Waiting to Exhale is a 1995 romance film which stars Whitney Houston an Angela Bassett and directed by Forest Whitaker. The movie was adapted from the novel of the same name by Terry McMillan and also stars Loretta Devine and Lela Rochon. The original music score was composed by Kenneth "Babyface" Edmonds. The story centers on four female friends living in the Phoenix, AZ area and their relationships with men and one another. All of them are "holding their breath" until the day they can feel comfortable in a committed relationship with a man.