ELI LILLY & Co — Director's Dealing 2010

Dec 17, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2010-12-16

Reporting Person: Carmine Bryce D. (EVP and Pres, Lilly Bio-Meds)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-06	Common Stock	G	45	$0.00	Disposed	63295	Direct
2010-12-07	Common Stock	G	60	$0.00	Disposed	63235	Direct
2010-12-09	Common Stock	G	105	$0.00	Disposed	63130	Direct
2010-12-16	Common Stock	S	3100	$35.10	Disposed	60030	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6085	Indirect

Footnotes

F1: The transaction reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 1, 2010.