Initial Statement of Beneficial Ownership

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: January 31, 2005 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*
Canute Scott A
2. Date of Event Requiring Statement (MM/DD/YYYY) 10/1/2004
3. Issuer Name and Ticker or Trading Symbol
LILLY ELI & CO [LLY]

(Last)        (First)        (Middle)
LILLY CORPORATE CENTER
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director                                _____ 10% Owner
__ X __ Officer (give title below)                _____ Other (specify below)
President, Mfg. Operations /

(Street)
INDIANAPOLIS,IN 46285

(City)              (State)              (Zip) 5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)
_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security
(Instr. 4) 2. Amount of Securities Beneficially Owned
(Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Common Stock 3000.00 D

Common Stock 5179.00 I 401(k)

Common Stock 11857.00 I ⁽¹⁾ Amy D. Canute Rev. Trust

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)

1. Title of Derivate Security
(Instr. 4) 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) 6. Nature of Indirect Beneficial Ownership
(Instr. 5)

Date Exercisable Expiration Date Title Amount or Number of Shares

Employee stock option (right to buy) 10/16/1998 10/15/2005 Common Stock 8000.00 $23.4075 D

Employee stock option (right to buy) 10/21/1999 10/20/2006 Common Stock 4000.00 $34.595 D

Employee stock option (right to buy) 10/20/2000 10/19/2007 Common Stock 5700.00 $64.06 D

Employee stock option (right to buy) 10/19/2001 10/17/2008 Common Stock 5700.00 $74.2813 D

Employee Stock Option (right to buy) 10/18/2002 10/16/2009 Common Stock 14000.00 $66.375 D

Employee stock option (right to buy) 2/20/2004 2/18/2011 Common Stock 50600.00 $73.98 D

Employee stock option (right to buy) 10/3/2003 10/4/2011 Common Stock 23000.00 $79.28 D

Employee stock option (right to buy) 2/18/2005 2/17/2012 Common Stock 46000.00 $75.92 D

Employee stock option (right to buy) 2/17/2006 2/15/2013 Common Stock 50000.00 $57.85 D

Employee stock option (right to buy) 2/19/2007 2/14/2014 Common Stock 46000.00 $73.11 D

Explanation of Responses:

( 1) Revocable Trust of which reporting person and his wife are trustees.

Reporting Owners

Reporting Owner Name / Address Relationships

Director 10% Owner Officer Other

Canute Scott A
LILLY CORPORATE CENTER
INDIANAPOLIS, IN 46285

President, Mfg. Operations

Signatures

Scott A. Canute 10/8/2004

^** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Scott A. Canute
Lilly Corporate Center
Indianapolis, Indiana 46285

Securities and Exchange Commission
Washington, D.C. 20549

Authorization Regarding Reporting Forms

I hereby authorize and designate the following persons to sign and file with the Commission on my behalf Forms 4 and 5 covering my transactions and holdings in the common stock and other equity securities of Eli Lilly and Company as required by Section 16 of the Securities Exchange Act of 1934 and the rules thereunder:

Robert A. Armitage, Lilly Corporate Center, Indianapolis, Indiana Alecia A. DeCoudreaux, Lilly Corporate Center, Indianapolis, Indiana James B. Lootens, Lilly Corporate Center, Indianapolis, Indiana Bronwen L. Mantlo, Lilly Corporate Center, Indianapolis, Indiana

This authorization and designation shall remain in effect until a written revocation is signed by me and provided to the Commission.

Scott A. Canute

August 22, 2004

End of Filing

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3000.00	D
Common Stock	5179.00	I	401(k)
Common Stock	11857.00	I ⁽¹⁾	Amy D. Canute Rev. Trust

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee stock option (right to buy)	10/16/1998	10/15/2005	Common Stock	8000.00	$23.4075	D
Employee stock option (right to buy)	10/21/1999	10/20/2006	Common Stock	4000.00	$34.595	D
Employee stock option (right to buy)	10/20/2000	10/19/2007	Common Stock	5700.00	$64.06	D
Employee stock option (right to buy)	10/19/2001	10/17/2008	Common Stock	5700.00	$74.2813	D
Employee Stock Option (right to buy)	10/18/2002	10/16/2009	Common Stock	14000.00	$66.375	D
Employee stock option (right to buy)	2/20/2004	2/18/2011	Common Stock	50600.00	$73.98	D
Employee stock option (right to buy)	10/3/2003	10/4/2011	Common Stock	23000.00	$79.28	D
Employee stock option (right to buy)	2/18/2005	2/17/2012	Common Stock	46000.00	$75.92	D
Employee stock option (right to buy)	2/17/2006	2/15/2013	Common Stock	50000.00	$57.85	D
Employee stock option (right to buy)	2/19/2007	2/14/2014	Common Stock	46000.00	$73.11	D

Explanation of Responses:
( 1)	Revocable Trust of which reporting person and his wife are trustees.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.