Waiting to Exhale is a 1995 American romance film directed by Forest Whitaker and starring Whitney Houston and Angela Bassett. The film was adapted from the 1992 novel of the same name by Terry McMillan. Lela Rochon, Loretta Devine, Dennis Haysbert, Michael Beach, Gregory Hines, Donald Faison, and Mykelti Williamson rounded out the rest of the cast. The original music score was composed by Kenneth "Babyface" Edmonds. The story centers on four women living in the Phoenix metropolitan 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 themselves.

Forest Steven Whitaker is an American actor, producer and director. He is the recipient of various accolades, including an Academy Award, a Golden Globe Award, a British Academy Film Award, and two Screen Actors Guild Awards.