ELI LILLY & Co — Director's Dealing 2009

Nov 10, 2009

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2009-11-01

Reporting Person: Conterno Enrique A (Sr. VP, Diabetes Business Unit)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	9392	Direct
Common Stock	2919	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee stock option 10/01 (right to buy)	$79.28	2011-10-04	Common Stock (4250)		Direct
Employee stock option 2/01 (right to buy)	$73.98	2011-02-18	Common Stock (9350)		Direct
Employee stock option 2/02 (right to buy)	$75.92	2012-02-17	Common Stock (10000)		Direct
Employee stock option 2/03 (right to buy)	$57.85	2013-02-15	Common Stock (10700)		Direct
Employee stock option 2/04 (right to buy)	$73.11	2014-02-14	Common Stock (10700)		Direct
Employee stock option 2/05 (right to buy)	$55.65	2015-02-10	Common Stock (7101)		Direct
Employee stock option 2/06 (right to buy)	$56.18	2016-02-09	Common Stock (6928)		Direct
Restricted Stock Unit	$	2013-05-01	Common Stock (10000)		Direct
Restricted Stock Unit	$	2018-05-01	Common Stock (20000)		Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Eli Lilly and Company common stock.