Itinerant worker George (Gary Sinise) reflects on the time he spent traveling with Lennie (John Malkovich), a huge childlike man. The two men drift through California during the Great Depression, looking for work. After they find jobs on a ranch, Lennie develops an infatuation with the owner's daughter-in-law (Sherilyn Fenn). However, when George and Lennie are handed an opportunity to own part of the ranch, Lennie's fascination with the beautiful woman threatens to destroy their dreams.