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Current Report
Table of Contents

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event
reported) August 14, 2002

Eli Lilly and Company
(Exact name of registrant as specified in its charter)

         
Indiana
(State of other jurisdic-
tion of incorporation)
  001-6351
(Commission
File Number)
  35-0470950
(IRS Employer
Identification No.)
     
Lilly Corporate Center, Indianapolis, Indiana
(Address of principal executive offices)
  46285
(Zip Code)

Registrant’s telephone number, including area code: (317) 276-2000

No Change
(Former name or former address, if changed since last report)

 


TABLE OF CONTENTS

SIGNATURE
Certification of CEO
Certification of CFO


Table of Contents

Item 9. Regulation FD Disclosure.

On August 14, 2002, pursuant to the Commission’s Order Requiring the Filing of Sworn Statements Pursuant to Section 21(a)(1) of the Securities Exchange Act of 1934, No. 4-460, the Registrant’s Chief Executive Officer and Chief Financial Officer submitted to the Commission their statements under oath regarding the Registrant’s 2001 annual report on Form 10-K, 2002 definitive proxy materials, and all reports on Forms 10-Q and 8-K subsequent to the filing of the Registrant’s 2001 Form 10-K. Those statements were made in the prescribed form without exceptions or modifications.

The statements are attached as exhibits to this Form 8-K.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

   
  ELI LILLY AND COMPANY
    (Registrant)
 
  By: /s/ Charles E. Golden
Name: Charles E. Golden
Title: Executive Vice President and
          Chief Financial Officer

Dated:  August 14, 2002

 

Certification of CEO
 

ELI LILLY AND COMPANY LOGO


  Eli Lilly and Company
Lilly Corporate Center
Indianapolis, Indiana 46285
U.S.A.
www.lilly.com
Date: August 13, 2002

Mr. Jonathan G. Katz
Secretary, Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549-0609

Re: OMB Number: 3235-0569
Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings

Dear Mr. Katz:

I, Sidney Taurel, Chairman of the Board, President, and Chief Executive Officer, state and attest that:

  (1) To the best of my knowledge, based upon a review of the covered reports of Eli Lilly and Company, and, except as corrected or supplemented in a subsequent covered report:

    no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and
 
    no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).

  (2) I have reviewed the contents of this statement with Eli Lilly and Company’s audit committee.
 
  (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a “covered report”:

    the December 31, 2001 Annual Report on Form 10-K of Eli Lilly and Company;
 
    all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Eli Lilly and Company filed with the Commission subsequent to the filing of the Form 10-K identified above; and
 
    any amendments to any of the foregoing.
       
/s/  SIDNEY TAUREL

Sidney Taurel
August 13, 2002
  Subscribed and sworn to
before me this 13th day of
August  2002.
 
 
    /s/ JANE J. SPRINGER

Notary Public
My Commission Expires: February 23, 2008


 

Certification of CFO
 

ELI LILLY AND COMPANY LOGO


  Eli Lilly and Company
Lilly Corporate Center
Indianapolis, Indiana 46285
U.S.A.
www.lilly.com
Date: August 13, 2002

Mr. Jonathan G. Katz
Secretary, Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549-0609

Re: OMB Number: 3235-0569
Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings

Dear Mr. Katz:

I, Charles E. Golden, Executive Vice President and Chief Financial Officer, state and attest that:

  (1) To the best of my knowledge, based upon a review of the covered reports of Eli Lilly and Company, and, except as corrected or supplemented in a subsequent covered report:

    no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and
 
    no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).

  (2) I have reviewed the contents of this statement with Eli Lilly and Company’s audit committee.
 
  (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a “covered report”:

    the December 31, 2001 Annual Report on Form 10-K of Eli Lilly and Company;
 
    all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Eli Lilly and Company filed with the Commission subsequent to the filing of the Form 10-K identified above; and
 
    any amendments to any of the foregoing.
       
/s/  CHARLES E. GOLDEN

Charles E. Golden
August 13, 2002
  Subscribed and sworn to
before me this 13th day of
August  2002.
 
    /s/ JANE J. SPRINGER

Notary Public
My Commission Expires: February 23, 2008