ELI LILLY & Co — Director's Dealing 2012

Feb 3, 2012

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2011-12-31

Reporting Person: LECHLEITER JOHN C (Director, Chairman, President, and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-24	Common Stock	G	5976	$0.00	Disposed	197000	Direct
2011-05-06	Common Stock	G	672	$0.00	Disposed	207467	Direct
2011-05-13	Common Stock	G	16689	$0.00	Disposed	190778	Direct
2011-05-19	Common Stock	G	669	$0.00	Disposed	190109	Direct
2011-07-22	Common Stock	G	30000	$0.00	Disposed	173048	Direct
2011-09-12	Common Stock	G	4226	$0.00	Disposed	168822	Direct
2011-11-16	Common Stock	G	2020	$0.00	Disposed	179982	Direct
2011-11-17	Common Stock	G	13607	$0.00	Disposed	166375	Direct
2011-05-06	Common Stock	G	672	$0.00	Disposed	54911	Indirect
2011-05-19	Common Stock	G	669	$0.00	Disposed	54242	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	22589	Indirect
Common Stock	17988	Indirect
Common Stock	30083	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.

F2: Family limited partnership of which reporting person and his wife are the general partners. Reporting person disclaim beneficial ownership of shares held by family limited partnership except to the extent of his pecuniary interest therein.

F3: Grantor retained annuity trust established by reporting person. Reporting person is trustee.