ELI LILLY & Co — Director's Dealing 2013

May 16, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2013-05-15

Reporting Person: Conterno Enrique A (Sr. VP & Pres., Lilly Diabetes)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-15	Common Stock	S	5000	$56.15	Disposed	72177	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4420	Indirect

Footnotes

F1: The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 12, 2013.