King Bali, the most virtuous and the most benevolent was the grandson of Prahlad. He was born to Virochana and Surochana. After Virochana, he became the king of the demons. When Indra, the king of the deities lost all his powers because of a curse given by the sage Durvasa, Bali attacked the deities and after defeating them, captured the heaven. After being defeated, the deities went to Lord Brahma to seek his help. Lord Brahma in turn sought the help of Lord Vishnu. Lord Vishnu ordered the churning of the ocean. When the ocean was being churned, a vessel of ambrosia came out from the ocean bed. The demons and the deities had a great battle for its possession. The demons snatched the vessel from the deities which was tactfully taken back by Lord Vishnu in the disguise of an enchantress(Mohini). The deities had that ambrosia and became immortal.

The demons considering this action of Shri Vishnu as an unjust one, attacked the deities. Since the deities had become immortal and invincible after having ambrosia, as a result of which many demons were defeated and were killed. Indra killed Bali himself.

The demons that survived, carried the dead bodies to the mountain of 'Astaachala' where the sage Shukracharya, their teacher made them alive again with the help of his 'Sanjivani Vidya'. One of them was Bali. Bali had already been a devotee of the Brahmins in his previous birth, but the second birth made him indebted towards Shukracharya.

To avenge the defeat of the demons, Shukracharya helped Bali to perform ' Vishwajeet Yagya'. The deity 'Agni' after being pleased, manifested himself and gave a chariot, a divine bow and unpierceable shield to him.

Following his teacher's instructions, Bali attacked the heaven, riding on his divine chariot. This time he bore the radiance that was unbearable to the deities. Fearing this frightening assault, Indra went to his teacher Sage Vrihaspati to seek his help. He advised him to desert the heaven at an appropriate time. Indra along with the other deities ran away from heaven and hid themselves in a cave. Bali captured the heaven and became the Lord of all the three worlds.

Shukracharya now wanted Bali to perform hundred Ashwamedha Yagyas so that Bali could himself become like Indra. Aditi, the mother of the deities was filled with grief seeing the pitiable condition of the deities by living torturous lives in the caves. She went to her husband, sage Kashyap and sought his help and guidance in this regard. She was told to engage herself in the devotion of God, which she did.

Lord Vishnu being pleased with her devotion manifested himself and told her that, those who use force on a person who has the blessings of a Brahmin, who is unwavering in the path of Dharma, do face his wrath and their lives become full of hardships. Lord Vishnu too expressed his disinclination in dishonouring Bali, but he assured her that he would find a way out of this.

Lord Vishnu took birth as the son of Aditi in his incarnation of 'Vamana'. When he grew up, the sacred thread ceremony was performed. At that time Bali was busy performing his hundredth 'Ashwamedha Yagya'. Lord Vamana left for the site where the Yagya was being performed. When he reached there his radiance and his divine appearance spellbound everybody. Bali, impressed by him offered his throne and asked what he could do for him. Lord Vamana praised him and his whole clan for valiance and benevolence and demanded the earth measured by three steps.

Bali, looking at his dwarfish stature laughed aloud and asked him to demand some more land. But Lord Vamana told him that desires are unlimited and also unsuitable. He also told him that he would be very much satisfied if his only demand is met.

Bali agreed to fulfill his demand. His teacher Shukracharya had been able to recognize Lord Vishnu. He warned Bali against doing this. But Bali refused saying " that he was not fearful of the consequences." Shukracharya became angry and cursed him saying that he would lose his entire splendor. Bali remained unaffected even by his teacher's curse. Lord Vamana then transformed his body into a giant form. His first step covered the entire earth, the second step covered the heaven and there was no place to keep the third step. Bali helplessly offered his head for Lord Vishnu to keep his third step, so that he could measure it by his third step. Bali was satisfied that his reputation for benevolence remained intact, though he had lost his whole kingdom that consisted of all the 3 worlds. Lord Brahma feeling pity on Bali's condition requested Shri Vishnu to free him from bondage. Lord Vishnu told Brahma that he was testing the benevolence of Bali, the grandson of Prahlad. He also said that Bali pleased him.

At last Bali was given the kingdom of 'Sutala' which had even more splendours than the heaven. He also promised him that he (Lord Vishnu) would always remain with him as his protector by being a doorkeeper(dwaarpaala) of his kingdom in 'Sutala'.