ELI LILLY & Co — Director's Dealing 2014

Jun 25, 2014

SEC Form 4/A — Form 4/A

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2014-06-20

Reporting Person: LILLY ENDOWMENT INC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-20	Common Stock	S	144400	$61.42	Disposed	134156404	Direct
2014-06-20	Common Stock	S	85600	$61.96	Disposed	134070804	Direct

Footnotes

F1: This Amendment is being filed to correct the weighted average price reported in Column 4 of Table I in the Form 4 filed on June 23, 2014, which inadvertantly reported the weighted average price as $61.31.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.80 to $61.79, inclusive. The reporting person undertakes to provide to Eli Lilly & Company, any security holder of Eli Lilly & Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (4) to this Form 4.

F3: This Amendment is being filed to correct the weighted average price reported in Column 4 of Table I in the Form 4 filed on June 23, 2014, which inadvertantly reported the weighted average price as $61.95.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.80 to $62.14, inclusive.