ELI LILLY & Co — Director's Dealing 2005

Dec 19, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2005-12-15

Reporting Person: PAUL STEVEN M (EVP, Science and Technology)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-12-15	Common Stock	M	13110	$34.59	Acquired	90202	Direct
2005-12-15	Common Stock	F	10150	$55.96	Disposed	80052	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-12-15	Employee stock option 10/96 (right to buy)	$34.595	M	13110	Disposed	2006-10-20	Common Stock (13110)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2570	Indirect
Common Stock	579	Indirect
Common Stock	1876	Indirect
Common Stock	589	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.