ELI LILLY & Co — Director's Dealing 2007

May 17, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2007-05-15

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-05-15	Common Stock	M	1992	$54.80	Acquired	42032	Direct
2007-05-15	Common Stock	F	1900	$59.60	Disposed	40132	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-05-15	Employee stock option 7/97 (right to buy)	$54.80	M	1992	Disposed	2007-07-18	Common Stock (1992)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3139	Indirect
Common Stock	579	Indirect
Common Stock	1070	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.