ELI LILLY & Co — Director's Dealing 2004

Jan 13, 2004

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2004-01-01

Reporting Person: SANTINI GINO (President, US Operations)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	50788.00	Direct
Common Stock	1144.00	Indirect
Common Stock	2070.00	Indirect
Common Stock	2070.00	Indirect
Common Stock	2292.00	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee stock option (right to buy)	$12.3125	2004-04-20	Common Stock (15880.00)		Direct
Employee stock option (right to buy)	$14.6575	2004-10-15	Common Stock (16000.00)		Direct
Employee stock option (right to buy)	$23.4075	2005-10-14	Common Stock (27728.00)		Direct
Employee stock option (right to buy)	$34.595	2006-10-20	Common Stock (13110.00)		Direct
Employee stock option (right to buy)	$64.06	2007-10-19	Common Stock (20000.00)		Direct
Employee stock option (right to buy)	$74.2813	2008-10-17	Common Stock (25000.00)		Direct
Employee Stock Option (right to buy)	$66.375	2009-10-16	Common Stock (46000.00)		Direct
Employee stock option (right to buy)	$73.98	2011-02-18	Common Stock (50600.00)		Direct
Employee stock option (right to buy)	$79.28	2011-10-04	Common Stock (23000.00)		Direct
Employee stock option (right to buy)	$75.92	2012-02-17	Common Stock (46000.00)		Direct
Employee stock option (right to buy)	$57.85	2013-02-15	Common Stock (50000.00)		Direct

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.