ELI LILLY & Co — Director's Dealing 2007

Feb 12, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2007-02-08

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-02-08	Common Stock	S	3792	$54.31	Disposed	60919	Direct
2007-02-08	Common Stock	S	1600	$54.32	Disposed	59319	Direct
2007-02-08	Common Stock	S	2000	$54.33	Disposed	57319	Direct
2007-02-08	Common Stock	S	2700	$54.34	Disposed	54619	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2915	Indirect
Common Stock	579	Indirect
Common Stock	1070	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.