Whimsical to a fault, WHAT'S EATING GILBERT GRAPE? hangs together in large part because of fine performances by Johnny Depp, as the preciously named Gilbert Grape, and Leonardo DiCaprio, who received an Academy Award nomination for his performance as Gilbert's retarded teenage brother. Gilbert is encumbered by more burdens than any young man ought to have. He lives in isolated Endora, a dying small town, and stocks shelves at a grocery whose business has decamped to the new mall supermarket. Gilbert's 500-pound mother (Darlene Cates) hasn't left the house since his father hanged himself in the basement, his sisters (Laura Harrington and Mary Kate Schellhardt) quarrel relentlessly, and his retarded brother Arnie (DiCaprio) requires constant supervision. Gilbert's best buddies are a novice undertaker (Crispin Glover) and a gung-ho loser (John C. Reilly) who sees his future in a Burger Barn franchise. And Gilbert is having a desultory affair with frustrated housewife Betty Carver (Mary Steenburgen), whose reckless sexual demands have begun to alarm him. Everyone needs the preternaturally patient Gilbert, whose future seems grimly assured until worldly Becky (Juliette Lewis) and her grandmother (Penelope Branning) coast into town in an ailing camper, opening Gilbert's eyes to the wider world outside Endora. Based on the first novel by Peter Hedges (who also wrote the screenplay), which has a small but intense cult following, WHAT'S EATING GILBERT GRAPE? is meandering, quirky, and resolutely small in scale. The film is heavy on character and atmosphere and light on action, though what does happen is so bizarre as to verge on the ridiculous. As directed by Swedish filmmaker Lasse Hallstrom (MY LIFE AS A DOG), it's endearingly loopy without degenerating into a carnival tent show.