ELI LILLY & Co — Director's Dealing 2006

Jan 24, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2006-01-20

Reporting Person: Canute Scott A (President, Mfg. Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-01-20	Common Stock	A	11680	$57.04	Acquired	11680	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5532	Indirect
Common Stock	19371	Indirect

Footnotes

F1: Revocable Trust of which reporting person and his wife are trustee.