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Steinbeck shows the men's relationship: George takes care of Lennie, who is childlike and mentally handicapped, constantly giving him advice and instructions: Don't say anything tomorrow when we get to the ranch; come back here if there is any trouble; don't drink the water before you check out its quality; don't touch dead animals. But George also realises that Lennie cannot remember or follow these simple instructions. George also carries Lennie's work card, knowing that Lennie would lose it. What George does not realise is how potentially dangerous Lennie is. All Lennie's transgressions thus far have been relatively minor: He has unintentionally killed a mouse and frightened the girl in Weed, but he has done so innocently. As will be discovered later, George mistakenly believes that he can protect Lennie from himself because Lennie will do anything George says. But Lennie's strength, his size, his mental handicap, and his fondness for soft things conspire against them.

George seems to be of two minds when it comes to Lennie. He complains constantly that if he did not have Lennie he would be done with a huge responsibility. He could go to town, drink when he wanted, have a girlfriend, shoot pool, and, in general, have a life. Tired of constantly reminding Lennie of things he should remember, George gets quickly angry when Lennie forgets to get the firewood, for example, and instead goes after the dead mouse. On the other hand, George's anger is quickly under control, and he blames himself for scolding Lennie. In fact, Steinbeck makes clear that, despite his complaining and frustration, George looks out for Lennie and genuinely cares for him. The fact that George has repeated his instructions many times, the fact that he scolds Lennie for doing things (like petting the dead mouse or drinking the untested water) that could hurt him, and most importantly, the fact that George retells the story of their shared dream indicate the close relationship the two men have. In fact, George acts as a parent toward Lennie: He treats Lennie as one would treat a child, he laughs a great deal at Lennie's words, and because he knows how much Lennie likes soft things, he promises to try to get Lennie a puppy and to let him care for the rabbits when they finally get their own ranch.

A recurring motif in the novel is George and Lennie's dream of owning their own farm. It becomes obvious that these two men have traveled together for a long time because Lennie knows the words of the dream by heart, and he can finish the sentences even though he does not remember where he and George are going tomorrow. George's voice, echoing this dream, seems almost like a prayer. He emphasises that the dream makes them special; they are different from other wandering migrants who have no family and no home. They have each other, and some day they will have a farm of their own where they can "live off the fatta the lan'." They are describing the American Dream of owning land, being independent, having material possessions that provide security, and, in general, running their own lives. Lennie's interpretation of this dream is that he will tend the rabbits — soft, furry animals that provide him with a feeling of security. This is a place where he won't be scared or running because he has "done a bad thing." Lennie's voice fills with laughter and happiness because safety means soft things and tending the rabbits.

Steinbeck also begins the animal imagery that will continue throughout his story. Lennie is often compared to a bear with his huge size and strength. His hands are described as paws, and he is always associated with rabbits and mice. He snorts like a horse at the stream and circles like a terrier when he does not want to bring the dead mouse to George. These animal images lead careful readers to question Lennie's future. With his enormous strength and his lack of intelligence, common sense, and responsibility, Lennie causes the reader to wonder how well he fits into human society. The title itself foreshadows the events that unfold and the ultimate tragedy of all the characters.
The next morning, George and Lennie arrive at the ranch and go to the bunkhouse. The old swamper, Candy, informs them the boss is mad because they were supposed to arrive the night before. After Candy shows them which bunks to take, the conversation turns to people at the ranch, whom he describes.

When the boss arrives and questions Lennie and George about their work history and skills, George answers for Lennie, causing the boss to question Lennie's silence. George emphasises Lennie's power and work ethic. Suspicious of their partnership, the boss asks George why they left their last job. George explains that the work was done. Satisfied, the boss leaves, telling them they can work after supper on Slim's grain team. After the boss leaves, George scolds Lennie for speaking.

The old swamper returns with an old sheep dog. George asks Candy about his dog. Candy says he raised the old dog from a pup and that he was a great sheep dog in his younger days.

Curley, the boss' son, enters and sizes up George. Looking at Lennie, Curley fists his hands and assumes a fighter's stance. He wants to know if they are the new guys, and when George answers, Curley insists that Lennie must talk when he is spoken to. Lennie repeats George's answer softly. Satisfied, Curley leaves to go look for his father.

With Curley gone, Candy explains that Curley used to be a lightweight fighter and now he hates big guys and picks fights with them. If that weren't bad enough, according to Candy, Curley has gotten much worse since his marriage two weeks earlier. Candy relates that Curley's wife is pretty but she has "got the eye," and she flirts with Slim and Carlson. Candy leaves, and George tells Lennie to stay away from Curley and not speak to him; however, George says, if Curley punches Lennie, Lennie is to "let him have it." Then George reminds Lennie of the place by the river where he is to go in case of trouble.

Shortly after, Curley's wife comes into the bunkhouse, claiming to look for Curley. Fascinated, Lennie can't take his eyes off her. Then Slim enters and tells her he saw Curley go into the house; Curley's wife becomes apprehensive and leaves.

When George says that Curley's wife seems like a "tramp," Lennie responds that he thinks she is "purty," causing George to warn Lennie to keep away from her, just like he's supposed to keep away from Curley. This criticism worries Lennie, who says, "I don't like this place, George. This ain't a good place." But George reminds him they must stay long enough to make a stake for their farm.

Another man, Carlson, enters the bunkhouse and asks Slim about his new puppies, suggesting that they could replace Candy's old dog, who is old, arthritic, and can barely walk or see, with one of the puppies. Hearing about the puppies, Lennie wants one too, and asks George to speak to Slim.

Supper is called. As Lennie gets off the bunk and approaches the door, Curley returns, looking for his wife. George tells him that she was there looking for Curley. George is afraid he will tangle with Curley himself as they all leave for supper.
Alone in the bunkhouse, George thanks Slim for giving Lennie a pup. Slim comments on Lennie's ability to work hard and mentions that it is obvious Lennie is not too bright. Slim then asks why Lennie and George go around together because most of the ranch hands he's seen are always alone and "[n]ever seem to give a damn about nobody."

Feeling comfortable with Slim, George explains that he knew Lennie's aunt. After her death, Lennie just naturally began staying with George and following him around. At first, George accepted Lennie's company because he could play jokes on Lennie, who didn't realize he was being made fun of. But one day, George told Lennie to jump into the Sacramento River, which Lennie did, even though he couldn't swim. Lennie nearly drowned before George was able to pull him out, and since then, no more jokes.

George also confides in Slim about Lennie's trouble in Weed: When Lennie touched a girl's dress, the girl screamed. Lennie got so scared that George had to hit him with a fence post to get him to let go. The girl claimed she had been raped, and so Lennie and George hid in an irrigation ditch and left in the night.

Carlson enters and complains bitterly about the smell of Candy's dog, offering to shoot it to put it out of its misery. Candy looks to the other guys, particularly Slim, for help with this decision. Slim sides with Carlson, and so Candy reluctantly lets Carlson take the dog out for execution.

Later, Crooks comes in, announcing that Lennie is petting the pups too much in the barn. Whit, another ranch hand, asks George if he has seen Curley's wife yet. George is noncommittal, and Whit remarks on her provocative dress. They discuss going into one of the town whorehouses that evening, and George tells Whit he might go but only to have a drink because he is saving his money for a stake.

Curley enters, looking for his wife. When he hears that she isn't there and that Slim is in the barn, he goes to the barn. Whit and Carlson follow, hoping for a fight. Disgustedly, George remarks that a whorehouse is a lot better for a guy than jailbait, and he mentions the story of a friend who ended up in prison over a "tart." Lennie loses interest and asks George once again about their farm.

Candy overhears their discussion and offers to contribute $300 toward the cost, if George and Lennie will let him join them. George eventually agrees, and then the three men muse on what their place will be like. They agree not to tell anyone of their plans. Candy admits he should have shot his dog himself.

The other guys filter back into the bunkhouse. Slim is angry at Curley for constantly asking about his wife. Curley, on the defensive and looking for someone to fight, picks a fight with Lennie and punches him unmercifully. Lennie doesn't protect himself until George tells him to fight back. When Lennie does, he crushes all the bones in Curley's hand.

Slim says they must get Curley to a doctor, but he cautions Curley that if he tells on Lennie and gets him fired, they will spread the word about how Curley's hand really got hurt and everyone will laugh at him. Badly shaken and in pain, Curley agrees not to tell. George explains to Slim that Lennie didn't mean to hurt Curley; he was just scared.

Because of what he has done, Lennie is afraid he won't get to tend the rabbits on their farm. George tells Lennie that it was not his fault and that he will get to tend the rabbits; then he sends Lennie off to wash his face.
It is Saturday night, and Crooks is alone in his room when Lennie appears in the door. At first Crooks sends Lennie away, but eventually a conversation takes place in which Lennie says he came into the barn to see his pups, and Crooks warns Lennie that he is taking the pups from the nest too much. Lennie's disarming smile finally warms Crooks, and he lets Lennie stay and talk.

During their conversation, Lennie reveals the secret about the farm, which Crooks initially thinks Lennie is making up. Crooks also prods Lennie about his relationship with George and scares Lennie by suggesting that George might not come back. The more Crooks presses Lennie, the more Lennie becomes scared and upset. As Lennie circles dangerously close to Crooks, Crooks realises the danger he is in and gently calms Lennie down, explaining that George is not hurt and that he was just "supposin'." Crooks then talks about his own loneliness.

Candy appears and talks with Lennie about the rabbits. Crooks interrupts and says they are kidding themselves about this farm because George is in town spending their money at a whorehouse. Exclaiming that the money is actually in the bank, Candy describes their farm where "couldn't nobody throw him off of it." Crooks asks to join their venture and says that he would work very hard and for no pay.

Curley's wife appears in the doorway, claiming that she is looking for Curley and complaining that she just wants someone to talk to. Candy says accusingly that she has a husband and she should not be fooling around with other men. When Curley's wife protests that Curley doesn't spend time with her, hates everyone else, and just talks about fighting, she suddenly remembers Curley's smashed hand and asks what happened to it. Candy tells her twice that Curley caught it in a machine, but she doesn't believe him.

Lennie watches her, fascinated, and Crooks keeps very quiet. Finally, Candy tells her to go away because she is not wanted in the barn. She will get them fired, he adds, and they don't need to hit the highway yet because they have other ideas, like getting their own place. At this revelation, Curley's wife laughs at the men and says it will never happen.

Before she leaves, she asks Lennie where he got the bruises on his face. Guiltily, Lennie says Curley got his hand caught in a machine. When she continues to talk to Lennie, Crooks tells her she has no right in his room and that he is going to tell the boss to keep her out. Curley's wife threatens Crooks with lynching. When Candy says that he and Lennie would tell on her for framing Crooks, she counters by saying no one will listen to the old swamper. The four then hear noise in the yard and realise the men are returning; Curley's wife tells Lennie she is glad he busted up Curley a bit, and then she leaves.

George appears, and Candy admits that he told Crooks about the farm. It is evident that George is not happy, and so the defeated Crooks tells Candy to forget his offer to help with the hoeing and doing odd jobs.
Lennie is alone inside the barn, stroking a dead puppy. Worried that George will find out and won't let him tend the rabbits, Lennie buries the dead pup in the hay and says that he will claim to have found it dead. But then he uncovers the pup and strokes it again, realizing that George will know he killed it because George always knows and Lennie won't get to tend the rabbits. Lennie becomes so angry that he hurls the dead puppy across the barn. Shortly after having thrown the puppy, Lennie picks it up again, stroking it and deciding that maybe George won't care.

Curley's wife enters the barn and asks Lennie what he has. Lennie repeats George's instructions that he is not to talk to her. She stays, however, and again asks him what he is covering up. When Lennie shows her the dead puppy, she tells him it was just a mutt and no one will care, but Lennie explains that George won't let him tend the rabbits because he did a bad thing again.

Curley's wife tells Lennie of her life and her missed opportunity to travel with the show that came through her hometown. Lennie responds absently with concern about his dream farm and the rabbits he will have. Following his comment, Curley's wife chatters on, explaining more about her lost chance to become an actress and how she met Curley. As she talks, she moves closer, confiding in him about the life she might have had. Lennie, however, is still trying to figure out how to get rid of the dead pup so that George won't know.

When Lennie explains that he likes to pet soft things, Curley's wife reveals that she too likes to feel silk and velvet, and she invites him to feel her hair, which is very soft. He does, but his big, clumsy fingers start to mess it up, and she angrily tells him to let go. As she tries to get her hair away from Lennie, he becomes scared and holds on more tightly. When she begins to scream, Lennie covers her mouth with his hand. A struggle ensues — Lennie panicking and Curley's wife's eyes "wild with terror" — until her body flops "like a fish" and then she is still.

When Lennie realizes that she is dead, he panics and paws the hay to partially cover her. Hearing the horseshoe game outside, he understands that someone will come in sooner or later and discover the bad thing he has done. Immediately he remembers to hide in the brush until George comes. Picking up the dead pup, he leaves to go to the hiding place.

Candy finds Curley's wife and runs out to find George, who, upon seeing the body, knows what happened. George considers what will happen to Lennie: They could lock Lennie up, but he'd starve, and people would be mean to him. Candy says they need to let Lennie get away because Curley will lynch him, but George realizes how hopeless escape would be. He tells Candy to give him a minute to go to the bunkhouse before telling the other men; then George will come along as though he had not already seen Curley's wife.

Candy asserts that he and George can still have their farm, but George realizes that it will never happen. Now George has no dream, and he will end up working like the other ranch hands and spending his money in a poolroom or "some lousy cat house."

Carlson, Whit, Curley, and Crooks come back in the barn with Candy and, following them, George. Curley immediately blames Lennie, saying he will go for his shotgun and shoot Lennie in the guts. Carlson follows Curley out of the barn, going for his Luger. When Slim asks George where Lennie might be, George tells Slim Lennie would have gone south (knowing all along that the little pool is north of the ranch). When George claims that they might find Lennie first and bring him in and lock him up, Slim explains that Curley will want to kill him, and even if he doesn't, how would Lennie like being locked up and strapped down like an animal in a cage?

Carlson and Curley return, and Carlson claims that Lennie has stolen his Luger. Curley, carrying a shotgun, tells Carlson to take Crooks' shotgun, and the men leave, taking George with them to find Lennie.

Lennie is by the deep pool of the Salinas River, waiting for George. He talks to himself, repeating that George will be mad and give him hell. From his memory, he creates his Aunt Clara, who stares disapprovingly and scolds him because once again he did not listen to George. Then Aunt Clara disappears and is replaced in Lennie's mind by a giant rabbit, who takes Aunt Clara's job of scolding Lennie and tells him he cannot tend the rabbits and that George will beat Lennie with a stick. Lennie protests that George has never "raised his han' to me with a stick." But the rabbit persists, and Lennie puts his hands over his ears and calls out for George.

Coming silently through the bushes, George asks Lennie what he is yelling about. Lennie describes his fears of George leaving and confesses that he has once again done a bad thing. Strangely silent, George explains that it does not matter this time. Then Lennie asks for "the story" about how they are different from the other guys. George takes his hat off and asks Lennie to do so too; then he tells Lennie to look across the river while he tells him their dream once again.

While Lennie listens happily to the story, George pulls Carlson's Luger and unsnaps the safety. George explains to Lennie that everyone will be nice to him on their place and there won't be any trouble or theft. When Lennie says he thought George would be mad, George tells him he never was and the important thing he wants Lennie to know is that he is not mad now. Then George brings up the gun to Lennie's neck and pulls the trigger. Lennie falls forward on the sand, and George throws the gun away from him into an old pile of ashes.

The men hear the shot and run up, Slim's voice calling to George. They burst into the clearing, Curley in the lead. The men assume Lennie had Carlson's gun and George numbly agrees. Slim touches George's elbow and says they should go for a drink. Then, as he helps George up, he says to him that he had to do what he did. Slim leads George up to the trail and on toward the highway, leaving Carlson to wonder — along with Curley — "Now what the hell ya suppose is eatin' them two guys?"

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