forearm and told him it would be okay.

"Can you ssstay?" June looked at her brother. He didn't have a problem with that. She knew he wanted to talk to the demons alone. That's why they waited for the children went to bed, but she'll stay if it'll get Ben to cooperate.

The demon sighed, his shoulders sagging. He shuffled over to the table and sat down across from Henry. June sat next to him and waited patiently for her brother to say his peace. She had to admit, she was rather curious herself. He rarely talked about his time at Joey Drew Studios.

"Well, to start with, Joey and I were good friends. So much so that when he came to me about animating our own cartoons, I jumped at the chance to show off my talents." Henry smiled warmly. They were so young and full of ideas.

"After awhile, he wanted to acquire his own animation studio. It took us awhile, but we found the perfect place. We pooled our money and brought the building that became known as Joey Drew Studios."

"Wait!" Bendy waved his hands, getting everyone's attention. "If you invested your own money into the studio, then you were partners? Why wasn't your name on the building too?"

June was shocked. She had no idea he put his own money into the studio. From his pained expression, she got the distinct impression her brother hoped they wouldn't ask about it.

"Joey convinced me that his name was more…marketable." The old animator frowned slightly. "I would be a 'silent partner'. I could concentrate on creating cartoons while he dealt with the business side of things. It felt like I was getting the better part of the deal, at the time."

Henry told the group about the early days of working at the studio. Ben noticed the man spoke fondly of the place that turned into a nightmare for everyone trapped within its walls. He really loved working there. It made him wonder why he left in the first place.

"We had a small staff in the beginning, but we managed to snag a few jobs working on animated shorts and jingles that were shown in the theaters. It was hard work, but we were proud of what we created."

He told them of the crazy schedules and deadlines they worked under to make a name for themselves. They spent a lot of late nights finishing up projects that were do the next morning. It was stressful but exhilarating when things were down to the wire like that.

June wasn't surprised. Her brother always worked well under pressure, unlike herself. He remained level headed as got the job done, while she tended to panic if things didn't go right. She couldn't remember how many times he had to calm her down and tell her that everything would be fine. She'd seen him do that for the small team that worked under him.

"One day, Joey came to me with a plan. He wanted me to create a new character. One that would be loved by the masses and put our small studio on the map." Henry looked both demons in the eye and smiled warmly. "I created you. Bendy: the Dancing Demon. The Little Devil Darling."

Ben could hear the pride the old animator had for creating the little toon demon. And not just Bendy, but Boris the Wolf as well. He told them how he would sit in a theatre and watched the audience reaction to his cartoon. It made him happy to hear them laughing at the toons antics. Henry's good mood began to sour.

"Joey saw our new success as an opportunity to expand the studio in new directions. Directions that cost us a lot of money. Money that we didn't have." Henry's stare was very distant.

"I tried to get him to slow down, but he wouldn't listen. He kept saying, "We need to strike while the iron's hot!". He pushed us to get out more animations as fast as possible. It started to put a strain on us all. Especially the animation department."

"Quality animation takes time and a lot of care. Joey just didn't understand that." Henry laid his hands on the table. He seemed to mull over what he was going to say next. He told them how the deadlines got shorter and they worked longer hours to complete the animations on time. As soon as one project was done, they needed to start a new one. Joey's demands for more brought everyone to their breaking point, especially Henry.

"The thing that really got to me was the fact that Joey took credit for everything!". He ran his hand down his face as he told them the last confrontation he had with his old pal. It ended in a shouting match between them and a sharp letter opener sticking out of his shoulder.

"That was the last straw. I was so angry. I collected my things and stormed out. That was the last time I stepped foot in Joey Drew Studios in at least 30 yrs.". Henry slumped in his chair and the room grew quiet.

Ben's brow furrowed. It felt like he was missing something. He glanced from Henry to June. She was staring at her brother, eyes full of worry. She looked like she wanted to say something, but kept quiet. This was Henry's story to tell. Still, something didn't seem right.

"What happened after that?". Ben was curious. What did the old man do all that time? Did he find another studio to work for? Abandoned him and Bendy for something better? The thought of that left him seething.

Henry smiled sadly. "I was drafted shortly after leaving the Studio. I served in the army. Spent two years overseas, then I came home."

The room grew quiet again as each person tried to process what Henry just told them. Henry waited for the question he knew was coming. The one question he tried to avoid all this time.

"Why didn't you come back?"

Henry looked pained. His eyes kept darting over to his sister as though begging for her help. She smiled sadly and nodded for him to continue.

"I wanted to come back. I just couldn't…"

"WHY?" Ben narrowed his eyes. That explanation wasn't good enough. Joey put everyone in that studio through hell. If Henry could have prevented that, he should have been there.

"I wanted everything to be like it used to be, but it wasn't.". Henry rubbed his temples with the tips of his fingers. "The war changed me. I had nightmares every night and violent flashbacks during the day. I jumped at sudden, loud noises. I could barely sit still without feeling like I needed to run out of the room."

When Henry looked at the group, his green eyes glistened with unshed tears. He rubbed at his eyes with the palm of his hand and chuckled melancholy.

"I couldn't even hold a pencil without my hand shaking. I wasn't good to anyone."

"Henry.". June reached across the table and gripped his hand tightly.

"The Studio seemed to be thriving without me. I even congratulated Joey on it. I had no idea what was going on inside. My old coworkers stopped speaking to me. If I had known how bad things were, I would have tried harder to come back. Maybe-maybe I could have stopped him…"

Ben had never seen him like this. He always seemed so confident while roaming the halls of the Studio. Henry even stood up to him when he tried to kill him multiple times. He didn't let anything stop him from confronting Joey and escaping the trap he set for him. Listening to him now, the demon hadn't realize just how broken and tired the old man really was.

"Henry?". Bendy climbed down from his chair. He scrambled onto Henry's lap and wrapped his spindly arms around him. As he pressed his head into the man's chest, Henry wrapped his arms around the little toon too. After a few moment of silence, Bendy leaned back. His pie cut eyes met green ones and he smiled.

"I know you would have done everything in your power to stop Joey." Bendy proclaimed with the upmost confidence. Henry's smile didn't quite reach his eyes.

"The truth is, if Joey hadn't done what he did," Bendy turned towards Ben and pinned him with a knowing gaze, "we wouldn't be alive today!"

Ben's brow shot upward. That thought hadn't occurred to him. He was so busy dwelling on the bad things that happened in his past, he failed to see the unknowable future before him. He was alive, free of the Studio, and had had his whole life ahead of him. This wouldn't have been possible without Henry.

"I'm so happy to be alive and here with you. I'm sure Ben feels the same way!" Bendy beamed up at Henry. The old animator's breathing hitch before he glanced over at Ben.

The demon's earlier seething glare had simmered down quite a bit. Ben stared down at his mismatched hands folded on the table and gave Bendy's words a lot of thought. Maybe it was time he stopped blaming Henry for something he had no control over. He had a fresh start now and he wasn't going to let the ghost of Joey Drew ruin this for him.

Ben looked into Henry's eyes and gave him a slight smile. "Yesss. I am…happy to be here as well." He may never be as close to the old animator as his toony counterpart, and getting rid of the anger that he held onto for so long will take time, but he wanted to take that first step to a better life.

Henry's eyes grew wide for a split second before he returned Ben's smile with one of his own. When he decided to sit down and tell the demons his side of the story, there was this fear that they would turn on him. He didn't want them to think he just up and left for no reason whatsoever. It kept him up some nights as he wondered what he could have done differently. Henry knew Bendy would understand, but he was surprised by Ben's reaction. He may not be completely forgiven, but it was a start. He couldn't as for more than that.

"Thank you. Both of you."

June sat back and quietly watched her brother and the two demons. Looks like they were finally on the road to recovery. She smiled and was proud of them all.

*OoOoOoO*

The week went by a lot faster than June would have liked. She wanted to spend more time with her brother and nephew but she knew they needed to head home soon. Still, he promised to visit more often and she was going to hold him to that.

It was New Years Eve. June was in the kitchen, preparing that evening's meal. A big pot of chili! It was the first meal she shared with Ben so it felt appropriate. Henry was a little concerned at the way Ben was hovering around her as she cooked but she laughed and told him it was fine.

"I'm fixing his favorite food. Right Ben?". Bendy giggled and made fun of the way Ben nodded so vigorously. It almost looked like it was going to roll off his shoulders. He had never seen his fellow demon this excited about anything.

Of course this sparked an argument between the two that got very heated. Ben tried to grab Bendy but the little toon was too quick. He dodged the lanky demon's swipes while taunting him mercilessly. Inky veins began to crawl across the walls as Ben grew frustrated. Things were quickly growing out of hand.

June poked her head out of the kitchen and was ready to march over to break up the fight, but stopped when Henry put his hand on her shoulder. She watched as he calmly walked towards the inky beings. He crossed his arms and cleared his throat.

"Ben. Bendy. ENOUGH!". He didn't scream at them but no one missed the sternness in his voice. Both demons looked in his direction and seemed to do a double take. The group stared at each other for a few tense seconds until the demons slowly moved away from one another. Bendy curled in on himself and Ben turned away, refusing to look Henry in the eyes anymore. Both demons mumbled apologies and sat down on opposite ends of the couch.

June stood next to her brother and glanced at his face. From the way he was staring them down, she understood why they quieted down so quickly. She elbowed him in the side and could barely hide her smile.

"Hey Henry, you're giving them The Glare." June snickered.

"What?" Henry blinked. "What glare?"

"Remember that look dad used to give us whenever we acted up? You did that just now!"

"What? No I didn't!" Henry grumbled. He looked back at the couch only to see Bendy staring back at him with wide eyes. Ben avoided his gaze while the girls stood close by worriedly glancing from the two demons to their uncle.

"Bro, I didn't know you had it in you!" Jason laughed and slapped Henry on the back. "That look gave me the chills man. It reminded me of my dad!".

"No way.". Henry tried to deny it again but a quick peek at the demons sitting on the couch told him otherwise. He sighed and ran his hand down his face. "I'm turning into our dad."

June laughed and gave him a one arm hug. She told him it was alright to channel their father from time to time. Especially if it helped him to deal with two troublesome demons.

The rest of the evening went by rather smoothly. Dinner was enjoyed quietly, with Ben and Bendy asking for seconds. Henry was glad his sister made so much. He knew the little toon had quite an appetite but was surprised to see how much Ben could eat.

After dinner, they sat in the living room, played a few games until it got close to midnight. The atmosphere was full of excitement. This was the first time Ben had celebrated the day. In the Studio, time tended to blend together. They barely knew when one year ended and another one began. Now, he was getting to spend the New Year outside of the studio and he wasn't sure what to do.

Jason pulled a bag out of the closet. There were colorful hats, horns, and noisemakers inside. He handed those objects to everyone in the room and they waited for the countdown to start. They watched a large ball being dropped on television. As soon as it reached the bottom of the tower, it was midnight, and everyone shouted, "Happy New Year!".

Horns were blown loudly and the clacking of the noise makers caused Ben to flinch. He didn't know ringing in the New Year could be so noisy. Jason swept June up in a big hug, then kissed her passionately. Beth and Sarah grabbed Bendy's hands and danced in a circle around Shadow.

Ben startled when someone lightly touched his arm. A soft smile tugged at the old animator's lips. Henry wished him a Happy New Year and he returned the sentiment. This was the start of a new life for him. He'd be lying if he said he wasn't a little excited. He had a family! People that actually cared about him and he cared for them as well.

The next morning, Henry and Bendy packed up their belongings and got ready to head home. June wasn't ready for them to go, but he hugged her and promised he wouldn't be a stranger. He'll visit more often. Especially now that she had her own demon living under her roof.

"Ben. If you ever need to talk or have some questions for me, my door is always open. You can drop by any time, alright?". The tall demon agreed and Henry was relieved. He really wanted to hear Ben's story but he was willing to wait until the demon was ready.

Soon everyone said their goodbyes and pulled Henry and Bendy into a big, smothering hug. Ben watched as they pulled out of the driveway and disappeared down the road. June lightly tapped his arm to get his attention.

"Everything is going to be fine.". For the first time in his existence, he truly believed it.

*OoOoOoO*

Having Ben in her home was an interesting experience. Even when he wasn't trying to sneak up on her, he still managed to startle her. He often smiled sheepishly and apologized but she got the sneaking suspicion that he wasn't too sorry about it.

June discovered that Ben wasn't a morning person. She often didn't see the demon until late afternoon. She didn't blame him. The reason she got up so early was to fix breakfast and get the girls ready for school. Weekends and the summer were the only times she could sleep in. She was almost envious of the demon because he got to sleep in.

Ben would shuffle out of his room just in time to join her for lunch or more often than not, watch her eat lunch. He still wasn't used to eating three meals a day but he did join them for dinner. Ben seemed to enjoy family time at the table. He didn't say much, but listened as the children talked about what they learned in school that day or Jason's tales of the open road.

June did notice that Ben seemed tired. His pie cut eyes were often half lidded with dark shadows forming underneath. She caught him yawning or nodding off from time to time. Even the violet glow in his eyes were dim.

"Hey Ben. Are you sleeping well?" June asked.

Ben said he was fine. June got the feeling that something was wrong. She didn't want to push him. If there was something wrong, she wanted him to talk to her without her nagging so much. Besides, she was one to talk. She had her own sleepless nights to deal with.

"If you need anything, just let me know, okay?". Ben said he would, but she wasn't going to hold her breath.


June woke up with a start. Heart pounding loudly in her ears and tears staining her cheeks. She had another nightmare. Same one she's been having since they escaped Joey Drew Studios for a second time. At least she didn't wake up screaming like the first night they came home. She looked over her shoulder to see Jason still sound asleep. Good. She didn't want to wake him since he had to hit the road today.

June scooted out of bed as quietly as she could. She grabbed her house coat, wiped the tears from her cheeks, and decided to go downstairs and make a cup of tea. Hopefully, that'll sooth her nerves and she could get back to sleep before the sun comes up.

She put on her slippers and padded down the hallway. Before going downstairs, she peeked into the girls' room. Beth and Sarah were in their beds, safe and warm under their thick blankets. There was a nightlight on near Sarah's bed and moonlight shining through their window so the room wasn't plunged in complete darkness.

A whimper from the other side of the room got June's attention. Beth was curled up in a tight ball, huddled under the blankets, and mumbling in her sleep. It looked like she was having a nightmare of her own.

Before June could step foot into the room, the darkness near their closet door began to move. Something slinked out of the corner and into the moonlight. It was Shadow. The ink cat approached the child's bed. They buried their head into the blankets until they reached Beth. June listened as Shadow purred softly.

Beth hummed and loosened up. She sniffled and untangled herself from the blankets. Tiny hands reached out and Shadow pressed their head against the little girl's chest. The ink cat stood like that until Beth turned over, hopefully returning to a peaceful night's sleep.

Shadow sat back on their haunches then turned towards June. They tilted their head slightly and their tail curled around their legs. June smiled, then touched her fingers to her lips. She made a hushing motion. The ink cat nodded, then curled up on the floor between Beth and Sarah's beds, where she was sure they would keep a watchful eye over her children.

June headed downstairs as quietly as she could. The living room was dark and she reached out to turn on the nearest lamp. Light flooded the room and a soft hiss caused her to nearly jump out of her skin. Ben was sitting on the floor cross legged with Cloudy curled up in his lap. The demon squinted and shielded his eyes from the light. He must have been sitting in the dark long enough for his eyes to be so sensitive.

"Ben? What are you doing out here?". June moved a little closer to the couch.

The demon grimaced then stared down at the kitten in his lap. He scratched Cloudy behind his ear and didn't say anything for awhile. He was probably hoping June would walk away, but she wasn't going anywhere. She simply crossed her arms and waited. After a long stretch of silence, Ben sighed and looked up at her. The dark circles under his eyes looked worse and he looked really tired.

"I couldn't sssleep."

"Why?". June really hoped she'd get an answer this time so she could help him. He hummed softly. It was as though he wasn't sure how to answer.

"It'sss too…quiet.". Ben sighed when he got a confused look from June. "In the Studio, there wasss alwaysss soundsss. Dripping ink, Sammy playing music, moansss from the Searchersss, and groansss from the pipesss.". He shrugged and rubbed at his eyes. "We even had radiosss playing music throughout the building. It wasss never thisss quiet."

June walked over and placed her hand on top of his head. The demon blinked and looked up at her. A look of understanding played across her face.

"I think I might be able to help you. Why don't you join me in the kitchen.". Ben smiled tiredly, picked up the sleeping kitten and followed June into the kitchen. He took a seat at the table and watched her putter around at the stove.

June changed her mind about the tea and decided to make them both a cup of hot chocolate. She poured milk into a small saucepan. She put it on a low heat then added some cocoa powder and sugar. She stirred the mix as it began to simmer.

"Jason and I moved into this house after we got married. I was so happy. There were a few things to fix up here and there, but it was a home to call our own.". June pulled two large mugs out of the cupboard. "We spent our first few weeks together until Jay had to hit the road. That was the first time I was in this house by myself."

She gave the cocoa one final stir before turning the stove off. She poured the hot chocolate into the mugs, added a few marshmallows, then brought the mugs to the table. June handed Ben his then took a seat at the table with her own.

"At first, everything seemed fine, until I headed to bed. It was so quiet, I jumped at every creak and crack the house made as it settled." June chuckled and took a sip of her hot chocolate. "I didn't get a wink of sleep."

"Really?" Ben was bemused by that and grinned lopsidedly.

"Oh yeah. The silence had my imagination working overtime!". June waved a hand in the air. "I kept thinking someone was trying to break into the house or I heard footsteps coming from the attic."

Ben's wheezing laughter echoed throughout the kitchen. It sounded like she was jumping at shadows long before he met her. No wonder she was so easy to scare.

"Ssso, what did you do?"

"Well, after a few nights of that, I found something that really helped!" June stated cheerfully. "When we're done with these, I'll set something up for you."

"Okay.". Ben smiled. He didn't know what she had planned, but he was willing to try anything at this point. He wrapped his large hands around the mug and let the heat from the cup seep into his body. The warmth felt really nice.

He took a few sips of the warm, sweet brew. He glanced at June from across the table. She looked just as tired as he was. As a matter of fact, he could see some puffiness around her eyes. His smile began to slip as he wondered what had her up at this time of night.

"June?"

"Hmm?"

"Why are you awake?". June looked up from her hot chocolate. She glanced away from him for just a moment and tapped the cup with the tips of her fingers. She shook her head and smiled.

"It's nothing. I just couldn't sleep.". June closed her eyes and took another sip from her mug but froze when she heard a deep growl coming from across the table. She shuddered at the way Ben was staring at her. The violet glow in his eyes were brighter than before and he seemed angry.

"Don't lie to me!". June winced at his harsh tone. Ben sighed and lowered his gaze. He ran his fingers down Cloudy's fur then took a second to collected himself. He looked back at June, eyes pleading. "Please."

She peered down into her cup and tapped the sides with the tips of her fingers. Guilt tugged at her heart. She told him she would be honest with him. She needed to start now.

"I had a nightmare." June sighed. "All the things that happened in the Studio, getting abducted a second time, you and Bendy's hearts getting ripped out, and-and that creature living in the ink…".

June took a few shaky breaths. She didn't remember everything, but she'll never forget that giant, masked face looming over her. That feeling of helplessness had haunted her every night since then. She did a pretty good job of keeping it to herself, until now.

"Nightmares are just my mind trying to work through all that craziness…at night, while I'm trying to sleep." June chuckled and ran her fingers through her hair. Ben's expression was unreadable. It made it hard to tell what he was thinking or maybe he was judging her. She probably sounded so weak to him.

"The bad dreams don't last forever. I'll be alright.". Ben sat across from her as still as a statue. After a few moments, his brows lowered, giving him a pensive look.

"Did you have nightmaresss the firssst time you escaped the Ssstudio?"

"Yes?" June answered hesitantly. She didn't like where this was going. The demon glanced down at the table.

"Did you have nightmaresss about me?"

She opened her mouth, a denial sat on the tip of her tongue, but she stopped herself. It would be a lie and he knew it. It wouldn't help him, wouldn't make him feel better, and certainly would destroy what little trust they had between them. Ben valued the truth and she could respect that.

"Yes. Some of them were about you." she sighed.

"I'm sssorry.". Ben looked like he had been physically struck. His features were so full of pain, it hurt June to see him like that. "I'm sssorry I hurt you. I-"

"Ben, BEN!.". June waved her hand to get his attention. She spoke calmly. "I accept your apology. Besides," she smiled and took a sip from her cup. "I forgave you a long time ago."

The demon looked completely shocked. His mouth hung open for a few seconds before he found his voice again. "R-Really?"

"Of course! I've gotten to know you over these last few months, plus you saved me and my family.". The demon sagged in his seat. Hearing that must have been a great relief for him. June pointed to his half finished hot chocolate. "Now finish your cocoa. The sun will be coming up soon and we both need some sleep."

Once the last of the hot chocolate was consumed, the cups were placed in the sink, and Ben headed for his room. June got something from the basement. She picked up a radio. The same one she used when she did the laundry. If this helps him, she doesn't mind letting him have it. She headed for his room.

"I think listening to music may help you. I know it worked for me.". Ben simply shrugged and sat on his bed. It couldn't hurt to try this even though he didn't care much for modern music.

June walked over to the dresser. She was going to set the radio there until she noticed the space was already occupied. Three plush toys sat on top of the dresser. A Bendy, Boris, and much to her surprise, an Alice Angel plush. She reached out and touched the angel's horns, but froze when she spotted something that shouldn't be there.

A blue, wooden toy truck sat in-between the Bendy and Boris plush toys. June's hand began to shake. It must have been left behind when they removed the toy box. She would have snatched it off the dresser if she thought the demon wouldn't notice. She could feel him watching her.

June took a deep breath and pulled her hand away. She needed to act normal or Ben would start asking questions. Questions she wasn't ready to answer. Maybe she could come back later and remove the toy. For now, she needed to help him.

June went to his nightstand and placed the radio next to his lamp. She plugged it in and began fiddling with the dial. She needed something soothing for him to listen to. Rock n' Roll was definitely out, but maybe some jazz might do the trick.

Ben's horns began to sway when he heard something familiar. The soft boom of a deep bass, a smooth saxophone, and the plucking of a guitar strings filled his room with tranquil sounds. It reminded him of the music Sammy used to play, back when he was lucid enough to remember such songs.

June watched as the demon closed his eyes. Cloudy climbed out of his lap and curled up near his pillow. Ben hunched over and he was blinking very slowly. It looked like the hot chocolate and music was doing the trick.

Ben laid down and June helped cover him with his colorful quilt. As she tucked him in, she leaned in close and gave him a kiss on his forehead. June froze and they stared at one another. It was something she did when putting the children to bed. It happened so fast, she didn't think about it.

June stood back and chuckled. She rubbed the back of her neck and tried to fight the heat creeping across her cheeks. Ben chuckled and curled up under his blanket.

"Goodnight Ben. I-I'll see you in the morning."

"Goodnight." he yawned and stared up at her with a half lidded, bemused gaze. The violet glow in his eyes grew dim.

Ben blinked and watched as June left the room. Soft piano music drifted through the air. The sound seemed to carry his thoughts away to someplace pleasant and warm. Sleep was ready to claim him until June turned off the light and started to close his door.

"WAIT!". June stopped. She looked back at him slightly confused.

"Could you keep the door open? Pleassse?". It was silly and he knew it. June wasn't Joey. She wasn't going to lock him in his room, never to see the light of day. No. He had his portals. He couldn't-wouldn't let himself be locked away again!

His horns drooped slightly. He must have sounded like a frightened child. He just knew she would laugh and make fun of him…but she didn't. June just smiled and opened the door wide. She told him to get some sleep then headed for her own room.

Ben relaxed and listened to the music. It wasn't like the things Sammy used to play, but it was still quite pleasant. He didn't think it would work though. The music didn't distract him enough. It looked like he'll have another sleepless night and…sunlight hit his face.

Ben blinked and sat up slowly. It was morning, but just a moment ago, it was night! When did that happen? Did he actually fall asleep? He looked back at his bed and even Cloudy was gone.

The demon emerged from his room and found June sitting at the kitchen table. She was reading a newspaper, drinking a cup of coffee, and munching on a slice of toast. Cloudy and Shadow was eating their respective meals and the children were nowhere to be found. As he approached the table, June looked up in surprise.

"Well, well, well, good morning Ben! Did you sleep well?"

He sat at the table, snatched a piece of toast off her plate, and bit into it. A crooked grin spread across his face. "Yesss, I did. Thank you."

*OoOoOoO*

Now that Ben's sleeping problem was resolved, a new problem presented itself.

It started one day when the children were playing outside. Beth and Sarah introduced Ben and Shadow to their friends. They remembered him from the Halloween party and was surprised he wasn't wearing a costume. The girls explained that he was just like their cousin Bendy, just taller. June found that amusing.

While some of the kids were amazed and happy to meet the inky beings, a few weren't so nice. They called them monsters and ran back home. The girls were disappointed by their friends' reaction. June told them to give their friends time to get to know Ben and Shadow. Everything will work out.

Ben didn't appear to be affected by the children's reaction or so she thought. After that day, he would disappear for hours at a time with no one being able to find him. June would look all over the house, but there was no sign of him. The next thing she knew, he'd shuffle out of his room like he was there the whole time.

One day she asked him where he was after she couldn't find him for three hours. He told her that he went back to the studio. When she asked him why, his answer surprised her.

"The Ssstudio isss…was my home.". Ben's shoulders sagged and he hung his head. "Sometimesss it feelsss like, like I don't belong here. I don't want to cause trouble for you."

June was shocked. She knew having him around would make others suspicious of him. She would deal with that when it happened. She tried to tell him that, but he just walked away.


"I don't know what to do Jay. No matter how many times I tell him that this is his home," June sighed. "he doesn't listen to me!"

Jason wrapped his arms around her and held her tightly. He hated seeing her so frustrated. They all wanted to help him but he wasn't making things easy. Ben barely spoke on a good day. Getting him to talk about what was bothering him was like pulling teeth.

"I know Juniper. He's been hurt for such a long time. That's not something you recover from over night.".

June knew he was right. She just wished there was more she could do for him. She just wanted him to be happy.

"Y'know, maybe we need the right words to reach him.".

June leaned back and looked befuddled. "The right words?".

Jason grinned from ear to ear. He walked over to the cabinet where they kept their vinyl records. He rifled through them until he found the one he was looking for. He handed her the 45 and she looked it over.

When June realized which song it was, she couldn't help but smile. "I don't know if he'll listen, but this should surprise him, that's for sure.


One afternoon, Ben was sitting on the living room floor, playing with his kitten. It had been a week since the last time June talked to him about the studio. She purposely didn't ask him about it again because the demon tended to clam up if you forced him to face something when he wasn't ready.

While he was distracted with Cloudy, she put her husband's plan into motion. She opened the box that contained the record player and laid the vinyl on the turntable. June lowered the needle and waited for the music to start.

Ben tilted his head when the speakers crackled to live. He guessed June wanted to listen to some music. He didn't mind listening to it as long as it wasn't that modern stuff. There was only but so much peace and love gobbidygook he could take.

As the song started, a guitar and bass could be heard. Suddenly, the demon's body went completely rigid and his horns stiffened when a soft, child-like voice said his name.


Ben, the two of us need look no more.
We've both found what we were looking for.
With a friend to call my own,
I'll never be alone.
And you, my friend will see
You've got a friend in me.


June glanced over her shoulder. Ben sat up straight and glared in her direction. She knew he would be surprised, but she wasn't expecting this reaction. He sat so still and his eyes were so intense that it sent a shiver down her spine.


Ben, you're always running here and there.
You feel you're not wanted anywhere.
If you ever look behind,
And you don't like what you find,
There's one thing you should know,
You've got a place to go.


June closed her eyes and swayed to the music. She needed to thank Jason for this. The song expressed things that she couldn't put into words. Things that she was sure Ben needed to hear.

She jumped when she suddenly felt his presence behind her. She didn't even hear him move. He reach around her and lightly touched the record player. His eyes were unfocused and his smile, wobbly. He didn't say a word but she heard his breath hitch.


Ben, most people would turn you away,
I don't listen to a word they say.
They don't see you as I do.
I wish they would try to.
I'm sure they'd think again,
If they had a friend like Ben.
A friend…
Like Ben
A friend…
Like Ben


His shoulders hunched and began to shake. Ben closed his eyes tight as though that could stop the tears streaming down his cheeks. He rubbed his cheeks with the palm of his gloved hand. June pulled a handkerchief from her pocket and dabbed at his cheeks.

"Oh Ben. It's okay, it's okay."

He sighed softly as she pressed her warm hand against his cheek. Even though June managed to catch most of it in the handkerchief, some of his tears fell to the floor, the ink staining it. Ink that his body refused to reabsorb.

"I-I'm sssorry! I'm sssorry! I d-din't mean to-".

"Ssshhh it's alright." June spoke softly as she cleaned the tears from his cheeks. Some of the ink soaked through the cloth and coated her hand, but she didn't mind. It always surprised her just how warm his tears felt.

"Joey Drew Studios was your only home for a long time. It will always be your home.". She placed her hands on either side of his face and looked him in the eyes. "But this is your home too. Don't you ever, EVER think that we don't want you here!"

June gently pulled his head down until their foreheads touched. His body grew stiff and his shocked expression was priceless. He had seen Henry do this to Bendy in the Studio but didn't understand why, until now. It was a level of closeness he had never experienced before.

"No matter what, you're apart of this family."

The demon wrapped his long arms around her then rested his head on her shoulder. He could feel her small hands as she pat him on his lower back. If June was willing to take a chance on him, the least he could do was try instead of running away.

She held him like that for a few moments longer before letting him go. She returned the record to its jacket and held it up for Ben to see.

"Whenever you feel like you aren't wanted, listen to this. It will remind you exactly how we feel about you. Understand?".

Ben smiled and wiped away a stray tear from his cheek. "I understand.".


"So I take it from the smile on your face that the song worked."

Jason laid in the bed, waiting for his wife to join him. She sat in front of the bedroom mirror. She brushed and pinned up her hair for the night.

"You were right. That song really helped. I just wasn't expecting him to react like that.". June put her brush away and headed for bed. Jason pulled the covers back so she could join him. She snuggled up to him as he wrapped the blanket around her.

"Well, he holds a lot of stuff in. He needs to let it go so he can move on.". June couldn't have agreed more. She would make sure he'd get the support he needed.

As she started to drift off, Jason asked her one more question.

"Hey Juniper?"

"Hmm?"

"Does he know that song is about a rat named Ben?". June sat up quickly and slapped her hand over his mouth.

"Shh, no he doesn't!" she hissed. She glanced at their bedroom door as though she expected the demon to walk in. "And don't you dare tell him! Got it?".

Jason nodded, his eyes dancing with mirth. He was surprised by how protective his wife was of their resident demon. She didn't have to worry. If the song helps, he wouldn't ruin it for Ben.

*OoOoOoO*

Ben made it no secret that he didn't care for modern music. The drum beats were serviceable, but the guitars sounded like someone was strangling a cat. The whine he often heard made his horns twitch.

He didn't understand the tone of the songs as well. There as a lot of anti war sentiment threaded throughout the genre. Jason tried to explain it to him. About the youth rebelling against a war they didn't want to be apart of. They sung about it or protested in the streets.

Ben remembered some of the war time songs being more cheerful and didn't protest the war. In fact, they seemed to celebrate the soldiers. Things really have changed in all those years he spent trapped in the Studio.

The demon liked the jazz station June found for him, but he missed the music Sammy used to play. They were upbeat little ditties that echoed throughout the studio. He even missed the banjo the ex prophet used to play. Now, the only time he heard the instrument is in the country music Jason liked to listen to.

On this day, the children decided to show him some dance moves. He helped June push the couch to the side to give them room to strut their stuff. Ben, Cloudy, and Shadow sat off to the side while the children jumped and flailed their arms to the music playing on the radio.

Whenever something catchy came on, June was on her feet, and dancing to the music. Ben thought they looked quite silly, but they were happy and having a good time. He only wished he could join them but he couldn't. Not with his bad leg.

"Hey Ben! Come dance with us." June chuckled. She held her hand out to him. He just smiled and shook his head.

"Why not?". She stood in front of him with her hands on her hips.

Ben touched his leg and frowned slightly. "I can't.".

June noticed the way he watched them as they danced around the house. She could tell he really wanted to join them but didn't because of his twisted leg. She wondered if it hurt a lot. He seemed to walk around and even run with little trouble. Maybe she just needed to find the right music.

She adjusted the dial on the radio and came across a classical music station that was playing a slow waltz. Perfect. June walked over to Ben and took his hands. She tugged on him lightly.

"C'mon Ben! You're the Dancin' Demon after all.". His frown deepened at the mention of his old title.

"No. I can't dance.". He tried to pull away, but June's grip on his hands tightened.

"Oh, I bet you can. Trust me."

The demon tried to refuse again, but the children joined in, tugging on his hands as well. Ben sighed. They weren't going to leave him alone until he agreed to do this. He rolled his eyes and got to his feet.

"Fffine, fffine, I'll do it, but don't get mad ifff I ssstep on your toesss." he chuckled, only half joking. He had never danced with anyone before. No one wanted to get close enough to try, plus he would have killed them anyway.

They walked to the middle of the room, then stopped. June took his gloves hand and moved it under her shoulder until it was pressed against her back. Then she took his human hand into her own. He was a lot taller than her so she ended up placing her other hand near his lower back. Ben looked down at her nervously but she just smiled and told him to relax. The music changed. It was the Sleeping Beauty Waltz. This was one of her favorite pieces.

"We'll take it slow until you get the hang of the steps.". She counted out loud and moved her feet. He looked down and followed the steps as best he could.

"One, two, three. One, two, three. One, two, three. One, two, three. See, it's easy!". Ben stumbled a little in the beginning, but soon, he got the hang of it. They moved around the living room in small circles. The children clapped and cheered them on.

"See, I knew you could do it!" June beamed.

A genuine, joyful smile spread across his face. It made the violet glow in his eyes twinkle. He was dancing! Something he thought he'd never be able to do. It felt wonderful. He felt free.

As they continued to sway to the music, a memory crept into his mind. It was hazy at first, but slowly it became clear. He grasped the echoes of his past and let his thoughts wander to a happier time.


An angel had descended from above, floating down to earth on a white fluffy cloud. She came to a stop, hovering a few inches off the ground. She found herself alone in a new place. To make herself feel less lonely, she began to sing.

Her voice drifted through the air and happened to attracted a certain little demon that was passing by. Bendy stopped in his tracks, then headed towards the beautiful music. He saw the angel on her cloud and thought she was the most beautiful thing he'd ever seen. He wanted to know who she was, so he decided to introduce himself.

At first his sudden appearance frightened her and she hid within her cloud, but he did a little twirl, and introduced himself. She giggled and told him her name was Alice. He shook her hand and complimented her on her lovely voice.

Bendy asked her if she would like to dance. At first she was uncertain, but he promised that she would be alright. That he was the Dancin' Demon and she would be in good hands.

He helped her down from her cloud then asked Alice to hum a little tune they could dance to. She placed her hand on his shoulder and he lead her in a slow waltz across the courtyard. Her smile was so bright and cheery, it made his little demon heart flutter.

They spent the rest of the night dancing under the pale moonlight.


As the music became more upbeat, something changed in Ben. He stood a little straighter and his grip on her hand grew tighter. His gloved hand pressed firmly against the small of her back to give her more support. He no longer stumbled over his own feet. His steps were steady and confident. She was no longer leading him as he swept her across the living room floor.

June didn't know what was going on. At first, he appeared nervous and unsure, but now it was like he had been dancing for years. He gazed down at her with a soft smile on his face, but she got the feeling he really wasn't seeing her. He seemed to be lost in a daydream. Whatever was going, June didn't have the heart to snap him out of it. She had never seen him this content before.

The music swelled. Ben held June's hand, lightly pushed her away from him, and twirled her. She spun on the tips of her toes so fast that her dress flared out at the sides.

June couldn't help but laugh. This was exhilarating! The room was a blur of motion and just when she thought she'd loose her balance, Ben pulled her back. He held her secure for a moment so she could get her balance back, then swept her across the room again.

This went on for quite some time as one musical piece blended into another. And while June was having fun, she was growing out of breath by the end of the third song. On the other hand, the demon showed no signs of tiring. In fact, he still had the same peaceful smile on his face.

The music wound down and Ben gave June one last twirl before doing something that completely surprised her. He dipped her! He dipped her so low, that if his large hand wasn't pressed against her back, she would have fallen over. The demon was strong enough to support her weight with one hand. His arm didn't even shake! She was impressed.

The music ended and the room grew quiet. She wasn't sure how long he could hold her in this position so she tried to get his attention. Ben blinked and his eyes finally focused on her. His smile was gone, replaced with a look of utter confusion.

"Um, what happened?". June was about to answer when someone cleared their throat. They both turned towards the sound to see a figure standing near the front door. It was Jason. He had his overnight bag slung over his shoulder and his hand resting on his hip. They were so preoccupied with dancing, neither one heard him come in.

"Wow. I don't know if I should be jealous or impressed." Jason quipped. "Those are quite some moves ya got there Ben. You might have to teach me a thing or two."

The girls giggled at the look on Ben's face. His eyes were comically large and his mouth hung open. He made unintelligible noises as he tried to figure out how he got into this situation. All the while, he was still holding June in that awkward position.

"Hey Ben.". She tapped him on the shoulder. She tried to stifle her laughter when he stared at her with such bewilderment that it reminded her of the cartoon character he truly is. "Could you let me up please?".

His mouth formed an "O" and she lost it. June had a major giggle fit right then and there. From the scowl that formed on Ben's face, he didn't appreciate her amusement at his expense. He grumbled and helped her up. He kept his hand on her back until he was sure she wouldn't fall. As soon as he stepped away, the children surrounded him.

"Wow Ben, that was amazing!" Beth exclaimed.

"I didn't know you could dance." Sarah's voice was soft be he didn't miss the awe in her tone.

"Of course he can. He is the Dancin' Demon after all.". June punched him on the arm playfully. Ben groaned and tried to hide the dusting of grey that painted his cheeks.

The rest of the evening was spent ordering pizza, playing dress up with Shadow and Cloudy, and begging Ben to dance again. He refused and acted like the children were annoying him, but June knew it wasn't true. He just didn't know how to handle compliments.

At the end of the night, the children wished Ben a goodnight as he shuffled off to his room. He sat on his bed and thought about what happened earlier. For the first time in his existence, he danced! He danced with June and his leg didn't hurt at all! He couldn't believe it. He didn't understand it but he wasn't going to question it. Ben turned on his radio, laid down on his bed, and thought about his new life.

The first few weeks in the Anderson home a little rocky for him. There were a few times where he wondered if living with them was such a good idea. Maybe it would be easier on everyone if he went back to his empty studio and just came by to visit like before. Lucky for him, they gave him a lot more reasons to stay.


E/N: the song is called Ben by a very young Michael Jackson and it really soulful...and is about a rat lol