Efforts to raise consciousness and heighten sensitivity toward the issues of races, class, ethnicity, and gender are being espoused throughout society today. Within higher education there is currently a national debate over whether or not curricula are exclusive of certain ethnic and cultural perspectives. The National League of Nursing (NLN) in 1989 resolved that innovative nursing curricula be developed that (1) enhance caring practices through faculty-student relationships and faculty-faculty relationships that are egalitarian and humane and characterized by cooperation and community building; (2) incorporate social values that recognize diverse life-styles and multicultural and multiracial perspectives; and (3) include contact with or participation by persons at risk including disenfranchised populations such as women, poor, elderly, and homosexual persons. The purpose of this article is to share two faculty members' experience of creating a "difficult dialogue" in a doctoral nursing education course. Generally speaking, difficult dialogues are encountered when academia attempts to include the experiences of white women, women of color, and men of color in the curriculum. The dialogues are difficult because engagement in this type of discourse may lead to feelings of discomfort and uneasiness among faculty and students. Although these feelings were experienced by class participants, the end result was a constructive and powerful learning experience. The willingness of the black students and faculty in the course to share their lived experiences of discrimination and oppression in a white society and the willingness of the white students and faculty to hear a different lived experience from their own was education at its best.(ABSTRACT TRUNCATED AT 250 WORDS)