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Lennie arrives at Crooks’ room looking for his pup. At first, the black man, who is a loner on the ranch, is hostile towards him, saying that black men do not mix with white ones. His proud attitude changes, however, when he observes Lennie’s childish conduct. He finally invites Lennie into his well-kept room, but he does not know how to treat him. Crooks is at first cruel to Lennie, teasing him about George not returning from the city. Lennie protests that such a thing would never ever happen. Lennie then tells Crooks about the plan to buy a farm, and Crooks speaks about himself, telling of his childhood. Lennie then turns the conversation to his dream of owning rabbits. Crooks tells him that his dream is never going to be a reality, explaining that many men have the same dream but never save enough money.
Searching for Lennie, old Candy makes his way to Crooks’ room. He is invited inside, where he and Lennie have a conversation about the farm. When Crooks learns that they have saved almost enough money to buy some land, he becomes interested in the dream and expresses a wish to join them, working for his keep.
Curley's wife walks in, looking for her husband. The men tell her he is not around and ask her to leave. She desperately tries to strike up a conversation with them and complains about her loneliness and how people treat her. She also says that she does not believe that Curley's hand was caught in a machine. In the conversation that follows, Candy reveals the dream of owning a farmhouse to her. She reacts in a discouraging and condescending manner. She also finds out the truth about her husband’s crushed hand.
The private Crooks grows upset about all the people in his room. He demands that Curley’s wife leave immediately, which upsets her. Before she departs, she threatens him with a charge of attempted rape.
After she leaves, George arrives, looking for Lennie. He is upset to find Candy and his friend in the black man’s room, telling him about the plans for the farm. He insists that they leave. As they walk back to the bunkhouse, Crooks shouts to Candy that he can forget about him going with them to the farm. The black realizes that his dream of comradeship can never be realized with a white man.