The Number Ones

November 25, 1995

The Number Ones: Whitney Houston’s “Exhale (Shoop Shoop)”

Stayed at #1:

1 Week

In The Number Ones, I’m reviewing every single #1 single in the history of the Billboard Hot 100, starting with the chart’s beginning, in 1958, and working my way up into the present.


At the absolute height of her megastar powers, Whitney Houston took an eight-year break from making albums. During that time, Whitney never truly disappeared from the pop charts. She also changed Hollywood. I hope I’m not overstating things here, but I believe Whitney Houston’s presence made a difference in terms of which stories were being told in mainstream films. Without Whitney Houston, it’s hard to imagine 1995’s Waiting To Exhale being made or, at the very least, leaving the kind of cultural impact that it left. And without the success of Waiting To Exhale, a whole lot of movies for and about Black women might not exist.

Before Waiting To Exhale, Whitney Houston had only made one movie, but that movie was The Bodyguard, a genuine smash. The soundtrack to The Bodyguard was an even bigger deal, and it gave us Whitney’s version of “I Will Always Love You,” which, in its day, was the biggest hit in Billboard history. Whitney was good in The Bodyguard, but she was essentially playing a version of herself. Waiting To Exhale was the first time that Whitney Houston actually got a chance to act, and she was good at that, too.

Whitney Houston is billed first in Waiting To Exhale, and she’s the nominal star, but it’s really an ensemble piece. It’s an adaptation of a Terry McMillan novel about four Black women supporting each other through romantic travails, and Whitney doesn’t have the film’s most memorable arc. (That’s Angela Bassett, who lights her ex-husband’s car on fire and who ends up with Wesley Snipes at the end.) But the presence of Whitney Houston absolutely helped sell Waiting To Exhale. It helped sell the soundtrack, too.

Waiting To Exhale isn’t really a comedy, and it isn’t really a drama. It’s got a light, breezy tone, a bit like a glossy soap opera, but it’s also raunchy and sometimes really funny. The film shows its four leads as capable, successful professionals, and just about everyone onscreen is absolutely beautiful. It’s smooth, escapist mass-market entertainment. I could say the same thing about the Waiting To Exhale soundtrack, which became a cultural phenomenon and which featured the last #1 hit of Whitney Houston’s career.

Whitney Houston didn’t want to record anything for the Waiting To Exhale soundtrack. She wanted her acting to be her focus. But first-time director Forest Whitaker brought in Babyface to produce the entire Waiting To Exhale soundtrack and to score the film, and Babyface would come to the set and play music for Whitney. Babyface and LA Reid had written and produced “I’m Your Baby Tonight,” the song that won Whitney the R&B acceptance that she really wanted. She was comfortable working with him, and she also had a good idea for the soundtrack. Eventually, once she heard enough songs, she relented and recorded a few.

Whitney Houston’s idea for the Waiting To Exhale soundtrack was that it should feature Black women, just like the movie itself. Babyface produced the whole soundtrack, and he wrote every song except for Chaka Khan’s version of “My Funny Valentine.” Babyface put together a soundtrack that showcased legends like Aretha Franklin and Patti LaBelle, as well as many of the biggest R&B stars of that moment: Brandy, TLC, Mary J. Blige, Toni Braxton. A bunch of the songs from the soundtrack became hits, but none of them became bigger hits than Whitney’s own “Exhale (Shoop Shoop),” the movie’s theme song.

Like so many other Babyface tracks, “Exhale (Shoop Shoop)” is a slow jam. Unlike so many other Babyface tracks, “Exhale (Shoop Shoop)” isn’t really about any one specific relationship. Instead, it’s about relationships in general — about willing yourself to the moment when you’re comfortable enough to be yourself, to relax and breathe. Babyface’s lyrics are basically Hallmark-card banalities, but that doesn’t mean that they’re not true: “Everyone falls in love sometime/ Sometimes it’s wrong, and sometimes it’s right.” The song, like Waiting To Exhale itself, isn’t terribly judgmental about how that love might work. Like the movie, the song also puts a premium on friends and on inner strength. But “Exhale (Shoop Shoop)” isn’t a message song. It’s a pleasant, welcoming breeze — more about groove than lyrical meaning.

In fact, “Exhale (Shoop Shoop)” is so indifferent to lyrics that its chorus doesn’t feature any actual words. In Fred Bronson’s Billboard Book Of Number 1 Hits, Babyface essentially admits that he just couldn’t think of any words for that hook: “When Whitney first heard the song, she figured I’d lost it — I couldn’t come up with words anymore. And actually, she’s right. I couldn’t think of anything for that particular part. It felt like it should groove there. But I knew it couldn’t groove without any vocals, so I started humming along with it, and that’s what happened. The ‘shoops’ came. But they felt so good, I thought, ‘Why not? It doesn’t have to mean anything.'” This is true! Babyface does not mention that Salt-N-Pepa had scored a major hit with a track literally just called “Shoop” two years earlier, but that probably helped make the decision easier, too. America was ready for some shoops. (“Shoop” peaked at #4. It’s a 9.)

On “Exhale (Shoop Shoop),” as on “Shoop,” the meaninglessness is part of the charm. The shoops can mean whatever you might want them to mean. On the chorus, Whitney doesn’t scat, exactly. She ad-libs, but she doesn’t go crazy with improvisation. She mostly sings the chorus the way that Babyface wrote it. But the nonsense of it all calls back to doo-wop and maybe even to vocal jazz. Those shoops give the song a shrugging playfulness. Whitney Houston knows that she’s not telling you anything you don’t know, but you can hear her having fun with it nonetheless. The point is just hearing her voice glide along ecstatically.

There’s a stark contrast between “I Will Always Love You,” Whitney Houston’s previous #1 hit, and “Exhale (Shoop Shoop).” “I Will Always Love You” is all howling bombast. “Exhale (Shoop Shoop)” drifts along pleasantly. Babyface had only just used strings for the first time when he worked on Madonna’s “Take A Bow,” but he was a quick study. The strings on “Exhale” are soft and impressionistic, never overbearing, and they subtly accent the track. The song has a deep, reassuring synth-bass hum and some great tingly bell sounds. Babyface played guitar and keyboards on the track himself, and he also sang the backing vocals along with Whitney herself. It’s a pleasant track, and it puts all the emphasis on Whitney Houston’s voice, which is exactly where that emphasis belongs.

Whitney Houston has a reputation as an oversinger, but that’s not what she brings to “Exhale (Shoop Shoop).” Instead, she keeps her flourishes soft and minimal. She curls her voice comfortably around Babyface’s groove while gradually cranking up the drama in her delivery. On the bridge, she lets out one big wail — “You should look inside yourself! You’re halfway theeeeere!” — but it exists within the flow of the song. I never get the feeling that she’s been building up to that one note for the whole song. “Exhale” is a quiet and pretty song, and it’s never left a huge impression on me, but that might be its strength. The song never tries to do too much.

At Whitney Houston’s request, Forest Whitaker, her Waiting To Exhale director, also made the video for “Exhale (Shoop Shoop).” The video is mostly just shots from the movie, dreamily edited together, along with a few close-ups of Whitney. But Whitney gets across a ton of personality in those close-ups. She does almost as much acting in the video as she does in the film itself, and she puts her charisma on full display. She had a great face.

“Exhale (Shoop Shoop)” debuted at #1, something that was becoming more and more common in that era, in between two earthshaking smashes from Whitney’s stylistic descendant and future collaborator Mariah Carey. “Exhale” only spent a single week at #1, but that’s not really an accurate reflection of its impact. After that one week, “Exhale” sat at #2 for 11 straight weeks — at the time, the longest stretch that any song had ever been in the runner-up spot. A little while later, Whitney followed that single with another Waiting To Exhale soundtrack song. “Count On Me,” a duet with gospel great CeCe Winans, peaked at #8. (It’s a 6.)

By the time Whitney released “Count On Me” as a single, the Waiting To Exhale soundtrack was already a smash. The movie was a legit hit, earning $67 million at the domestic box office. (That’s less than Heat but more than the first Bad Boys.) The soundtrack, meanwhile, sold seven million copies and sat at #1 for more than a month. Thanks to Babyface’s production and the unifying theme of showcasing Black female voices, the soundtrack has a much more cohesive flow than most of that era’s soundtracks. It had hits, too. The next single after “Exhale (Shoop Shoop)” was “Sittin’ Up In My Room,” a flirty, funky track from the teenage singer Brandy, and that song reached #2. (“Sittin’ Up In My Room” is an 8. Brandy will eventually appear in this column.)

After “Sittin’ Up In My Room,” Mary J. Blige also got to #2 with her stormy, emotional Waiting To Exhale track “Not Gon’ Cry.” (It’s another 8. Mary J. Blige will eventually appear in this column.) One more Waiting To Exhale single became a B-side for a song that’ll be in this column soon. The third of the soundtrack’s three Whitney Houston songs, “Why Does It Hurt So Bad,” made it to #26. That soundtrack really ran the Hot 100 for a few months there.

A year after Waiting To Exhale, Whitney Houston starred with Denzel Washington in The Preacher’s Wife, and she gave that movie another big soundtrack. The hit from that soundtrack was Whitney’s version of “I Believe In You And Me,” a song that the Four Tops had first recorded in 1983. The Four Tops’ original hadn’t charted on the Hot 100, but Whitney took “I Believe In You And Me” to #4. (It’s a 5.)

Whitney Houston’s first three starring vehicles were all successful, but she didn’t do much acting afterward. She played the Fairy Godmother alongside Brandy in a made-for-TV Cinderella movie in 1997, and she had a supporting role in 2012’s Sparkle, but that was it. In 1998, Whitney finally released My Love Is Your Love, her first studio album since 1990’s I’m Your Baby Tonight. The album did business, but none of its singles went all the way to #1. There were hits, though. First single “Heartbreak Hotel” reached #2. (It’s an 8.) Two other singles, “It’s Not Right But It’s Okay” and “My Love Is Your Love,” both peaked at #4. (They’re both 9s.) R&B had changed, but Whitney Houston was perfectly capable of singing over the sparse, jittery tracks that came into vogue in the late ’90s. She kept up just fine.

But Whitney had trouble in other arenas. From a distance, her marriage to Bobby Brown looks like mutual spiral of self-destruction. By most accounts, Bobby was both physically and emotionally abusive, and the two of them had serious problems with substances. In the early ’00s, Whitney lost a whole lot of weight and no-showed a few high-profile engagements, like Clive Davis’ Rock And Roll Hall Of Fame induction. In 2004, Whitney starred in Bobby’s reality show Being Bobby Brown, and she came off as a complete mess, albeit a charismatic mess. Some of her lines became memes on the pre-social media internet. People should’ve worried about Whitney, but everyone just had fun with everything that she said on the show instead.

Whitney’s last two studio albums, 2002’s Just Whitney and 2009’s I Look To You, both tanked. Bobby and Whitney finally broke up in 2007, but Whitney continued to struggle, doing a couple of stints in rehab. In 2012, just before Clive Davis’ pre-Grammy party, Whitney Houston passed out in a hotel bathtub, and she drowned. She was 48 years old. Three years later, Whitney’s daughter Bobbi Kristina Brown, born during the long stretch when “I Will Always Love You” sat at #1, died in the exact same way as her mother at the age of 22.

Whitney Houston was a generational talent, and she was also one of the biggest stars in popular music for most of her adult life. Whitney didn’t write many songs, and her specific sort of artistry isn’t often properly valued. But she could do astounding things with her voice, and she could pound home the emotional force of a song like nobody else. Her smooth, powerful, gospel-derived singing style proved massively influential, and her success helped set the stage for R&B to take over the Hot 100 in the ’90s.

It’s dumbfounding that someone so successful and so talented could go out in such a mind-bending blitz of tragedies, but artistic and financial success are never the same thing as happiness or health. Sometimes, writing this column can feel insanely bleak and morbid. Someone can sing a song that makes the whole world happier, and that person can still live the saddest life. Like so many artists before and after, Whitney Houston deserved better. I wish there was some lesson to take away from all of this, some positive note to end this story. There isn’t. Sometimes, terrible things happen. Terrible things definitely happened to Whitney Houston. She never got a chance to exhale.

GRADE: 7/10

BONUS BEATS: Here’s the churchy version of “Exhale (Shoop Shoop)” that Babyface sang with Beverly Crowder on his 1997 MTV Unplugged album:

(Babyface’s highest-charting single, 1994’s “When Can I See You,” peaked at #4. It’s an 8. Babyface’s work will appear in this column again.)

BONUS BONUS BEATS: After Whitney Houston’s death in 2012, Robin Thicke recorded a cover of “Exhale (Shoop Shoop)” and released it as a single. Here’s the video for his version:

(Robin Thicke will eventually appear in this column.)

BONUS BONUS BONUS BEATS: Here’s Fantasia covering “Exhale (Shoop Shoop)” as part of a Babyface tribute at the 2015 Soul Train Awards:

(Fantasia will eventually appear in this column.)

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