Values education at school has played an important role in socialising students. While attention has been given to structured values education programs, there is scant research on students' implicit learning of values and attitudes from their teachers. The present study responds to this research gap by investigating such learning in Hong Kong classrooms. A questionnaire was administered to 2,449 students with follow-up interviews of 31 students. Findings indicated that students learned values and attitudes implicitly from their teachers and revealed grade, gender, and subject differences. The study further highlighted the ways through which values and attitudes were learned.