Little is known about how mothers living with HIV communicate to their children about HIV risk. The current study explored communication between mothers and children about prevention and risk behaviors, the impact of maternal HIV infection and child knowledge of HIV, and concordance in reports from mothers and their children. The sample comprised 220 mothers and their early adolescent children (10-14 years old) who resided in socioeconomically disadvantaged, urban neighborhoods. Mothers living with HIV were more likely to report discussing HIV and had more frequent related discussions compared to those mothers not living with HIV. Overall, children with mothers living with HIV reported greater comfort discussing sex-and drug-related topics than did those with noninfected mothers. The findings are discussed in terms of implications for family-based HIV prevention programs.