Two migrant field workers in California during the Great Depression, George Milton (Burgess Meredith), an intelligent and quick-witted man (despite his frequent claims of being "not that smart"), and Lennie Small (Lon Chaney Jr.), an ironically-named man of large stature and immense strength who, due to his mental disability, has a mind of a young child, hope to one day attain their shared dream of settling down on their own piece of land. Lennie's part of the dream, which he never tires of hearing George describe, is merely to tend to (and touch) soft rabbits on the farm. George protects Lennie at the beginning by telling him that if Lennie gets into trouble George won't let him "tend them rabbits." They are fleeing from their previous employment in Weed, California where they were run out of town after Lennie's love of stroking soft things resulted in an accusation of attempted rape when he touched and held onto a young woman's dress (not shown, but mentioned).