ELI LILLY & Co — Director's Dealing 2008

Feb 12, 2008

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2007-12-31

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-05-30	Common Stock	G	4665	$0.00	Disposed	40040	Direct
2007-12-04	Common Stock	G	1774	$0.00	Disposed	37040	Direct
2007-05-30	Common Stock	G	4665	$0.00	Acquired	5735	Indirect
2007-12-04	Common Stock	G	1774	$0.00	Acquired	7509	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Indirect
Common Stock	579	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.