A breathing assistance apparatus is used to deliver gases to a wearer. The breathing assistance apparatus includes: a main body unit having a main body and two side straps connected to the main body, each of the side straps having a strap body, at least one side cushion projecting from the strap body and adapted for contact with the wearers head, and a buffering space disposed within the side cushion a head strap unit connected to the side straps a nasal prong unit mounted to and disposed behind the main body and an intake unit mounted to and disposed in front of the main body.