ELI LILLY & Co — Director's Dealing 2010

Feb 3, 2010

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2009-12-31

Reporting Person: Nobles Anne (Chief Eth/Cmpl Ofcr & SVP, ERM)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-12-21	Common Stock	G	254	$0.00	Disposed	11851	Direct
2009-09-29	Common Stock	G	503	$0.00	Disposed	7974	Indirect
2009-10-08	Common Stock	G	304	$0.00	Disposed	7670	Indirect
2009-12-21	Common Stock	G	254	$0.00	Disposed	7416	Indirect
2009-12-21	Common Stock	G	508	$0.00	Acquired	1311	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	944	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.