- Men go into town, leaving Lennie, Crooks, Candy and Curley's wife behind.
- Lennie goes into Crooks room, initially Crooks tells him to leave, but soon starts talking to him.
- Crooks tries to convince Lennie that George might not come back + Lennie gets upset, so Crooks back tracks because he's worried about Lennie.
- Lennie tells Crooks about the dream, Candy joins them and Crooks asks to be involved.
- Curley's wife enters + they reject her, she gets angry and takes it out on Crooks.
- George comes back + Crooks decides he doesn't want to be part of the dream any longer.
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