EXHIBIT 11.     STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE

(Unaudited)

Eli Lilly and Company and Subsidiaries

	Three Months Ended
	March 31,
	2008		2007
BASIC
Net income	$	1,064.3	$	508.7
Average number of common shares outstanding		1,091.5		1,088.4
Contingently issuable shares		2.4		1.3
Adjusted average shares		1,093.9		1,089.7
Basic earnings per share	$	.97	$	.47
DILUTED
Net income	$	1,064.3	$	508.7
Average number of common shares outstanding		1,091.5		1,088.4
Incremental shares – stock options and contingently issuable shares		2.6		1.5
Adjusted average shares		1,094.1		1,089.9
Diluted earnings per share	$	.97	$	.47

Dollars and shares in millions except per-share data.