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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Glycomed Incorporated
(Name of Issuer)
Common Stock
(Title of Class of Securities)
380002 10 5
(CUSIP Number)
Check the following box if a fee is being paid with
the statement __. (A fee is not required only if the
reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five
percent of the class of securities described in Item
1; and (2) has filed no amendment subsequent thereto
reporting beneficial ownership of five percent or
less of such class.) (See Rule 13d-7).
*The remainder of this cover page shall be filled out
for a reporting person's initial filing on this form
with respect to the subject class of securities, and
for any subsequent amendment containing information
which would alter disclosures provided in a prior
cover page.
The information required in the remainder of this
cover page shall not be deemed to be "filed" for the
purpose of Section 18 of the Securities Exchange Act
of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however,
see the Notes).
CUSIP No. 380002 10 5
(1) Name of Reporting Person: Eli Lilly and Company
S.S. or I.R.S. Identification 35-0470950
No. of Above Person
(2) Check the Appropriate Box (a) __
if a Member of a Group (b) __
Not Applicable
(3) SEC Use Only
(4) Citizenship or Place of Indiana
Organization
Number of Shares (5) Sole Voting 722,463
Beneficially Owned Power
by Each Reporting (6) Shared Voting None
Person With Power
(7) Sole Dispositive 722,463
Power
(8) Shared Disposi- None
tive Power
(9) Aggregate Amount Beneficially Owned by 722,463
Each Reporting Person
(10) Check if the Aggregate Amount Not Applicable
In Row (9) Excludes Certain Shares
(11) Percent of Class Represented 5.73% at Dcember 31, 1993
by Amount in Row (9)
(12) Type of Reporting Person CO
Item 1(a). Name of Issuer
Glycomed Incorporated
Item 1(b). Address of Issuer's Principal
Executive Offices
860 Atlantic Avenue
Alameda, CA 94501
Item 2(a). Name of Person Filing
Eli Lilly and Company
Item 2(b). Address of Principal Business
Office or, if None, Residence
Lilly Corporate Center
Indianapolis, IN 46285
Item 2(c). Citizenship
Indiana
Item 2(d). Title of Class of Securities
Common Stock
Item 2(e). CUSIP No.
380002 10 5
Item 3. Status of Filer Under
Rules 13d-1(b) or 13d-
2(b)
Not applicable
Item 4. Ownership
(a) Amount Beneficially Owned
722,463
(b) Percent of Class
5.73% as of December 31,
1993
(c) Voting and Dispositive
Power
Sole voting power 722,463
Shared voting power None
Sole dispositive power 722,463
Shared dispositive power None
Item 5. Ownership of Five Percent or
Less of a Class
Not applicable
Item 6. Ownership of More Than
Five Percent on Behalf
of Another Person
Not applicable
Item 7. Identification and Classification
of the Subsidiary which Acquired
the Security Being Reported on
by the Parent Holding Company
Not applicable
Item 8. Identification and Classification
of Members of the Group
Not applicable
Item 9. Notice of Dissolution of Group
Not applicable
Item 10. Certification
Not applicable
SIGNATURE
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set
forth in this statement is true, complete and correct.
ELI LILLY AND COMPANY
BY: s/James M. Cornelius
James M. Cornelius, Vice
President, Finance, and
Chief Financial Officer
Date: February 14, 1994