0000950137-02-001345 Sample Contracts

FORM OF UNDERWRITING AGREEMENT March 13, 2002
Form of Underwriting Agreement • March 18th, 2002 • Lilly Eli & Co • Pharmaceutical preparations

The undersigned (the “Underwriters”) understand that Eli Lilly and Company, an Indiana corporation (the “Company”), proposes to issue and sell $500,000,000 aggregate principal amount of 6% Notes due 2012 (the “Notes”).

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