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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-05-31	Common Stock	G	843	$0.00	Disposed	96627	Direct
2007-06-04	Common Stock	G	848	$0.00	Disposed	95779	Direct
2007-06-05	Common Stock	G	339	$0.00	Disposed	95440	Direct
2007-12-11	Common Stock	G	235	$0.00	Disposed	95205	Direct
2007-05-31	Common Stock	G	843	$0.00	Acquired	8653	Indirect
2007-06-04	Common Stock	G	848	$0.00	Acquired	9501	Indirect
2007-06-05	Common Stock	G	339	$0.00	Acquired	9840	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2114	Indirect
Common Stock	3055	Indirect
Common Stock	3055	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.