The Critical Friend is a powerful concept partly due to the inherent tension between a challenging critic and a trusting friend. Originally utilized in the PreK-12 sector in both England and the United States, the application of Critical Friends has expanded across a range of contexts. This article further adds to the Critical Friend literature base by operationalizing critical friendship protocol in a higher education context. Consistent and regular application of Critical Friend protocol can develop and challenge the cognitive ability of graduate students suggesting that the Critical Friend model may be a successful andragogical strategy for developing classroom trust essential for enhancing rich Socratic dialogue.