During the Great Depression, the quick-witted George Milton looks after his physically strong yet mentally disabled companion Lennie Small. The two are fleeing from their previous employment as workmen in Weed, California where Lennie was accused of attempted rape when he touched and held onto a young woman and her red dress, prompted by his love of stroking soft things. George and Lennie escape and travel to Soledad, which is near the ranch where they have work. While walking, George catches Lennie petting a dead mouse that he had accidentally killed. Despite Lennie's pleas to keep the dead mouse, George forcibly takes the mouse and throws it away, which causes Lennie to cry. George tries to explain to Lennie that he did so because the mouse "wasn't fresh", and that if he were to find another, fresher mouse, he could pet that one for a while. Lennie, sobbing hysterically, states that "there is no other mouse".