UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED August 31, 2015 OR

~~FOR~~¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE ~~QUARTERLY~~SECURITIES ~~PERIOD~~EXCHANGE ~~ENDED~~ACT ~~February 28,~~OF ~~2015~~1934 FOR THE TRANSITION PERIOD FROM TO

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Commission File Number: 1-7806

FEDERAL EXPRESS CORPORATION

(Exact name of registrant as specified in its charter)


Delaware		71-0427007
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

3610 Hacks Cross Road Memphis, Tennessee		38125
(Address of principal executive offices)		(ZIP Code)

(901) 369-3600

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer ¨	Accelerated filer ¨	Non-accelerated filer x	Smaller reporting company ¨
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

The number of shares of common stock outstanding as of ~~March~~September 1816, 2015 was 1,000. The Registrant is a wholly owned subsidiary of FedEx Corporation, and there is no market for the Registrant’s common stock.

The Registrant meets the conditions set forth in General Instructions H(1)(a) and (b) of Form 10-Q and is therefore filing this form with the reduced disclosure format permitted by General Instruction H(2).

FEDERAL EXPRESS CORPORATION

INDEX

			PAGE
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Condensed Consolidated Balance SheetsFebruary 28, 2015 and May 31, 2014			3
Condensed Consolidated Balance SheetsAugust 31, 2015 and May 31, 2015			3
Condensed Consolidated Statements of IncomeThree and Nine Months Ended February 28, 2015 and 2014			5
Condensed Consolidated Statements of IncomeThree Months Ended August 31, 2015 and 2014			5
Condensed Consolidated Statements of Comprehensive IncomeThree and Nine Months Ended February 28, 2015 and 2014			6
Condensed Consolidated Statements of Comprehensive IncomeThree Months Ended August 31, 2015 and 2014			6
Condensed Consolidated Statements of Cash FlowsNine Months Ended February 28, 2015 and 2014			7
Condensed Consolidated Statements of Cash FlowsThree Months Ended August 31, 2015 and 2014			7
Notes to Condensed Consolidated Financial Statements			8
Report of Independent Registered Public Accounting Firm			1413
ITEM 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition			1514
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk			2322
ITEM 4. Controls and Procedures			2322
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings			23
ITEM 1A. Risk Factors			23
ITEM 6. Exhibits			23
Signature			2524
Exhibit Index			E-1
Exhibit 12.1
Exhibit 15.1
Exhibit 31.1
Exhibit 31.2
Exhibit 32.1
Exhibit 32.2
EX-101 Instance Document
EX-101 Schema Document
EX-101 Calculation Linkbase Document
EX-101 Presentation Linkbase Document
EX-101 Definition Linkbase Document

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FEDERAL EXPRESS CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(IN MILLIONS)

	February 28,2015(Unaudited)		May 31,2014
	August 31,2015(Unaudited)		May 31,2015
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	~~843~~823	$	~~858~~884
Receivables, less allowances of $93 and $80		1,532		1,705
Receivables, less allowances of $84 and $92		1,512		1,549
Spare parts, supplies and fuel, less allowances of $196 and $211		381		395
Spare parts, supplies and fuel, less allowances of $209 and $204		386		394
Deferred income taxes		~~374~~378		~~401~~378
Due from parent company and other FedEx subsidiaries		579		~~502~~501
Prepaid expenses and other		94132		~~103~~108
Total current assets		3,~~803~~810		3,~~964~~814
PROPERTY AND EQUIPMENT, AT COST		2627,~~698~~095		2526,~~752~~286
Less accumulated depreciation and amortization		12,~~890~~674		12,~~272~~392
Net property and equipment		1314,~~808~~421		13,~~480~~894
OTHER LONG-TERM ASSETS
Goodwill		1,~~464~~393		1,~~561~~448
Other assets		~~1,046~~963		~~959~~1,104
Total other long-term assets		2,~~510~~356		2,~~520~~552
	$	20,~~121~~587	$	1920,~~964~~260

The accompanying notes are an integral part of these condensed consolidated financial statements.

-3-

FEDERAL EXPRESS CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(IN MILLIONS, EXCEPT SHARE DATA)

	February 28,2015(Unaudited)			May 31,2014
	August 31,2015(Unaudited)			May 31,2015
LIABILITIES AND OWNER’S EQUITY
CURRENT LIABILITIES
Accrued salaries and employee benefits	$	890		$	902
Current portion of long-term debt	$	5		$	7
Accounts payable		1,181			1,394
Accrued salaries and employee benefits		977			1,014
Accrued expenses		1,019			1,019
Accounts payable		1,148			1,257
Due to other FedEx subsidiaries		743			910
Accrued expenses		981			1,056
Total current liabilities		3,833			4,225
Due to other FedEx subsidiaries		2,201			1,932
Total current liabilities		5,312			5,266
LONG-TERM DEBT, LESS CURRENT PORTION		239			239
OTHER LONG-TERM LIABILITIES
Deferred income taxes		31,~~411~~717			31,~~196~~712
Pension, postretirement healthcare and other benefit obligations		1,~~201~~267			1,~~208~~251
Self-insurance accruals		~~699~~784			~~667~~711
Deferred lease obligations		~~566~~614			~~643~~572
Deferred gains, principally related to aircraft transactions		~~184~~171			~~203~~178
Other liabilities		~~108~~93			96117
Total other long-term liabilities		64,~~169~~646			64,~~013~~541
COMMITMENTS AND CONTINGENCIES
OWNER’S EQUITY
Common stock, $0.10 par value; 1,000 shares authorized, issued and outstanding		—			—
Additional paid-in capital		608			608
Retained earnings		910,~~627~~152			89,~~944~~839
Accumulated other comprehensive loss		(~~355~~370	)		(65233	)
Total owner’s equity		910,~~880~~390			910,~~487~~214
	$	20,~~121~~587		$	1920,~~964~~260

The accompanying notes are an integral part of these condensed consolidated financial statements.

-4-

FEDERAL EXPRESS CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

(IN MILLIONS)

	Three Months EndedFebruary 28,						Nine Months EndedFebruary 28,
	Three Months EndedAugust 31,
	2015			2014			~~2015~~			~~2014~~
REVENUES	$	6,388		$	6,426		$	19,687		$	19,318
				(As Adjusted)
OPERATING EXPENSES:
REVENUES	$	6,312		$	6,584
Salaries and employee benefits		2,490			2,438			7,337			7,185
OPERATING EXPENSES:
Purchased transportation		432			440			1,354			1,316
Salaries and employee benefits		2,433			2,355
Rentals and landing fees		428			425			1,263			1,252
Purchased transportation		419			457
Depreciation and amortization		362			371			1,098			1,107
Rentals and landing fees		403			419
Fuel		697			1,010			2,573			2,952
Depreciation and amortization		344			371
Maintenance and repairs		322			271			1,055			884
Fuel		607			970
Intercompany charges, net		484			500			1,436			1,494
Maintenance and repairs		343			377
Other		816			845			2,445			2,450
Intercompany charges, net		474			475
		6,031			6,300			18,561			18,640
Other		788			786
OPERATING INCOME		357			126			1,126			678
		5,811			6,210
OTHER INCOME (EXPENSE):
OPERATING INCOME		501			374
Interest, net		5			5			13			17
OTHER INCOME (EXPENSE):
Other, net		(34	)		(33	)		(91	)		(76	)
Interest, net		9			3
		(29	)		(28	)		(78	)		(59	)
Other, net		(36	)		(32	)
INCOME BEFORE INCOME TAXES		328			98			1,048			619
		(27	)		(29	)
PROVISION FOR INCOME TAXES		114			34			365			211
INCOME BEFORE INCOME TAXES		474			345
NET INCOME	$	214		$	64		$	683		$	408
PROVISION FOR INCOME TAXES		162			120
NET INCOME	$	312		$	225

The accompanying notes are an integral part of these condensed consolidated financial statements.

-5-

FEDERAL EXPRESS CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

(IN MILLIONS)

	Three Months EndedFebruary 28,						Nine Months EndedFebruary 28,
	Three Months EndedAugust 31,
	2015			2014			~~2015~~			~~2014~~
NET INCOME	$	214		$	64		$	683		$	408
				(As Adjusted)
OTHER COMPREHENSIVE INCOME (LOSS):
NET INCOME	$	312		$	225
Foreign currency translation adjustments, net of tax of $13, $1, $32 and $5		(146	)		(26	)		(294	)		(60	)
OTHER COMPREHENSIVE INCOME (LOSS):
Amortization of unrealized pension actuarial gains/losses and other, net of tax of $1, $1, $2 and $2		2			—			4			3
Foreign currency translation adjustments, net of tax of $10 in 2015 and $8 in 2014		(131	)		(29	)
		(144	)		(26	)		(290	)		(57	)
Amortization of prior service credit and other, net of tax of $3 in 2015 and $0 in 2014		(6	)		(1	)
COMPREHENSIVE INCOME	$	70		$	38		$	393		$	351
		(137	)		(30	)
COMPREHENSIVE INCOME	$	175		$	195

The accompanying notes are an integral part of these condensed consolidated financial statements.

-6-

FEDERAL EXPRESS CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(IN MILLIONS)

	Nine Months EndedFebruary 28,
	Three Months EndedAugust 31,
	2015			2014
				(As Adjusted)
Operating Activities:
Net income	$	~~683~~312		$	~~408~~225
Noncash charges:
Depreciation and amortization		~~1,098~~344			~~1,107~~371
Other, net		~~264~~39			~~200~~(3	)
Changes in assets and liabilities, net		~~(327~~96	)		(~~276~~162	)
Cash provided by operating activities		~~1,718~~791			~~1,439~~431
Investing Activities:
Capital expenditures		(~~1,644~~832	)		(~~1,461~~466	)
Other		112			142
Cash used in investing activities		(~~1,643~~820	)		(~~1,447~~464	)
Financing Activities:
Effect of exchange rate changes on cash		(32	)		(15	)
Principal payments on debt		—			(3	)
Net decrease in cash and cash equivalents		(61	)		(48	)
Cash used in financing activities		—			(3	)
Cash and cash equivalents at beginning of period		884			858
Effect of exchange rate changes on cash		(90	)		(9	)
Cash and cash equivalents at end of period	$	823		$	810
Net decrease in cash and cash equivalents		(15	)		(20	)
Cash and cash equivalents at beginning of period		858			769
Cash and cash equivalents at end of period	$	843		$	749

The accompanying notes are an integral part of these condensed consolidated financial statements.

-7-

FEDERAL EXPRESS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(1) General

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES. These interim financial statements of Federal Express Corporation (“FedEx Express”) have been prepared in accordance with accounting principles generally accepted in the United States and Securities and Exchange Commission instructions for interim financial information, and should be read in conjunction with our Annual Report on Form 10-K for the year ended May 31, ~~2014~~2015 (“Annual Report”). Accordingly, significant accounting policies and other disclosures normally provided have been omitted since such items are disclosed in our Annual Report.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments (including normal recurring adjustments) necessary to present fairly our financial position as of ~~February~~August 2831, 2015, and the results of our operations ~~for the three-~~ and ~~nine-month periods ended February 28, 2015 and 2014 and~~ cash flows for the ~~nine~~three-month periods ended ~~February~~August 2831, 2015 and 2014. Operating results for the three- ~~and nine-~~month ~~periods~~period ended ~~February~~August 2831, 2015 are not necessarily indicative of the results that may be expected for the year ending May 31, ~~2015~~ 2016.

We are a wholly owned subsidiary of FedEx Corporation (“FedEx”) engaged in a single line of business and operate in one business segment – the worldwide express transportation and distribution of goods and documents.

Except as otherwise specified, references to years indicate our fiscal year ending May 31, ~~2015~~2016 or ended May 31 of the year referenced and comparisons are to the corresponding period of the prior year.

~~EMPLOYEES~~PENSION ~~UNDER~~AND ~~COLLECTIVE~~POSTRETIREMENT HEALTHCARE ~~BARGAINING ARRANGEMENTS~~PLANS. ~~Our~~During ~~pilots,~~the ~~which~~fourth ~~represent~~quarter ~~a small number~~ of ~~our~~2015 ~~total employees, are employed under a collective bargaining agreement. The contract became amendable in March 2013, and the parties are currently in negotiations. In October 2014,~~ we ~~formally~~changed ~~requested~~our ~~assistance~~method ~~from~~of ~~the~~accounting ~~National Mediation Board (“NMB”) to mediate the negotiations. The NMB is the U.S. governmental agency that oversees labor agreements~~ for ~~entities~~our ~~covered~~defined bybenefit ~~the~~pension ~~Railway~~and ~~Labor~~postretirement ~~Act~~healthcare ofplans ~~1926,~~ as ~~amended~~discussed ~~(“Railway~~in ~~Labor Act”). The progression of negotiations into the mediation stage has no impact on~~ our ~~operations~~Annual orReport. ~~our~~Prior ~~ability~~year toamounts ~~provide~~have ~~highly reliable~~been ~~service~~recast to ~~customers. In~~conform ~~addition~~ to these ~~our~~accounting ~~pilots, certain non-U~~changes.S. ~~employees are unionized.~~

EMPLOYEES UNDER COLLECTIVE BARGAINING ARRANGEMENTS. Our pilots, which represent a small number of our total employees, are employed under a collective bargaining agreement. The contract became amendable in March 2013. After participating in negotiations assisted by the National Mediation Board (“NMB”), the parties reached a Tentative Agreement (“TA”) on August 19, 2015. The TA is currently out for a membership ratification vote which will close in mid-October. If the TA is ratified, it will become effective November 2, 2015 and will become amendable in November 2021. If the TA is not ratified, the parties will reenter NMB mediated negotiations. The NMB is the U.S. governmental agency that oversees labor agreements for entities covered by the Railway Labor Act of 1926, as amended. In addition to our pilots, certain non-U.S. employees are unionized.

STOCK-BASED COMPENSATION. FedEx has two types of equity-based compensation: stock options and restricted stock. The key terms of the stock option and restricted stock awards granted under FedEx’s incentive stock plans are set forth in FedEx’s Annual Report.

Our stock-based compensation expense was $916 million for the three~~-month~~ ~~period~~months ended ~~February~~August 2831, 2015 and ~~$35 million for the nine-month period ended February 28, 2015. Our stock-based compensation expense was $7 million for the three-month period ended February 28,~~ 2014 ~~and $31 million for the nine-month period ended February 28, 2014~~. This amount represents the amount charged to us by FedEx for awards granted to our employees.

LONG-TERM DEBT. Long-term debt, exclusive of capital leases, had a carrying value of $239 million at ~~February~~August 2831, 2015 and May 31, ~~2014~~2015, compared with an estimated fair value of $~~346~~320 million at ~~February~~August 2831, 2015 and $~~326~~345 million at May 31, ~~2014~~2015. The estimated fair values were determined based on quoted market prices and the current rates offered for debt with similar terms and maturities. The fair value of our long-term debt is classified as Level 2 within the fair value hierarchy. This classification is defined as a fair value determined using market-based inputs other than quoted prices that are observable for the liability, either directly or indirectly.

RECENT ACCOUNTING GUIDANCE. New accounting rules and disclosure requirements can significantly impact our reported results and the comparability of our financial statements. These matters are described in our Annual Report.

-8-

We believe that no other new accounting guidance was adopted or issued during the first ~~nine~~three months of ~~2015~~2016 that is relevant to the readers of our financial statements. However, there are numerous new proposals under development which, if and when enacted, may have a significant impact on our financial reporting~~, as described in our Annual Report~~.

(2) Accumulated Other Comprehensive (Loss) Income

The following table provides changes in accumulated other comprehensive (loss) income (“AOCI”), net of tax, reported in our condensed consolidated financial statements for the three-month periods ended ~~February~~August 2831 (in millions; amounts in parentheses indicate debits to AOCI) and amounts have been recast to conform to pension accounting changes further discussed in our Annual Report:

	Three Months Ended						Nine Months Ended
	2015			2014
	2015			2014			2015			2014
Foreign currency translation gain (loss):
Foreign currency translation gain (loss):
Balance at beginning of period	$	(250	)	$	71
Balance at beginning of period	$	(81	)	$	56		$	67		$	90
Translation adjustments		(131	)		(29	)
Translation adjustments		(146	)		(26	)		(294	)		(60	)
Balance at end of period		(381	)		42
Balance at end of period		(227	)		30			(227	)		30
Retirement plans adjustments:
Retirement plans adjustments:
Balance at beginning of period		17			22
Balance at beginning of period		(130	)		(123	)		(132	)		(126	)
Reclassifications from AOCI		(6	)		(1	)
Reclassifications from AOCI		2			—			4			3
Balance at end of period		11			21
Balance at end of period		(128	)		(123	)		(128	)		(123	)
Accumulated other comprehensive (loss) income at end of period	$	(370	)	$	63
Accumulated other comprehensive loss at end of period	$	(355	)	$	(93	)	$	(355	)	$	(93	)

Due to its immateriality, the table presenting details of reclassifications from AOCI has been excluded from this quarterly report.

(3) Retirement Plans

We sponsor or participate in programs that provide retirement benefits to most of our employees. These programs include defined benefit pension plans, defined contribution plans and postretirement healthcare plans. A majority of our employees are covered by the FedEx Corporation Employees’ Pension Plan ~~(“FedEx Plan”)~~, a defined benefit pension plan sponsored by FedEx. Defined contribution plans are in place covering a majority of U.S. employees and certain international employees. We also sponsor or participate in nonqualified benefit plans covering certain of our U.S. employee groups and other pension plans covering certain of our international employees. Prior year amounts have been recast to conform to pension accounting changes. For more information, refer to the financial statements of FedEx included in its Form 10-Q for the quarter ended ~~February~~August 2831, 2015 and in our Annual Report.

Our retirement plans costs for the three-month periods ended August 31 were as follows (in millions):


	2015		2014
Pension plans sponsored by FedEx	$	16	$	19
Defined benefit pension plans		11		11
Defined contribution plans		64		61
Postretirement healthcare plans		16		16

	$	107	$	107

The components of the net periodic benefit cost of the pension and postretirement healthcare plans currently sponsored by us were individually immaterial for all periods presented. No material contributions were made during the first quarter of 2016 or 2015 to pension plans sponsored by us, and we do not expect to make material contributions in 2016.

-9-

Our retirement plans costs for the periods ended February 28 were as follows (in millions):

	Three Months Ended				Nine Months Ended
	2015		2014		2015		2014
Pension plans sponsored by FedEx	$	24	$	68	$	72	$	202
Other U.S. domestic and international pension plans		13		13		41		40
U.S. domestic and international defined contribution plans		62		60		183		175
U.S. domestic and international postretirement healthcare plans		16		15		47		46
	$	115	$	156	$	343	$	463

The components of the net periodic benefit cost of the pension and postretirement healthcare plans currently sponsored by us were individually immaterial for all periods presented. No material contributions were made during the nine months of 2015 or 2014 to pension plans sponsored by us, and we do not expect to make material contributions in 2015.

(4) Commitments

As of ~~February~~August 2831, 2015, our purchase commitments under various contracts for the remainder of ~~2015~~2016 and annually thereafter were as as follows (in millions):

	Aircraft and
	Aircraft andAircraft Related		Other(1)		Total
	Aircraft-Related		Other(1)		Total
2016 (remainder)	$	657	$	60	$	717
2015 (remainder)	$	415	$	31	$	446
2017		1,240		43		1,283
2016		1,249		40		1,289
2018		1,739		38		1,777
2017		1,013		31		1,044
2019		1,584		10		1,594
2018		1,389		26		1,415
2020		1,638		9		1,647
2019		1,033		10		1,043
Thereafter		5,962		72		6,034
Thereafter		4,429		81		4,510
Total	$	12,820	$	232	$	13,052
Total	$	9,528	$	219	$	9,747

⁽¹⁾	Primarily advertising and promotions contracts.

The amounts reflected in the table above for purchase commitments represent noncancelable agreements to purchase goods or services. As of ~~February~~August 2831, 2015, our obligation to purchase ~~four~~six Boeing 767-300 Freighter (“B767F”) aircraft and nine Boeing 777 Freighter (“B777F”) aircraft is conditioned upon there being no event that causes us or our employees not to be covered by the Railway Labor Act. ~~Commitments~~of to1926, ~~purchase~~as ~~aircraft in passenger configuration do not include the attendant costs to modify these aircraft for cargo transport unless we have entered into noncancelable commitments to modify such aircraft~~amended. ~~Open~~ Open purchase orders that are cancelable are not considered unconditional purchase obligations for financial reporting purposes and are not included in the table above.

On July 21, 2015, we entered into a supplemental agreement to purchase 50 additional B767F aircraft from Boeing. Four of the 50 additional B767F aircraft purchases are conditioned upon there being no event that causes FedEx Express or its employees not to be covered by the Railway Labor Act of 1926, as amended. The 50 additional B767F aircraft are expected to be delivered from fiscal 2018 through fiscal 2023 and will enable us to continue to improve the efficiency and reliability of our aircraft fleet.

We had $411 million in deposits and progress payments as of August 31, 2015 on aircraft purchases and other planned aircraft-related transactions. These deposits are classified in the “Other assets” caption of our consolidated balance sheets. Aircraft and aircraft-related contracts are subject to price escalations. The following table is a summary of the key aircraft we are committed to purchase as of August 31, 2015 with the year of expected delivery:


	B767F		B777F		Total

2016 (remainder)		6		1		7
2017		12		—		12
2018		16		2		18
2019		13		2		15
2020		12		3		15
Thereafter		26		9		35

Total		85		17		102

-10-

WeA ~~had~~summary ~~$401~~of ~~million~~future inminimum ~~deposits~~lease ~~and progress~~ payments asunder ofnoncancelable ~~February 28,~~operating ~~2015~~leases onwith ~~aircraft~~an ~~purchases~~initial ~~and~~or remaining ~~other~~term ~~planned aircraft-related transactions. These deposits are classified~~ in ~~the~~excess ~~“Other assets” caption~~ of ~~our~~one ~~consolidated~~year ~~balance~~at ~~sheets. Aircraft and aircraft-related contracts are subject to price escalations. The following table is a summary of the key aircraft we are committed to purchase as of February~~August 2831, 2015 ~~with~~is ~~the~~as ~~year~~follows of(in ~~expected delivery~~millions):

	B767F		B777F		Total
	Operating Leases
2015 (remainder)		4		—		4
	Aircraft and Related Equipment		Facilities and Other		Total Operating Leases
2016		11		2		13
2016 (remainder)	$	430	$	502	$	932
2017		12403		—860		121,263
2018		11332		2545		13877
2019		6274		2467		8741
Thereafter		—		12		12
2020		190		402		592
Total		44		18		62
Thereafter		360		3,241		3,601
Total	$	1,989	$	6,017	$	8,006

AFuture ~~summary of future~~ minimum lease payments under ~~noncancelable~~capital ~~operating~~ leases ~~with~~were animmaterial ~~initial~~at orAugust 31, ~~remaining~~2015. ~~term~~While incertain of our lease ~~excess~~agreements contain covenants governing the use of ~~one~~the ~~year~~leased atassets ~~February 28~~or require us to maintain certain levels of insurance, ~~2015~~none isof asour ~~follows~~lease ~~(in~~agreements ~~millions):~~include material financial covenants or limitations.

	Operating Leases
	Aircraft and Related Equipment		Facilities and Other		Total Operating Leases
2015 (remainder)	$	82	$	175	$	257
2016		461		648		1,109
2017		400		821		1,221
2018		329		511		840
2019		273		442		715
Thereafter		550		3,616		4,166
Total	$	2,095	$	6,213	$	8,308

Future minimum lease payments under capital leases were immaterial at February 28, 2015. While certain of our lease agreements contain covenants governing the use of the leased assets or require us to maintain certain levels of insurance, none of our lease agreements include material financial covenants or limitations.

(5) Contingencies

Environmental Matters. SEC regulations require disclosure of certain environmental matters when a governmental authority is a party to the proceedings and the proceedings involve potential monetary sanctions that management reasonably believes could exceed $100,000.

On January 14, 2014, the U.S. Department of Justice (“DOJ”) issued a Grand Jury Subpoena to FedEx Express relating to an asbestos matter previously investigated by the U.S. Environmental Protection Agency. On May 1, 2014, the DOJ informed us that it had determined to continue to pursue the matter as a criminal case, citing seven asbestos-related regulatory violations associated with removal of roof materials from a hangar in Puerto Rico during cleaning and repair activity, as well as violation of waste disposal requirements. Loss is reasonably possible; however, the amount of any loss is expected to be immaterial.

Department of Justice Indictment – Internet Pharmacy Shipments. In the past, we received requests for information from the DOJ in the Northern District of California in connection with a criminal investigation relating to the transportation of packages for online pharmacies that may have shipped pharmaceuticals in violation of federal law. In July 2014, the DOJ filed a criminal indictment in the United States District Court for the Northern District of California in connection with the matter. A superseding indictment was filed in August 2014. The indictment alleges that FedEx Corporation, FedEx Express and FedEx Services, together with certain pharmacies, conspired to unlawfully distribute controlled substances, unlawfully distributed controlled substances and conspired to unlawfully distribute misbranded drugs. The superseding indictment adds conspiracy to launder money counts related to services provided to and payments from online pharmacies. We continue to believe that our employees have acted in good faith at all times and that we have not engaged in any illegal activities.

Accordingly, we will vigorously defend ourselves in this matter. If we are convicted, remedies could include fines, penalties, forfeiture and compliance conditions. Given the early stage of this proceeding, we cannot estimate the amount or range of loss, if any; however, it is reasonably possible that it could be material if we are convicted.

Other Matters. On June 30, 2014, we received a Statement of Objections from the French Competition Authority (“FCA”) addressed to FedEx Express France, formerly known as TATEX, regarding an investigation by the FCA into anticompetitive behavior that is alleged to have occurred primarily in the framework of trade association meetings that included the former general managers of TATEX prior to our acquisition of that company in July 2012. In September 2014, FedEx Express France submitted its observations

-11-

~~Department of Justice Indictment — Internet Pharmacy Shipments. In the past, we received~~ ~~requests~~in ~~for~~response ~~information~~to ~~from~~ the ~~DOJ~~Statement ~~in the Northern District~~ of ~~California~~Objections ~~in connection with a criminal investigation relating~~ to the ~~transportation of packages for online pharmacies that may have shipped pharmaceuticals in violation of federal law~~FCA. In ~~July~~April ~~2014~~2015, the ~~DOJ~~FCA ~~filed~~issued a ~~criminal~~report ~~indictment~~responding into the ~~United~~observations ~~States~~submitted ~~District~~by ~~Court~~all ~~for~~companies ~~the~~involved ~~Northern District of California~~ in ~~connection with~~ the ~~matter~~investigation. AWe ~~superseding indictment was filed in August 2014. The indictment alleges that FedEx~~submitted ~~Corporation,~~an ~~FedEx~~answer ~~Express and FedEx Services, together with certain pharmacies, conspired~~ to ~~unlawfully~~the ~~distribute~~FCA’s ~~controlled~~report ~~substances,~~in ~~unlawfully~~early ~~distributed controlled substances and conspired to unlawfully distribute misbranded drugs~~July. ~~The superseding~~A ~~indictment~~hearing ~~adds~~in ~~conspiracy~~this tomatter ~~launder~~before ~~money~~the ~~counts~~Board ~~related~~of tothe ~~services~~FCA ~~provided~~has tobeen ~~and~~set ~~payments~~for ~~from~~September 30, ~~online pharmacies~~2015. WeLoss ~~continue~~in tothis ~~believe~~matter ~~that~~is ~~our~~probable, ~~employees~~and ~~have~~in ~~acted~~the infourth ~~good~~quarter ~~faith~~of at2015 ~~all~~we ~~times~~established ~~and~~an ~~that~~accrual wefor ~~have~~the estimated ~~not~~probable ~~engaged~~loss. inThis ~~any illegal~~amount ~~activities~~was immaterial.

Other Matters. In August 2010, a third-party consultant who works with shipping customers to negotiate lower rates filed a lawsuit in federal district court in California against FedEx and United Parcel Service, Inc. (“UPS”) alleging violations of U.S. antitrust law. This matter was dismissed in May 2011, but the court granted the plaintiff permission to file an amended complaint, which FedEx received in June 2011. In November 2011, the court granted our motion to dismiss this complaint, but again allowed the plaintiff to file an amended complaint. The plaintiff filed a new complaint in December 2011, and the matter remains pending before the court. In February 2011, shortly after the initial lawsuit was filed, we received a demand for the production of information and documents in connection with a civil investigation by the DOJ into the policies and practices of FedEx and UPS for dealing with third-party consultants who work with shipping customers to negotiate lower rates. In November 2012, the DOJ served a civil investigative demand on the third-party consultant seeking all pleadings, depositions and documents produced in the lawsuit. We are cooperating with the investigation, do not believe that we have engaged in any anti-competitive activities and will vigorously defend ourselves in any action that may result from the investigation. While the litigation proceedings and the DOJ investigation move forward, and the amount of loss, if any, is dependent on a number of factors that are not yet fully developed or resolved, the amount of any loss is expected to be immaterial.

On June 30, 2014, we received a Statement of Objections from the French Competition Authority (“FCA”) addressed to FedEx Express France, formerly known as TATEX, regarding an investigation by the FCA into anticompetitive behavior that is alleged to have occurred primarily in the framework of trade association meetings that included the former general managers of TATEX prior to our acquisition of that company in July 2012. In September 2014, FedEx Express France submitted its observations in response to the Statement of Objections to the FCA. Given the early stage of this matter, we cannot yet determine the amount or range of potential loss; however, it is reasonably possible that it could be material.

FedEx Express and its subsidiaries are subject to other legal proceedings that arise in the ordinary course of their business. In the opinion of management, the aggregate liability, if any, with respect to these other actions will not have a material adverse effect on our financial position, results of operations or cash flows.

(6) Parent/Affiliate Transactions

Affiliate company balances that are currently receivable or payable relate to charges for services provided to or by other FedEx affiliates, which are settled on a monthly basis, or the net activity from participation in FedEx’s consolidated cash management program. In addition, we are allocated net interest on these amounts at market rates.

We maintain an accounts receivable arrangement with FedEx TechConnect, Inc. (“FedEx TechConnect”), a wholly owned subsidiary of FedEx Corporate Services, Inc. (“FedEx Services”). FedEx Services is a wholly owned subsidiary of FedEx. Under this arrangement, we recognize revenue for the transportation services provided to our U.S. customers and factor the related receivables to FedEx TechConnect for collection. We have no continuing involvement with the receivables transferred to FedEx TechConnect. Our net receivables recorded by FedEx TechConnect totaled $1.76 billion at ~~February~~August 2831, 2015 and $1.7 billion at May 31, ~~2014~~2015.

-12-

The costs of FedEx Services, FedEx TechConnect and FedEx Office and Print Services, Inc., as well as charges for management fees from our parent, are allocated to us and are included in the expense line item “Intercompany charges, net” based on metrics such as relative revenues or estimated services provided. We believe these allocations approximate the net cost of providing the functions. FedEx allocation methodologies are refined as necessary to reflect changes in our business.

(7) Supplemental Cash Flow Information

Cash paid for interest expense and income taxes for the ~~nine~~three-month periods ended ~~February~~August 2831 was as follows (in millions):

	2015			2014
Cash payments for:
Income taxes	$	428		$	177
Interest (net of capitalized interest)	$	—		$	4
Income tax refunds received		(214	)		(122	)
Income taxes	$	169		$	131
Cash tax payments, net	$	214		$	55
Income tax refunds received		(2	)		(1	)
Cash tax payments, net	$	167		$	130

-1312-

REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholder

Federal Express Corporation

We have reviewed the condensed consolidated balance sheet of Federal Express Corporation as of ~~February~~August 2831, 2015, and the related condensed consolidated statements of income, ~~and~~ comprehensive income ~~for~~ ~~the three-month~~ and ~~nine-month periods ended February 28, 2015 and 2014 and the condensed consolidated statements of~~ cash flows for the ~~nine~~three-month periods ended ~~February~~August 2831, 2015 and 2014. These financial statements are the responsibility of the Company’s management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the condensed consolidated financial statements referred to above for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Federal Express Corporation as of May 31, ~~2014~~2015, and the related consolidated statements of income, comprehensive income, changes in owner’s equity, and cash flows for the year then ended not presented herein, and in our report dated July 14, ~~2014~~2015, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of May 31, ~~2014~~2015, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

/s/ Ernst & Young LLP

Memphis, Tennessee

~~March~~September 1917, 2015

-1413-

Item 2.

Management’s Discussion and Analysis of Results of Operations and Financial Condition

GENERAL

The following Management’s Discussion and Analysis of Results of Operations and Financial Condition ~~(“MD&A”)~~, which describes the principal factors affecting the results of operations and financial condition of Federal Express Corporation (“FedEx Express”), is abbreviated pursuant to General Instruction H(2)(a) of Form 10-Q. This discussion should be read in conjunction with the accompanying quarterly unaudited condensed consolidated financial statements and our Annual Report on Form 10-K for the year ended May 31, ~~2014~~2015 (“Annual Report”). Our Annual Report includes additional information about our significant accounting policies, practices and the transactions that underlie our financial results. For additional information, including a discussion of outlook, liquidity, capital resources, contractual cash obligations and critical accounting estimates, see the Quarterly Report on Form 10-Q of our parent, FedEx Corporation (“FedEx”), for the quarter ended ~~February~~ August 2831, 2015.

We are the world’s largest express transportation company. Our sister company FedEx Corporate Services, Inc. (“FedEx Services”) provides us and our other sister companies, including FedEx Ground Package System, Inc. (“FedEx Ground”), with sales, marketing, information technology, communications and certain back-office support, as well as retail access for our customers through FedEx Office and Print Services, Inc. (“FedEx Office”) and customer service, technical support and billing and collection services through FedEx TechConnect, Inc.

The operating expenses line item “Intercompany charges” on the financial summary represents an allocation that primarily includes salaries and benefits, depreciation and other costs for the sales, marketing, information technology and customer service support provided to us by FedEx Services and FedEx Office’s net operating costs. These costs are allocated based on metrics such as relative revenues or estimated services provided. For the international regions of FedEx Express, similar functions are performed on a regional basis by FedEx Express and reported in expense line items outside of intercompany charges. “Intercompany charges” also includes allocated charges from our parent for management fees related to services received for general corporate oversight, including executive officers and certain legal and finance functions. We believe the total amounts allocated approximate the net cost of providing these functions. FedEx allocation methodologies are refined as necessary to reflect changes in our business.

The key indicators necessary to understand our operating results include:

•

the overall customer demand for our various services based on macro-economic factors and the global economy;

•

the volume of shipments transported through our network, as measured by our average daily volume and shipment weight;

•

the mix of services purchased by our customers;

•

the prices we obtain for our services, as measured by yield (revenue per package or pound);

•

our ability to manage our cost structure (capital expenditures and operating expenses) to match shifting volume levels; and

•

the timing and amount of fluctuations in fuel prices and our ability to offset these fluctuations through our fuel surcharges.

The majority of our operating expenses are directly impacted by revenue and volume levels. Accordingly, we expect these operating expenses to fluctuate on a year-over-year basis consistent with the change in revenues and volumes. Therefore, the discussion of operating expense captions focuses on the key drivers and trends impacting expenses other than changes in revenues and volume. The line item “Other operating expenses” predominantly includes costs associated with outside service contracts (such as security, facility services and cargo handling), uniforms, insurance, utilities and professional fees.

-14-

Except as otherwise specified, references to years indicate our fiscal year ending May 31, 2016 or ended May 31 of the year referenced and comparisons are to the corresponding period of the prior year.

-15-

The line item “Other operating expenses” predominantly includes costs associated with outside service contracts (such as security, facility services and cargo handling), professional fees, uniforms, utilities and insurance.

Except as otherwise specified, references to years indicate our fiscal year ending May 31, 2015 or ended May 31 of the year referenced and comparisons are to the corresponding period of the prior year.

-16-

RESULTS OF OPERATIONS

WeFedEx ~~offer~~Express offers a wide range of U.S. domestic and international shipping services for delivery of packages and freight including priority services, which provide time-definite delivery within one, two or three business days worldwide, and deferred or economy services, which provide time-definite delivery within five business days worldwide. The following ~~tables~~table ~~compare~~compares revenues, operating expenses, operating expenses as a percent of revenue, ~~operating~~ ~~income,~~operating ~~net~~ income ~~and operating margin~~ (dollars in millions) and operating margin for the three-month periods ended ~~February~~August 2831 and amounts have been recast to conform to pension accounting changes further discussed in our Annual Report:

	Three Months Ended						Percent			Nine Months Ended						Percent
	2015			2014			PercentChange
	2015			2014			Change			2015			2014			Change
Revenues:
Revenues:
Package:
Package:
U.S. overnight box	$	1,658		$	1,682			(1	)
U.S. overnight box	$	1,653		$	1,643			1		$	5,040		$	4,852			4
U.S. overnight envelope		422			415			2
U.S. overnight envelope		392			393			—			1,207			1,210			—
U.S. deferred		816			795			3
U.S. deferred		895			869			3			2,524			2,369			7
Total U.S. domestic package revenue		2,896			2,892			—
Total U.S. domestic package revenue		2,940			2,905			1			8,771			8,431			4
International priority		1,464			1,630			(10	)
International priority		1,463			1,542			(5	)		4,742			4,760			—
International economy		574			571			1
International economy		560			540			4			1,729			1,639			5
Total international export package revenue		2,038			2,201			(7	)
Total international export package revenue		2,023			2,082			(3	)		6,471			6,399			1
International domestic(1)		327			371			(12	)
International domestic(1)		328			347			(5	)		1,082			1,077			—
Total package revenue		5,261			5,464			(4	)
Total package revenue		5,291			5,334			(1	)		16,324			15,907			3
Freight:
Freight:
U.S.		573			579			(1	)
U.S.		580			577			1			1,745			1,786			(2	)
International priority		350			395			(11	)
International priority		375			379			(1	)		1,182			1,184			—
International airfreight		36			46			(22	)
International airfreight		45			48			(6	)		133			157			(15	)
Total freight revenue		959			1,020			(6	)		Percent of Revenue
Total freight revenue		1,000			1,004			—			3,060			3,127			(2	)
Other		92			100			(8	)		2015			2014
Other		97			88			10			303			284			7
Total revenues		6,312			6,584			(4	)		100.0	%		100.0	%
Total revenues		6,388			6,426			(1	)		19,687			19,318			2
Operating expenses:
Operating expenses:
Salaries and employee benefits		2,433			2,355			3			38.6			35.8
Salaries and employee benefits		2,490			2,438			2			7,337			7,185			2
Purchased transportation		419			457			(8	)		6.6			7.0
Purchased transportation		432			440			(2	)		1,354			1,316			3
Rentals and landing fees		403			419			(4	)		6.4			6.4
Rentals and landing fees		428			425			1			1,263			1,252			1
Depreciation and amortization		344			371			(7	)		5.5			5.6
Depreciation and amortization		362			371			(2	)		1,098			1,107			(1	)
Fuel		607			970			(37	)		9.6			14.7
Fuel		697			1,010			(31	)		2,573			2,952			(13	)
Maintenance and repairs		343			377			(9	)		5.4			5.7
Maintenance and repairs		322			271			19			1,055			884			19
Intercompany charges		474			475			—			7.5			7.2
Intercompany charges		484			500			(3	)		1,436			1,494			(4	)
Other		788			786			—			12.5			11.9
Other		816			845			(3	)		2,445			2,450			—
Total operating expenses		5,811			6,210			(6	)		92.1	%		94.3	%
Total operating expenses		6,031			6,300			(4	)		18,561			18,640			—
Operating income	$	501		$	374			34
Operating income	$	357		$	126			183		$	1,126		$	678			66
Operating margin		7.9	%		5.7	%		220	bp
Operating margin		5.6	%		2.0	%		360	bp		5.7	%		3.5	%		220	bp
Other income (expense):
Other income (expense):
Interest, net		9			3			NM
Interest, net		5			5			—			13			17			(24	)
Other, net		(36	)		(32	)		NM
Other, net		(34	)		(33	)		3			(91	)		(76	)		20
		(27	)		(29	)		NM
		(29	)		(28	)		4			(78	)		(59	)		32
Income before income taxes		474			345			37
Income before income taxes		328			98			235			1,048			619			69
Provision for income taxes		162			120			35
Provision for income taxes		114			34			235			365			211			73
Net income	$	312		$	225			39
Net income	$	214		$	64			234		$	683		$	408			67

⁽¹⁾	International domestic revenues represent our international intra-country express operations.

-1716-

	Percent of Revenue
	Three Months Ended						Nine Months Ended
	2015			2014			2015			2014
Operating expenses:
Salaries and employee benefits		39.0	%		37.9	%		37.2	%		37.2	%
Purchased transportation		6.7			6.8			6.9			6.8
Rentals and landing fees		6.7			6.6			6.4			6.5
Depreciation and amortization		5.7			5.8			5.6			5.7
Fuel		10.9			15.7			13.1			15.3
Maintenance and repairs		5.0			4.2			5.4			4.6
Intercompany charges		7.6			7.8			7.3			7.7
Other		12.8			13.2			12.4			12.7
Total operating expenses		94.4			98.0			94.3			96.5
Operating margin		5.6	%		2.0	%		5.7	%		3.5	%

The following table compares selected statistics (in thousands, except yield amounts) for the three-month periods ended August 31:

The following table compares selected statistics (in thousands, except yield amounts) for the periods ended February 28:


	2015		2014		Percent Change
Package Statistics
Average daily package volume (ADV):
U.S. overnight box		1,210		1,211		—
U.S. overnight envelope		541		527		3
U.S. deferred		865		846		2

Total U.S. domestic ADV		2,616		2,584		1

International priority		389		409		(5	)
International economy		176		170		4

Total international export ADV		565		579		(2	)

International domestic⁽¹⁾		855		816		5

Total ADV		4,036		3,979		1

Revenue per package (yield):
U.S. overnight box	$	21.08	$	21.69		(3	)
U.S. overnight envelope		11.99		12.32		(3	)
U.S. deferred		14.52		14.68		(1	)
U.S. domestic composite		17.03		17.49		(3	)
International priority		57.86		62.19		(7	)
International economy		50.18		52.60		(5	)
International export composite		55.47		59.38		(7	)
International domestic⁽¹⁾		5.88		7.10		(17	)
Composite package yield		20.05		21.46		(7	)
Freight Statistics
Average daily freight pounds:
U.S.		7,278		7,318		(1	)
International priority		2,491		2,792		(11	)
International airfreight		609		670		(9	)

Total average daily freight pounds		10,378		10,780		(4	)

Revenue per pound (yield):
U.S.	$	1.21	$	1.24		(2	)
International priority		2.16		2.21		(2	)
International airfreight		0.92		1.07		(14	)
Composite freight yield		1.42		1.48		(4	)

	Three Months Ended				Percent			Nine Months Ended				Percent
	2015		2014		Change			2015		2014		Change
Package Statistics
Average daily package volume (ADV):
U.S. overnight box		1,258		1,202		5			1,243		1,153		8
U.S. overnight envelope		516		515		—			521		538		(3	)
U.S. deferred		1,024		984		4			928		871		7
Total U.S. domestic ADV		2,798		2,701		4			2,692		2,562		5
International priority		398		399		—			410		409		—
International economy		175		168		4			175		168		4
Total international export ADV		573		567		1			585		577		1
International domestic(1)		831		780		7			854		822		4
Total ADV		4,202		4,048		4			4,131		3,961		4
Revenue per package (yield):
U.S. overnight box	$	20.85	$	21.70		(4	)	$	21.34	$	22.15		(4	)
U.S. overnight envelope		12.07		12.09		—			12.18		11.84		3
U.S. deferred		13.88		14.01		(1	)		14.32		14.31		—
U.S. domestic composite		16.68		17.07		(2	)		17.15		17.32		(1	)
International priority		58.40		61.38		(5	)		60.79		61.30		(1	)
International economy		50.60		51.01		(1	)		52.03		51.24		2
International export composite		56.01		58.30		(4	)		58.17		58.37		—
International domestic(1)		6.28		7.05		(11	)		6.67		6.90		(3	)
Composite package yield		19.99		20.91		(4	)		20.80		21.14		(2	)
Freight Statistics
Average daily freight pounds:
U.S.		8,145		8,263		(1	)		7,831		7,850		—
International priority		2,823		2,823		—			2,866		2,917		(2	)
International airfreight		718		757		(5	)		673		839		(20	)
Total average daily freight pounds		11,686		11,843		(1	)		11,370		11,606		(2	)
Revenue per pound (yield):
U.S.	$	1.13	$	1.11		2		$	1.17	$	1.20		(3	)
International priority		2.11		2.13		(1	)		2.17		2.14		1
International airfreight		1.00		1.00		—			1.04		0.98		6
Composite freight yield		1.36		1.35		1			1.42		1.42		—

⁽¹⁾	International domestic statistics represent our international intra-country express operations.

-18-

Revenues

Our revenues ~~declined 1~~decreased 4% in the ~~third~~first quarter of 2016 due to the negative impact of lower fuel surcharges and unfavorable exchange rates., ~~These~~which ~~negative impacts~~ were partially offset by ~~increases in~~ U.S. domestic base yield and volume growth and international export base ~~yields~~yield ~~and~~growth. ~~volumes~~U.S. ~~Revenues~~domestic average ~~during~~daily volumes increased 1% in the ~~nine~~first ~~months~~quarter of ~~2015~~2016 ~~increased~~driven 2%by ~~due~~both toour deferred and overnight service offerings. U.S. ~~and~~domestic ~~international~~yields ~~export~~decreased ~~base~~3% ~~yield~~in ~~and~~the ~~volume~~first ~~growth~~quarter of 2016 due to the negative impact of lower fuel surcharges, which were partially offset by higher base rates. International export yields decreased 7% in the first quarter of 2016 due to the negative impact of lower fuel surcharges and unfavorable exchange rates and were partially offset by higher base rates and higher weights. International domestic revenues declined 12% in the first quarter of 2016 due to the negative impact of unfavorable exchange rates, which were partially offset by a 5% volume increase. One additional operating day benefited revenues in the first quarter of 2016.

~~U.S. domestic yields decreased in the third quarter and nine months of 2015 due to the negative impact of lower fuel surcharges, which~~-17- were partially offset by higher rates. The decrease in international export yields in the third quarter and nine months of 2015 was due to the negative impact of lower fuel surcharges and exchange rates and was partially offset by higher rates and weight per package. U.S. domestic volumes increased 4% in the third quarter and 5% in the nine months of 2015 driven by both our overnight and deferred service offerings.

Operating Income

Our operating income increased 34% and operating margin ~~increased~~grew 220 basis points in the ~~third~~ first quarter ~~and~~of ~~nine~~2016, ~~months~~despite ofa ~~2015,~~4% revenue decline. This increase was primarily driven by higher international export and U.S. domestic ~~and international export~~ base yield ~~and volume~~ growth, the ~~positive~~benefit ~~net~~from ~~impact~~one ofadditional ~~fuel,~~operating ~~benefits~~day ~~associated~~and ~~with our profit improvement program, a~~ lower ~~year-over-year~~international ~~weather~~expenses ~~impact~~due ~~and reduced~~to ~~pension~~currency ~~expense~~exchange rates. These factors were partially offset by higher ~~maintenance~~incentive ~~expense~~compensation accruals. Profit improvement program initiatives continued to improve revenue quality and ~~higher~~constrain ~~incentive~~expenses ~~compensation~~for ~~accruals~~the first quarter of 2016.

~~Within operating~~Salaries ~~expenses, maintenance~~ and ~~repairs~~employee ~~expense~~ benefits increased 193% in the ~~third~~first quarter ~~and nine months~~ of ~~2015~~2016 due to ~~the~~merit ~~timing~~increases ofand ~~aircraft~~higher ~~maintenance~~incentive ~~events~~compensation accruals. ~~Salaries~~Maintenance and ~~employee~~repairs ~~benefits~~expense ~~increased~~decreased 29% in the ~~third~~first quarter ~~and nine months~~ of ~~2015~~ 2016 due to ~~additional~~the ~~staffing~~timing toof ~~support~~prior ~~volume~~year ~~growth~~aircraft ~~and~~maintenance ~~higher~~events. Aircraft ~~incentive~~retirements ~~compensation~~during ~~accruals,~~2015 ~~partially~~drove ~~offset~~a by7% ~~the~~decrease ~~benefits~~in ~~from~~depreciation ~~our~~and ~~voluntary~~amortization ~~employee~~expense ~~severance~~in ~~program~~the ~~and~~first ~~lower~~quarter ~~pension~~of ~~expense~~2016. ~~Higher~~Purchased ~~utilization of third-party~~ transportation ~~providers~~expenses ~~drove~~decreased ~~a 3~~8% ~~increase~~ in ~~purchased~~the ~~transportation~~first ~~costs~~quarter inof ~~the~~2016 ~~nine~~driven ~~months~~by ofa ~~2015.~~favorable exchange rate impact.

Fuel

Fuel expense decreased 3137% in the ~~third~~first quarter ~~and~~2016 ~~13% in the nine months of 2015~~ due to lower aircraft fuel prices. However, fuel prices represent only one component of the two factors we consider meaningful in understanding the impact of fuel on our business. Consideration must also be given to the fuel surcharge revenue we collect. Accordingly, we believe discussion of the net impact of fuel on our results, which is a comparison of the year-over-year change in these two factors, is important to understand the impact of fuel on our business. In order to provide information about the impact of fuel surcharges on the trend in revenue and yield growth, we have included the comparative weighted-average fuel surcharge percentages in effect for the ~~third~~first quarter ~~and nine months~~ of ~~2015~~2016 and ~~2014~~ 2015 below.

The index used to determine our fuel surcharges incorporates a timing lag of approximately six to eight weeks before they are adjusted for changes in fuel prices. For example, the fuel surcharge index in effect in ~~February~~August 2015 was set based on ~~December~~June ~~2014~~2015 fuel prices. In addition, the structure of the table that is used to determine our fuel surcharge does not adjust immediately for changes in fuel price, but allows for the fuel surcharge revenue charged to our customers to remain unchanged as long as fuel prices remain within certain ranges.

Beyond these factors, the manner in which we purchase fuel also influences the net impact of fuel on our results. For example, our contracts for jet fuel purchases are tied to various indices, including the U.S. Gulf Coast index. While many of these indices are aligned, each index may fluctuate at a different pace, driving variability in the prices paid for jet fuel. Furthermore, under these contractual arrangements, approximately 75% of our jet fuel is purchased based on the index price for the preceding week, with the remainder of our purchases tied to the index price for the preceding month, rather than based on daily spot rates. These contractual provisions mitigate the impact of rapidly changing daily spot rates on our jet fuel purchases.

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Because of the factors described above, our operating results may be affected should the market price of fuel suddenly change by a significant amount or change by amounts that do not result in an adjustment in our fuel surcharges, which can significantly affect our earnings either positively or negatively in the short-term.

We routinely review our fuel surcharges and our fuel surcharge methodology. On ~~February~~November 2, 2015, we ~~updated~~will ~~the~~update certain tables used to determine our fuel surcharges.

The net impact of fuel had a ~~significant~~minimal ~~benefit~~impact in the ~~third~~first quarter ~~and nine months~~ of ~~2015~~2016 toon operating income. This was ~~driven~~ driven by decreased fuel prices during the ~~third~~first quarter ~~and nine months~~ of ~~2015~~2016 versus prior year, which was partially offset by the year-over-year decrease in fuel surcharge revenue during these periods.

~~The net impact of fuel on our operating results does not consider the effects that fuel surcharge levels may have on our business, including changes in~~-18- demand and shifts in the mix of services purchased by our customers. While fluctuations in fuel surcharge percentages can be significant from period to period, fuel surcharges represent one of the many individual components of our pricing structure that impact our overall revenue and yield. Additional components include the mix of services sold, the base price and extra service charges we obtain for these services and the level of pricing discounts offered. Our U.S. domestic and outbound fuel surcharge and the international fuel surcharges ranged as follows for the periods ended February 28 :

	Three Months Ended						Nine Months Ended
	2015			2014			2015			2014
U.S. Domestic and Outbound Fuel Surcharge:
Low		3.50	%		9.00	%		3.50	%		8.00	%
High		6.00			10.00			9.50			10.50
Weighted-average		4.80			9.49			7.62			9.34
International Fuel Surcharges:
Low		0.50			13.00			0.50			12.00
High		15.00			18.50			18.00			19.00
Weighted-average		11.57			16.31			14.49			16.16

On February 2, 2015, we updated the tables used to determine our fuel surcharges. On September 16, 2014, we announced a 4.9% average list price increase for our U.S. domestic, U.S. export and U.S. import services effective January 5, 2015. In January 2014, we implemented a 3.9% average list price increase for our U.S. domestic, U.S. export and U.S. import services.

Income Taxes

Our effective tax rate was 34.5% for the third quarter of 2015 and 34.8% for the nine months of 2015, compared with 35.0% in the third quarter and 34.1% in the nine months of 2014. Our effective tax rate in the nine months of 2014 was positively impacted by a discrete tax benefit related to the expiration of applicable statute of limitations. For 2015, we expect an effective tax rate between 34.0% and 35.0%. The actual rate, however, will depend on a number of factors, including the amount and source of operating income.

We are subject to taxation in the United States and various U.S. state, local and foreign jurisdictions. Substantially all U.S. federal income tax matters through fiscal year 2011 are concluded, and we are currently under examination by the Internal Revenue Service for the 2012 and 2013 tax years. It is reasonably possible that certain income tax return proceedings will be completed during the next twelve months and could result in a change in our balance of unrecognized tax benefits. The expected impact of any changes would not be material to our consolidated financial statements. As of February 28, 2015, there were no material changes to our liabilities for unrecognized tax benefits from May 31, 2014.

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The net impact of fuel on our operating results does not consider the effects that fuel surcharge levels may have on our business, including changes in demand and shifts in the mix of services purchased by our customers. While fluctuations in fuel surcharge percentages can be significant from period to period, fuel surcharges represent one of the many individual components of our pricing structure that impact our overall revenue and yield. Additional components include the mix of services sold, the base price and extra service charges we obtain for these services and the level of pricing discounts offered. Our U.S. domestic and outbound fuel surcharge and the international fuel surcharges ranged as follows for the periods ended August 31:


	2015			2014
U.S. Domestic and Outbound Fuel Surcharge:
Low		3.00	%		9.50	%
High		4.00			9.50
Weighted-average		3.34			9.50

International Fuel Surcharges:
Low		3.00			13.50
High		12.00			18.00
Weighted-average		8.82			16.26

On September 15, 2015, FedEx Express announced a 4.9% average list price increase for FedEx Express U.S. domestic, U.S. export and U.S. import services effective January 4, 2016. In addition, effective November 2, 2015, FedEx Express will update certain tables used to determine its fuel surcharges. On February 2, 2015, FedEx Express updated the tables used to determine fuel surcharges. On September 16, 2014, FedEx Express announced a 4.9% average list price increase for FedEx Express U.S. domestic, U.S. export and U.S. import services effective January 5, 2015. In January 2014, we implemented a 3.9% average list price increase for FedEx Express U.S. domestic, U.S. export and U.S. import services.

Income Taxes

Our effective tax rate was 34.1% for the first quarter of 2016 and 34.8% for the first quarter of 2015. For 2016, we expect an effective tax rate between 35.0% and 36.0% prior to any year-end mark-to-market accounting adjustment for defined benefit pension and postretirement healthcare plans (“MTM Adjustment”). The actual rate, however, will depend on a number of factors, including the amount and source of operating income and the impact of the MTM adjustment.

We are subject to taxation in the United States and various U.S. state, local and foreign jurisdictions. We are currently under examination by the Internal Revenue Service for the 2012 and 2013 tax years. It is reasonably possible that certain income tax return proceedings will be completed during the next 12 months and could result in a change in our balance of unrecognized tax benefits. The expected impact of any changes would not be material to our consolidated financial statements. As of August 31, 2015, there were no material changes to our liabilities for unrecognized tax benefits from May 31, 2015.

RECENT ACCOUNTING GUIDANCE

New accounting rules and disclosure requirements can significantly impact our reported results and the comparability of our financial statements. These matters are described in our Annual Report.

We believe that no other new accounting guidance was adopted or issued during the ~~nine~~first three months of ~~2015~~2016 that is relevant to the readers of our financial statements. However, there are numerous new proposals under development which, if and when enacted, may have a significant impact on our financial reporting~~, as described in our Annual Report~~.

FORWARD-LOOKING STATEMENTS

Certain statements in this report are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to our financial condition, results of operations, cash flows, plans, objectives, future performance and business. Forward-looking statements include those preceded by, followed by or that include the words “may,” “could,” “would,” “should,” “believes,” “expects,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends” or similar expressions. These forward-looking statements involve risks and uncertainties. Actual results may differ materially from those contemplated (expressed or implied) by such forward-looking statements, because of, among other things, potential risks and uncertainties, such as:

•

economic conditions in the global markets in which we operate;

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•

significant changes in the volumes of shipments transported through our networks, customer demand for our various services or the prices we obtain for our services;

•

damage to our reputation or loss of brand equity;

• cybersecurity incidents or disruptions to the Internet or our technology infrastructure, including those impacting our computer systems and website, ~~or data breaches or leakage, including those arising from malware, attempts to penetrate our network or human error,~~ which can adversely affect our operations and reputation among customers;

•

the price and availability of jet and vehicle fuel;

•

our ability to manage our cost structure for capital expenditures and operating expenses, and match it to shifting and future customer volume levels;

•

the impact of intense competition on our ability to maintain or increase our prices (including our fuel surcharges in response to fluctuating fuel price) or to maintain or grow our market share;

•

our ability to effectively operate, integrate, leverage and grow acquired businesses, and to continue to support the value we allocate to these acquired businesses, including their goodwill;

•

FedEx’s ability to successfully execute the TNT Express N.V. acquisition on favorable terms, on a timely basis or at all;

•

our ability to maintain good relationships with our employees and prevent attempts by labor organizations to organize groups of our employees, which could significantly increase our operating costs and reduce our operational flexibility;

•

our ability to execute on our profit improvement programs;

•

the impact of any international conflicts or terrorist activities on the United States and global economies in general, the transportation industry or us in particular, and what effects these events will have on our costs or the demand for our services;

• any impacts on our businesses resulting from new domestic or international government laws and regulation, including regulatory actions affecting global aviation or other transportation rights, increased air cargo and other security or safety requirements, and tax, accounting, trade (such as protectionist measures enacted in response to weak economic conditions), labor (such as card-~~21-~~ check legislation or changes to the Railway Labor Act of 1926, as amended, affecting our employees), environmental (such as global climate change legislation) or postal rules;

• any impacts on our businesses resulting from new domestic or international government laws and regulation, including regulatory actions affecting global aviation or other transportation rights, increased air cargo and other security or safety requirements, and tax, accounting, trade (such as protectionist measures enacted in response to weak economic conditions), labor (such as card-check legislation or changes to the Railway Labor Act affecting our employees), environmental (such as global climate change legislation), information security or postal rules;

•

adverse weather conditions or localized natural disasters in key geographic areas, such as earthquakes, volcanoes, and hurricanes, which can disrupt our electrical service, damage our property, disrupt our operations, increase our fuel costs and adversely affect our shipment levels;

• any impact on our business from disruptions or modifications in service by the United States Postal Service (“USPS”), which is a significant customer ofand ~~ours,~~vendor ~~as a consequence~~ of ~~the USPS’s current financial difficulties or any resulting structural changes to its operations, network, service offerings or pricing~~ours;

•

increasing costs, the volatility of costs and funding requirements and other legal mandates for employee benefits, especially pension and healthcare benefits;

• the increasing costs of compliance with federal and state governmental agency mandates, including those related to healthcare benefits, and defending against inappropriate or unjustified enforcement of other actions by such agencies;-20-

•Table changesof in foreign currency exchange rates, especially in the Chinese yuan, euro, Brazilian real, Canadian dollar and the British pound, which can affect our sales levels and foreign currency sales prices;Contents

•

the increasing costs of compliance with federal, state and foreign governmental agency mandates (including the Foreign Corrupt Practices Act and the U.K. Bribery Act) and defending against inappropriate or unjustified enforcement or other actions by such agencies;

•

changes in foreign currency exchange rates, especially in the Chinese yuan, euro, British pound, Brazilian real and the Canadian dollar, which can affect our sales levels and foreign currency sales prices;

•

market acceptance of our new service and growth initiatives;

•

any liability resulting from and the costs of defending against class-action litigation, such as wage-and-hour and discrimination and retaliation claims, and any other legal or governmental proceedings;

• the outcome of future negotiations to reach new collective bargaining agreements — including with the union that represents our pilots ~~(the current pilot contract became amendable in March 2013, and the parties are currently in negotiations)~~;

•

the impact of technology developments on our operations and on demand for our services, and our ability to continue to identify and eliminate unnecessary information technology redundancy and complexity throughout the organization;

•

governmental underinvestment in transportation infrastructure, which could increase our costs and adversely impact our service levels due to traffic congestion or sub-optimal routing of our vehicles and aircraft;

•

widespread outbreak of an illness or any other communicable disease, or any other public health crisis;

•

availability of financing on terms acceptable to FedEx and FedEx’s ability to maintain its current credit ratings, especially given the capital intensity of our operations; and

• other risks and uncertainties you can find in FedEx’s press releases and ~~SEC~~Securities and Exchange Commission filings, including the risk factors identified under the heading “Risk Factors” in “Management’s Discussion and Analysis of Results of Operations and Financial Condition” in our Annual Report, as updated by our quarterly reports on Form 10-Q.

As a result of these and other factors, no assurance can be given as to our future results and achievements. Accordingly, a forward-looking statement is neither a prediction nor a guarantee of future events or circumstances, and those future events or circumstances may not occur. You should not place undue reliance on the forward-looking statements, which speak only as of the date onof ~~which~~this ~~they are made~~report. We ~~undertake~~are under no obligation, and we expressly disclaim any obligation, to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise.

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Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Omitted under the reduced disclosure format permitted by General Instruction H(2)(c) of Form 10-Q.

Item 4.

Controls and Procedures

Our management, with the participation of our principal executive and financial officers, has evaluated the effectiveness of our disclosure controls and procedures in ensuring that the information required to be disclosed in our filings under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, including ensuring that such information is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure. Based on such evaluation, our principal executive and financial officers have concluded that such disclosure controls and procedures were effective as of ~~February~~August 2831, 2015 (the end of the period covered by this Quarterly Report on Form 10-Q).

During our fiscal quarter ended ~~February~~August 2831, 2015, no change occurred in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1.

Legal Proceedings

For a description of all material pending legal proceedings, see Note 5 of the accompanying unaudited condensed consolidated financial statements.

Item 1A.

Risk Factors

There have been no material changes from the risk factors disclosed in our Annual Report (under the heading “Risk Factors” in “Management’s Discussion and Analysis of Results of Operations and Financial Condition”) in response to Part I, Item 1A of Form 10-K.

Item 6.

Exhibits

ExhibitNumber		Description of Exhibit
10.1		Amendment dated ~~December~~June 2312, ~~2014~~2015 (but effective as of ~~October~~January 275, ~~2014~~2015), amending the Transportation Agreement dated April 23, 2013 between the United States Postal Service and Federal Express Corporation ~~(the “Transportation Agreement”)~~. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.1 to FedEx Corporation’s ~~FY15~~FY16 ~~Third~~First Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.2		Amendment dated ~~December~~June 1016, ~~2014~~2015 (but effective as of ~~November~~February 242, ~~2014~~2015), amending the Transportation Agreement dated April 23, 2013 between the United States Postal Service and Federal Express Corporation. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.2 to FedEx Corporation’s ~~FY15~~FY16 ~~Third~~First Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.3		Amendment dated June 23, 2015 (but effective as of March 2, 2015), amending the Transportation Agreement dated April 23, 2013 between the United States Postal Service and Federal Express Corporation. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.3 to FedEx Corporation’s FY16 First Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.4		Amendment dated August 31, 2015 (but effective as of January 4, 2016), amending the Transportation Agreement dated April 23, 2013 between the United States Postal Service and Federal Express Corporation. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.4 to FedEx Corporation’s FY16 First Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.5		Supplemental Agreement No. 6 (and related side letters) dated as of July 21, 2015, amending the Boeing 767-3S2 Freighter Purchase Agreement dated as of December 14, 2011, between The Boeing Company and Federal Express Corporation. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities and Exchange Act of 1934, as amended. (Filed as Exhibit 10.5 to FedEx Corporation’s FY16 First Quarter Report on Form 10-Q, and incorporated herein by reference.)
12.1		Computation of Ratio of Earnings to Fixed Charges.
15.1		Letter re: Unaudited Interim Financial Statements.
31.1		Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.1		Interactive Data Files.

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10.3		Amendment dated December 23, 2014 (but effective as of January 5, 2015), amending the Transportation Agreement. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.3 to FedEx Corporation’s FY15 Third Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.4		Amendment dated February 19, 2015 (but effective as of December 1, 2014), amending the Transportation Agreement. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.4 to FedEx Corporation’s FY15 Third Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.5		Letter Agreement dated as of January 22, 2015, amending the Boeing 767-3S2 Freighter Purchase Agreement dated as of December 14, 2011 between The Boeing Company and Federal Express Corporation. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.5 to FedEx Corporation’s FY15 Third Quarter Report on Form 10-Q, and incorporated herein by reference.)
12.1		Computation of Ratio of Earnings to Fixed Charges.
15.1		Letter re: Unaudited Interim Financial Statements.
31.1		Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.1		Interactive Data Files.

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SIGNATURE

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

						FEDERAL EXPRESS CORPORATION
Date: March 19, 2015						/s/ ELISE L. JORDAN
Date: September 17, 2015						/s/ ELISE L. JORDAN
						ELISE L. JORDAN
						SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
						SENIOR VICE PRESIDENT AND
						CHIEF FINANCIAL OFFICER

-2524-

EXHIBIT INDEX

Exhibit Number		Description of Exhibit
10.1		Amendment dated ~~December~~June 2312, ~~2014~~2015 (but effective as of ~~October~~January 275, ~~2014~~2015), amending the Transportation Agreement dated April 23, 2013 between the United States Postal Service and Federal Express Corporation ~~(the “Transportation Agreement”)~~. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.1 to FedEx Corporation’s ~~FY15~~FY16 ~~Third~~First Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.2		Amendment dated ~~December~~June 1016, ~~2014~~2015 (but effective as of ~~November~~February 242, ~~2014~~2015), amending the Transportation Agreement dated April 23, 2013 between the United States Postal Service and Federal Express Corporation. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.2 to FedEx Corporation’s ~~FY15~~FY16 ~~Third~~First Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.3		Amendment dated ~~December~~June 23, ~~2014~~2015 (but effective as of ~~January~~March 52, 2015), amending the Transportation Agreement dated April 23, 2013 between the United States Postal Service and Federal Express Corporation. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.3 to FedEx Corporation’s ~~FY15~~FY16 ~~Third~~First Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.4		Amendment dated ~~February~~August 1931, 2015 (but effective as of ~~December~~January 14, ~~2014~~2016), amending the Transportation Agreement dated April 23, 2013 between the United States Postal Service and Federal Express Corporation. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (Filed as Exhibit 10.4 to FedEx Corporation’s ~~FY15~~FY16 ~~Third~~First Quarter Report on Form 10-Q, and incorporated herein by reference.)
10.5		~~Letter~~Supplemental Agreement No. 6 (and related side letters) dated as of ~~January~~July 2221, 2015, amending the Boeing 767-3S2 Freighter Purchase Agreement dated as of December 14, 2011, between The Boeing Company and Federal Express Corporation. Confidential treatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities and Exchange Act of 1934, as amended. (Filed as Exhibit 10.5 to FedEx Corporation’s ~~FY15~~FY16 ~~Third~~First Quarter Report on Form 10-Q, and incorporated herein by reference.)
12.1		Computation of Ratio of Earnings to Fixed Charges.
15.1		Letter re: Unaudited Interim Financial Statements.
31.1		Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.1		Interactive Data Files.

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