Similarities are foundational to building and maintaining friendships, but for cross-race friends, differences in experiences related to race are also inevitable. Little is known about how friends approach talking about race-related experiences. We suggest that these conversations are a threatening opportunity. Across five studies, we show that they can enhance closeness and intergroup learning among Black and White friends but that these benefits can be accompanied, and sometimes prevented by identity threat. In Study 1, Black (N = 57) and White (N = 59) adults anticipated both benefits and risks of such conversations, though more benefits than risks. In Study 2A (N = 143) and Study 2B (N = 149), Black participants reported less willingness to disclose race-related experiences to extant White friends than Black friends and anticipated feeling less comfortable doing so, controlling for closeness. However, they also desired to be understood by Black and White friends equally. In Study 3 (N = 147) and Study 4 (N = 172), White participants also felt less comfortable when an imagined Black friend disclosed race-related versus nonrace-related experiences to them. However, they felt closer to their friend after the race-related disclosure. Additionally, they felt more comfortable hearing about race-related experiences from a friend than through a third party and they reported learning more when the race-related experience was a friend’s than a stranger’s. Taken together, the studies highlight the benefits as well as the risks of conversations about race for cross-race friends and the need for future studies that track real-time conversations and test strategies to help friends engage in these conversations productively.