ELI LILLY & Co — Director's Dealing 2007

Feb 14, 2007

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2006-12-31

Reporting Person: SANTINI GINO (Sr.VP, Corp. Strategy & Policy)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-08-05	Common Stock	G	2134	$0.00	Disposed	73048	Direct
2005-10-07	Common Stock	G	2576	$0.00	Disposed	81335	Direct
2005-12-16	Common Stock	G	270	$0.00	Disposed	76065	Direct
2006-06-09	Common Stock	G	2778	$0.00	Disposed	81272	Direct
2006-12-20	Common Stock	G	192	$0.00	Disposed	79537	Direct
2006-12-22	Common Stock	G	95	$0.00	Disposed	79442	Direct
2004-08-05	Common Stock	G	172	$0.00	Acquired	2242	Indirect
2004-08-05	Common Stock	G	172	$0.00	Acquired	2414	Indirect
2005-10-07	Common Stock	G	205	$0.00	Acquired	2619	Indirect
2005-10-07	Common Stock	G	205	$0.00	Acquired	2824	Indirect
2006-06-09	Common Stock	G	231	$0.00	Acquired	3055	Indirect
2004-08-05	Common Stock	G	172	$0.00	Acquired	2242	Indirect
2004-08-05	Common Stock	G	172	$0.00	Acquired	2414	Indirect
2005-10-07	Common Stock	G	205	$0.00	Acquired	2619	Indirect
2005-10-07	Common Stock	G	205	$0.00	Acquired	2824	Indirect
2006-06-09	Common Stock	G	231	$0.00	Acquired	3055	Indirect
2004-08-05	Common Stock	G	1790	$0.00	Acquired	4082	Indirect
2004-08-05	Common Stock	G	344	$0.00	Disposed	3738	Indirect
2005-10-07	Common Stock	G	2166	$0.00	Acquired	5904	Indirect
2005-10-07	Common Stock	G	410	$0.00	Disposed	5494	Indirect
2006-06-09	Common Stock	G	2316	$0.00	Acquired	7810	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1839	Indirect

Footnotes

F1: These transactions involved gifts of securities by the reporting person to his wife, daughter, and son, all of whom share the reporting person's household. The reporting person disclaims beneficial ownership of these shares.

F2: Charitable gifts.

F3: These transactions involved gifts of securities by the reporting person's wife to his son and daughter. All three share the reporting person's household. The reporting person disclaims beneficial ownership of these shares.