In addition to communicating intellectual-based concepts such as ideas, belief and thought, language is used to communicate norms, values and emotions. As the result, it is important to internalize the character values into the teaching and learning activity of English. The study describes the analysis of the internalization of character values. The research design was qualitative without any experimental settings involved. The results showed that there were at least six character values performed by the students in learning English: they were independence, hardworking ethos, curiosity, democratic citizenship, communicative manner, and reading interest. In addition, the character values were internalized by the English teacher into the process of teaching and learning even though she did not realize it. Contains a bibliography.