ELI LILLY & Co — Director's Dealing 2007

May 3, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2007-05-02

Reporting Person: HANISH ARNOLD C (Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-04-26	Common Stock	G	125	$0.00	Disposed	15241	Direct
2007-05-02	Common Stock	S	1565	$59.39	Disposed	13213	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4991	Indirect