‘Waiting to Exhale’: Babyface Reveals Whitney Houston Wasn’t Supposed to Sing on Soundtrack

It’s been 27 years since the release of Waiting to Exhale. The film starred Whitney Houston alongside Angela Bassett, Loretta Devine, and Lela Rochon as four friends navigating the ups and downs of life and love together. The soundtrack was just as successful as the film, and featured original tracks written by Babyface. The singer and songwriter says the film’s lead single wouldn’t have happened without Houston as she was never set to perform for the soundtrack. 

Babyface and Whitney Houston pose at the AMAs; Babyface says Houston was never supposed to sing on the 'Waiting to Exhale' soundtrack
Babyface and Whitney Houston pose at the AMAs | Ron Galella, Ltd./Ron Galella Collection via Getty Images

Whitney Houston had the final say when it came to the soundtrack

Houston didn’t only star in the film, but she also helmed the soundtrack. In a 1995 interview with The New York Times, Babyface revealed that it was Houston’s idea to have a soundtrack featuring only all-female artists. 

“It was partly Whitney’s idea doing all the women,” he said. “She feels like ‘Waiting to Exhale’ isn’t her movie, but an ensemble movie about the friendship of four women. So the soundtrack has a lot to do with the film.”

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For that reason alone, Babyface knew the soundtrack was gold. “I don’t think you’ll ever see another project that includes all these women at the same time,” he told the publication.

The Waiting to Exhale soundtrack featured 16 songs. With the exception of a remake of “My Funny Valentine,” Babyface wrote all songs. 

She wasn’t supposed to sing on the soundtrack but gave the lead song

Houston contributed to three songs on the soundtrack. Two of which were solo singles in “Exhale (Shoop Shoop),” and “Why Does It Hurt So Bad.” The second song was a duet with gospel artist Cece Winans, “Count on Me,” a song about friendship. But as it turns out, Houston was not supposed to be featured on the soundtrack at all.

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Babyface needed a lead single from the soundtrack and didn’t feel any of the songs on the soundtrack would fit. After getting Houston in the studio, he let her listen to some lyrics he wrote that coincided with the theme of the movie, and the rest is history.

“I knew I was not going to do another ‘I Will Always Love You.’ This was one of the last songs written for Waiting to Exhale. Whitney wasn’t necessarily going to sing. She said, ‘I might do something, I might not.’ It wasn’t automatic. But the film needed a theme,” he told Entertainment Weekly. “I had some words and music with the hopes that she might sing, and I never quite finished it, but at the moment ‘shoop, shoop’ seemed to me the words to go with. They felt so good, and I said to myself, ‘Why would you change that?'”

The soundtrack has just as big of an impact as the film

Just as the film, critics loved the soundtrack. Babyface was praised for his songwriting capabilities, specifically how the songs actually related to the film’s storyline. Jean Rosenbluth from the Los Angeles Times wrote in her review of Babyface that “he has captured what it can mean to be a woman in 1995.” 

When speaking to Billboard Magazine in honor of the 20th anniversary of the film and soundtrack’s release, he spoke of why it was important for every song to be closely tied to the film. “Every song was written to the actual film. When I looked at the clips, I had to write what I kind of heard at that point, “ he explained. “The songs are directly written to film, and I tailored it to the artist that I thought it would suit best.”

There were two number-one hits on the US Billboard Hot 100 chart – Houston’s “Exhale (Shoop Shoop),” and “Let It Flow” by Toni Braxton. Three of the songs from the soundtrack made the US Billboard Top 10 as well, including Brandy’s “Sittin’ Up In My Room.” 

The soundtrack topped the Billboard 200 for five consecutive weeks and sold over 7 million copies in under a year. It became one of the greatest-selling soundtracks of all time.

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