ELI LILLY & Co — Director's Dealing 2014

May 13, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2014-05-12

Reporting Person: TAI JACKSON P (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-12	Common Stock	P	15457	$59.19	Acquired	30480	Direct
2014-05-12	Common Stock	P	1700	$59.14	Acquired	32180	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $59.14 to $59.22. The price reported reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.