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| John Malkovich | ... | Lennie Small | |
| Gary Sinise | ... | George Milton | |
| Ray Walston | ... | Candy | |
| Casey Siemaszko | ... | Curley | |
| Sherilyn Fenn | ... | Curley's Wife | |
| John Terry | ... | Slim | |
| Richard Riehle | ... | Carlson | |
| Alexis Arquette | ... | Whitt | |
| Joe Morton | ... | Crooks | |
| Noble Willingham | ... | The Boss | |
| Joe D'Angerio | ... | Jack | |
| Tuck Milligan | ... | Mike | |
| David Steen | ... | Tom | |
| Moira Harris | ... | Girl in Red Dress | |
| Mark Boone Junior | ... | Bus Driver | |
| rest of cast listed alphabetically: | |||
| Diane McGee | ... | Prostitute (uncredited) | |
| Donna Persico | ... | Prostitute (uncredited) | |
| Lori Tirgrath | ... | Prostitute (uncredited) | |
Directed by | |||
| Gary Sinise | |||
Writing credits(WGA) | ||
| John Steinbeck | (novel "Of Mice and Men") | |
| Horton Foote | (screenplay) | |
Produced by | |||
| Alan C. Blomquist | .... | executive producer | |
| Gary Sinise | .... | producer | |
| Russell Smith | .... | producer (as Russ Smith) | |
Original Music by | |||
| Mark Isham | |||
Cinematography by | |||
| Kenneth MacMillan | |||
Film Editing by | |||
| Robert L. Sinise | |||
Casting by | |||
| Amanda Mackey Johnson | (as Amanda Mackey) | ||
| Cathy Sandrich | |||
Production Design by | |||
| David Gropman | |||
Art Direction by | |||
| Dan Davis | |||
Set Decoration by | |||
| Joyce Anne Gilstrap | |||
| Karen Schulz | |||
Costume Design by | |||
| Shay Cunliffe | |||
Makeup Department | |||
| Fríða Aradóttir | .... | key makeup artist (as Frida Aradottir) | |
| Bonita DeHaven | .... | makeup artist | |
| Peggy Hannaman | .... | assistant hair stylist | |
| Ann Pala | .... | assistant makeup artist | |
| Tammy Ashmore | .... | makeup artist (uncredited) | |
Production Management | |||
| Alan C. Blomquist | .... | unit production manager | |
Second Unit Director or Assistant Director | |||
| Cara Giallanza | .... | first assistant director | |
| Andrew Miller | .... | second second assistant director | |
| Michele Panelli-Venetis | .... | second assistant director | |
Art Department | |||
| Ron Ashmore | .... | paint foreman (as Ronald Ashmore) | |
| Patrick Cassidy | .... | leadman | |
| John Ceniceros | .... | set dresser | |
| David Elliott | .... | construction coordinator | |
| Mark 'Digger' Green | .... | assistant art director (as Mark Green) | |
| Terry Haskell | .... | property master | |
| Daniel Maltese | .... | assistant art director (as Dan Maltese) | |
| David McKlveen | .... | construction foreman | |
| Raymond Prado | .... | storyboard artist (as Ray Prado) | |
| Michael Shapiro | .... | set dresser (as Michael A. Shapiro) | |
| 'Polar Bear' Shaw | .... | leadman (as G. Stewart Shaw) | |
| Cheryl Tyre Smith | .... | set designer (as Cheryl T. Smith) | |
| Ward Welton | .... | head scenic artist (as Harry W. Welton) | |
| Chris Alvarez | .... | carpenter (uncredited) | |
Sound Department | |||
| Lynn Bopeley | .... | boom operator | |
| David Brownlow | .... | production sound mixer | |
| Carlos Delarios | .... | sound re-recording mixer (as Carlos de Larios) | |
| Joel Fein | .... | sound re-recording mixer | |
| David Grannis | .... | foley editor (as David Granis) | |
| Gary A. Hecker | .... | foley mixer (as Gary Hecker) | |
| Wayne Heitman | .... | sound re-recording mixer | |
| Pieter Hubbard | .... | sound editor | |
| Andy Kopetzky | .... | sound editor | |
| Jimmy Ling | .... | adr editor | |
| Christopher Moriana | .... | foley artist | |
| Rocky Moriana Jr. | .... | foley editor | |
| Bill Phillips | .... | supervising sound editor | |
| John Phillips | .... | supervising sound editor | |
| Hal Sanders | .... | sound editor | |
| Scott Shadden | .... | assistant sound effects | |
| Dan Sharp | .... | sound re-recordist | |
| Chris Todd | .... | sound editor (as Christopher Todd) | |
| Jeffrey Wilhoit | .... | foley artist (as Jeff Wilhoit) | |
| Tommy Goodwin | .... | adr mixer (uncredited) | |
| Tommy Goodwin | .... | foley mixer (uncredited) | |
Special Effects by | |||
| Howard Jensen | .... | special effects | |
Stunts | |||
| Kenneth B. Belsky | .... | stunts | |
| Charlie Brewer | .... | stunts | |
| Charles Croughwell | .... | stunt coordinator | |
| Kerrie Cullen | .... | stunts | |
| Tony Jefferson | .... | stunts | |
| Steven Maines | .... | stunts (as Steven D. Maines) | |
| Spiro Razatos | .... | stunts | |
| Edward J. Ulrich | .... | stunt coordinator (as Edward Ulrich) | |
Casting Department | |||
| Greg Jackson | .... | casting assistant | |
| Robert J. Teitelbaum | .... | extras casting: L.A. Casting Express (as Robert Teitelbaum) | |
Costume and Wardrobe Department | |||
| Austin Myers | .... | assistant costume designer | |
| Marsha Perloff | .... | wardrobe supervisor | |
| Tim Wegman | .... | set costumer (as Timothy Wegman) | |
| Kathy Oberlin | .... | costume constructor (uncredited) | |
Editorial Department | |||
| Noreen Evans | .... | assistant editor | |
| Carla Christina Formica | .... | second assistant editor | |
| Stephen R. Sheridan | .... | color timer (as Steve Sheridan) | |
| Daniel A. Valverde | .... | assistant editor (as Daniel Valverde) | |
Music Department | |||
| Thomas A. Carlson | .... | music editor (as Tom Carlson) | |
| Sharal Churchill | .... | music consultant | |
| Stephen Krause | .... | music mixer | |
| Stephen Krause | .... | music recordist | |
| Jackie Krost | .... | music consultant | |
| Ken Kugler | .... | conductor | |
| Ken Kugler | .... | orchestrator | |
Transportation Department | |||
| Wayne Nelson | .... | transportation coordinator | |
| Danny L. Swanson | .... | transportation captain (as Danny Swanson) | |
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| Of Mice and Men | They Shoot Horses, Don't They? | To Kill a Mockingbird | Where the Red Fern Grows | Where the Red Fern Grows |
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How often are we forced to endure the uninsightful changes that are made to American classics in the process of turning them into feature films? The 1939 version of this movie is a prime example. It, very simply, was not the story that Steinbeck wrote. The changes that were made were too sweeping to be seen as anything other than some ego thinking that Steinbeck could be improved upon.
Now, anyone who is truly familiar with Steinbeck knows that this is just not true. Gary Sinise has proven this familiarity. I have rarely had the pleasure of watching a movie that stayed so completely true to the original text. Not only does this movie not add or subtract from the book, the characters themselves are almost exactly how I had pictured them when I read this story for the first time.
If you are looking for overblown sex and violence, for spectacular special effects, or for unbelievable demonstrations raw physical strength, move on. This movie will not interest you in the slightest. However, if you are looking for a story of true love and true courage, if you are looking for a movie whose beauty stems from a raw sense of humanity, then find yourself a quiet place, where you won't be interrupted and watch this. You won't be let down.