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September 29, 2023
Anat Ashkenazi
Executive Vice President and Chief Financial Officer
Eli Lilly and Company
Lilly Corporate Center
Indianapolis, IN 46285
Re:Eli Lilly and Company
Form 10-K for the fiscal year ended December 31, 2022
Response dated September 20, 2023
File No. 001-06351
Dear Anat Ashkenazi:
            We have reviewed your September 20, 2023 response to our comment letter and have the
following comments.  In some of our comments, we may ask you to provide us with information
so we may better understand your disclosure.
            Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional
comments.  Unless we note otherwise, our references to prior comments are to comments in our
September 6, 2023 letter.
Response dated September 20, 2023
Management's Discussion and Analysis of Results of Operations and Financial Condition, page
37
1.We note your response to our prior comment 2 states that you have "not identified any
direct or indirect consequences of climate-related regulation or business trends that have
or are reasonably likely to materially affect [your] business, financial condition, or results
of operations."  Please include a discussion explaining in greater detail your analysis and
how you concluded on the materiality of each of the items noted in our prior comment for
which disclosure was not deemed necessary.  For example, please explain how you
determined that you "expect product demand and competitiveness to hinge centrally on
the effectiveness, safety, and ease of use of our medicines and other factors directly cited
in our Form 10-K."

 FirstName LastNameAnat Ashkenazi
 Comapany NameEli Lilly and Company
 September 29, 2023 Page 2
 FirstName LastName
Anat Ashkenazi
Eli Lilly and Company
September 29, 2023
Page 2
2.We note your response to our prior comment 3.  Please further address the following:
•Your response states that occasionally your property and operations have been
temporarily impacted by severe weather-related events, but such damage has not been
material to your operations.  Please provide us with quantitative information for each
of the periods identified in our prior comment regarding weather-related damages to
your property or operations.
•Your 2022 CDP Water Security Response indicates that the primary direct and
indirect use of freshwater is vital for production.  Please tell us how you considered
disclosure regarding the impact of water availability and quality in the manufacturing
of your products, including your determination of materiality for your business and
operations.
•Please revise your disclosure to more clearly address how you could be impacted if
severe weather impacts your customers.  In this regard, we note your disclosure on
page 7 of your Form 10-K stating that in 2022, 2021, and 2020, McKesson
Corporation, AmerisourceBergen Corporation and Cardinal Health, Inc. each
accounted for a significant percentage of your consolidated revenue.
•We note that your response states that your cost of insurance as a percentage of cost
of products sold and operating expenses increased 0.086% from 2021 to 2022.  Please
provide us with information quantifying the cost of property insurance for each of the
periods for which financial statements are presented in your Form 10-K and whether
you expect any future period changes to the cost of insurance.
3.We note your response to our prior comment 4 and reissue it in part.  Please quantify your
carbon credit or offset purchases for each of the periods for which financial statements are
presented in your Form 10-K and for any future periods.
            Please contact Anuja A. Majmudar, Attorney-Adviser, at (202) 551-3844 or Karina
Dorin, Attorney-Adviser, at (202) 551-3763 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Donald A. Zakrowski, Senior VP Finance & CAO