What is she talking about and why does she confided to Lennie?

Curley's wife enters in a dress decorated with red ostrich feathers. Lennie, who has been warned to have nothing to do with her, briefly tries to resist being drawn into conversation, but she prevails, telling him that the other men are too busy with their horseshoe tournament to care whether he talks to her or not. She sees the dead puppy and consoles him, saying that no one will care about the loss of a mere mutt.

She is clearly starved for conversation and launches into a reprise of her discontented story of what might have been. She insists that she could have been an actress. Lennie fails to understand her at all, however, as he continues to return to the dilemma of the dead puppy and his anxiety over being denied the right to tend the rabbits. Curley's wife angrily asks him why he is so obsessed with rabbits, and Lennie thoughtfully replies that he likes to pet nice things.

Curley's wife observes that Lennie is "[j]us' like a big baby" (99) and invites him to stroke her soft hair.