FedEx Annual Report 2017

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FY2017 Annual Report · FedEx

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FedEx Annual Report 2017

investment + integration + innovation

ADDS UP TO ACCELERATED PERFORMANCE

INVESTING IN A BETTER WORLD

FedEx understands that how we connect the world matters. We invest in community programs that
mirror our corporate priorities and improve lives around the world. Our EarthSmart® strategy helps us
integrate innovative sustainable practices into the way we work and the services we offer customers.
We hold ourselves accountable by setting ambitious global goals and monitoring our progress.*

GOAL
30%

reduction in aircraft
emissions intensity
from a 2005
baseline by 2020

PROGRESS

22%

reduction in
aircraft emissions
intensity from a
2005 baseline

GOAL
30%

of jet fuel obtained
from alternative
sources by 2030

PROGRESS

2019

is the anticipated
first delivery of
commercially
viable and available
alternative fuels

GOAL
50%

increase in FedEx
Express vehicle
fuel efficiency from
a 2005 baseline
by 2025

PROGRESS

35%

GOAL

Expand on-site
energy generation
and continue to
procure renewable
energy for facilities

PROGRESS

improvement from
a 2005 baseline

on-site solar
installations

GOAL $200

million investment
in 200 communities
around the world
by 2020

PROGRESS

$46.21

million investment
in 97 communities

*To learn more, read the 2017 Global Citizenship Report at csr.fedex.com

FEDEX CORPORATION

942 South Shady Grove Road
Memphis, TN 38120
fedex.com

FY17 WAS A YEAR OF PLUSES

$60 billion

in revenue

14 B767F aircraft

added, replacing less
efficient airplanes

64 countries

with integrated
FedEx and TNT
operations

$5 billion

record operating
profit

10 million

square feet of
FedEx Ground facility
space added for the
FY17 peak season

5%increase

in FedEx Ground
revenue per package

CNG can be used
in place of diesel,
burns more cleanly,
and helps diversify
our fuel supply.

FEDEX FREIGHT LAUNCHES NEW CNG FLEET

From electric delivery vans to more
fuel-efficient aircraft, FedEx continually
pursues innovations to reduce our
environmental impact. FedEx Freight
is driving one of our latest initiatives
to explore alternative fuel sources:
compressed natural gas (CNG).

CNG is a simple concept. It’s made

by compressing natural gas to less
than 1 percent of its normal volume.
We’re excited about adding 100 CNG

tractors to our fleet because CNG
can be used in place of diesel but is
generally cleaner and helps diversify
the fuel supply.

It takes special equipment to
refuel with CNG, so we also installed
a fueling station at our Oklahoma City
Service Center. This investment
demonstrates our commitment to
connecting the world responsibly
and resourcefully.

Why CNG?
> It’s cleaner. CNG burns more cleanly
than diesel fuel, producing lower
CO2 emissions.

> It’s homegrown. Almost all natural
gas used in the U.S. is produced
domestically.

> It can be renewable. Some natural

gas is generated by landfills.

LETTER FROM THE CHAIRMAN

To our shareowners,
FedEx Corporation performed exceptionally well in
fiscal 2017, and we are very optimistic about our future.

In FY17, we boosted long-term value for shareowners
— delivered an outstanding peak season with highest
ever volumes and service levels; invested heavily in
several strategic areas; and managed yields and
volumes extremely well.

Three areas of focus not only contributed to a very
profitable year but also promise to accelerate
performance that will improve margins, cash
flows, returns, and earnings per share going
forward. They are:

Investments. We continue to take advantage of
market growth and meet customers’ increasing
demands for our services.

Integration. We’re building on our record of
success as we integrate acquisitions we’ve
made in recent years.

Innovation. We’re rapidly advancing information-
technology solutions targeting efficiency and
customer convenience.

Investments boost
financial performance
Capacity and automation. Our strategic investments
have one thing in common — expected high rates
of long-term returns. To meet forecasts for strong
e-commerce and commercial growth, FedEx
Ground is expanding its network capacity and
automation to make certain we have the capacity,
efficiency, and flexibility customers demand.

In the year leading up to the FY17 peak season,
FedEx Ground added 10 million square feet of
operating space through 185 facility projects
including four new major distribution hubs and
19 new fully automated stations. These state-of-
the-art facilities are much more efficient to operate
and allow us to quickly adjust to fluctuations in
package volume and location.

Frederick W. Smith
Chairman and CEO

Reduced costs and emissions. FedEx Express
continues to upgrade its aircraft fleet to improve
margins and add flexibility to domestic and international
operations. We invested $1.8 billion in aircraft and
related equipment in FY17. The payback is impressive:
the B767F carries almost as much payload as the
MD10 it replaces and is about 30 percent more
fuel-efficient resulting in lower emissions as well.
Unit operating costs are about 20 percent lower
overall including reduced maintenance costs and
higher reliability that also improves service levels.

Systems and safety improvements. Focusing on
efficiency at FedEx Freight should significantly
improve margins by the end of FY20 and make
FedEx the first choice for more customers in the
less-than-truckload (LTL) market. Adding dimensioning
technology will improve FedEx Freight yields and
automating the customer experience will make
LTL shipping simpler. Safety is a top priority.
Today about 80 percent of our fleet is equipped
with advanced safety technologies such as rollover
stability control, lane-departure warning, and
systems to help avoid collisions. Our goal is 100
percent deployment by the end of FY18. This adds
to FedEx Freight’s competitive advantage of the
fastest published transit times in the LTL industry.

LETTER FROM THE CHAIRMAN

Integration unlocks new
customer solutions
Implications of recent acquisitions — TNT
Express, FedEx Supply Chain (formerly GENCO),
and FedEx Cross Border — are profound. Together
they fill strategic gaps in our global network
and strengthen supply chain and e-commerce
capabilities. Customers are delighted with the
initial results which deliver significant opportunities
for efficiencies and growth.

Amplifying our global scope. We are pleased with
the progress of our multi-year TNT integration plan.
Sixty-four countries were fully integrated in FY17,

and we’ve begun integration activities across
additional countries including many of the largest
operations in TNT’s global network. We’re capitalizing
on the immense talent and expertise of former TNT
executives who now comprise about 40 percent of
FedEx Express internationally based officers and
managing directors.

The results are proving to be transformative to
customers and our financial outlook. In the latter
regard, we’re targeting an operating income
improvement at the FedEx Express group of
$1.2 billion to $1.5 billion in FY20 compared
with FY17, assuming moderate economic
growth and current accounting and tax rules.

The biggest acquisition in FedEx history
is transforming our global reach.

2
2

Simplifying e-commerce for retailers. Integrating
FedEx Supply Chain capabilities with the FedEx
transportation networks has broadened our
portfolio of solutions. FedEx® Fulfillment, created
with extensive customer input, is a new way for
us to support e-commerce companies of all sizes.
The service provides retailers with warehousing,
inventory management, fulfillment, packaging, and
reverse logistics in one bundle powered by FedEx
transportation networks.

FedEx Fulfillment also works closely with FedEx
Cross Border to make it easier for small-to-medium
e-tailers to serve international customers.

Reducing residential delivery costs. The integration
of FedEx Ground and FedEx SmartPost® operations
will enable us to use FedEx Ground contracted
service providers to deliver a FedEx SmartPost
package going to the same or nearby location on
the same day which will reduce costs.

Not only does the online platform make monitoring
logistics activity as easy as using a smartphone, it
also simplifies the returns process so retailers can
better manage their products’ entire life cycle.

TNT EXPRESS INTEGRATION
IS IN FULL SWING

Key TNT Express integration milestones
in FY17 include:
> We implemented the first phase of
cross-scan technology that enables
us to handle TNT Express packages
in the FedEx network and vice versa.
Just as important, we’re able to
manage and coordinate inquiries
from FedEx and TNT customers.

> FedEx successfully integrated

64 countries in FY17. We’re in the
process of integrating additional
countries including many of our
largest direct-serve businesses.
Our focus for country integration
in FY18 will turn to more complex,
but higher value markets.

> In April, we took one of the first

steps to connect the FedEx Express
and TNT worldwide networks by
successfully launching our new

B777F flight from the TNT air hub in
Liège, Belgium, to the FedEx World
Hub in Memphis. This new around-
the-world flight goes on to Shanghai
before returning to Liège.

It gives 100,000 TNT customers
access to the FedEx network in the
U.S. and Canada, with consistent
two-day transit times for express
shipments compared with two
to four days previously. The flight
also speeds up transit times from
Asia to Europe.

3 MORE > fedex.com/AnnualReport2016

Up to 8,000
Walgreens
locations will
make it easier
to drop off
and pick up
packages.

LETTER FROM THE CHAIRMAN

Innovation reduces costs,
improves service
While our residential e-commerce revenues
are much smaller than our business-to-business
revenues, it’s the fastest-growing market and
requires constant innovation to make delivery
to consumers more efficient.

That’s one reason we are expanding our FedEx
OnSite network of convenient pickup and drop-off
locations. FedEx OnSite locations reduce costs
because we can deliver multiple packages to
one location for customer collection instead of
delivering single packages to individual residences.
A major new alliance with Walgreens will add
nearly 8,000 locations to the FedEx OnSite
network prior to the FY18 peak season.

Consumers can take advantage of these secure
delivery locations by using FedEx Delivery Manager®.
All it takes is a mobile phone or tablet to track,
schedule delivery, reroute packages, sign for
packages remotely, and receive delivery confirmations.

Deploying new technology is part of our ongoing
strategy to reduce our carbon footprint. In FY17,
FedEx Freight purchased more than 100 compressed
natural gas (CNG) tractors and installed a CNG
fueling station at our Oklahoma City Service Center.

FedEx Express is also introducing new vehicle
technologies and making more efficient use of
conventional vehicles. We met our target of
increasing vehicle fuel efficiency by 30 percent
from a 2005 baseline five years ahead of schedule.
We’ve therefore now set a new goal: by 2025 we
will increase FedEx Express vehicle fuel efficiency
by 50 percent from the 2005 baseline.

SOLUTIONS MAKE E-COMMERCE EASIER, MORE PROFITABLE

E-commerce continues to reshape
retail, with retailers moving rapidly
to meet shifting consumer behavior
and expectations. As the big picture
evolves, our role is clear: facilitate
profitable e-commerce growth.

Over time, economics will require

more innovative ways to deliver
goods ordered online, instead of
only delivering individual items to
residences, which is expensive.

To make that happen, FedEx must
continue combining our physical assets
and digital capabilities to create more
effective, efficient, and secure delivery
alternatives. We must also ensure we are
properly compensated for the outstanding
services we provide.

> Small and medium-sized online
retailers are now fulfilling U.S.
domestic and export orders through
FedEx® Fulfillment — a new turnkey
e-commerce solution that helps
businesses fulfill orders from
different sources, including
e-commerce websites and
online marketplaces.

> More than 6 million registered users
— about 50 percent more than last
year — are now taking advantage
of FedEx Delivery Manager® to
schedule package deliveries where
and when it’s convenient for them.
We also expanded the service to 36
countries, with plans to add dozens
more in FY18.

> Cross-border shopping is growing

> Nearly 8,000 Walgreens locations

and is expected to total 20 percent of
e-commerce by 2022, with sales of
$627 billion.* New FedEx Cross Border
services provide both shoppers
and merchants with a much faster,
easier way to conduct international
e-commerce.

will add punch to the FedEx OnSite
network offering consumers more
convenient and secure drop-off and
pickup options.

* Practical Ecommerce, 2017. “The

Explosive Growth of Cross-border
Ecommerce.”

LETTER FROM THE CHAIRMAN

We will ensure FedEx remains indispensable to
global commerce and a responsible corporate
citizen. Integrity is key to our culture, our brand,
and our reputation. In the public policy arena,
we continue to vigorously support corporate tax
reform and open trade. These policies are essential
to sparking investment and innovation; boosting
U.S. and global economies; and improving
standards of living everywhere.

FedEx has never been stronger; our team has never
been more committed; and our confidence has
never been greater that we will deliver outstanding
value and opportunities for shareowners, customers,
and team members in coming years.

If you have a moment, go to fedex.com/dream
and you’ll see why we are so confident about our
future prospects.

Frederick W. Smith
Chairman and CEO

Precise execution drives value
FedEx has never been better positioned for
significant long-term growth that delivers
increased value to shareowners and a more
promising future for our team members. To those
ends, we must continue to execute with precision.
In addition, we must remain decisive and agile,
especially when it comes to creating and
delivering technology solutions that make us
more productive and customers’ lives easier.

Our team members’ outstanding dedication and
performance were once again recognized by
FORTUNE magazine which named FedEx one of
the world’s most admired companies. No member
of the FedEx team did more to make FedEx what
we are today than Mike Glenn who retired during
FY17 as Executive Vice President, Market Development
and Corporate Communications, after more than
35 years of service. Mike leaves with our
gratitude, affection, and best wishes.

To manage our growth and ensure a faster and
more responsive FedEx, we promoted Dave
Bronczek, formerly President and CEO of FedEx
Express, to President and Chief Operating Officer.
The CEOs of our core operating companies and
our EVPs of Marketing and Sales now report
to Dave. The new organization structure will
facilitate future growth for our broad portfolio
of customer solutions.

“FedEx has never
been stronger; our
team has never been
more committed; and
our confidence has
never been greater.”

FROM PACKAGE HANDLER TO PRESIDENT AND COO

After graduating from Ohio’s Kent State
University in 1976, David J. Bronczek
began his career as so many FedEx
leaders have — on the frontline. Back
then FedEx was a fledgling company
that had been operating for three
years with service to 75 U.S. cities
and annual revenues of $96 million.
Fast forward to FY17, the year
Bronczek was named President
and Chief Operating Officer of
FedEx Corp. — a $60 billion global
transportation powerhouse that is
continuing to transform an industry,
and is one of the most admired
companies in the world.

What happened between then
and now? “Like so many FedEx team
members, I have lived the FedEx
dream,” Bronczek says. He served
in many operational roles and as a
sales representative before moving
steadily through the ranks of FedEx
management. In 1993 he was named
Senior Vice President of the Europe,
Middle East and Africa region. In 2000,
at the age of 45, he became President
and CEO of FedEx Express. There he
oversaw the growth of our international
business, the achievement of the
$1.6 billion profit improvement plan,
and the acquisition of TNT Express.

“The opportunities for team
members are even better today than
they were when I joined the company
over 40 years ago,” Bronczek says.
“FedEx was founded on the People-
Service-Profit operating philosophy
that taking care of our team members
results in outstanding service,
allowing us to earn a fair profit that
we then reinvest in our future and
team members. This philosophy is
more relevant than ever and has opened
outstanding career opportunities for
so many of our team members,
including myself.”

NEW AIRCRAFT IMPROVE FUEL EFFICIENCY
AND CUSTOMER SERVICE

Investing in new aircraft not only
reduces maintenance costs, it
increases reliability, which translates
into a better customer experience.
Every flight can carry tens of thousands
of important packages. The more our
aircraft stay on schedule, the better
FedEx Express is able to deliver
shipments on time, backed by our
money-back guarantee.

Reliability for the newer B777F
and B767F aircraft is above 99 percent,
meaning they depart as scheduled
over 99 percent of the time. These
aircraft also have a long maintenance

honeymoon period, are more fuel-
efficient — helping save money — and
emit lower levels of carbon emissions.
In addition to modernizing the
fleet, FedEx has improved reliability in
all aircraft through strategic maintenance
programs. Consistent progress over
the past five years led overall fleet
reliability to its highest level. The
0.7 percent improvement in reliability
achieved over the last five years is
equivalent to almost 1,300 additional
on-time aircraft departures in FY17,
affecting the delivery of millions of
packages.

FINANCIAL HIGHLIGHTS

(in millions, except earnings per share)
Operating Results
Revenues
Operating income
Operating margin
Net income
Diluted earnings per common share
Average common and common equivalent shares
Cash provided by operating activities
Capital expenditures

Financial Position
Cash and cash equivalents
Total assets
Long-term debt, including current portion
Common stockholders’ investment

Comparison of Five-Year Cumulative Total Return*

$225

$200

$175

$150

$125

$100

5/12

5/13

5/14

5/15

5/16

5/17

FedEx Corporation

S&P 500

Dow Jones Transportation Average

* $100 invested on 5/31/12 in stock or index, including reinvestment of dividends. Fiscal year
ended May 31.

2017(1)(2)

2016(2)(3)

Percent
Change

$ 60,319
5,037

$ 50,365
3,077

8.4%

6.1%

2,997
11.07
270
4,930
5,116

$ 3,969
48,552
14,931
16,073

1,820
6.51
279
5,708
4,818

3,534
45,959
13,762
13,784

20
64
230bp
65
70
(3)
(14 )
6

12
6
8
17

(1) Results for 2017 include TNT Express integration expenses and restructuring
charges of $327 million ($245 million, net of tax, or $0.91 per diluted share)
and increased intangible asset amortization of $74 million ($57 million, net
of tax, or $0.21 per diluted share) as a result of the TNT Express acquisition.
Results for 2017 also include $39 million ($24 million, net of tax, or $0.09 per
diluted share) of charges for legal reserves related to certain pending U.S.
Customs and Border Protection matters involving FedEx Trade Networks and
$22 million ($13 million, net of tax, or $0.05 per diluted share) of charges in
connection with the settlement of and certain expected losses relating to
independent contractor litigation matters at FedEx Ground.

(2) Results include a mark-to-market gain of $24 million ($6 million, net of tax,
or $0.02 per diluted share) in 2017 and a loss of $1.5 billion ($946 million,
net of tax, or $3.39 per diluted share) in 2016.

(3) Results for 2016 include provisions related to independent contractor
litigation matters at FedEx Ground for $256 million, net of recognized
immaterial insurance recovery ($158 million, net of tax, or $0.57 per diluted
share), and expenses related to the settlement of a U.S. Customs and Border
Protection notice of action in the amount of $69 million, net of recognized
immaterial insurance recovery ($43 million, net of tax, or $0.15 per diluted
share). Total transaction, financing and integration-planning expenses related
to our TNT Express acquisition, as well as TNT Express’s immaterial financial
results from the time of acquisition, were $132 million ($125 million, net of
tax, or $0.45 per diluted share) during 2016. In addition, 2016 results include
a $76 million ($0.27 per diluted share) favorable tax impact from an internal
corporate legal entity restructuring to facilitate the integration of FedEx
Express and TNT Express.

MANAGEMENT’S DISCUSSION AND ANALYSIS
OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION

OVERVIEW OF FINANCIAL SECTION

The financial section of the FedEx Corporation (“FedEx” or the
“Company”) Annual Report (“Annual Report”) consists of the
following: Management’s Discussion and Analysis of Results
of Operations and Financial Condition (“MD&A”), the Consolidated
Financial Statements and the notes to the Consolidated Financial
Statements, and Other Financial Information, all of which include
information about our significant accounting policies and practices
and the transactions that underlie our financial results. The following
MD&A describes the principal factors affecting the results of
operations, liquidity, capital resources, contractual cash obligations
and critical accounting estimates of FedEx. The discussion in the
financial section should be read in conjunction with the other sections
of this Annual Report, particularly our detailed discussion of risk
factors included in this MD&A.

The following MD&A was included in FedEx’s fiscal 2017
Annual Report on Form 10-K that was filed with the Securities
and Exchange Commision on July 17, 2017. For any material
updates to the information included in this MD&A, please refer
to the Company’s press releases and filings with the Securities
and Exchange Commission.

Organization of Information
Our MD&A is composed of three major sections: Results of Operations,
Financial Condition and Critical Accounting Estimates. These sections
include the following information:

> Results of operations includes an overview of our consolidated 2017
results compared to 2016 results, and 2016 results compared to 2015
results. This section also includes a discussion of key actions and
events that impacted our results, as well as our outlook for 2018.

> The overview is followed by a financial summary and analysis
(including a discussion of both historical operating results and our
outlook for 2018) for each of our transportation segments.

> Our financial condition is reviewed through an analysis of key
elements of our liquidity, capital resources and contractual cash
obligations, including a discussion of our cash flows and our financial
commitments.

> Critical accounting estimates discusses those financial statement
elements that we believe are most important to understanding the
material judgments and assumptions incorporated in our financial
results.

> We conclude with a discussion of risks and uncertainties that may
impact our financial condition and operating results.

Description of Business
We provide a broad portfolio of transportation, e-commerce and
business services through companies competing collectively, operating
independently and managed collaboratively, under the respected
FedEx brand. Our primary operating companies are Federal Express
Corporation (“FedEx Express”), the world’s largest express
transportation company; TNT Express B.V. (“TNT Express”), an
international express, small-package ground delivery and freight
transportation company; FedEx Ground Package System, Inc. (“FedEx

Ground”), a leading North American provider of small-package ground
delivery services; and FedEx Freight, Inc. (“FedEx Freight”), a leading
U.S. provider of less-than-truckload (“LTL”) freight services. These
companies represent our major service lines and, along with FedEx
Corporate Services, Inc. (“FedEx Services”), form the core of our
reportable segments.

Our FedEx Services segment provides sales, marketing, information
technology, communications, customer service, technical support, billing
and collection services, and certain back-office functions that support
our transportation segments. In addition, the FedEx Services segment
provides customers with retail access to FedEx Express and FedEx
Ground shipping services through FedEx Office and Print Services, Inc.
(“FedEx Office”). See “Reportable Segments” for further discussion.

The key indicators necessary to understand our operating results
include:

> the overall customer demand for our various services based on
macroeconomic factors and the global economy;

> the volumes of transportation services provided through our networks,
primarily measured by our average daily volume and shipment weight
and size;

> the mix of services purchased by our customers;

> the prices we obtain for our services, primarily measured by yield
(revenue per package or pound or revenue per shipment or hundred-
weight for LTL freight shipments);

> 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
recover incremental fuel costs through our fuel surcharges.

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

Except as otherwise specified, references to years indicate our fiscal
year ended May 31, 2017 or ended May 31 of the year referenced and
comparisons are to the prior year. References to our transportation
segments include, collectively, our FedEx Express group, which
includes the FedEx Express and TNT Express segments, the FedEx
Ground segment and the FedEx Freight segment. In 2017, TNT
Express’s results are disclosed as a reportable segment and are also
combined with the FedEx Express segment to reflect a management
reporting structure referred to as the FedEx Express group. Because
TNT Express was acquired near the end of 2016, its financial results
were immaterial and were included in “Eliminations, corporate and
other” in that period.

RESULTS OF OPERATIONS AND OUTLOOK

Consolidated Results
The following table compares summary operating results (dollars in millions, except per share amounts) for the years ended May 31.

Consolidated revenues
Operating income:
FedEx Express segment(3)
TNT Express segment
FedEx Ground segment
FedEx Freight segment
Eliminations, corporate and other(4)(5)
Consolidated operating income(5)
Operating margin:
FedEx Express segment(3)
TNT Express segment
FedEx Ground segment
FedEx Freight segment
Consolidated operating margin(4)(5)
Consolidated net income(5)
Diluted earnings per share

2017(1)
$ 60,319

2016(2)
$ 50,365

2015
$ 47,453

2017/2016
20

2016/2015
6

Percent Change

2,678
84
2,292
397
(414)
5,037

9.8%
1.1%
12.7%
6.2%
8.4%

2,519
–
2,276
426
(2,144)
3,077

9.5%
–
13.7%
6.9%
6.1%

1,584
–
2,172
484
(2,373)
1,867

5.8%
–
16.7%
7.8%
3.9%

$ 2,997
$ 11.07

$ 1,820
$ 6.51

$ 1,050
$ 3.65

6
NM
1
(7)
81
64

30 bp

NM
(100)bp
(70)bp
230 bp
65
70

59
NM
5
(12)
10
65

370 bp
NM
(300)bp
(90)bp
220 bp
73
78

The following table shows changes in revenues and operating income by reportable segment for 2017 compared to 2016 and 2016 compared to
2015 (in millions).

Year-over-Year Changes

Revenues

Operating Income

FedEx Express segment(3)
TNT Express segment
FedEx Ground segment
FedEx Freight segment
FedEx Services segment
Eliminations, corporate and other(4)(5)

2016/2015(2)
$ 935
–
104
(58 )
–
229
$ 1,210
(1) Operating income in 2017 includes TNT Express integration expenses and restructuring charges of $327 million ($121 million in “Eliminations, corporate and other,” $117 million at FedEx Express
and $89 million at TNT Express) and increased intangible asset amortization of $74 million as a result of the TNT Express acquisition. Operating income for 2017 also includes $39 million of
charges for legal reserves related to certain pending U.S. Customs and Border Protection matters involving FedEx Trade Networks and $22 million of charges in connection with the settlement of
and certain expected losses relating to independent contractor litigation matters at FedEx Ground. See Note 18 of the accompanying consolidated financial statements for additional information.
(2) Includes transaction, financing and integration-planning expenses related to our TNT Express acquisition, as well as the immaterial financial results of TNT Express from the date of acquisition,

2017/2016(1)(2)
$ 159
84
16
(29)
–
1,730
$ 1,960

2017/2016
$ 907
7,401
1,501
243
28
(126)
$ 9,954

2016/2015
$ (788 )
–
3,590
9
48
53
$ 2,912

aggregating $132 million during 2016. These expenses are predominantly included in “Eliminations, corporate and other.”

(3) FedEx Express segment 2015 expenses include impairment and related charges of $276 million resulting from the decision to permanently retire and adjust the retirement schedule of certain

aircraft and related engines.

(4) Operating income includes a gain of $24 million in 2017 and losses of $1.5 billion in 2016 and $2.2 billion in 2015 associated with our mark-to-market pension accounting further discussed in

Note 13 of the accompanying consolidated financial statements.

(5) Operating income in 2016 includes provisions related to independent contractor litigation matters at FedEx Ground for $256 million and expenses related to the settlement of a U.S. Customs and
Border Protection notice of action in the amount of $69 million, in each case net of recognized immaterial insurance recovery. Operating income for 2015 includes a $197 million charge in the
fourth quarter to increase the legal reserve associated with the settlement of a legal matter at FedEx Ground to the amount of the settlement, which is further discussed in Note 18 of the accom-
panying consolidated financial statements.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Overview

Our segment results improved in 2017 as a result of yield and volume
growth and continued cost management at our FedEx Express
segment, as well as the inclusion of TNT Express. In addition, tax
benefits from the implementation of new foreign currency tax
regulations and the adoption of a new accounting standard for
share-based payments, further discussed in the “Income Taxes”
section below, benefited results. These factors were partially offset by
TNT Express integration expenses, including restructuring charges
(described below), network expansion costs at FedEx Ground, one
fewer operating day at FedEx Express and FedEx Ground and higher
operating expenses at FedEx Freight.

We incurred an aggregate of $327 million ($245 million, net of tax, or
$0.91 per diluted share) in 2017 of TNT Express integration expenses,
including restructuring charges. The integration expenses are pre-
dominantly incremental costs directly associated with the integration
of TNT Express, including professional and legal fees, salaries and
wages, advertising expenses and travel. Internal salaries and wages
are included only to the extent the individuals are assigned full time to
integration activities. These costs were incurred at FedEx Corporation,
FedEx Express and TNT Express. The identification of these costs as
integration-related expenditures is subject to our disclosure controls
and procedures. In addition, we incurred $74 million ($57 million, net
of tax, or $0.21 per diluted share) in 2017 of increased intangible asset
amortization as a result of the TNT Express acquisition.

Operating income in 2017 includes a $24 million gain ($6 million, net
of tax, or $0.02 per diluted share) associated with our fourth quarter
mark-to-market (“MTM”) retirement plans adjustment. Our 2017
results also include $39 million ($24 million, net of tax, or $0.09 per
diluted share) of charges for legal reserves related to certain pending
U.S. Customs and Border Protection (“CBP”) matters involving FedEx
Trade Networks and $22 million ($13 million, net of tax, or $0.05 per
diluted share) of charges related to the settlement of and certain
expected losses relating to independent contractor litigation matters
involving FedEx Ground. These items are included in “Eliminations,
corporate and other.”

Our results for 2016 include a $1.5 billion loss ($946 million, net of tax,
or $3.39 per diluted share) associated with our fourth quarter MTM
retirement plans adjustment, provisions for the settlement of and
expected losses related to independent contractor litigation matters
involving FedEx Ground of $256 million ($158 million, net of tax, or $0.57
per diluted share), and expenses related to the settlement of a CBP
notice of action in the amount of $69 million ($43 million, net of tax,
or $0.15 per diluted share). These items are included in “Eliminations,
corporate and other.” Also during 2016, we incurred transaction,
financing and integration-planning expenses related to our TNT Express
acquisition of $132 million ($125 million, net of tax, or $0.45 per diluted
share), which includes the impact of certain costs not deductible for tax
purposes as a result of the acquisition. These expenses also include
TNT Express’s financial results from the time of acquisition, which are
immaterial, and are predominantly included in “Eliminations, corporate
and other.” While these items had a significant impact to our consoli-
dated results, our 2016 segment performance benefited from higher
operating income at FedEx Express as our profit improvement program
that commenced in 2013 continued to constrain expense growth while
improving revenue quality, and the positive net impact of fuel. Two
additional operating days also benefited all our transportation segments
in 2016. These factors were partially offset by lower than anticipated
revenue at FedEx Freight and network expansion costs, higher self-
insurance expenses and increased purchased transportation rates at
FedEx Ground. In addition, higher incentive compensation accruals,
which were not impacted by the charges and credits described above,
negatively impacted our overall results.

During 2016, a favorable tax impact from an internal corporate legal
entity restructuring to facilitate the integration of FedEx Express and
TNT Express was recorded in the amount of $76 million (or $0.27 per
diluted share).

Our results for 2015 include a $2.2 billion loss ($1.4 billion, net of tax,
or $4.81 per diluted share) associated with our MTM retirement plans
adjustment.

MANAGEMENT’S DISCUSSION AND ANALYSIS3,000

2,900
3,000
2,800
2,900
2,700
2,800
2,600
2,700
2,500
2,600
2,400
2,500

2,400

9,000

8,500

9,000
8,000

8,500
7,500

8,000
7,000

7,500
6,500

7,000
6,000

6,500
5,500

6,000

5,500

14,000

13,500

14,000
13,000

13,500
12,500

13,000
12,000

12,500
11,500

12,000
11,000

11,500
10,500

11,000
10,000

10,500

10,000

$19.00

$19.00
$18.00

$18.00
$17.00

$17.00
$16.00

$16.00

$10.00

9,000
8,000

8,500
7,500

8,000
6,774
7,000

7,500
6,500
6,774
7,000
6,000

6,500
5,500
2014
6,000

5,500
2014

14,000
13,000

13,500
12,500

13,000
12,000

12,500
11,500

10,744
12,000
11,000

11,500
10,500

$19.00
$18.00

$17.42

$18.00
$17.00
$17.42

$17.00
$16.00
2014

The following graphs for FedEx Express, FedEx Ground and FedEx Freight show selected volume trends (in thousands) for the years ended May 31
FedEx Express U.S. Domestic
Average Daily Package Volume
(TNT Express volume trends are not presented, as it was acquired on May 25, 2016):

FedEx Express International(1)
Average Daily Package Volume

FedEx Express U.S. Domestic
3,000
Average Daily Package Volume
2,900
FedEx Express U.S. Domestic
2,800
Average Daily Package Volume

FedEx Express U.S. Domestic
Average Daily Package Volume
FedEx Express U.S. Domestic
3,000
Average Daily Package Volume
2,900
3,000
2,800
2,900
2,700
2,800
2,600
2,571
2,700
2,500
2,600
2,571
2,400
2014
2,500

2,683

2,713

2,683

2,571

2,726

2,713

2,726

2,683

2,713

2016

2015

2014

2015

2016

2017

2,700

2,600

2,726

2,571

2,400
2014

2014

2015

2016

2017

2,683

2,713

2,726

2,500

2,400

2017

2014

2015

2016

2,726

2017

1,200

1,000
1,200

800
1,000

600
800

400
600

200
400

200

819
600
800
580
400
600

580
200
400
2014

200
2014

FedEx Express International(1)
1,200
Average Daily Package Volume
1,000
FedEx Express International(1)
Average Daily Package Volume

FedEx Express International(1)
Average Daily Package Volume
FedEx Express International(1)
1,200
Average Daily Package Volume
1,000
1,200
819
800
1,000

819

934

888

853

934

888

800

888

853

819

853

819

934

600

400

934

580

853

586

888

934

575

591

580

586

575

591

575

591

200

580
2014

586
2015

575
2016

591
2017

2014

2015

2016

2017

International export

International domestic

International export

International domestic

2014

2015

2016

2017

International export

International domestic

FedEx Ground
FedEx Ground
Average Daily Package Volume
Average Daily Package Volume
FedEx Ground
FedEx Ground
9,000
Average Daily Package Volume
Average Daily Package Volume
8,500

8,000

8,500

9,000

7,500

FedEx Ground
Average Daily Package Volume

80.0

7,896

7,526

7,896

7,526

6,911

6,774

6,911

7,526

7,896

7,526

6,911

6,774

6,911

7,000

6,500

6,000

5,500

7,896

6,774

6,911

7,896

2014

2015

2016

2014

2015

2016

2017

2014

2015

2016

2017

70.6

62.9

66.9

FedEx Freight
FedEx Freight
80.0
Average Daily LTL Shipments
Average Daily LTL Shipments
70.0
FedEx Freight
FedEx Freight
80.0
60.0
Average Daily LTL Shipments
Average Daily LTL Shipments
67.7
67.7
70.0
62.9
80.0
60.0
70.0
62.9
50.0
60.0
40.0
50.0
27.7
30.0
40.0
20.0
27.7
2014
30.0

31.1
2016

31.0
2017

28.6
2015

27.7
2014

70.6

31.1

67.7

20.0

50.0

28.6

31.0

30.0

40.0

28.6

27.7

62.9

66.9

FedEx Freight
Average Daily LTL Shipments

66.9

67.7

70.6

62.9

27.7

28.6

31.1

31.0

2014

2015

2016

2017

Priority

Economy

70.6

31.0

31.0
2017

Priority

Economy

2014

2015

2016

2017

20.0
2014

Priority

Economy

70.0
80.0
60.0
70.0
50.0
60.0
40.0
50.0
30.0
40.0
20.0
30.0

20.0

2017

FedEx Express and FedEx Ground
Total Average Daily Package Volume

FedEx Express and FedEx Ground
14,000
Total Average Daily Package Volume
13,500
FedEx Express and FedEx Ground
13,000
Total Average Daily Package Volume
12,500

FedEx Express and FedEx Ground
Total Average Daily Package Volume
FedEx Express and FedEx Ground
Total Average Daily Package Volume

14,000

13,500

12,000

12,147

11,500

12,147

11,033

11,702

11,000

10,744

12,147

11,702

11,033

12,147

10,500

12,147

10,744

11,702

10,000

11,033

2014

2015

2016

2017

2015

10,744
2014

10,744
11,000
10,000
2014
10,500
(1) International domestic average daily package volume represents our international intra-country operations.
10,000
2014

FedEx Express U.S. Domestic
Revenue per Package – Yield

2017

2016

2015

2016

2017

2016

2015

2017

2016

2015

2014

FedEx Express U.S. Domestic
Revenue per Package – Yield
FedEx Express U.S. Domestic
Revenue per Package – Yield

FedEx Express U.S. Domestic
$19.00
Revenue per Package – Yield
FedEx Express U.S. Domestic
$18.00
Revenue per Package – Yield

$19.00

$17.42

$17.13

$17.00

$17.42

$17.13

$17.00

$17.42

$17.13

$17.00

$17.60

$17.00

$17.60

$17.00

$17.60

$16.00

2014

2015

2016

$70.00

$60.00

$70.00
$50.00

$60.00
$40.00

$50.00
$30.00

$40.00
$20.00

$30.00
$10.00

$20.00
$–

$17.60

$70.00
$50.00
$58.92
$60.00
$40.00

$50.00
$30.00

$40.00
$20.00

2017

$30.00
$6.95
$10.00

$20.00
$–
2014
$6.95
$10.00

$–
2014

FedEx Express International(1)
Revenue per Package – Yield
FedEx Express International(1)
Revenue per Package – Yield

FedEx Express International(1)
$70.00
Revenue per Package – Yield
$60.00
FedEx Express International(1)
$50.00
Revenue per Package – Yield
$54.16

$54.16

$57.50

$58.92

$54.68

$70.00
$58.92
$60.00

$54.68

$40.00

$58.92

$57.50

$54.16

$54.68

$30.00

$54.16

$54.68

$20.00

$10.00

$–

$6.95

$6.49

$5.65

$5.45

FedEx Express International(1)
Revenue per Package – Yield

$58.92

$57.50

$54.16

$54.68

$6.95

$6.49

2014

2015

$5.65

2016

$5.45

2017

International export composite

International domestic

2014

2015

2016

2017

2015

$16.00
2014
2014
2016
FedEx Ground
FedEx Ground
Revenue per Package – Yield
Revenue per Package – Yield
FedEx Ground
FedEx Ground

$10.00

2016

2017

$10.00

$9.00

2017

FedEx Ground
Revenue per Package – Yield
$–

$10.00

2014
$6.95

2015
$6.49

2016
2017
$5.65
$5.45
International domestic

International export composite

2014

2015

2016

2017

International export composite

International domestic

2014

2015

2016

2017

LTL Revenue per Shipment

FedEx Freight

Average Fuel Cost per Gallon

Revenue per Package – Yield

$10.00

$9.00

$10.00

$9.00

$8.00

$8.18

$7.80

$8.18

$7.16

2014

2015

2016

2017

$9.00

$8.00

$9.00

$8.00

$7.80

$7.00

$6.75

$8.00

$7.00

$8.00

$7.00

$6.75

$7.80

$6.00

$7.16

$8.18

$7.16

$6.75

2014

2015

2016

2017

$7.00

$6.00

$6.75

$7.00

$6.00

2014

$6.00

2014

FedEx Freight

$280.00

LTL Revenue per Shipment

$280.00

FedEx Freight

LTL Revenue per Shipment

$264.34

$265.77

$261.27

$258.05

$260.00

$265.77

$280.00

$260.00

$258.05

$280.00

$260.00

$258.05

$264.34

$229.57

$258.05

$223.61

$229.57

$261.27

$223.61

$240.00

$265.77

$220.00

$218.50

$221.67

$200.00

$223.61

$218.50

$221.67

Priority

2014

2015

2016

2017

Priority

Economy

2014

2015

2016

2017

Priority

Economy

$260.00

$240.00

$220.00

$200.00

$258.05

$260.00

$240.00

$223.61

$240.00

$220.00

$200.00

2014

$200.00

2014

$264.34

$261.27

$265.77

Average Fuel Cost per Gallon

$3.76

$229.57

$3.13

$218.50

$3.00

$4.00

$221.67

$3.00

$3.76

$4.00

$3.13

$3.76

$3.13

$2.41

$2.24

$2.41

$3.76

$3.13

$2.47

$5.00

$4.00

$3.00

$2.00

$1.00

$3.13

$2.47

$3.13

$2.24

$3.13

$2.47

$2.24

$1.52

$2.41

$1.61

$2.24

$1.52

$–

$2.41

$1.61

2014

2015

Vehicle

2014

2015

2016

2017

$2.47

$2.41

$1.61

2017

$2.24

$1.52

2016

Jet

$5.00

$4.00

$5.00

$3.76

$4.00

$5.00

$2.00

$3.00

$1.00

$2.00

Economy

$–

$1.00

$–

$2.00

$3.00

$3.13

$1.00

$2.00

$–

$1.00

2014

$–

2014

2015

$1.52

2016

$1.52

2016

$1.61

2017

$1.61

2017

Vehicle

Jet

2014

2015

2016

2017

Vehicle

Jet

MANAGEMENT’S DISCUSSION AND ANALYSIS2014

2015

2016

2017

2014

2015

2016

2017

International export

International domestic

International export

2015

2014

International domestic

2017

2016

International export

International domestic

27.7

28.6

31.1

31.0

2014

2015

2016

2017

2014

2015

2016

2017

Priority

Economy

FedEx Express U.S. Domestic

Average Daily Package Volume

2,683

2,713

2,726

2,571

1,200

1,000

819

800

600

580

600

400

6,774

2014

400

200

80.0

70.0

62.9

60.0

50.0

40.0

27.7

40.0

30.0

20.0

2014

20.0

10,744

934

591

70.6

31.0

FedEx Express International(1)

Average Daily Package Volume

FedEx Express International(1)

Average Daily Package Volume

FedEx Ground

853

Average Daily Package Volume

1,000

888

934

888

853

819

580

586

580

6,911

2014

2015

575

7,526

586

591

7,896

575

2015

2016

2017

FedEx Freight

Average Daily LTL Shipments

FedEx Freight

Average Daily LTL Shipments

66.9

67.7

70.6

67.7

FedEx Express and FedEx Ground

70.0

67.7

66.9

Total Average Daily Package Volume

62.9

28.6

27.7

28.6

31.1

31.0

31.1

12,147

2014

2015

11,702

2016

2017

Priority

2014

Priority

11,033

2015

Economy

2016

Economy

2017

Priority

Economy

2014

2015

2016

2017

FedEx Express U.S. Domestic

Revenue per Package – Yield

$17.42

$17.13

$17.00

$17.60

3,000

2,900

2,800

2,700

2,600

2,500

2,400

1,200

1,000

800

9,000

600

8,500

8,000

400

7,500

200

7,000

6,500

6,000

5,500

80.0

70.0

60.0

50.0

14,000

40.0

13,500

13,000

30.0

12,500

20.0

12,000

11,500

11,000

10,500

10,000

$19.00

$18.00

$17.00

FedEx Express U.S. Domestic

Average Daily Package Volume

FedEx Express U.S. Domestic

Average Daily Package Volume

2,713

2,683

2,713

2,726

2,713

2,726

2,683

2,571

2014

2015

2016

2017

2014

2015

2016

2017

FedEx Ground

Average Daily Package Volume

FedEx Ground

Average Daily Package Volume

7,526

7,896

7,526

7,896

6,911

6,774

6,911

2014

2015

2016

2017

2014

2015

2016

2017

FedEx Express and FedEx Ground

Total Average Daily Package Volume

FedEx Express and FedEx Ground

Total Average Daily Package Volume

3,000

2,900

2,800

2,700

2,600

2,500

2,400

9,000

8,500

8,000

7,500

7,000

6,500

6,000

5,500

3,000

2,900

2,800

2,700

2,600

2,571

2,600

2,500

2,400

2014

2,400

9,000

8,500

9,000

8,000

8,500

7,500

8,000

6,774

7,000

7,500

6,500

7,000

6,000

6,500

5,500

6,000

2014

5,500

14,000

13,500

13,000

12,500

12,000

11,500

11,000

10,500

14,000

13,500

14,000

13,000
13,500

12,500
13,000

12,000
12,500

11,500
12,000
10,744
11,000
11,500

10,500
11,000

12,147

11,702

12,147

11,033

11,702

10,744

11,033

1,200

1,000

800

600

400

200

80.0

70.0

60.0

50.0

40.0

30.0

20.0

$70.00

$60.00

$50.00

$40.00

$30.00

$20.00

$10.00

$–

FedEx Express International(1)

Average Daily Package Volume

819

853

888

934

580

586

575

591

FedEx Freight

Average Daily LTL Shipments

66.9

67.7

70.6

62.9

FedEx Express International(1)

Revenue per Package – Yield

$58.92

$57.50

$54.16

$54.68

$6.95

$6.49

2014

2015

$5.65

2016

$5.45

2017

International export composite

International domestic

10,000
The following graphs for FedEx Express, FedEx Ground and FedEx Freight show selected yield trends for the years ended May 31 (TNT Express
yield trends are not presented, as it was acquired on May 25, 2016):

10,000
10,500
2014
10,000

$16.00

2017

2015

2017

2016

2015

2014

2017

2016

2015

2017

2016

2015

2014

2016

2014

$19.00

$18.00

$19.00

$18.00

$17.42
$18.00

$17.00

FedEx Express U.S. Domestic
Revenue per Package – Yield

FedEx Express U.S. Domestic
Revenue per Package – Yield
FedEx Express U.S. Domestic
Revenue per Package – Yield

$17.60

$17.42

$17.13

$17.42

$17.13

$17.00

$17.13

$17.00

$16.00
2014
$16.00

2014

2015

2016

2017

2014

2015

2016

FedEx Ground
FedEx Ground
Revenue per Package – Yield
Revenue per Package – Yield
FedEx Ground
Revenue per Package – Yield

$10.00

$9.00

$8.00

$6.75
$7.00

$7.00

$6.00
2014
$6.00

$8.18

$7.80

$7.16

$6.75

2014

2015

2016

2017

2014

2015

2016

$17.60

2017

$8.18

2017

$16.00

$10.00

$9.00

$8.00

$7.00

$6.00

$280.00

$70.00

$10.00
$60.00

$50.00
$9.00
$40.00

$30.00
$8.00

$20.00

$7.00
$10.00

$–

$6.00

$280.00

$260.00

$240.00

$220.00

$200.00

FedEx Express International(1)
FedEx Ground
Revenue per Package – Yield
Revenue per Package – Yield

FedEx Express International(1)
Revenue per Package – Yield
FedEx Express International(1)
Revenue per Package – Yield

$70.00
$58.92
$60.00
$70.00

$50.00
$60.00

$40.00
$50.00

$30.00
$40.00

$20.00
$30.00

$6.95
$6.75
$10.00
$20.00

$58.92

$57.50

$58.92

$57.50

$54.16

$57.50

$7.16

$6.95

$6.49

$7.80

$6.49

$5.65

$54.16

$54.68

$54.16

$54.68

$8.18

$5.65

$5.45

$5.65
2016

2017

$5.45

$5.45
2017

$6.95
2014

$–
$10.00
2014
$–
2014
International export composite
International export composite
2014

2016

2015

$6.49
2015

2016
2017
International domestic

International domestic
2016
2017

International export composite

International domestic

FedEx Freight
LTL Revenue per Shipment

$258.05

$223.61

$264.34

$261.27

$265.77

$229.57

$218.50

$221.67

2014

2015

2016

2017

Priority

Economy

Average Fuel Cost per Gallon

$5.00

Average Fuel Cost per Gallon

$5.00

$4.00

$3.00

$2.00

$1.00

$–

Average Fuel Cost per Gallon

$3.76

$3.13

$2.47

2014

2015

Vehicle

$2.41

$1.61

2017

$2.24

$1.52

2016

Jet

FedEx Freight
LTL Revenue per Shipment

FedEx Freight
LTL Revenue per Shipment
FedEx Freight
LTL Revenue per Shipment
$264.34

$265.77

$264.34

$265.77

(1) International domestic revenue per package represents our international intra-country operations.
$280.00

$5.00

$229.57

$264.34

$229.57

$223.61

$260.00

$258.05

$223.61

$240.00

$258.05

$220.00

$261.27

$221.67

$265.77

$261.27

$240.00
$223.61

$280.00
$258.05
Revenue
$260.00
$260.00
Revenues increased 20% in 2017 due to the inclusion of TNT Express
$240.00
and improvements at our other transportation segments. At FedEx
Ground, revenues increased 9% in 2017 due to improved yield and
$218.50
$220.00
volume growth. Revenues at FedEx Express increased 3% in 2017 due
to yield and package volume growth partially offset by unfavorable
$200.00
exchange rates. Revenues in 2017 were negatively impacted by
2016
one fewer operating day at FedEx Express and FedEx Ground. FedEx
Freight revenues increased 4% due to higher average daily LTL
shipments and higher LTL revenue per shipment. Higher fuel
surcharges benefited revenues at all our transportation segments
in 2017, but had a minimal net impact on operating income.

$200.00
2014
$200.00

Economy

$218.50

$221.67

$218.50

$220.00

Priority

2017

2016

2015

2014

2017

2016

2015

2014

2017

2015

Revenues increased 6% in 2016 driven by the FedEx Ground segment
due to volume growth in our residential services coupled with rate
increases, and the inclusion of FedEx Supply Chain Distribution
System, Inc. (“FedEx Supply Chain”) revenue for a full year. In addition,
revenues increased approximately $1.2 billion in 2016 as a result of
recording FedEx SmartPost service revenues on a gross basis, versus
our previous net treatment due to operational changes that occurred

$–

$1.00
$–
2014
$–

$4.00

$5.00
$3.76
$4.00

$3.76

$3.00

$3.13

in 2016, which resulted in us being the principal in all cases for the
FedEx SmartPost service. Lower fuel surcharges had a significant
negative impact on revenues at all of our transportation segments in
2016. Unfavorable exchange rates also negatively impacted revenues
at FedEx Express in 2016. Two additional operating days benefited
$1.61
revenues at all our transportation segments in 2016.

$4.00
$3.00
$3.13
$3.00
$2.00

$2.00
$1.00

$2.24

$2.47

$1.52

$2.24

$2.47

$1.52

$1.00

$2.00

$3.13

$2.24

$2.47

$2.41

$3.13

$2.41

$1.61

$2.41

$1.61

$1.52

2014

2015

2016

2017

Jet

2014

2015

2017

Jet
2016

Vehicle

Vehicle
Jet

Retirement Plans MTM Adjustments
Vehicle
We incurred a non-cash pre-tax MTM gain of $24 million in 2017
($6 million, net of tax, or $0.02 per diluted share) and losses of
$1.5 billion in 2016 ($946 million, net of tax, or $3.39 per diluted share)
and $2.2 billion in 2015 ($1.4 billion, net of tax, or $4.81 per diluted
share) from actuarial adjustments to pension and postretirement
healthcare plans related to the measurement of plan assets and
liabilities. The gain in 2017 reflects higher-than-expected pension
asset returns, particularly in the equity markets. The losses in 2016
and 2015 are attributable to declining discount rates and demographic
assumption experience changes. For more information, see the “Critical
Accounting Estimates” section of this MD&A and Note 1 and Note 13 of
the accompanying consolidated financial statements.

MANAGEMENT’S DISCUSSION AND ANALYSISOperating Expenses
The following tables compare operating expenses expressed as dollar
amounts (in millions) and as a percent of revenue for the years ended
May 31:

2017(1)

2016(2)

2015

$ 21,542
13,630
3,240
2,995
2,773
2,374
–

$ 18,581 $ 17,110
8,483
2,682
2,611
3,720
2,099
276

9,966
2,854
2,631
2,399
2,108
–

(24)
8,752
$ 55,282
$ 5,037

1,498
7,251

2,190
6,415
$ 47,288 $ 45,586
$ 1,867
$ 3,077

Percent of Revenue
2016(2)

2017(1)

2015

36.9 %
19.8
5.7
5.2
4.7
4.2
–

35.7%
22.6
5.3
5.0
4.6
3.9
–

Operating expenses:
Salaries and employee benefits
Purchased transportation
Rentals and landing fees
Depreciation and amortization
Fuel
Maintenance and repairs
Impairment and other charges(3)
Retirement plans mark-to-market
adjustment
Other(4)
Total operating expenses
Operating margin
(1) Includes TNT Express integration expenses and restructuring charges of $327 million

–
14.5
91.6
8.4%

3.0
14.4
93.9
6.1 %

36.1 %
17.9
5.7
5.5
7.8
4.4
0.6

4.6
13.5
96.1
3.9 %

and increased intangible asset amortization of $74 million as a result of the TNT Express
acquisition.

(2) Includes transaction and integration-planning expenses related to our TNT Express acquisition

of $113 million.

(3) Includes charges resulting from the decision to permanently retire and adjust the retirement

schedule of certain aircraft and related engines at FedEx Express.

(4) Other expenses in 2017 include $39 million of charges for legal reserves related to certain

pending CBP matters involving FedEx Trade Networks and $22 million of charges in connection
with the settlement of and certain expected losses relating to independent contractor litigation
matters at FedEx Ground. Included in 2016 are provisions for the settlement of and expected
losses related to independent contractor litigation matters involving FedEx Ground for
$256 million and $69 million in expenses related to the settlement of a CBP notice of action,
in each case net of recognized immaterial insurance recovery. Included in 2015 is a $197 million
charge in the fourth quarter to increase the legal reserve associated with the settlement of a
legal matter at FedEx Ground to the amount of the settlement.

Our operating income and margin benefited from the slight positive
impact of our MTM adjustment in 2017, compared to large MTM
losses in the prior two years, the year-over-year decreases associated
with the independent contractor litigation matters and CBP matters,
and the continued growth and cost management initiatives at the
FedEx Express segment. However, operating margin was negatively
impacted in 2017 by the inclusion of TNT Express, TNT Express
integration expenses and network expansion costs at FedEx Ground.

Our operating expenses include an increase in purchased transportation
costs of 37% in 2017 due to the inclusion of TNT Express and higher
volume and increased purchased transportation rates at FedEx
Ground. Salaries and employee benefits expense increased 16% in
2017 due to the inclusion of TNT Express, volume growth and staffing
to support network expansion at FedEx Ground, merit increases at
FedEx Express, and higher staffing levels to support volume growth
and merit increases at FedEx Freight. Other expenses increased 21%
in 2017 primarily due to outside service contracts at TNT Express and
the reserves for the legal matters involving FedEx Trade Networks and
FedEx Ground, which were offset by the inclusion of independent
contractor litigation expenses and the CBP matter in the prior year.

Our operating expenses for 2016 include a $1.5 billion loss
($946 million, net of tax, or $3.39 per diluted share) associated with our
annual MTM retirement plans adjustment described above. In addition,
we recorded corporate level provisions for the settlement of and
expected losses related to independent contractor litigation matters
involving FedEx Ground and the settlement of the CBP matter, and
expenses related to our acquisition of TNT Express as described above.
Operating expenses also increased due to higher salaries and employee
benefits at FedEx Freight, and higher purchased transportation expenses
due to the recording of FedEx SmartPost revenues on a gross basis,
network expansion costs, higher self-insurance expenses and increased
purchased transportation rates at FedEx Ground. In addition, higher
incentive compensation accruals impacted our overall operating
expenses.

Our 2016 operating margin benefited from the reduced year-over-
year loss from our MTM retirement plans adjustment, the strong
performance of our FedEx Express segment due to the continued
execution of our profit improvement program and the positive net
impact of fuel. However, operating margin was negatively impacted
in 2016 by higher salaries and employee benefits at FedEx Freight,
and network expansion costs, higher self-insurance expenses and
the recording of FedEx SmartPost revenues on a gross basis at
FedEx Ground, transaction and integration-planning expenses
related to our TNT Express acquisition, and higher incentive
compensation accruals.

MANAGEMENT’S DISCUSSION AND ANALYSIS

FedEx Express U.S. Domestic

Average Daily Package Volume

2,683

2,713

2,726

2,571

FedEx Ground

Average Daily Package Volume

7,526

7,896

6,774

6,911

FedEx Express and FedEx Ground

Total Average Daily Package Volume

12,147

11,702

11,033

10,744

2014

2015

2016

2017

FedEx Express U.S. Domestic

Revenue per Package – Yield

$17.42

$17.13

$17.00

$17.60

2014

2015

2016

2017

FedEx Ground

Revenue per Package – Yield

$8.18

$7.80

$7.00

$6.75

$7.16

2014

2015

2016

2017

FedEx Freight

LTL Revenue per Shipment

$264.34

$261.27

$265.77

$258.05

$223.61

$229.57

$218.50

$221.67

3,000

2,900

2,800

2,700

2,600

2,500

2,400

9,000

8,500

8,000

7,500

7,000

6,500

6,000

5,500

14,000

13,500

13,000

12,500

12,000

11,500

11,000

10,500

10,000

$19.00

$18.00

$17.00

$16.00

$10.00

$9.00

$8.00

$6.00

$280.00

$260.00

$240.00

$220.00

$200.00

2014

2015

2016

2017

2014

2015

2016

2017

International export

International domestic

2014

2015

2016

2017

2014

2015

2016

2017

1,200

1,000

800

600

400

200

80.0

70.0

60.0

50.0

40.0

30.0

20.0

FedEx Express International(1)

Average Daily Package Volume

819

853

888

934

580

586

575

591

FedEx Freight

Average Daily LTL Shipments

66.9

67.7

70.6

62.9

27.7

28.6

31.1

31.0

Priority

Economy

FedEx Express International(1)
Revenue per Package – Yield

$70.00

$60.00

$58.92

$57.50

$54.16

$54.68

$–

2015

2014

$5.45

$5.65

$6.95

$6.49

$10.00

$30.00

$40.00

$50.00

$20.00

Our operating expenses include an increase in purchased transportation
costs of 17% in 2016 due to the recording of FedEx SmartPost service
revenues on a gross basis (including postal fees in revenues and
expenses) due to operational changes that occurred in 2016, which
resulted in us being the principal in all cases for the FedEx SmartPost
service and higher volumes and increased rates at FedEx Ground.
Salaries and employee benefits expense increased 9% in 2016 due
to the inclusion of FedEx Supply Chain results for a full year, pay
initiatives coupled with increased staffing at FedEx Freight, higher
healthcare costs and higher incentive compensation accruals. Other
expenses were 13% higher in 2016 due to the inclusion of FedEx
Supply Chain results for a full year, higher self-insurance costs at
FedEx Ground and the CBP matter described above. Rentals and
landing fees increased 6% in 2016 due to network expansion and
the inclusion of FedEx Supply Chain results for a full year at FedEx
Ground. Retirement plans MTM adjustment expenses decreased
32% in 2016, as favorable demographic assumption experience partially
offset the actuarial loss on pension plan asset returns in 2016.

International export composite

International domestic

2017

2016

Fuel
The following graph for our transportation segments shows our
average cost of jet and vehicle fuel per gallon for the years ended
May 31:

Average Fuel Cost per Gallon

$3.76

$3.13

$2.47

$5.00

$4.00

$3.00

$2.00

$1.00

$–

2014

2015

2016

2017

Priority

Economy

2014

2015

Vehicle

$2.41

$1.61

2017

$2.24

$1.52

2016

Jet

Fuel expense increased 16% during 2017 due to the inclusion of TNT
Express and higher 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 2017,
2016 and 2015 in the accompanying discussions of each of our
transportation segments.

Effective February 6, 2017, FedEx Express and FedEx Ground fuel
surcharges are adjusted on a weekly basis. The fuel surcharge is
based on a weekly fuel price from two weeks prior to the week in
which it is assessed. The index used to determine the fuel surcharge
percentage for our FedEx Freight business continues to adjust
weekly. TNT Express’s fuel surcharges incorporate a timing lag of
approximately six to eight weeks.

Prior to February 6, 2017, our fuel surcharges for the FedEx Express and
FedEx Ground businesses incorporated a timing lag of approximately six
to eight weeks before they were adjusted for changes in fuel prices. For
example, the fuel surcharge index in effect at FedEx Express in January
2017 was set based on November 2016 fuel prices. In addition, on
November 2, 2015 we updated the tables used to determine our fuel
surcharges at FedEx Express and FedEx Ground.

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 at FedEx Express 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.

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.

The net impact of fuel had minimal impact to operating income in
2017 as higher fuel surcharges were more than offset by increased
fuel prices.

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.

Fuel expense decreased 36% during 2016 primarily due to lower
aircraft fuel prices. The net impact of fuel had a modest benefit to
operating income in 2016. This was driven by decreased fuel prices
during 2016 versus the prior year, which was partially offset by the
year-over-year decrease in fuel surcharge revenue during these
periods.

Other Income and Expense
Interest expense increased $176 million in 2017 primarily due to our
U.S. and Euro debt issuances in fiscal 2016, which was partially offset
by a gain of $35 million from the sale of an investment during 2017 in
other expense. The weighted average interest rate on our long-term
debt was 3.6% in 2017, reflecting the favorable interest rates obtained
in the recent debt offerings. Interest expense increased $101 million in
2016 primarily due to increased interest expense from our 2016 and
2015 debt offerings used to fund our share repurchase programs and
business acquisitions.

MANAGEMENT’S DISCUSSION AND ANALYSISIncome Taxes
Our effective tax rate was 34.6% in 2017, 33.6% in 2016 and 35.5%
in 2015. Due to its effect on income before income taxes, the
adjustment for MTM pension accounting increased our 2017 effective
tax rate by 20 basis points and reduced our 2016 and 2015 effective
tax rates by 120 and 80 basis points, respectively.

Our 2017 tax rate was favorably impacted by $62 million as a result of
the implementation of new U.S. foreign currency tax regulations and
$55 million from the adoption of the Accounting Standards Update on
share-based payments. Our 2016 tax rate was favorably impacted by
$76 million from an internal corporate legal entity restructuring done
in anticipation of the integration of the foreign operations of FedEx
Express and TNT Express. A lower state tax rate primarily due to the
resolution of a state tax matter also provided a benefit to our 2016
tax rate.

Cumulative permanently reinvested foreign earnings were $2.1 billion
at the end of 2017 and $1.6 billion at the end of 2016.

Additional information on income taxes, including our effective tax
rate reconciliation, liabilities for uncertain tax positions and our global
tax profile can be found in Note 12 of the accompanying consolidated
financial statements.

Business Acquisitions
On May 25, 2016, we acquired TNT Express for €4.4 billion
(approximately $4.9 billion). Cash acquired in the acquisition was
approximately €250 million ($280 million). All shares associated
with the transaction were tendered or transferred as of the third
quarter of 2017. We funded the acquisition with proceeds from an
April 2016 debt issuance and existing cash balances. The financial
results of this business for 2017 are included in the FedEx Express
group and the TNT Express segment. Financial results for 2016 were
immaterial from the time of acquisition and are included in
“Eliminations, corporate and other.”

TNT Express collects, transports and delivers documents, parcels and
freight to over 200 countries. This strategic acquisition broadens our
portfolio of international transportation solutions with the combined
strength of TNT Express’s strong European road platform and FedEx
Express’s strength in other regions globally.

For more information, see Note 3 of the accompanying consolidated
financial statements.

During 2015, we acquired two businesses, expanding our portfolio in
e-commerce and supply chain solutions. On January 30, 2015, we
acquired GENCO Distribution System, Inc., now FedEx Supply Chain,
a leading North American third-party logistics provider, for $1.4 billion,
which was funded using a portion of the proceeds from our January
2015 debt issuance. The financial results of this business are included
in the FedEx Ground segment from the date of acquisition.

In addition, on December 16, 2014, we acquired Bongo International,
LLC, now FedEx Cross Border, a leader in cross-border enablement
technologies and solutions, for $42 million in cash from operations.
The financial results of this business are included in the FedEx Express
segment from the date of acquisition.

TNT Express Cyber-Attack
On June 28, 2017, we announced that the worldwide operations
of TNT Express were significantly affected by the cyber-attack
known as Petya, which involved the spread of an information
technology virus through a Ukrainian tax software product. The
systems and data of all other FedEx companies are currently
unaffected by the attack. TNT Express operates in Ukraine and
uses the software that was compromised, which allowed the virus
to infiltrate TNT Express systems and encrypt its data. While TNT
Express operations and communications were significantly affected,
no data breach or data loss to third parties is known to have
occurred as of the date of this filing.

Immediately following the attack, contingency plans were
implemented to recover TNT Express operations and communications
systems. As of the date of this filing, all TNT Express depots, hubs
and facilities are operational and most TNT services are available.
Nevertheless, customers are still experiencing widespread service
delays, including invoicing, and manual processes are being used to
facilitate a significant portion of TNT Express operations and customer
service functions. We cannot estimate when TNT Express services
will be fully restored. Contingency plans that make use of both FedEx
Express and TNT Express networks remain in place to minimize the
impacts to customers, including transporting TNT Express packages
within the FedEx Express network and offering the full range of FedEx
Express services as alternatives to TNT Express customers.

Our information technology teams have been focused on the
recovery of critical systems and continue to make progress in
resuming full services and restoring critical systems. Currently, we
are focused on restoring remaining operational systems as well as
finance, back-office and secondary business systems. At this time,
we cannot estimate how long it will take to restore the systems that
were impacted and it is reasonably possible that TNT Express will
be unable to fully restore all of the affected systems and recover all
of the critical business data that was encrypted by the virus.

Given the recent timing and magnitude of the attack, in addition to our
initial focus on restoring TNT Express operations and customer service
functions, we are still evaluating the financial impact of the attack,
but it is likely that it will be material. We do not have cyber or other
insurance in place that covers this attack. Although we cannot
currently quantify the amounts, we have experienced loss of revenue
due to decreased volumes at TNT Express and incremental costs
associated with the implementation of contingency plans and the
remediation of affected systems. Additional consequences and risks
associated with the cyber-attack that could negatively impact our
results of operations and financial condition are described in the
corresponding risk factor included in this MD&A. In addition to
financial consequences, the cyber-attack may materially impact our
disclosure controls and procedures and internal control over financial
reporting in future periods.

MANAGEMENT’S DISCUSSION AND ANALYSISOutlook
During 2018, we expect yield and volume growth at all our
transportation segments to support revenue and earnings growth,
prior to any MTM retirement plans adjustment. Our 2018 results
will be negatively affected by our TNT Express integration and
restructuring activities, as well as the impact of the TNT Express
cyber-attack. Our expectations for earnings growth in 2018 are
dependent on key external factors, including fuel prices and
moderate economic growth. We expect segment level pension
expense to decline by approximately $86 million in 2018 due to
improved funded status in our tax-qualified U.S. domestic pension
plans (“U.S. Pension Plans”).

During 2018, we will continue to execute our TNT Express integration
plans. The integration process is complex as it spans over 200
countries and involves combining our pickup and delivery operations
at a local level, our global and regional air and ground networks,
and our extensive operations, customs clearance, sales and
customer-facing and back-office information technology systems.
The integration is expected to be completed by the end of 2020.
We expect the aggregate integration program expense, including
restructuring charges at TNT Express, over the four years to be
approximately $800 million and expect to incur approximately
$275 million of these costs during 2018. We continue to refine
our integration plans, however, particularly in light of the recent
cyber-attack at TNT Express. As a result, the timing and amount
of integration expenses and capital investments in any future period
may change as we implement our plans.

The integration process has proceeded in a manner such that in the
first quarter of 2018 we will report one combined FedEx Express
segment (currently reported as the FedEx Express group). This one
segment is the result of combining the financial information of the
FedEx Express and TNT Express segments (see discussion in the
Reportable Segments section below). We are targeting operating
income improvement at the FedEx Express group of $1.2 billion to
$1.5 billion in 2020 from 2017, assuming moderate economic growth
and current accounting and tax rules.

Our capital expenditures for 2018 are expected to be approximately
$5.9 billion, largely for our fleet modernization program at FedEx
Express and investments in facilities and sort equipment to support
volume growth at FedEx Ground, including certain projects deferred
from 2017. In addition, our capital expenditure forecast includes
$160 million for the TNT Express integration. These capital expenditure
forecasts are subject to change as we refine and implement our
TNT Express integration plans. We will continue to evaluate our
investments in critical long-term strategic projects to ensure our
capital expenditures generate high returns on investment and
are balanced with our outlook for global economic conditions.
For additional details on key 2018 capital projects, refer to the
“Capital Resources” and “Liquidity Outlook” sections of this MD&A.

We expect our effective tax rate for 2018 to be between 32% and
35%. Our 2018 effective tax rate will likely be higher in the first
quarter and vary from quarter to quarter as tax benefits and costs
related to the TNT Express integration are recognized.

Substantial activities and legal entity restructuring are ongoing with
respect to the integration of the foreign operations of FedEx Express
and TNT Express. As we continue to integrate these businesses over
the next few years, there could be material favorable and unfavorable
impacts to our effective tax rate. However, once the businesses are
integrated, the expected increase in international earnings should
contribute to a reduction in our effective tax rate.

Our outlook is dependent upon a stable pricing environment for fuel,
as volatility in fuel prices impacts our fuel surcharge levels, fuel
expense and demand for our services. Due to the change in fuel
surcharge methodology discussed above, the volatility in fuel costs
will have less of an impact on earnings as the timing lag of
adjustments to our fuel surcharges has been reduced by several
weeks at FedEx Express and FedEx Ground.

Other Outlook Matters
We are involved in a number of lawsuits and other proceedings that
challenge the status of FedEx Ground’s owner-operators as independent
contractors. For a description of these proceedings, see Note 18 of
the accompanying consolidated financial statements for additional
information.

FedEx Ground previously announced plans to implement the
Independent Service Provider (“ISP”) model throughout its entire U.S.
pickup and delivery network, including the 29 states that had not yet
begun transitioning to the ISP model. The transition to the ISP model
in these 29 states is being accomplished on a district-by-district basis
and is expected to be completed in the second half of calendar 2020.
As of May 31, 2017, more than 45% of FedEx Ground volume was
being delivered by small businesses operating under the ISP model.
The costs associated with these transitions will be recognized in
the periods incurred and are not expected to be material to any
future quarter.

See “Risk Factors” and “Forward Looking Statements” for a
discussion of these and other potential risks and uncertainties
that could materially affect our future performance.

Seasonality of Business
Our businesses are cyclical in nature, as seasonal fluctuations
affect volumes, revenues and earnings. Historically, the U.S.
express package business experiences an increase in volumes in
late November and December. International business, particularly in
the Asia-to-U.S. market, peaks in October and November in advance
of the U.S. holiday sales season. Our first and third fiscal quarters,
because they are summer vacation and post winter-holiday seasons,
have historically experienced lower volumes relative to other periods.
Normally, the fall is the busiest shipping period for FedEx Ground,
while late December, June and July are the slowest periods. For
FedEx Freight, the spring and fall are the busiest periods and the
latter part of December through February is the slowest period.
Shipment levels, operating costs and earnings for each of our
companies can also be adversely affected by inclement weather,
particularly the impact of severe winter weather in our third
fiscal quarter.

MANAGEMENT’S DISCUSSION AND ANALYSISRecent Accounting Guidance
New accounting rules and disclosure requirements can significantly
impact our reported results and the comparability of our financial
statements. We believe the following new accounting guidance is
relevant to the readers of our financial statements.

During the first quarter of 2017, we retrospectively adopted the
authoritative guidance issued by the Financial Accounting Standards
Board (“FASB”) to simplify the presentation of debt issuance costs.
This new guidance requires entities to present debt issuance costs
related to a recognized debt liability as a direct deduction from the
carrying amount of that debt liability, rather than as an asset. This
new guidance had a minimal impact on our accounting and financial
reporting.

During the second quarter of 2017, we adopted the Accounting
Standards Update issued by the FASB in March 2016 to simplify the
accounting for share-based payment transactions. The new guidance
requires companies to recognize the income tax effects of awards that
vest or are settled as income tax expense or benefit in the income
statement as opposed to additional paid-in capital. The guidance also
provides clarification of the presentation of certain components of
share-based awards in the statement of cash flows. Additionally, the
guidance allows companies to make a policy election to account for
forfeitures either upon occurrence or by estimating forfeitures. We
have elected to continue estimating forfeitures expected to occur in
order to determine the amount of compensation cost to be recognized
each period and to apply the cash flow classification guidance
prospectively. Excess tax benefits are now classified as an operating
activity rather than a financing activity. The adoption of the new
standard resulted in a benefit to net income of $55 million ($0.17 per
diluted share) for the year ended May 31, 2017. The first quarter of
2017 was not recast due to immateriality.

On May 28, 2014, the FASB and International Accounting Standards
Board issued a new accounting standard that will supersede virtually
all existing revenue recognition guidance under generally accepted
accounting principles in the United States. This standard will be
effective for us beginning in fiscal 2019. The fundamental principles
of the new guidance are that companies should recognize revenue
in a manner that reflects the timing of the transfer of services to
customers and the amount of revenue recognized reflects the
consideration that a company expects to receive for the goods and
services provided. The new guidance establishes a five-step approach
for the recognition of revenue. We are continuing to assess the impact
of this new standard on our consolidated financial statements and
related disclosures, including ongoing contract reviews. We do not
anticipate that the new guidance will have a material impact on
our revenue recognition policies, practices or systems.

On February 25, 2016, the FASB issued a new lease accounting
standard which requires lessees to put most leases on their balance
sheets but recognize the expenses on their income statements in a
manner similar to current practice. The new standard states that a
lessee will recognize a lease liability for the obligation to make lease
payments and a right-of-use asset for the right to use the underlying
asset for the lease term. Expenses related to leases determined to be
operating leases will be recognized on a straight-line basis, while
those determined to be financing leases will be recognized following
a front-loaded expense profile in which interest and amortization are
presented separately in the income statement. Based on our lease
portfolio, we currently anticipate recognizing a lease liability and
related right-of-use asset on the balance sheet in excess of $13 billion
with an immaterial impact on our income statement compared to the
current lease accounting model. However, the ultimate impact of the
standard will depend on the company’s lease portfolio as of the
adoption date. We are currently in the process of evaluating our
existing lease portfolios, including accumulating all of the necessary
information required to properly account for the leases under the new
standard. Additionally, we are implementing an enterprise-wide lease
management system to assist in the accounting and are evaluating
additional changes to our processes and internal controls to ensure
we meet the standard’s reporting and disclosure requirements. These
changes will be effective for our fiscal year beginning June 1, 2019
(fiscal 2020), with a modified retrospective adoption method to the
beginning of 2018.

In March 2017, the FASB issued an Accounting Standards Update that
changes how employers that sponsor defined benefit pension or other
postretirement benefit plans present the net periodic benefit cost in
the income statement. This new guidance requires entities to report
the service cost component in the same line item or items as other
compensation costs. The other components of net benefit cost are
required to be presented in the income statement separately from
the service cost component outside of income from operations. This
standard will impact our operating income but will have no impact on
our net income or earnings per share. For example, adoption of this
guidance would have reduced 2017 operating income by $471 million
but would not have impacted our net income. This new guidance will
be effective for our fiscal year beginning June 1, 2018 (fiscal 2019)
and will be applied retrospectively.

MANAGEMENT’S DISCUSSION AND ANALYSISReportable Segments
FedEx Express, TNT Express, FedEx Ground and FedEx Freight
represent our major service lines and, along with FedEx Services,
form the core of our reportable segments. Our reportable segments
include the following businesses:

FedEx Express Group:

FedEx Express Segment

TNT Express Segment

FedEx Ground Segment

FedEx Freight Segment

FedEx Services Segment

> FedEx Express
(express transportation)
> FedEx Trade Networks
(air and ocean freight forwarding,
customs brokerage and cross-border
enablement technology and solutions)
> FedEx SupplyChain Systems
(logistics services)
> TNT Express
(international express transportation,
small-package ground delivery and
freight transportation)
> FedEx Ground
(small-package ground delivery)
> FedEx Supply Chain
(third-party logistics) (formerly GENCO)

> FedEx Freight
(LTL freight transportation)
> FedEx Custom Critical
(time-critical transportation)
> FedEx Services
(sales, marketing, information
technology, communications,
customer service, technical support,
billing and collection services and
back-office functions)
> FedEx Office
(document and business services
and package acceptance)

During 2017, we announced that products and solutions offered by
FedEx SupplyChain Systems would be combined with similar offerings
within FedEx Custom Critical, FedEx Express and FedEx Supply Chain
(formerly GENCO) effective June 1, 2017. In addition, during 2017,
we rebranded GENCO to FedEx Supply Chain.

In 2017, TNT Express’s results are disclosed as a reportable segment
and are also combined with the FedEx Express reportable segment
to reflect a management reporting structure referred to as the FedEx
Express group. As integration began in 2017, these segments
continued to have discrete financial information that was regularly
reviewed when evaluating performance and making resource
allocation decisions. However, they were combined into the FedEx
Express group for financial reporting purposes into a collective
business as a result of their management reporting structure.

In the first quarter of 2018, we will report one FedEx Express segment
(currently reported as the FedEx Express group). This new segment is
the result of combining the financial information of the FedEx Express

and TNT Express segments as part of the operational integration of
these two businesses. As integration activities have progressed, the
FedEx Express and TNT Express businesses have begun to lose their
historical discrete financial profiles, as some TNT Express businesses
are merging into FedEx Express businesses, and some FedEx Express
businesses are merging into TNT Express businesses. Therefore,
discrete financial information for FedEx Express and TNT Express
will no longer be used to evaluate performance and make resource
allocation decisions. In addition, this new reporting structure aligns
with our management reporting structure and our internal financial
reporting and compensation plans for the new segment.

FedEx Services Segment
The operating expenses line item “Intercompany charges” on the
accompanying consolidated financial statements of our transportation
segments reflects the allocations from the FedEx Services segment to
the respective transportation segments. The allocations of net
operating costs are based on metrics such as relative revenues or
estimated services provided.

The FedEx Services segment provides direct and indirect support to
our transportation businesses, and we allocate all of the net operating
costs of the FedEx Services segment (including the net operating
results of FedEx Office) to reflect the full cost of operating our
transportation businesses in the results of those segments. Within
the FedEx Services segment allocation, the net operating results of
FedEx Office, which are an immaterial component of our allocations,
are allocated to FedEx Express and FedEx Ground. We review and
evaluate the performance of our transportation segments based on
operating income (inclusive of FedEx Services segment allocations).
For the FedEx Services segment, performance is evaluated based
on the impact of its total allocated net operating costs on our
transportation segments. We believe these allocations approximate
the net cost of providing these functions. Our allocation methodologies
are refined periodically, as necessary, to reflect changes in our
businesses.

Eliminations, Corporate and Other
Certain FedEx operating companies provide transportation and related
services for other FedEx companies outside their reportable segment.
Billings for such services are based on negotiated rates, which we
believe approximate fair value, and are reflected as revenues of the
billing segment. These rates are adjusted from time to time based
on market conditions. Such intersegment revenues and expenses
are eliminated in our consolidated results and are not separately
identified in the following segment information, because the amounts
are not material.

Corporate and other includes corporate headquarters costs for
executive officers and certain legal and financial functions, as well
as certain other costs and credits not attributed to our core business.
These costs are not allocated to the business segments. In 2017,
the year-over-year decrease in these costs was driven by the change
in the MTM retirement plans adjustment and the year-over-year
decrease in charges for legal reserves, which were partially offset
by the TNT Express integration expenses discussed above. In 2016,
the year-over-year decrease in these costs was driven by a lower
MTM retirement plans adjustment.

MANAGEMENT’S DISCUSSION AND ANALYSISFedEx Express Group Outlook
The integration process is proceeding in a manner such that
commencing in the first quarter of 2018 we will report one FedEx
Express segment (currently reported as the FedEx Express group)
when the financial information for the FedEx Express and TNT
Express segments will begin to merge and only the results of the
FedEx Express group will be regularly reviewed when evaluating
performance and making resource allocation decisions.

Revenues and earnings are expected to increase at the FedEx Express
group during 2018. We expect revenues to increase primarily due to
higher international volumes and U.S. domestic yields, as we continue
to focus on revenue quality while managing costs. These benefits will
be partially offset in 2018 by TNT Express integration expenses and
intangible asset amortization expense.

During 2018, we will continue to execute our TNT Express integration
plans. The integration process is complex as it spans over 200
countries and involves our pickup and delivery operations at a local
level, our global and regional air and ground networks, and our
extensive operations, customs clearance, sales and back office
information technology systems. The integration is expected to be
completed by the end of 2020.

We are targeting operating income improvement at the FedEx Express
group of $1.2 billion to $1.5 billion in 2020 from 2017, assuming
moderate economic growth and current accounting and tax rules.
This target includes expected synergies from the integration of TNT
Express and base business and other operational improvements
across the global FedEx Express network.

Capital expenditures at the FedEx Express group are expected to
increase in 2018, driven by our aircraft fleet modernization programs,
as we add new aircraft that are more reliable, fuel-efficient and
technologically advanced and retire older, less-efficient aircraft.
Capital expenditures for 2018 will also include integration-related
investments. FedEx Express group capital expenditures for 2018 are
subject to change as we refine and implement our TNT Express
integration plans, particularly in light of the TNT Express cyber-attack.

FedEx Express Group
The FedEx Express group consists of the combined results of the FedEx
Express and TNT Express segments. As discussed above, we have
combined these segments for financial reporting discussion purposes
into a collective business as a result of their management reporting
structure. Furthermore, over time their operations will be integrated,
therefore presenting a group view provides a basis for future year-over-
year comparisons. We acquired TNT Express in the fourth quarter of
2016, which has impacted the year-over-year comparability of revenue
and operating income. Because TNT Express was acquired near the end
of 2016, its financial results were immaterial and were included in
“Eliminations, corporate and other” in that period. The following table
compares revenues, operating income (dollars in millions) and operating
margin for the years ended May 31:

Percent
Change

2017
2016

/
/ 2016
2015

2017

2016

2015

27,239

7,401
34,759

—
26,451

Revenues:
FedEx Express segment $27,358 $26,451 $27,239
TNT Express segment
FedEx Express group
Operating income:
FedEx Express segment
TNT Express segment
FedEx Express group $ 2,762 $ 2,519 $ 1,584
Operating margin:
FedEx Express segment
TNT Express segment
FedEx Express group

9.8%
1.1%
7.9%

9.5%
–
9.5%

2,519
–

2,678
84

1,584

(3)
3
– NM NM
(3)
31

59
6
– NM NM
59
10

5.8% 30bp 370bp
– NMbp NMbp
5.8% (160)bp 370bp

FedEx Express Group Results
FedEx Express group revenues increased 31% in 2017 due to the
inclusion of the TNT Express segment, as well as improved base
yield and package volume at our FedEx Express segment.

Operating income increased 10% in 2017 driven by our FedEx
Express segment and the inclusion of the TNT Express segment. The
TNT Express segment reported an operating profit in 2017, which
was negatively impacted by integration and restructuring expenses
and intangible asset amortization. Operating margin decreased in
2017 due to the inclusion of the TNT Express segment.

FedEx Express group results include $206 million of TNT Express
integration expenses in 2017. In addition, 2017 expenses include
increased TNT Express intangible asset amortization of $74 million
as a result of the TNT Express acquisition.

MANAGEMENT’S DISCUSSION AND ANALYSISFedEx Express Segment
FedEx 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 compare revenues, operating expenses, operating
expenses as a percent of revenue, operating income (dollars in millions) and operating margin for the years ended May 31:

Percent of Revenue
2016

2017

2015

Operating expenses:
Salaries and employee benefits
Purchased transportation
Rentals and landing fees
Depreciation and amortization
Fuel
Maintenance and repairs
Impairment and other charges(3)
Intercompany charges
Other
Total operating expenses
Operating margin
(1) International domestic revenues represent our international intra-country operations.
(2) Includes FedEx Trade Networks and FedEx SupplyChain Systems.
(3) 2015 includes $276 million of impairment and related charges resulting from the decision
to permanently retire and adjust the retirement schedule of certain aircraft and related
engines.

38.7 %
8.7
6.4
5.2
7.7
4.9
–
7.0
11.9
90.5
9.5 %

38.5%
8.5
5.9
5.2
7.9
5.2
–
6.9
12.1
90.2
9.8%

37.1 %
9.3
6.2
5.4
11.7
5.0
1.0
6.8
11.7
94.2
5.8 %

Percent
Change

2017
2016

/
/ 2016
2015

2017

2016

2015

$ 6,958 $ 6,763 $ 6,704
1,629
1,662
3,342
3,379

3
5
4

4
2
6

3
1
3

2
9
(6)
4
3
3

3
2
(4)

3
6
9

1
2
1

1
(9)
(1 )

(7)
(9)
(3 )

8
(13 )
(30)
(2)
(9 )
(3 )

1
(10 )
–

(5)
(37)
(5 )

11,804
5,697
2,282

11,675
6,251
2,301

7,979
1,285
21,068

8,552
1,406
21,633

2,300
1,588
180
4,068
1,538
27,239

10,104
2,544
1,693

1,460
3,199
1,357

2,481
1,384
126
3,991
1,392
26,451

10,240
2,301
1,688

1,385
2,023
1,294

–
1,846
3,155

276 NM NM
–
2
(1)
5

1,842
3,180

24,680
25,655
23,932
$ 2,678 $ 2,519 $ 1,584

9.8%

9.5%

3
6
5.8% 30bp 370bp

(7 )
59

1,750
3,528

12,236
5,827
2,412

Revenues:
Package:
U.S. overnight box
U.S. overnight envelope
U.S. deferred
Total U.S. domestic
package revenue
International priority
International economy
Total international
export package
8,239
revenue
International domestic(1)
1,299
Total package revenue 21,774
Freight:
U.S.
International priority
International airfreight
Total freight revenue
Other(2)
Total revenues
Operating expenses:
Salaries and employee
benefits
Purchased transportation
Rentals and landing fees
Depreciation and
amortization
Fuel
Maintenance and repairs
Impairment and other
charges(3)
Intercompany charges
Other
Total operating
expenses
Operating income
Operating margin

2,528
1,502
118
4,148
1,436
27,358

10,536
2,337
1,618

–
1,881
3,310

1,431
2,153
1,414

MANAGEMENT’S DISCUSSION AND ANALYSIS

The following table compares selected statistics (in thousands, except
yield amounts) for the years ended May 31:

Percent
Change

2017
2016

/
/ 2016
2015

2017

2016

2015

Package Statistics(1)
Average daily package
volume (ADV):
U.S. overnight box
U.S. overnight envelope
U.S. deferred
Total U.S. domestic ADV
International priority
International economy
Total international export
ADV
International domestic(2)
Total ADV
Revenue per package (yield):
U.S. overnight box
U.S. overnight envelope
U.S. deferred
U.S. domestic composite
International priority
International economy
International export
composite
International domestic(2)
Composite package yield
Freight Statistics(1)
Average daily freight pounds:
U.S.
International priority
International airfreight

1,265
561
900
2,726
405
186

591
934
4,251

1,271
541
901
2,713
394
181

575
888
4,176

1,240
527
916
2,683
410
176

586
853
4,122

$ 21.57 $ 20.79 $ 21.29
12.15
11.99
14.36
14.66
17.13
17.00
60.05
56.47
51.54
49.15

12.24
15.37
17.60
56.44
50.83

–
4
–
–
3
3

3
5
2

4
2
5
4
–
3

3
3
(2)
1
(4)
3

(2)
4
1

(2)
(1)
2
(1)
(6)
(5)

54.68
5.45
20.09

54.16
5.65
19.71

57.50
6.49
20.66

1
(4)
2

(6)
(13)
(5)

8,190
2,670
641

8,178
2,510
623

7,833
2,887
684

–
6
3

11,501 11,311 11,404

Total average daily
freight pounds
Revenue per pound (yield):
U.S.
$ 1.21 $ 1.19 $ 1.16
International priority
2.17
2.15
International airfreight
1.04
0.79
Composite freight yield
1.40
1.38
(1) Package and freight statistics include only the operations of FedEx Express.
(2) International domestic statistics represent our international intra-country operations.

2.21
0.72
1.41

2
3
(9)
2

4
(13)
(9)

(1)

3
(1)
(24)
(1)

FedEx Express Segment Revenues
FedEx Express segment revenues increased 3% in 2017 primarily due to
improved base yields and package volume growth and higher fuel
surcharges, which were partially offset by unfavorable exchange rates
and one fewer operating day.

U.S. domestic package yields increased 4% in 2017 due to higher rates,
package weights and fuel surcharges. U.S. domestic average daily
volume slightly increased in 2017 driven by our overnight envelope
service offering. International export package yields increased 1% in
2017 due to favorable service mix and higher fuel surcharges, partially
offset by unfavorable exchange rates. International export average daily
volumes increased 3% in 2017 due to increased international priority
box shipments and growth in international export from Asia and Europe.
Freight yields increased 2% in 2017 primarily due to higher base rates.
Freight average daily pounds increased 2% in 2017 primarily due to
international priority freight volume.

FedEx Express segment revenues decreased 3% in 2016 primarily due to
lower fuel surcharges and unfavorable exchange rates, which were
partially offset by improved U.S. domestic and international export yield
management and U.S. domestic volume and pounds growth. Two
additional operating days also benefited revenues in 2016.

During 2016, lower fuel surcharges resulted in decreased package and
freight yields. Unfavorable exchange rates also contributed to the
decrease in international package and freight yields. Higher base rates
partially offset the yield decrease for our U.S. domestic package,
international export and freight services. U.S. domestic volumes
increased 1% in 2016 driven by our overnight service offerings.
International domestic revenues declined 9% in 2016 due to the
negative impact of unfavorable exchange rates, which were partially
offset by increased volumes.

Our U.S. domestic and outbound fuel surcharge and the international
fuel surcharges ranged as follows for the years ended May 31:

U.S. Domestic and Outbound Fuel Surcharge:
Low
High
Weighted-average
International Fuel Surcharges:
Low
High
Weighted-average

2017

2016

2015

1.00%
3.38
2.51

– % 1.50 %

4.00
1.84

9.50
6.34

1.00
10.50
6.92

–
12.00
6.09

0.50
18.00
12.80

MANAGEMENT’S DISCUSSION AND ANALYSIS

Effective February 6, 2017, FedEx Express fuel surcharges are adjusted
on a weekly basis compared to the previous monthly adjustment.
On January 2, 2017, FedEx Express implemented a 3.9% average list
price increase for U.S. domestic, U.S. export and U.S. import services
and a change to the U.S. domestic dimensional weight divisor. On
January 4, 2016 and January 5, 2015, FedEx Express implemented
a 4.9% average list price increase for FedEx Express U.S. domestic,
U.S. export and U.S. import services. In addition, effective
November 2, 2015 and February 2, 2015, FedEx Express updated
certain tables used to determine fuel surcharges.

FedEx Express Segment Operating Income
FedEx Express continued to increase operating income and operating
margin in 2017 due to yield and volume growth and the ongoing benefit
of cost management initiatives, which were partially offset by one
fewer operating day. Results in 2017 include $117 million of TNT
Express integration expenses. FedEx Express continues to focus on
managing network capacity to match customer demand, reducing
structural costs, modernizing its fleet and driving productivity increases
throughout its operations.

Salaries and employee benefits increased 3% in 2017 primarily due to
merit increases. Other expenses increased 5% in 2017 primarily due
to TNT Express integration expenses, self-insurance costs and outside
service contracts. Maintenance and repairs increased 9% in 2017
primarily due to the timing of aircraft maintenance events. Rentals
decreased 4% in 2017 due to a reduction in aircraft leases.

Fuel expense increased 6% in 2017 due to higher fuel prices. The net
impact of fuel had a slightly positive impact on operating income in
2017. See the “Fuel” section of this MD&A for a description and
additional discussion of the net impact of fuel on our operating results.

In 2016, FedEx Express operating income and operating margin
increased despite lower revenues. This increase was primarily driven
by profit improvement program initiatives, which continued to constrain
expense growth while improving revenue quality, the positive net
impact of fuel and lower international expenses due to currency
exchange rates. Also, operating income benefited from two additional
operating days in 2016. Results for 2015 were negatively impacted
by $276 million ($175 million, net of tax) of impairment and related
charges, of which $246 million was non-cash, resulting from the
decision to permanently retire and adjust the retirement schedule
of certain aircraft and related engines.

Salaries and employee benefits increased 1% in 2016 due to merit
increases and higher incentive compensation accruals, which were
partially offset by a favorable exchange rate impact. Purchased
transportation decreased 10% in 2016 driven primarily by a favorable
exchange rate impact. Accelerated aircraft retirements during 2015
caused depreciation and amortization expense to decrease 5% in 2016.
Maintenance and repairs expense decreased 5% in 2016 primarily due
to the timing of aircraft maintenance events.

Fuel expense decreased 37% in 2016 due to lower aircraft fuel prices.
The net impact of fuel had a significant benefit to operating income in
2016. See the “Fuel” section of this MD&A for a description and
additional discussion of the net impact of fuel on our operating results.

TNT Express Segment
TNT Express collects, transports and delivers documents, parcels and
freight on a day-definite or time-definite basis. Services are primarily
classified by the speed, distance, weight and size of shipments. While
the majority of shipments are between businesses, TNT Express also
offers business-to-consumer services to select key customers.
Because TNT Express was acquired near the end of 2016, its financial
results were immaterial and were included in “Eliminations, corporate
and other” in that period. The following tables present revenues,
operating expenses, operating expenses as a percent of revenue,
operating income (dollars in millions), operating margin and selected
package statistics (in thousands, except yield amounts) for the years
ended May 31:

Percent of
Revenue
2017
100.0%

28.1
41.2
4.8
3.2
3.1
1.9
0.2
16.4
98.9%

Revenues
Operating expenses:
Salaries and employee benefits
Purchased transportation
Rentals
Depreciation and amortization
Fuel
Maintenance and repairs
Intercompany charges
Other
Total operating expenses
Operating income
Operating margin
Package:
Average daily packages
Revenue per package (yield)
Freight:
Average daily pounds
Revenue per pound (yield)

2017
$ 7,401

2,077
3,049
353
239
225
143
17
1,214
7,317
$ 84

1.1%

1,022
$ 24.77

3,608
$ 0.56

MANAGEMENT’S DISCUSSION AND ANALYSIS

TNT Express fuel surcharges are indexed to the spot price for jet fuel.
Using this index, the international fuel surcharge percentages ranged
as follows for the periods ended May 31:

International Fuel Surcharges:
Low
High
Weighted-average

2017

5.25%
19.00
12.85

TNT Express Segment Results
The TNT Express segment was formed in the fourth quarter of 2016,
following the acquisition of TNT Express on May 25, 2016. Since the
date of acquisition, TNT Express has focused on maintaining its customer
base while executing integration activities with FedEx Express.

TNT Express results include revenues of $7.4 billion and operating
income of $84 million in 2017. These results include integration costs
of $89 million. Costs associated with the integration, including
restructuring charges, are expected to continue through fiscal year
2020. In addition, operating expenses include intangible asset
amortization of $74 million in 2017.

FedEx Ground Segment
FedEx Ground service offerings include day-certain delivery to
businesses in the U.S. and Canada and to 100% of U.S. residences.
The following tables compare revenues, operating expenses,
operating expenses as a percent of revenue, operating income (dollars
in millions) and operating margin and selected package statistics (in
thousands, except yield amounts) for the years ended May 31:

Percent
Change

2017
2016

/
/ 2016
2015

10
4
9

14
9
20

13
–
12
7
10

10
1

20
NM
28

32
36
32

15
(17)
18
10
50

32
5

2017

2016

2015

$ 16,497 $15,050 $ 12,568
416
1,524
12,984
16,574

1,578
18,075

2,834
6,817
639

608
10
288
1,230
1,872

2,146
5,021
485

530
12
244
1,123
1,251

Revenues:
FedEx Ground
FedEx Supply Chain
Total revenues
Operating expenses:
Salaries and employee
benefits
3,228
Purchased transportation 7,406
Rentals
764
Depreciation and
amortization
Fuel
Maintenance and repairs
Intercompany charges
Other
Total operating
expenses
Operating income
Operating margin
Average daily package
volume:
FedEx Ground
Revenue per package
(yield):
FedEx Ground

684
10
322
1,317
2,052

7,896

15,783

10,812
14,298
$ 2,292 $ 2,276 $ 2,172

12.7% 13.7% 16.7% (100)bp (300)bp

7,526

6,911

8.18 $ 7.80 $

7.16

Operating expenses:
Salaries and employee benefits
Purchased transportation
Rentals
Depreciation and amortization
Fuel
Maintenance and repairs
Intercompany charges
Other
Total operating expenses
Operating margin

17.8%
41.0
4.2
3.8
0.1
1.8
7.3
11.3
87.3
12.7%

17.1 %
41.1
3.9
3.7
0.1
1.7
7.4
11.3
86.3
13.7 %

16.5 %
38.7
3.7
4.1
0.1
1.9
8.7
9.6
83.3
16.7 %

Percent of Revenue
2016

2017

2015

MANAGEMENT’S DISCUSSION AND ANALYSIS

FedEx Ground Segment Revenues

FedEx Ground segment revenues increased 9% in 2017 due to yield
and volume growth, partially offset by one fewer operating day. FedEx
Ground yield increased 5% in 2017 due to higher base yields for our
commercial business and residential services. Average daily volume at
FedEx Ground increased 5% in 2017 primarily due to continued growth
in our commercial business and residential services.

FedEx Ground segment revenues increased 28% in 2016 due to
volume and yield growth at FedEx Ground and the inclusion of FedEx
Supply Chain revenue for a full year, which were partially offset by
lower fuel surcharges. Revenues increased approximately $1.2 billion
in 2016 as a result of recording FedEx SmartPost revenues on a gross
basis, versus our previous net treatment. In addition, revenues
benefited from two additional operating days in 2016.

Average daily volume at FedEx Ground increased 9% in 2016 primarily
due to continued growth in our residential services driven by
e-commerce. FedEx Ground yield increased 9% in 2016 primarily due
to the recording of FedEx SmartPost revenues on a gross basis, versus
our previous net treatment, and increased base rates, which include
additional dimensional weight charges. These factors were partially
offset by lower fuel surcharges.

The FedEx Ground fuel surcharge is based on a rounded average of
the national U.S. on-highway average price for a gallon of diesel fuel,
as published by the Department of Energy. Our fuel surcharge ranged
as follows for the years ended May 31:

Low
High
Weighted-average

2016

2015

2017
3.25% 2.75% 4.50%
4.50
4.50
3.82
4.03

7.00
5.90

Effective February 6, 2017, FedEx Ground fuel surcharges are
adjusted on a weekly basis compared to the previously monthly
adjustment. On January 2, 2017, FedEx Ground implemented
a 4.9% average list price increase and a change to the U.S.
domestic dimensional weight divisor. On January 4, 2016 and
January 5, 2015, FedEx Ground implemented a 4.9% increase in
average list price. In addition, on November 2, 2015, FedEx Ground
increased surcharges for shipments that exceed the published
maximum weight or dimensional limits and updated certain tables
used to determine fuel surcharges. On February 2, 2015, FedEx
Ground updated the tables used to determine fuel surcharges.
On January 5, 2015, FedEx Ground began applying dimensional
weight pricing to all shipments.

FedEx Ground Segment Operating Income
FedEx Ground segment operating income increased 1% in 2017 due to
yield and volume growth partially offset by network expansion and
staffing costs. Operating margin declined in 2017 primarily due to
network expansion. In addition, FedEx Supply Chain results continue to
negatively impact segment margins.

Purchased transportation increased 9% due to higher volumes and
increased service provider and U.S. Postal Service rates. Salaries and
employee benefits expense increased 14% in 2017 primarily due to
volume growth and additional staffing to support network expansion.
Rent and depreciation and amortization expense increased in 2017 due
to network expansion. Other expenses increased 10% in 2017 due to
increased property taxes as a result of network expansion and higher
self-insurance costs.

FedEx Ground segment operating income increased 5% in 2016 due
to higher volumes and increased yield, as well as the benefit from
two additional operating days. These factors were partially offset by
network expansion costs, higher self-insurance expenses and increased
purchased transportation rates.

Operating margin decreased in 2016 primarily due to the recording
of FedEx SmartPost revenues on a gross basis (including postal fees in
revenues and expenses), the inclusion of FedEx Supply Chain results for
a full year, and higher self-insurance expenses. The change in FedEx
SmartPost revenue recognition and the inclusion of FedEx Supply Chain
collectively decreased operating margin by 190 basis points in 2016.

FedEx Ground Segment Outlook
We expect FedEx Ground segment revenues and operating income to
increase in 2018, driven by continued yield and volume growth in our
commercial business and residential services. We are focused on
balancing capacity and volume growth with yield management. In
addition, we anticipate results in 2018 will continue to be impacted
by network expansion, as well as additional staffing costs. Beginning
in 2018, FedEx Ground will include safety technology requirements
in all linehaul contracts.

Capital expenditures at FedEx Ground are expected to increase in
2018 due to certain network expansion projects that were deferred
from 2017 to 2018. We will continue to make investments to grow
our highly profitable FedEx Ground network.

MANAGEMENT’S DISCUSSION AND ANALYSISFedEx Freight Segment
FedEx Freight service offerings include priority LTL services when speed is critical and economy services when time can be traded for savings.
The following table compares revenues, operating expenses, operating expenses as a percent of revenue, operating income (dollars in
millions), operating margin and selected statistics for the years ended May 31:

2017

2015
$ 6,443 $ 6,200 $ 6,191

2016

Percent
Change

2017
2016
4

/
/ 2016
2015
–

3,058
988
136

2,925
962
142

2,698
1,045
129

269
384
215
497
499

248
363
206
456
472

230
508
201
444
452

5
3
(4)

8
6
4
9
6

8
(8)
10

8
(29)
2
3
4

6,046

397 $
6.2%

5,774
426 $
6.9 %

5
5,707
484
(7)
7.8 % (70)bp (90)bp

1
(12)

70.6

31.0

67.7

31.1

66.9

28.6

101.6

98.8

95.5

1,176
1,129

1,191
1,145

1,272
1,003

1,161

1,177

1,191

$ 221.67 $ 218.50 $ 229.57
264.34
261.27

265.77

$ 235.20 $

232.11 $ 240.09

$ 18.85 $ 18.35 $ 18.05
26.34
22.81

23.55

$ 20.25 $ 19.73 $ 20.15

–

(1)
(1)

(1)

1
2

3
3

(6)
14

(1)

(5)
(1)

(3)

2
(13)

(2)

Revenues
Operating expenses:
Salaries and employee
benefits
Purchased transportation
Rentals
Depreciation and
amortization
Fuel
Maintenance and repairs
Intercompany charges
Other
Total operating
expenses
Operating income
Operating margin
Average daily LTL
shipments (in thousands):
Priority

Economy
Total average daily LTL
shipments
Weight per LTL shipment:
Priority
Economy
Composite weight per
LTL shipment
LTL revenue per shipment:
Priority
Economy
Composite LTL
revenue per
shipment
LTL revenue per
hundredweight:
Priority
Economy
Composite LTL
revenue per
hundredweight

Percent of Revenue
2016

2017

2015

47.5%
15.3
2.1
4.2
6.0
3.3
7.7
7.7
93.8
6.2%

47.2 %
15.5
2.3
4.0
5.8
3.3
7.4
7.6
93.1
6.9%

43.6 %
16.9
2.1
3.7
8.2
3.2
7.2
7.3
92.2
7.8%

FedEx Freight Segment Revenues
FedEx Freight segment revenues increased 4% in 2017 primarily due
to higher average daily LTL shipments and higher LTL revenue per
shipment. Average daily LTL shipments increased 3% in 2017 due to
higher demand for our LTL service offerings. LTL revenue per shipment
increased 1% due to higher base rates and fuel surcharges, partially
offset by lower weight per shipment. Base rate increases were the
result of our ongoing yield management initiatives.

FedEx Freight segment revenues were flat in 2016 as higher average
daily shipments were offset by lower revenue per shipment. Average
daily LTL shipments increased 3% in 2016 due to increased volume
primarily related to small and mid-sized customers. LTL revenue per
shipment decreased 3% in 2016 due to lower fuel surcharges and lower
weight per shipment.

The weekly indexed LTL fuel surcharge is based on the average of the
U.S. on-highway prices for a gallon of diesel fuel, as published by the
Department of Energy. The indexed LTL fuel surcharge ranged as follows
for the years ended May 31:

Low

High

Weighted-average

2017

2016

2015

20.20% 18.50 % 20.90 %

21.60

21.00

23.10

20.60

26.20

24.30

On January 2, 2017, FedEx Freight implemented a 4.9% average
increase in certain U.S. and other shipping rates. On January 4, 2016,
FedEx Freight implemented zone-based pricing on U.S. and other LTL
shipping rates. Also, on January 4, 2016 and January 5, 2015, FedEx
Freight implemented a 4.9% average increase in certain U.S. and other
shipping rates. On February 2, 2015, FedEx Freight updated the tables
used to determine fuel surcharges.

MANAGEMENT’S DISCUSSION AND ANALYSIS

FINANCIAL CONDITION

Liquidity
Cash and cash equivalents totaled $4.0 billion at May 31, 2017,
compared to $3.5 billion at May 31, 2016. The following table
provides a summary of our cash flows for the years ended May 31
(in millions).

Operating activities:
Net income
Retirement plans mark-to-market
adjustment
Gain from sale of investment
Impairment and other charges
Other noncash charges and credits
Changes in assets and liabilities
Cash provided by operating activities
Investing activities:
Capital expenditures
Business acquisitions, net of
cash acquired
Proceeds from asset dispositions
and other
Cash used in investing activities
Financing activities:
Purchase of treasury stock
Principal payments on debt
Proceeds from debt issuances
Dividends paid
Other
Cash provided by financing activities
Effect of exchange rate changes on cash
Net increase (decrease) in cash and
cash equivalents
Cash and cash equivalents at end
of period

2017

2016

2015

$ 2,997 $ 1,820 $ 1,050

(24)
(35)
–
4,194
(2,202)
4,930

1,498
–
–
2,927
(537)
5,708

2,190
–
246
2,317
(437)
5,366

(5,116)

(4,818)

(4,347)

–

(4,618)

(1,429)

135
(4,981)

(10)
(9,446)

24
(5,752)

(509)
(82)
1,190
(426)
355
528
(42)

(2,722)
(41)
6,519
(277)
132
3,611
(102)

(1,254)
(5)
2,491
(227)
344
1,349
(108)

435 $

(229) $

855

$ 3,969 $ 3,534 $ 3,763

FedEx Freight Segment Operating Income
FedEx Freight segment operating income and operating margin
decreased in 2017 primarily due to higher operating expenses that more
than offset base rate increases and volume growth. Within operating
expenses, salaries and employee benefits increased 5% in 2017 due
to higher staffing levels to support volume growth and merit increases.
Intercompany charges increased 9% in 2017 due to higher allocated
information technology costs. Other expenses increased 6% in 2017
due to higher self-insurance costs and increased real estate taxes.
Purchased transportation increased 3% in 2017 due to higher volumes.
Depreciation and amortization increased 8% in 2017 due to increased
vehicle purchases. Rentals decreased 4% in 2017 primarily due to a
charge related to a facility closure in the prior year and a credit related
to the favorable sublease of the facility in the current year.

Fuel expense increased 6% in 2017 due to higher fuel prices and volume
growth. See the “Fuel” section of this MD&A for a description and
additional discussion of the net impact of fuel on our operating results.

FedEx Freight segment operating income and operating margin
decreased in 2016 primarily due to salaries and employee benefits
expense outpacing revenue growth, which was driven by weaker than
anticipated industrial production. Within operating expenses, salaries
and employee benefits increased 8% in 2016 due to pay initiatives
and increased staffing levels for higher shipment volumes. Other
expenses increased 4% in 2016 primarily due to higher insurance
claims, a legal reserve, and higher operating supplies. Depreciation
and amortization increased 8% in 2016 due to investments in
transportation equipment. Rentals increased 10% in 2016 driven
primarily by a charge related to a facility closure. Purchased
transportation expense decreased 8% in 2016 due to lower rates
and increased use of lower-cost rail transportation. Fuel expense
decreased 29% in 2016 due to lower average price per gallon of
diesel fuel. See the “Fuel” section of this MD&A for a description
and additional discussion of the net impact of fuel on our operating
results.

FedEx Freight Segment Outlook
During 2018 we expect revenue, operating income and operating
margin improvement driven by effective yield management, as well
as modest volume growth from small and mid-sized customers.
FedEx Freight earnings are also expected to be positively impacted
by improvement in productivity and the benefits of technology
investments.

Capital expenditures at FedEx Freight are expected to increase in 2018
primarily due to investments in vehicles, facilities and technology. Our
capital expenditures include investments in the latest safety technology
such as collision mitigation, lane departure detection and rollover
stability systems.

MANAGEMENT’S DISCUSSION AND ANALYSIS

CASH PROVIDED BY OPERATING ACTIVITIES. Cash flows from
operating activities decreased $778 million in 2017 primarily due
to higher pension contributions partially offset by lower income
tax payments.

Cash flows from operating activities increased $342 million in 2016
primarily due to higher segment operating income at FedEx Express
and lower tax payments due to bonus depreciation on aircraft
purchases and other qualifying assets. During the fourth quarter of
2016, we defeased the underlying debt of certain leveraged operating
leases, which was accounted for as a prepayment of the lease
obligations that reduced our operating cash flows by $501 million.
We made contributions of $2.0 billion in 2017 and $660 million in
2016 and 2015 to our U.S. Pension Plans. Most of these contributions
were voluntary. Some of the 2017 contributions were used by our
U.S. Pension Plans to fund $1.3 billion of incremental benefit
payments made during the fourth quarter of 2017 to former employees
who elected to receive their benefit payments early in a lump sum
under a voluntary program offered to qualifying participants.

CASH USED IN INVESTING ACTIVITIES. Capital expenditures were
6% higher in 2017 largely due to the inclusion of TNT Express and

increased spending at FedEx Express for aircraft and related equipment
as part of our fleet modernization program, and were 11% higher in
2016 than in 2015 due to increased spending for sort facility expansion
at FedEx Ground. See “Capital Resources” for a more detailed
discussion of capital expenditures during 2017 and 2016.

FINANCING ACTIVITIES. We had various senior unsecured debt
issuances in 2017 and 2016. See Note 6 of the accompanying
consolidated financial statements for more information on these
issuances. Interest on our U.S. dollar fixed-rate notes is paid semi-
annually. Interest on our Euro fixed-rate notes is paid annually. Our
floating-rate Euro senior notes bear interest at three-month EURIBOR
plus a spread of 55 basis points and resets quarterly. We utilized the
net proceeds of our 2017 debt issuances for a voluntary incremental
contribution in January 2017 to our U.S. Pension Plans and for working
capital and general corporate purposes. We utilized the net proceeds
of our 2016 debt issuances for working capital and general corporate
purposes, our acquisition of TNT Express, share repurchases and the
redemption and the prepayment and defeasance of the underlying debt
of certain leveraged operating leases. See Note 3 of the accompanying
consolidated financial statements for further discussion of business
acquisitions.

The following table provides a summary of repurchases of our common stock for the periods ended May 31 (dollars in millions, except per
share amounts):

Total Number
of Shares
Purchased
2,955,000

2017

Average
Price Paid
per Share
$ 172.13

Total
Purchase
Price
$ 509

Total Number
of Shares
Purchased
18,225,000

2016

Average
Price Paid
per Share

$ 149.35

Total
Purchase
Price
$ 2,722

Common stock repurchases

MANAGEMENT’S DISCUSSION AND ANALYSIS

On January 26, 2016, our Board of Directors approved a share
repurchase program of up to 25 million shares. Shares under this
repurchase program may be repurchased from time to time in the open
market or in privately negotiated transactions. The timing and volume
of repurchases are at the discretion of management, based on the
capital needs of the business, the market price of FedEx common
stock and general market conditions. No time limit was set for the
completion of the program, and the program may be suspended or
discontinued at any time. See additional information on the share
repurchase program in Note 1 of the accompanying consolidated
financial statements. As of May 31, 2017, 16 million shares remained
under the current share repurchase authorization.

Capital Resources
Our operations are capital intensive, characterized by significant
investments in aircraft, vehicles, technology, facilities, and package-
handling and sort equipment. The amount and timing of capital
additions depend on various factors, including pre-existing contractual
commitments, anticipated volume growth, domestic and international
economic conditions, new or enhanced services, geographical expan-
sion of services, availability of satisfactory financing and actions of
regulatory authorities.

The following table compares capital expenditures by asset category
and reportable segment for the years ended May 31 (in millions):

Percent
Change

2017
2016
7

/
/ 2016
2015
(9)

2015
Aircraft and related equipment $ 1,808 $ 1,697 $ 1,866
Package handling and ground
support equipment

2017

2016

Vehicles

Information technology

Facilities and other

Total capital expenditures

FedEx Express segment

TNT Express segment

FedEx Ground segment

FedEx Freight segment

FedEx Services segment

Other

Total capital expenditures

1,196
723
471
731

1,093
895
594
726

752
604
377
748
$ 5,116 $ 4,818 $ 4,347
$ 2,525 $ 2,356 $ 2,380

205
1,539
431
416
–

–
1,597
433
432
–

1,248
337
381

$ 5,116 $ 4,818 $ 4,347

59
(9)
20
24
25
26
(2)
(1)
11
6
(1)
7
– NM NM
28
(4)
28
–
13
(4)
1 NM NM
11
6

Capital expenditures during 2017 were higher than the prior-year period
primarily due to the inclusion of TNT Express and increased spending at
FedEx Express for aircraft and related equipment, partially offset by the
deferral of certain FedEx Ground network expansion projects to 2018.
Aircraft and related equipment purchases at FedEx Express during 2017
included the delivery of 14 Boeing 767-300 Freighter (“B767F”) aircraft,
as well as increased spending on existing orders for Boeing 777

Freighter (“B777F”) aircraft, offset by decreased spending related to the
modification of certain aircraft before being placed into service. Capital
expenditures during 2016 were higher than the prior-year period
primarily due to increased spending for sort facility expansion at FedEx
Ground. Aircraft and related equipment purchases at FedEx Express
during 2016 included the delivery of 11 B767F aircraft and two B777F
aircraft, as well as the modification of certain aircraft before being
placed into service.

Liquidity Outlook
We believe that our cash and cash equivalents, which totaled
$4.0 billion at May 31, 2017, cash flow from operations and available
financing sources will be adequate to meet our liquidity needs, including
working capital, capital expenditure requirements, debt payment
obligations, pension contributions and TNT Express integration
expenses. Our cash and cash equivalents balance at May 31, 2017
includes $1.2 billion of cash in offshore jurisdictions associated with our
permanent reinvestment strategy. We do not believe that the indefinite
reinvestment of these funds offshore impairs our ability to meet our U.S.
domestic debt or working capital obligations.

Our capital expenditures are expected to be approximately $5.9 billion
in 2018. We anticipate that our cash flow from operations will be
sufficient to fund our increased capital expenditures in 2018, which will
include spending for aircraft modernization at FedEx Express, spending
on certain FedEx Ground network expansion projects that were deferred
from 2017 to 2018 and spending for TNT Express integration-related
investments. We expect approximately 40% of capital expenditures in
2018 to be designated for growth initiatives. Our expected capital
expenditures for 2018 include $2.2 billion in investments for delivery of
aircraft and progress payments toward future aircraft deliveries at
FedEx Express. Our capital expenditure forecast for 2018, however,
could change as we continue to evaluate the impact of the recent TNT
Express cyber-attack described above.

We have several aircraft modernization programs underway that are
supported by the purchase of B777F and B767F aircraft. These aircraft
are significantly more fuel-efficient per unit than the aircraft types
previously utilized, and these expenditures are necessary to achieve
significant long-term operating savings and to replace older aircraft.
Our ability to delay the timing of these aircraft-related expenditures is
limited without incurring significant costs to modify existing purchase
agreements.

In July 2015, FedEx Express 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 (“RLA”). The 50
additional B767F aircraft are expected to be delivered from fiscal 2018
through fiscal 2023 and will enable FedEx Express to continue to
improve the efficiency and reliability of its aircraft fleet. In September
2014, FedEx Express entered into an agreement to purchase four
additional B767F aircraft, the delivery of which began in 2017 and will
continue through 2019.

MANAGEMENT’S DISCUSSION AND ANALYSISDuring 2017, FedEx Express entered into agreements to accelerate the
delivery of two B767F to 2017 from 2018 and two B777F aircraft to 2018
from 2023.

We have a shelf registration statement filed with the Securities and
Exchange Commission (“SEC”) that allows us to sell, in one or more
future offerings, any combination of our unsecured debt securities and
common stock.

We have a five-year $1.75 billion revolving credit facility that expires
in November 2020. The facility, which includes a $500 million letter
of credit sublimit, is available to finance our operations and other
cash flow needs. The agreement contains a financial covenant,
which requires us to maintain a ratio of debt to consolidated earnings
(excluding non-cash pension MTM adjustments and non-cash asset
impairment charges) before interest, taxes, depreciation and
amortization (“adjusted EBITDA”) of not more than 3.5 to 1.0,
calculated as of the end of the applicable quarter on a rolling
four-quarters basis. The ratio of our debt to adjusted EBITDA was
1.9 to 1.0 at May 31, 2017. We believe this covenant is the only
significant restrictive covenant in our revolving credit agreement.
Our revolving credit agreement contains other customary covenants
that do not, individually or in the aggregate, materially restrict the
conduct of our business. We are in compliance with the financial
covenant and all other covenants of our revolving credit agreement
and do not expect the covenants to affect our operations, including
our liquidity or expected funding needs. If we failed to comply with
the financial covenant or any other covenants of our revolving credit
agreement, our access to financing could become limited. We do
not expect to be at risk of noncompliance with the financial covenant
or any other covenants of our revolving credit agreement. As of
May 31, 2017, no commercial paper was outstanding. However,
we had a total of $317 million in letters of credit outstanding at
May 31, 2017, with $183 million of the letter of credit sublimit
unused under our revolving credit facility.

For 2018, we anticipate making contributions totaling $1.0 billion
(approximately $700 million of which are expected to be required) to our
U.S. Pension Plans. As noted in our discussion of critical accounting
estimates below, we have a credit balance related to our cumulative
excess voluntary pension contributions over those required that exceeds
$3 billion. The credit balance is subtracted from plan assets to
determine the minimum funding requirements. Therefore, we could

eliminate all required pension contributions to our principal U.S. Pension
Plans for several years if we were to choose to waive part of that credit
balance in any given year. Our U.S. Pension Plans have ample funds to
meet expected benefit payments.

On June 12, 2017, our Board of Directors declared a quarterly dividend
of $0.50 per share of common stock, an increase of $0.10 per common
share from the prior quarter’s dividend. The dividend was paid on July 6,
2017 to stockholders of record as of the close of business on June 22,
2017. Each quarterly dividend payment is subject to review and approval
by our Board of Directors, and we evaluate our dividend payment
amount on an annual basis at the end of each fiscal year.

Standard & Poor’s has assigned us a senior unsecured debt credit
rating of BBB, a commercial paper rating of A-2 and a ratings outlook
of “stable.” Moody’s Investors Service has assigned us a senior
unsecured debt credit rating of Baa2, a commercial paper rating of
P-2 and a ratings outlook of “stable.” If our credit ratings drop, our
interest expense may increase. If our commercial paper ratings drop
below current levels, we may have difficulty utilizing the commercial
paper market. If our senior unsecured debt credit ratings drop below
investment grade, our access to financing may become limited.

Contractual Cash Obligations and
Off-Balance Sheet Arrangements
The following table sets forth a summary of our contractual cash
obligations as of May 31, 2017. Certain of these contractual obligations
are reflected in our balance sheet, while others are disclosed as future
obligations under accounting principles generally accepted in the United
States. Except for the current portion of interest on long-term debt, this
table does not include amounts already recorded in our balance sheet
as current liabilities at May 31, 2017. We have certain contingent
liabilities that are not accrued in our balance sheet in accordance with
accounting principles generally accepted in the United States. These
contingent liabilities are not included in the table below. We have other
long-term liabilities reflected in our balance sheet, including deferred
income taxes, qualified and nonqualified pension and postretirement
healthcare plan liabilities and other self-insurance accruals. Unless
statutorily required, the payment obligations associated with these
liabilities are not reflected in the table below due to the absence of
scheduled maturities. Accordingly, this table is not meant to represent a
forecast of our total cash expenditures for any of the periods presented.

(in millions)
Operating activities:
Operating leases
Non-capital purchase obligations and other
Interest on long-term debt
Contributions to our U.S. Pension Plans
Investing activities:
Aircraft and aircraft-related capital commitments
Other capital purchase obligations
Financing activities:
Debt
Total

2018

$ 2,445
703
548
700

Payments Due by Fiscal Year (Undiscounted)
2021

2022

2020

Thereafter

2019

$ 2,230
507
544
–

$ 1,931
399
482
–

$ 1,709
308
470
–

$ 1,540
197
470
–

$ 8,019
492
8,710
–

Total

$ 17,874
2,606
11,224
700

1,777
42

1,729
1

1,933
1

1,341
1

1,276
1

2,895
7

10,951
53

5
$ 6,220

1,312
$ 6,323

961
$ 5,707

–
$ 3,829

–
$ 3,484

12,778
$ 32,901

15,056
$ 58,464

MANAGEMENT’S DISCUSSION AND ANALYSIS

Open purchase orders that are cancelable are not considered
unconditional purchase obligations for financial reporting purposes
and are not included in the table above. Such purchase orders often
represent authorizations to purchase rather than binding agreements.
See Note 17 of the accompanying consolidated financial statements
for more information on such purchase orders.

Operating Activities
In accordance with accounting principles generally accepted in the
United States, future contractual payments under our operating leases
(totaling $17.9 billion on an undiscounted basis) are not recorded in
our balance sheet. Credit rating agencies routinely use information
concerning minimum lease payments required for our operating leases
to calculate our debt capacity. The amounts reflected in the table
above for operating leases represent undiscounted future minimum
lease payments under noncancelable operating leases (principally
aircraft and facilities) with an initial or remaining term in excess of
one year at May 31, 2017. Under the new lease accounting rules, the
majority of these leases will be required to be recognized at the net
present value on the balance sheet as a liability with an offsetting
right-to-use asset.

The amounts reflected for purchase obligations represent noncancelable
agreements to purchase goods or services that are not capital-
related. Such contracts include those for printing and advertising and
promotions contracts.

Included in the table above within the caption entitled “Non-capital
purchase obligations and other” is our estimate of the current portion
of the liability ($5 million) for uncertain tax positions. We cannot
reasonably estimate the timing of the long-term payments or the

amount by which the liability will increase or decrease over time;
therefore, the long-term portion of the liability ($62 million) is
excluded from the table. See Note 12 of the accompanying
consolidated financial statements for further information.

We had $729 million in deposits and progress payments as of
May 31, 2017 on aircraft purchases and other planned aircraft-related
transactions.

Investing Activities
The amounts reflected in the table above for capital purchase
obligations represent noncancelable agreements to purchase
capital-related equipment. Such contracts include those for certain
purchases of aircraft, aircraft modifications, vehicles, facilities,
computers and other equipment.

On June 10, 2016, FedEx Express exercised options to acquire six
additional B767F aircraft for delivery in 2019 and 2020.

Financing Activities
We have certain financial instruments representing potential
commitments, not reflected in the table above, that were incurred
in the normal course of business to support our operations, including
standby letters of credit and surety bonds. These instruments are
required under certain U.S. self-insurance programs and are also
used in the normal course of international operations. The underlying
liabilities insured by these instruments are reflected in our balance
sheets, where applicable. Therefore, no additional liability is reflected
for the letters of credit and surety bonds themselves.

The amounts reflected in the table above for long-term debt represent
future scheduled payments on our long-term debt.

MANAGEMENT’S DISCUSSION AND ANALYSISCRITICAL ACCOUNTING ESTIMATES

The preparation of financial statements in accordance with accounting
principles generally accepted in the United States requires management
to make significant judgments and estimates to develop amounts
reflected and disclosed in the financial statements. In many cases, there
are alternative policies or estimation techniques that could be used. We
maintain a thorough process to review the application of our accounting
policies and to evaluate the appropriateness of the many estimates that
are required to prepare the financial statements of a complex, global
corporation. However, even under optimal circumstances, estimates
routinely require adjustment based on changing circumstances and new
or better information.

The estimates discussed below include the financial statement
elements that are either the most judgmental or involve the selection or
application of alternative accounting policies and are material to our
financial statements. Management has discussed the development and
selection of these critical accounting estimates with the Audit
Committee of our Board of Directors and with our independent
registered public accounting firm.

Retirement Plans
OVERVIEW. We sponsor programs that provide retirement benefits to
most of our employees. These programs include defined benefit
pension plans, defined contribution plans and postretirement
healthcare plans and are described in Note 13 of the accompanying
consolidated financial statements. The rules for pension accounting
are complex and can produce tremendous volatility in our earnings,
financial condition and liquidity.

We are required to record annual year-end adjustments to our
financial statements for the net funded status of our pension and
postretirement healthcare plans. The funded status of our plans also
impacts our liquidity; however, the cash funding rules operate under a
completely different set of assumptions and standards than those
used for financial reporting purposes. As a result, our actual cash
funding requirements can differ materially from our reported funded
status.

The “Salaries and employee benefits” caption of our consolidated
income statements includes expense associated with service, prior
service and interest costs, the expected return on assets (“EROA”) and
settlements and curtailments. Our fourth quarter MTM adjustment is

included in the “Retirement plans mark-to-market adjustment” caption
in our consolidated income statements. A summary of our retirement
plans costs over the past three years is as follows (in millions):

Defined benefit pension plans:
Segment level
Eliminations, corporate and other
Total defined benefit pension plans
Defined contribution plans
Postretirement healthcare plans
Retirement plans mark-to-market
adjustment

2017

2016

2015

$ 229
5
$ 234
480
76

$ 209
5
$ 214
416
82

$ 222
(263)
$ (41 )
385
81

(24)
$ 766

1,498
$ 2,210

2,190
$ 2,615

The components of the pre-tax MTM adjustments are as follows
(in millions):

Actual versus expected return
on assets
Discount rate changes
Demographic assumption experience
Total mark-to-market (gain) loss

2017

2016

2015

$ (740)
266
450
$ (24)

$ 1,285
1,129
(916 )
$ 1,498

$ (35 )
791
1,434
$ 2,190

2017
The actual rate of return on our U.S. Pension Plans assets of
9.6% was higher than our expected return of 6.50% primarily due
to a rise in the value of global equity markets and favorable credit
market conditions. The weighted average discount rate for all of
our pension and postretirement healthcare plans decreased from
4.04% at May 31, 2016 to 3.98% at May 31, 2017. The demographic
assumption experience in 2017 reflects an update in mortality tables
for U.S. pension and other postemployment benefit plans.

2016
The actual rate of return on our U.S. Pension Plan assets of
1.2% was lower than our expected return of 6.50% primarily due
to a challenging environment for global equities and other risk-
seeking asset classes. The weighted average discount rate for all
of our pension and postretirement healthcare plans declined from
4.38% at May 31, 2015 to 4.04% at May 31, 2016. The demographic
assumption experience in 2016 reflects a change in disability rates
and an increase in the average retirement age for U.S. pension and
other postemployment benefit plans.

2015
The implementation of new U.S. mortality tables in 2015 resulted in
an increased participant life expectancy assumption, which increased
the overall projected benefit obligation by $1.2 billion. The weighted
average discount rate for all of our pension and postretirement
healthcare plans declined from 4.57% at May 31, 2014 to 4.38% at
May 31, 2015.

MANAGEMENT’S DISCUSSION AND ANALYSISDISCOUNT RATE. This is the interest rate used to discount the
estimated future benefit payments that have been accrued to date
(the projected benefit obligation or “PBO”) to their net present value
and to determine the succeeding year’s ongoing pension expense
(prior to any year-end MTM adjustment). The discount rate is
determined each year at the plan measurement date. The discount
rate for our U.S. Pension Plans at each measurement date was as
follows:

Measurement Date

Discount Rate

5/31/2017
5/31/2016
5/31/2015
5/31/2014

4.08%
4.13
4.42
4.60

We determine the discount rate with the assistance of actuaries, who
calculate the yield on a theoretical portfolio of high-grade corporate
bonds (rated Aa or better). In developing this theoretical portfolio, we
select bonds that match cash flows to benefit payments, limit our
concentration by industry and issuer, and apply screening criteria to
ensure bonds with a call feature have a low probability of being called.
To the extent scheduled bond proceeds exceed the estimated benefit
payments in a given period, the calculation assumes those excess
proceeds are reinvested at one-year forward rates.

The measurement of our PBO and the related impact on our annual
MTM adjustment is highly sensitive to the discount rate assumption.
For our largest pension plan, a 50-basis-point increase in the discount
rate would have decreased our 2017 PBO by approximately $1.7 billion
and a 50-basis-point decrease in the discount rate would have
increased our 2017 PBO by approximately $1.9 billion. However, our
annual segment-level pension expense is less sensitive to changes
in the discount rate. For example, a one-basis-point increase in the
discount rate for our largest pension plan would have a $34 million
effect on the fourth quarter MTM adjustment but only a net $200,000
impact on segment-level pension expense.

PLAN ASSETS. The expected average rate of return on plan assets is a
long-term, forward-looking assumption that effects our segment level
pension expense. It is required to be the expected future long-term
rate of earnings on plan assets. Our pension plan assets are invested
primarily in publicly tradable securities, and our pension plans hold
only a minimal investment in FedEx common stock that is entirely at
the discretion of third-party pension fund investment managers. As
part of our strategy to manage pension costs and funded status
volatility, we follow a liability-driven investment strategy to better
align plan assets with liabilities.

Establishing the expected future rate of investment return on our
pension assets is a judgmental matter, which we review on an annual
basis and revise as appropriate. Management considers the following
factors in determining this assumption:

> the duration of our pension plan liabilities, which drives the

investment strategy we can employ with our pension plan assets;

> the types of investment classes in which we invest our pension plan

assets and the expected compound geometric return we can
reasonably expect those investment classes to earn over time; and

> the investment returns we can reasonably expect our investment

management program to achieve in excess of the returns we could
expect if investments were made strictly in indexed funds.

For consolidated pension expense, we assumed a 6.50% expected
long-term rate of return on our U.S. Pension Plan assets in 2017 and
2016 and 7.75% in 2015. We lowered our EROA assumption in 2016 as
we continued to implement our asset and liability management strategy.
In lowering this assumption, we considered our historical returns, our
current capital markets outlook and our investment strategy for our plan
assets, including the impact of the duration of our liabilities. Our actual
returns in 2017 and 2015 exceeded our long-term assumption. Our
actual return in 2016, however, was less than the expected return.

At the segment level, we set our EROA at 6.50% for all periods
presented when we adopted MTM accounting in 2015. We record
service cost, interest cost and EROA at the segment level, but our
annual MTM adjustment and any difference between our consolidated
EROA and our segment EROA are reflected only at the corporate
level. This allows our segment operating results to follow internal
management reporting, which is used for making operating
decisions and assessing segment performance.

For our U.S. Pension Plans, a one basis-point change in our EROA would
impact our 2018 segment pension expense by $2.5 million. The actual
historical annual return on our U.S. Pension Plan assets, calculated on a
compound geometric basis, was 7.8%, net of investment manager fees,
for the 15-year period ended May 31, 2017.

FUNDED STATUS. The following is information concerning the funded
status of our pension plans as of May 31 (in millions):

Funded Status of Plans:
Projected benefit obligation (PBO)
Fair value of plan assets
Funded status of the plans
Cash Amounts:
Cash contributions during the year
Benefit payments during the year

2017

2016

$ 29,913
26,312
$ (3,601)

$ 29,602
24,271
$ (5,331 )

$ 2,115
$ 2,310

$
$

726
912

MANAGEMENT’S DISCUSSION AND ANALYSIS

FUNDING. The funding requirements for our U.S. Pension Plans are
governed by the Pension Protection Act of 2006, which has aggressive
funding requirements in order to avoid benefit payment restrictions
that become effective if the funded status determined under Internal
Revenue Service rules falls below 80% at the beginning of a plan
year. All of our U.S. Pension Plans have funded status levels in excess
of 80% and our plans remain adequately funded to provide benefits
to our employees as they come due. Benefit payments for our U.S.
Pension Plans for 2017 were approximately $2.3 billion, or 9.0%
of plan assets. Benefit payments were higher in 2017 because
our U.S. Pension Plans were amended to permit former employees
with a vested traditional pension benefit to make a one-time,
irrevocable election to receive their benefits in a lump-sum
distribution. Approximately 18,300 former employees elected to
receive this lump-sum distribution, and a total of approximately
$1.3 billion was paid in May 2017.

Over the past several years, we have made voluntary contributions
to our U.S. Pension Plans in excess of the minimum required
contributions. Amounts contributed in excess of the minimum
required can result in a credit balance for funding purposes that
can be used to reduce minimum contribution requirements in future
years. Our credit balance exceeded $3.1 billion at May 31, 2017.
For 2018, we anticipate making contributions to our U.S. Pension
Plans totaling $1.0 billion (approximately $700 million of which
are expected to be required). The funding rules used to establish
minimum required pension contributions in the U.S. require any
credit balance to be deducted from plan assets to calculate the
funded status of the plan. Plan sponsors may irrevocably waive
some or all of their credit balance to reduce the required funding.
We have chosen to preserve our credit balance since the required
level of contributions are within our planning parameters for
contributions.

See Note 13 of the accompanying consolidated financial statements
for further information about our retirement plans.

Self-Insurance Accruals
We are self-insured up to certain limits for costs associated with
workers’ compensation claims, vehicle accidents and general business
liabilities, and benefits paid under employee healthcare and disability
programs. Our reserves are established for estimates of loss on reported
claims, including incurred-but-not-reported claims. Self-insurance
accruals reflected in our balance sheet were $2.3 billion at May 31,
2017 and $2.2 billion at May 31, 2016. Approximately 41% of these
accruals were classified as current liabilities.

Our self-insurance accruals are primarily based on the actuarially
estimated cost of claims incurred as of the balance sheet date. These
estimates include consideration of factors such as severity of claims,
frequency and volume of claims, healthcare inflation, seasonality and
plan designs. Cost trends on material accruals are updated each
quarter. We self-insure up to certain limits that vary by type of risk.
Periodically, we evaluate the level of insurance coverage and adjust
insurance levels based on risk tolerance and premium expense. Where
estimable, losses covered by insurance are recognized on a gross
basis with a corresponding insurance receivable.

We believe the use of actuarial methods to account for these liabilities
provides a consistent and effective way to measure these highly
judgmental accruals. However, the use of any estimation technique in
this area is inherently sensitive given the magnitude of claims involved
and the length of time until the ultimate cost is known. We believe our
recorded obligations for these expenses are consistently measured on a
conservative basis. Nevertheless, changes in healthcare costs, accident
frequency and severity, insurance retention levels and other factors can
materially affect the estimates for these liabilities.

Long-Lived Assets
USEFUL LIVES AND SALVAGE VALUES. Our business is capital
intensive, with approximately 54% of our total assets invested in our
transportation and information systems infrastructures.

The depreciation or amortization of our capital assets over their
estimated useful lives, and the determination of any salvage values,
requires management to make judgments about future events.
Because we utilize many of our capital assets over relatively long
periods (the majority of aircraft costs are depreciated over 15 to
30 years), we periodically evaluate whether adjustments to our
estimated service lives or salvage values are necessary to ensure
these estimates properly match the economic use of the asset. This
evaluation may result in changes in the estimated lives and residual
values used to depreciate our aircraft and other equipment. For our
aircraft, we typically assign no residual value due to the utilization of
these assets in cargo configuration, which results in little to no value
at the end of their useful life. These estimates affect the amount of
depreciation expense recognized in a period and, ultimately, the gain
or loss on the disposal of the asset. Changes in the estimated lives of
assets will result in an increase or decrease in the amount of
depreciation recognized in future periods and could have a material
impact on our results of operations (as described below). Historically,
gains and losses on disposals of operating equipment have not been
material. However, such amounts may differ materially in the future
due to changes in business levels, technological obsolescence,
accident frequency, regulatory changes and other factors beyond
our control.

MANAGEMENT’S DISCUSSION AND ANALYSISIMPAIRMENT. As of May 31, 2017, the FedEx Express global air and
ground network includes a fleet of 657 aircraft (including approximately
300 supplemental aircraft) that provide delivery of packages and freight
to more than 220 countries and territories through a wide range of U.S.
and international shipping services. While certain aircraft are utilized
in primary geographic areas (U.S. versus international), we operate an
integrated global network, and utilize our aircraft and other modes of
transportation to achieve the lowest cost of delivery while maintaining
our service commitments to our customers. Because of the integrated
nature of our global network, our aircraft are interchangeable across
routes and geographies, giving us flexibility with our fleet planning to
meet changing global economic conditions and maintain and modify
aircraft as needed.

Because of the lengthy lead times for aircraft manufacture and
modifications, we must anticipate volume levels and plan our fleet
requirements years in advance, and make commitments for aircraft
based on those projections. Furthermore, the timing and availability
of certain used aircraft types (particularly those with better fuel
efficiency) may create limited opportunities to acquire these aircraft
at favorable prices in advance of our capacity needs. These activities
create risks that asset capacity may exceed demand. There were no
aircraft purchases that have not been placed in service at May 31,
2017. All aircraft passenger-to-freighter modification programs are
complete as of May 31, 2017.

The accounting test for whether an asset held for use is impaired
involves first comparing the carrying value of the asset with its
estimated future undiscounted cash flows. If the cash flows do not
exceed the carrying value, the asset must be adjusted to its current
fair value. We operate integrated transportation networks, and
accordingly, cash flows for most of our operating assets are assessed
at a network level, not at an individual asset level for our analysis
of impairment. Further, decisions about capital investments are
evaluated based on the impact to the overall network rather than the
return on an individual asset. We make decisions to remove certain
long-lived assets from service based on projections of reduced
capacity needs or lower operating costs of newer aircraft types, and
those decisions may result in an impairment charge. Assets held for
disposal must be adjusted to their estimated fair values less costs
to sell when the decision is made to dispose of the asset and certain
other criteria are met. The fair value determinations for such aircraft
may require management estimates, as there may not be active
markets for some of these aircraft. Such estimates are subject to
revision from period to period.

assessed for impairment on a quarterly basis. The criteria for
determining whether an asset has been permanently removed from
service (and, as a result, is potentially impaired) include, but are not
limited to, our global economic outlook and the impact of our outlook
on our current and projected volume levels, including capacity needs
during our peak shipping seasons; the introduction of new fleet types
or decisions to permanently retire an aircraft fleet from operations;
and changes to planned service expansion activities. At May 31, 2017,
we had seven aircraft temporarily idled. These aircraft have been
idled for an average of 12 months and are expected to return to
revenue service.

In the fourth quarter of 2015, we retired from service seven Boeing
MD11 aircraft and 12 related engines, four Airbus A310-300 aircraft
and three related engines, three Airbus A300-600 aircraft and three
related engines and one Boeing MD10-10 aircraft and three related
engines, and related parts. We also adjusted the retirement schedule
of an additional 23 aircraft and 57 engines. As a consequence,
impairment and related charges of $276 million ($175 million, net of
tax, or $0.61 per diluted share), of which $246 million was non-cash,
were recorded in the fourth quarter. The decision to permanently
retire these aircraft and engines aligns with FedEx Express’s plans to
rationalize capacity and modernize its aircraft fleet to more effectively
serve its customers.

LEASES. We utilize operating leases to finance certain of our aircraft,
facilities and equipment. Such arrangements typically shift the risk of
loss on the residual value of the assets at the end of the lease period
to the lessor. As disclosed in “Contractual Cash Obligations and
Off-Balance Sheet Arrangements” and Note 7 of the accompanying
consolidated financial statements, at May 31, 2017 we had
approximately $17.9 billion (on an undiscounted basis) of future
commitments for payments under operating leases. The weighted-
average remaining lease term of all operating leases outstanding at
May 31, 2017 was approximately six years. The future commitments
for operating leases are not yet reflected as a liability in our balance
sheet until the new rules on lease accounting issued in 2016
become effective in our fiscal 2020 as described below.

The determination of whether a lease is accounted for as a capital
lease or an operating lease requires management to make estimates
primarily about the fair value of the asset and its estimated economic
useful life. In addition, our evaluation includes ensuring we properly
account for build-to-suit lease arrangements and making judgments
about whether various forms of lessee involvement during the
construction period make the lessee an agent for the owner-lessor or,
in substance, the owner of the asset during the construction period.
We believe we have well-defined and controlled processes for making
these evaluations, including obtaining third-party appraisals for
material transactions to assist us in making these evaluations.

MANAGEMENT’S DISCUSSION AND ANALYSISOn February 25, 2016, the FASB issued a new lease accounting
standard which requires lessees to put most leases on their balance
sheets but recognize the expenses on their income statements in a
manner similar to current practice. The new standard states that a
lessee will recognize a lease liability for the obligation to make lease
payments and a right-of-use asset for the right to use the underlying
asset for the lease term. Expenses related to leases determined to be
operating leases will be recognized on a straight-line basis, while
those determined to be financing leases will be recognized following
a front-loaded expense profile in which interest and amortization are
presented separately in the income statement. Based on our lease
portfolio, we currently anticipate recognizing a lease liability and
related right-of-use asset on the balance sheet in excess of $13 billion
with an immaterial impact on our income statement compared to the
current lease accounting model. However, the ultimate impact of the
standard will depend on the company’s lease portfolio as of the
adoption date. We are currently in the process of evaluating our
existing lease portfolios, including accumulating all of the necessary
information required to properly account for the leases under the new
standard. Additionally, we are implementing an enterprise-wide lease
management system to assist in the accounting and are evaluating
additional changes to our processes and internal controls to ensure
we meet the standard’s reporting and disclosure requirements. These
changes will be effective for our fiscal year beginning June 1, 2019
(fiscal 2020), with a modified retrospective adoption method to the
beginning of 2018.

GOODWILL. As of May 31, 2017, we had $7.2 billion of recorded
goodwill from our business acquisitions, representing the excess
of the purchase price over the fair value of the net assets we have
acquired. During 2017, we recorded $407 million in additional
goodwill associated with the completion of the purchase price
allocation related to the TNT Express acquisition. During 2016, we
recorded $3.0 billion in goodwill associated with our TNT Express
acquisition. During 2015, we recorded $1.1 billion in goodwill
associated with our FedEx Supply Chain and FedEx Cross Border
acquisitions. Several factors give rise to goodwill in our acquisitions,
such as the expected benefit from synergies of the combination and
the existing workforce of the acquired business.

Goodwill is reviewed at least annually for impairment. In our evaluation
of goodwill impairment, we perform a qualitative assessment that
requires management judgment and the use of estimates to determine
if it is more likely than not that the fair value of a reporting unit is less
than its carrying amount. If the qualitative assessment is not conclusive,
we proceed to a two-step process to test goodwill for impairment,
including comparing the fair value of the reporting unit to its carrying
value (including attributable goodwill). Fair value is estimated using
standard valuation methodologies (principally the income or market
approach) incorporating market participant considerations and
management’s assumptions on revenue growth rates, operating
margins, discount rates and expected capital expenditures. Estimates
used by management can significantly affect the outcome of the
impairment test. Changes in forecasted operating results and other
assumptions could materially affect these estimates. We perform our
annual impairment tests in the fourth quarter unless circumstances
indicate the need to accelerate the timing of the tests.

Our reporting units with significant recorded goodwill include
FedEx Express, TNT Express, FedEx Ground, FedEx Freight, FedEx
Office (reported in the FedEx Services segment) and FedEx Supply
Chain (reported in the FedEx Ground segment). We evaluated these
reporting units during the fourth quarters of 2017 and 2016. The
estimated fair value of each of these reporting units exceeded their
carrying values in 2017 and 2016; therefore, we do not believe that
any of these reporting units were impaired as of the balance sheet
dates. In our first quarter of 2018, we will have one FedEx Express
reportable segment (currently reported as the FedEx Express group).
As a result of this change, the goodwill attributable to the TNT
Express segment will be included in the FedEx Express segment.

Contingencies
We are subject to various loss contingencies, including tax proceedings
and litigation, in connection with our operations. Contingent liabilities
are difficult to measure, as their measurement is subject to multiple
factors that are not easily predicted or projected. Further, additional
complexity in measuring these liabilities arises due to the various
jurisdictions in which these matters occur, which makes our ability to
predict their outcome highly uncertain. Moreover, different accounting
rules must be employed to account for these items based on the
nature of the contingency. Accordingly, significant management
judgment is required to assess these matters and to make
determinations about the measurement of a liability, if any. Our
material pending loss contingencies are described in Note 18 of the
accompanying consolidated financial statements. In the opinion of
management, the aggregate liability, if any, of individual matters or
groups of matters not specifically described in Note 18 is not expected
to be material to our financial position, results of operations or cash
flows. The following describes our methods and associated processes
for evaluating these matters.

TAX CONTINGENCIES. We are subject to income and operating tax
rules of the U.S., its states and municipalities, and of the foreign
jurisdictions in which we operate. Significant judgment is required in
determining income tax provisions, as well as deferred tax asset and
liability balances and related deferred tax valuation allowances, if
necessary, due to the complexity of these rules and their interaction
with one another. Our provision for income taxes is based on domestic
and international statutory income tax rates in the jurisdictions in
which we operate, applied to taxable income, reduced by applicable
tax credits.

Tax contingencies arise from uncertainty in the application of tax
rules throughout the many jurisdictions in which we operate and are
impacted by several factors, including tax audits, appeals, litigation,
changes in tax laws and other rules and their interpretations, and
changes in our business. We regularly assess the potential impact
of these factors for the current and prior years to determine the
adequacy of our tax provisions. We continually evaluate the likelihood
and amount of potential adjustments and adjust our tax positions,
including the current and deferred tax liabilities, in the period in
which the facts that give rise to a revision become known. In
addition, management considers the advice of third parties in
making conclusions regarding tax consequences.

MANAGEMENT’S DISCUSSION AND ANALYSISWe recognize liabilities for uncertain income tax positions based on
a two-step process. The first step is to evaluate the tax position for
recognition by determining if the weight of available evidence indicates
that it is more likely than not that the position will be sustained on
audit, including resolution of related appeals or litigation processes,
if any. The second step requires us to estimate and measure the tax
benefit as the largest amount that is more than 50% likely to be realized
upon ultimate settlement. It is inherently difficult and subjective to
estimate such amounts, as we must determine the probability of various
possible outcomes. We reevaluate these uncertain tax positions on
a quarterly basis or when new information becomes available to
management. These reevaluations are based on factors including, but
not limited to, changes in facts or circumstances, changes in tax law,
successfully settled issues under audit and new audit activity. Such a
change in recognition or measurement could result in the recognition
of a tax benefit or an increase to the related provision.

We classify interest related to income tax liabilities as interest
expense, and if applicable, penalties are recognized as a component
of income tax expense. The income tax liabilities and accrued interest
and penalties that are due within one year of the balance sheet date
are presented as current liabilities. The remaining portion of our
income tax liabilities and accrued interest and penalties are presented
as noncurrent liabilities because payment of cash is not anticipated
within one year of the balance sheet date. These noncurrent income
tax liabilities are recorded in the caption “Other liabilities” in the
accompanying consolidated balance sheets.

We account for operating taxes based on multi-state, local and
foreign taxing jurisdiction rules in those areas in which we operate.
Provisions for operating taxes are estimated based upon these rules,
asset acquisitions and disposals, historical spend and other variables.
These provisions are consistently evaluated for reasonableness
against compliance and risk factors.

We measure and record operating tax contingency accruals in
accordance with accounting guidance for contingencies. As discussed
below, this guidance requires an accrual of estimated loss from a
contingency, such as a tax or other legal proceeding or claim, when
it is probable that a loss will be incurred and the amount of the loss
can be reasonably estimated.

LEGAL AND OTHER CONTINGENCIES. Because of the complex
environment in which we operate, we are subject to other legal
proceedings and claims, including those relating to general commercial
matters, governmental enforcement actions, employment-related claims
and FedEx Ground’s owner-operators. Accounting guidance for
contingencies requires an accrual of estimated loss from a contingency,
such as a tax or other legal proceeding or claim, when it is probable
(i.e., the future event or events are likely to occur) that a loss has been
incurred and the amount of the loss can be reasonably estimated. This
guidance also requires disclosure of a loss contingency matter when,
in management’s judgment, a material loss is reasonably possible
or probable.

During the preparation of our financial statements, we evaluate our
contingencies to determine whether it is probable, reasonably
possible or remote that a liability has been incurred. A loss is
recognized for all contingencies deemed probable and estimable,
regardless of amount. For unresolved contingencies with potentially

material exposure that are deemed reasonably possible, we evaluate
whether a potential loss or range of loss can be reasonably estimated.

Our evaluation of these matters is the result of a comprehensive
process designed to ensure that accounting recognition of a loss or
disclosure of these contingencies is made in a timely manner and
involves our legal and accounting personnel, as well as external counsel
where applicable. The process includes regular communications during
each quarter and scheduled meetings shortly before the completion of
our financial statements to evaluate any new legal proceedings and the
status of existing matters.

In determining whether a loss should be accrued or a loss contingency
disclosed, we evaluate, among other factors:

> the current status of each matter within the scope and context of
the entire lawsuit or proceeding (e.g., the lengthy and complex
nature of class-action matters);

> the procedural status of each matter;

> any opportunities to dispose of a lawsuit on its merits before trial

(i.e., motion to dismiss or for summary judgment);

> the amount of time remaining before a trial date;

> the status of discovery;

> the status of settlement, arbitration or mediation proceedings; and

> our judgment regarding the likelihood of success prior to or at trial.

In reaching our conclusions with respect to accrual of a loss or
loss contingency disclosure, we take a holistic view of each matter
based on these factors and the information available prior to the
issuance of our financial statements. Uncertainty with respect to
an individual factor or combination of these factors may impact
our decisions related to accrual or disclosure of a loss contingency,
including a conclusion that we are unable to establish an estimate
of possible loss or a meaningful range of possible loss. We update
our disclosures to reflect our most current understanding of the
contingencies at the time we issue our financial statements.
However, events may arise that were not anticipated and the
outcome of a contingency may result in a loss to us that differs
materially from our previously estimated liability or range of
possible loss.

Despite the inherent complexity in the accounting and disclosure of
contingencies, we believe that our processes are robust and thorough
and provide a consistent framework for management in evaluating the
potential outcome of contingencies for proper accounting recognition
and disclosure.

QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK

INTEREST RATES. While we currently have market risk sensitive
instruments related to interest rates, we have no significant exposure
to changing interest rates on our fixed-rate long-term debt or our
floating-rate debt. As disclosed in Note 6 to the accompanying
consolidated financial statements, we had outstanding fixed- and
floating-rate long-term debt (exclusive of capital leases) with an

MANAGEMENT’S DISCUSSION AND ANALYSISestimated fair value of $15.5 billion at May 31, 2017 and $14.3 billion
at May 31, 2016. Market risk for fixed- and floating-rate long-term
debt is estimated as the potential decrease in fair value resulting
from a hypothetical 10% increase in interest rates and amounts to
$370 million as of May 31, 2017 and $312 million as of May 31, 2016.
The underlying fair values of our long-term debt were estimated based
on quoted market prices or on the current rates offered for debt with
similar terms and maturities.

We have interest rate risk with respect to our pension and
postretirement benefit obligations. Changes in interest rates impact
our liabilities associated with these retirement plans, as well as the
amount of pension and postretirement benefit expense recognized.
Declines in the value of plan assets could diminish the funded
status of our pension plans and potentially increase our requirement
to make contributions to the plans. Substantial investment losses on
plan assets would also increase pension expense.

FOREIGN CURRENCY. While we are a global provider of transportation,
e-commerce and business services, the majority of our transactions
during the periods presented in this Annual Report are denominated in
U.S. dollars. The principal foreign currency exchange rate risks to which
we are exposed are in the euro, Chinese yuan, British pound, Canadian
dollar, Brazilian real and Mexican peso. Historically, our exposure to
foreign currency fluctuations is more significant with respect to our
revenues than our expenses, as a significant portion of our expenses are
denominated in U.S. dollars, such as aircraft and fuel expenses. Foreign
currency fluctuations had a moderately negative impact on operating
income in 2017 and moderately positive impact on operating income in
2016. However, favorable foreign currency fluctuations also may have
had an offsetting impact on the price we obtained or the demand for our
services, which is not quantifiable. At May 31, 2017, the result of a
uniform 10% strengthening in the value of the dollar relative to the
currencies in which our transactions are denominated would result in a
decrease in operating income of $87 million for 2018. This theoretical
calculation required under SEC guidelines assumes that each exchange
rate would change in the same direction relative to the U.S. dollar,
which is not consistent with our actual experience in foreign currency
transactions. In addition to the direct effects of changes in exchange
rates, fluctuations in exchange rates also affect the volume of sales or
the foreign currency sales price as competitors’ services become more
or less attractive. The sensitivity analysis of the effects of changes in
foreign currency exchange rates does not factor in a potential change in
sales levels or local currency prices.

Our TNT Express segment impacts our exposure to foreign currency
exchange risk. TNT Express maintains derivative financial instruments to
manage foreign currency fluctuations related to probable future
transactions and cash flows denominated in currencies other than the
currency of the transacting entity. These derivatives are not designated
as hedges and are accounted for at fair value with any profit or loss
recorded in income during the period since acquisition, which was
immaterial for 2017 and 2016.

COMMODITY. While we have market risk for changes in the price of
jet and vehicle fuel, this risk is largely mitigated by our indexed fuel
surcharges. For additional discussion of our indexed fuel surcharges,
see the “Fuel” section of “Management’s Discussion and Analysis of
Results of Operations and Financial Condition.”

RISK FACTORS

Our financial and operating results are subject to many risks and
uncertainties, as described below.

We are directly affected by the state of the economy. While
macroeconomic risks apply to most companies, we are particularly
vulnerable. The transportation industry is highly cyclical and
especially susceptible to trends in economic activity. Our primary
business is to transport goods, so our business levels are directly
tied to the purchase and production of goods — key macroeconomic
measurements. When individuals and companies purchase and
produce fewer goods, we transport fewer goods, and as companies
expand the number of distribution centers and move manufacturing
closer to consumer markets, we transport goods shorter distances.
In addition, we have a relatively high fixed-cost structure, which is
difficult to quickly adjust to match shifting volume levels. Moreover, as
we continue to grow our international business, we are increasingly
affected by the health of the global economy, the rate of growth of
global trade and the typically more volatile economies of emerging
markets. For instance, the United Kingdom’s (“UK”) vote to leave the
European Union (“EU”) and anti-trade and protectionist measures
adopted by the U.S. or other countries in which we do business
could result in economic uncertainty and instability, resulting in
fewer goods being transported globally.

A significant data breach or other disruption to our technology
infrastructure could disrupt our operations and result in the loss
of critical confidential information, adversely impacting our
reputation, business or results of operations. Our ability to attract
and retain customers, to efficiently operate our businesses, and to
compete effectively depends in part upon the sophistication and
reliability of our technology network, including our ability to provide
features of service that are important to our customers, to protect our
confidential business information and the information provided by our
customers, and to maintain customer confidence in our ability to
protect our systems and to provide services consistent with their
expectations. We are subject to risks imposed by data breaches and
operational disruptions, particularly through cyber-attack or cyber-
intrusion, including by computer hackers, foreign governments and
cyber terrorists. Data breaches of companies and governments have
increased in recent years as the number, intensity and sophistication
of attempted attacks and intrusions from around the world have
increased. Additionally, risks such as code anomalies, “Acts of God,”
transitional challenges in migrating operating company functionality
to our FedEx enterprise automation platform, data leakage and human
error pose a direct threat to our products, services and data.

We also use technology and systems from third-party service
providers, including cloud service providers, for a variety of reasons
and such providers may have access to information we maintain
about our company, customers, employees and vendors or operate
systems that are critical to our business operations and services.
Like us, our third-party service providers are subject to risks imposed
by data breaches and cyber-attacks. We have security processes,
protocols and standards in place, including contractual provisions
requiring such security measures, that are applicable to our service
providers and are designed to protect information that is held by them,

MANAGEMENT’S DISCUSSION AND ANALYSISor to which they have access, as a result of their engagements with
us. Nevertheless, a cyber-attack could defeat one or more of our
third-party service providers’ security measures, allowing an
attacker to obtain information about our company, customers,
employees and vendors or disrupt our operations.

Any disruption to our complex, global technology infrastructure,
including those impacting our computer systems and websites,
could result in the loss of confidential business or customer
information, adversely impact our operations, customer service,
volumes and revenues, or could lead to litigation or investigations,
resulting in significant costs. These types of adverse impacts could
also occur in the event the confidentiality, integrity or availability of
company and customer information was compromised due to a data
loss by FedEx or a trusted third party. Recently, there has also been
heightened regulatory and enforcement focus on data protection in
the U.S. and abroad, and failure to comply with applicable U.S. or
foreign data protection regulations or other data protection
standards may expose us to litigation, fines, sanctions or other
penalties, which could harm our reputation and adversely impact
our business, results of operations and financial condition.

We have invested and continue to invest in technology security
initiatives, information technology risk management and disaster
recovery plans. The development and maintenance of these measures
is costly and requires ongoing monitoring and updating as technologies
change and efforts to overcome security measures become increasingly
more sophisticated. Despite our efforts, we are not fully insulated from
data breaches, technology disruptions or data loss, which could
adversely impact our competitiveness and results of operations. For
instance, in May 2017 FedEx was one of many companies attacked
by the rapidly spreading ransomware described as WannaCry that
exploited vulnerability in Microsoft Windows and infected computers
using that program, encrypting files and holding them for ransom. The
WannaCry attack did not cause a material disruption to our systems
or result in any material costs to FedEx. In addition, in June 2017
TNT Express worldwide operations were significantly affected due to
the infiltration of an information technology virus known as Petya, as
further described in the following risk factor.

While we have significant security processes and initiatives in place,
we may be unable to detect or prevent a material breach or disruption
in the future.

TNT Express experienced a significant cyber-attack in the first
quarter of fiscal 2018 and we are not yet able to determine the
full extent of its impact, including the impact on our results of
operations and financial condition, and it is likely that the
financial impact will be material. On June 28, 2017, we announced
that the worldwide operations of TNT Express were significantly
affected by the cyber-attack known as Petya, which involved the

spread of an information technology virus that infiltrated TNT Express
systems and encrypted its data. While TNT Express operations have
been restored and most TNT services are currently available, as of the
date of this filing, we cannot estimate when TNT Express services will
be fully restored. In addition, we cannot estimate how long it will take
to restore the systems that were impacted and it is reasonably
possible that TNT Express will be unable to fully restore all of the
affected systems and recover all of the critical business data that was
encrypted.

> loss of revenue resulting from the operational disruption

immediately following the cyber-attack;

> loss of revenue or increased bad debt expense due to the inability

to invoice properly;

> loss of revenue due to permanent customer loss;

> remediation costs to restore systems;

> increased operational costs due to contingency plans that remain in

place;

> investments in enhanced systems in order to prevent future attacks;

> cost of incentives offered to customers to restore confidence and

maintain business relationships;

> reputational damage resulting in the failure to retain or attract

customers;

> costs associated with potential litigation or governmental

investigations;

> costs associated with any data breach or data loss to third parties

that is discovered;

> costs associated with the potential loss of critical business data;

> longer and more costly integration (due to increased expenses and
capital spending requirements) of TNT Express and FedEx Express;
and

> other consequences of which we are not currently aware but will

discover through the remediation process.

In addition to financial consequences, the cyber-attack may materially
impact our disclosure controls and procedures and internal control over
financial reporting in future periods.

MANAGEMENT’S DISCUSSION AND ANALYSISThe failure to integrate successfully the businesses and
operations of FedEx Express and TNT Express in the expected
time frame may adversely affect our future results. Prior to
FedEx’s acquisition of TNT Express in May 2016, FedEx Express and
TNT Express operated as independent companies. There can be no
assurances that these businesses can be integrated successfully.
It is possible that the integration process could result in higher than
expected integration costs, the loss of customers, the disruption of
ongoing businesses, unexpected integration issues, or the loss of key
historical FedEx Express or TNT Express employees. It is also possible
that the overall integration process will take longer than currently
anticipated.

Specifically, the following issues, among others, must be addressed
as we begin to integrate the operations of FedEx Express and TNT
Express in order to realize the anticipated benefits of the transaction:

> combining the companies’ operations and corporate functions;

> combining the businesses of FedEx Express and TNT Express and
meeting the capital requirements of the combination in a manner
that permits us to achieve the operating and financial results we
anticipated from the acquisition, the failure of which could result
in the material anticipated benefits of the transaction not being
realized in the time frame currently anticipated, or at all;

> integrating and restructuring the corporate entities and achieving

desired tax benefits;

> integrating and consolidating the companies’ administrative and
information technology infrastructure and computer systems;

> integrating workforces while continuing to provide consistent,

high-quality service to customers;

> integrating and unifying the offerings and services available to

historical FedEx Express and TNT Express customers;

> harmonizing the companies’ operating practices, employee
development and compensation programs, integrity and
compliance programs, internal controls and other policies,
procedures and processes;

> integrating the companies’ financial reporting and internal control

systems;

> maintaining existing agreements with customers and service

providers and avoiding delays in entering into new agreements with
prospective customers and service providers;

> addressing possible differences in business backgrounds, corporate

cultures and management philosophies;

> addressing employee social issues so as to maintain efficient and

effective labor and employee relations;

> coordinating rebranding and marketing efforts;

> managing the movement of certain positions to different locations;

> managing potential unknown and unidentified liabilities, including
liabilities that are significantly larger than currently anticipated,
and unforeseen increased expenses or delays associated with the
integration process; and

> managing the expanded operations of a significantly larger, more

complex company.

All of these factors could dilute FedEx’s earnings per share, decrease
or delay the expected accretive effect of the acquisition and negatively
impact the price of FedEx’s common stock. In addition, at times the
attention of certain members of our management may be focused on
the integration of the businesses of FedEx Express and TNT Express
and diverted from day-to-day business operations, which may disrupt
our business.

Our businesses depend on our strong reputation and the value of
the FedEx brand. The FedEx brand name symbolizes high-quality
service, reliability and speed. FedEx is one of the most widely
recognized, trusted and respected brands in the world, and the FedEx
brand is one of our most important and valuable assets. In addition,
we have a strong reputation among customers and the general public
for high standards of social and environmental responsibility and
corporate governance and ethics. The FedEx brand name and our
corporate reputation are powerful sales and marketing tools, and we
devote significant resources to promoting and protecting them.
Adverse publicity (whether or not justified) relating to activities by our
employees, contractors or agents, such as customer service mishaps
or noncompliance with laws, could tarnish our reputation and reduce
the value of our brand. With the increase in the use of social media
outlets such as YouTube and Twitter, adverse publicity can be
disseminated quickly and broadly, making it increasingly difficult for
us to effectively respond. Damage to our reputation and loss of brand
equity could reduce demand for our services and thus have an adverse
effect on our financial condition, liquidity and results of operations, as
well as require additional resources to rebuild our reputation and
restore the value of our brand.

Our transportation businesses are impacted by the price and
availability of fuel. We must purchase large quantities of fuel to
operate our aircraft and vehicles, and the price and availability of fuel
can be unpredictable and beyond our control. To date, we have been
mostly successful in mitigating over time the expense impact of higher
fuel costs through our indexed fuel surcharges, as the amount of the
surcharges is closely linked to the market prices for fuel. If we are
unable to maintain or increase our fuel surcharges because of
competitive pricing pressures or some other reason, fuel costs could
adversely impact our operating results. Even if we are able to offset
the cost of fuel with our surcharges, high fuel surcharges could move
our customers away from our higher-yielding express services to our
lower-yielding deferred or ground services or even reduce customer

MANAGEMENT’S DISCUSSION AND ANALYSISdemand for our services altogether. In addition, disruptions in the
supply of fuel could have a negative impact on our ability to operate
our transportation networks.

Our businesses are capital intensive, and we must make capital
decisions based upon projected volume levels. We make
significant investments in aircraft, package handling facilities,
vehicles, technology, sort equipment, copy equipment and other
assets to support our transportation and business networks. We also
make significant investments to rebrand, integrate and grow the
companies that we acquire. The amount and timing of capital
investments depend on various factors, including our anticipated
volume growth. We must make commitments to purchase or modify
aircraft years before the aircraft are actually needed. We must predict
volume levels and fleet requirements and make commitments for
aircraft based on those projections. Missing our projections could
result in too much or too little capacity relative to our shipping
volumes. Overcapacity could lead to asset dispositions or write-
downs, as well as negatively impact operating margins, and
undercapacity could negatively impact service levels.

We face intense competition. The transportation and business
services markets are both highly competitive and sensitive to price
and service, especially in periods of little or no macroeconomic growth.
Some of our competitors have more financial resources than we do,
or they are controlled or subsidized by foreign governments, which
enables them to raise capital more easily. We also compete with
regional transportation providers that operate smaller and less
capital-intensive transportation networks and startups that combine
technology with crowdsourcing to focus on local market needs. In
addition, some high volume package shippers, such as Amazon.com,
are developing in-house delivery capabilities, which could in turn
reduce our revenues and market share. We believe we compete
effectively with these companies — for example, by providing more
reliable service at compensatory prices. However, an irrational pricing
environment can limit our ability not only to maintain or increase our
prices (including our fuel surcharges in response to rising fuel costs),
but also to maintain or grow our market share. While we believe we
compete effectively through our current and planned service offerings,
if our current competitors or potential future competitors offer a
broader range of services or more effectively bundle their services,
it could impede our ability to maintain or grow our market share.
Moreover, if our current customers, such as Amazon.com, become
competitors and bundle transportation with other services, it will
reduce our revenue and could negatively impact our financial condition
and results of operations.

Government regulation is evolving and unfavorable changes
could harm our business. We are subject to regulation under a wide
variety of U.S. federal and state and non-U.S. regulations, laws, and
policies. There can be no assurance that such regulations, laws and
policies will not be changed in ways that will decrease the demand
for our services, subject us to escalating costs or require us to modify
our business models and objectives, harming our financial results. In
particular, legislative, regulatory or other actions that U.S. and non-U.S.
governments have undertaken or are considering in areas such as data
privacy and sovereignty, foreign exchange intervention in response to
currency volatility, currency controls that could restrict the movement
of liquidity from particular jurisdictions, trade controls or tariffs on
imports and exports in the U.S. or other countries, complex economic
sanctions, additional security requirements, additional requirements
on employees and benefits, and tax reform may have an effect on
our operations, liquidity, capital requirements, effective tax rate and
performance. For example, anti-trade or protectionist measures passed
in the U.S. or other countries in which we do business could depress
global trade, decrease the demand for our services and negatively
impact our financial results.

If we do not successfully execute or effectively operate,
integrate, leverage and grow acquired businesses, our financial
results and reputation may suffer. Our strategy for long-term growth,
productivity and profitability depends in part on our ability to make
prudent strategic acquisitions and to realize the benefits we expect
when we make those acquisitions. In furtherance of this strategy, in
addition to TNT Express, we have acquired businesses in Europe,
Latin America, Africa and the U.S. over the past several years. While
we expect our past and future acquisitions to enhance our value
proposition to customers and improve our long-term profitability, there
can be no assurance that we will realize our expectations within the
time frame we have established, if at all, or that we can continue to
support the value we allocate to these acquired businesses, including
their goodwill or other intangible assets.

We may not be able to achieve our profit improvement goal by
the end of 2020. In March 2017, we announced that the FedEx
Express group is targeting operating income improvement of
$1.2 billion to $1.5 billion in 2020 from 2017. Our ability to achieve
this objective is dependent on a number of factors, including the TNT
integration progressing as planned, the health of the global economy
and future customer demand. In light of these factors, we may not be
able to achieve our goal.

MANAGEMENT’S DISCUSSION AND ANALYSISLabor organizations attempt to organize groups of our employees
from time to time, and potential changes in labor laws could
make it easier for them to do so. If we are unable to continue to
maintain good relationships with our employees and prevent labor
organizations from organizing groups of our employees, our operating
costs could significantly increase and our operational flexibility could
be significantly reduced. Despite continual organizing attempts by
labor unions, other than the pilots of FedEx Express and drivers at
three FedEx Freight facilities, our U.S. employees have thus far chosen
not to unionize (we acquired FedEx Supply Chain (formerly GENCO) in
January 2015, which already had a small number of employees that
are members of unions).

We believe that FedEx Ground’s owner-operators are properly
classified as independent contractors and that FedEx Ground is not
an employer or joint employer of the drivers of these independent
contractors. However, adverse determinations in these matters could,
among other things, entitle certain of our owner-operators and their
drivers to the reimbursement of certain expenses and to the benefit
of wage-and-hour laws and result in employment and withholding tax
and benefit liability for FedEx Ground, and could result in changes to
the independent contractor status of FedEx Ground’s owner-operators.
Changes to state laws governing the definition of independent
contractors, or employees of independent contractors, could also
impact the status of FedEx Ground’s owner-operators.

The U.S. Congress has, in the past, considered adopting changes in
labor laws, however, that would make it easier for unions to organize
units of our employees. For example, there is always a possibility
that Congress could remove most FedEx Express employees from
the purview of the RLA. Such legislation could expose our customers
to the type of service disruptions that the RLA was designed to
prevent — local work stoppages in key areas that interrupt the timely
flow of shipments of time-sensitive, high-value goods throughout
our global network. Such disruptions could threaten our ability to
provide competitively priced shipping options and ready access to
global markets.

There is also the possibility that Congress could pass other labor
legislation that could adversely affect our companies, such as FedEx
Ground and FedEx Freight, whose employees are governed by the
National Labor Relations Act of 1935, as amended (“NLRA”). In
addition, federal and state governmental agencies, such as the
National Labor Relations Board, have and may continue to take
actions that could make it easier for our employees to organize under
the RLA or NLRA. Finally, changes to federal or state laws governing
employee classification could impact the status of FedEx Ground’s
owner-operators as independent employers of drivers. If FedEx Ground
is deemed to be a joint employer of independent contractors’
employees, labor organizations could more easily organize these
individuals, our operating costs could increase materially and we
could incur significant capital outlays.

FedEx Ground relies on owner-operators to conduct its linehaul
and pickup-and-delivery operations, and the status of these
owner-operators as independent contractors and direct
employers of drivers providing these services is being
challenged. FedEx Ground’s use of independent contractors is well
suited to the needs of the ground delivery business and its customers,
as evidenced by the strong growth of this business segment. We are
involved in lawsuits and state tax and other administrative proceedings
that claim the company’s owner-operators under a contractor model no
longer in use should have been treated as our employees rather than
independent contractors, or that drivers employed by independent
contractors should be treated as our employees. We incur certain
costs, including legal fees, in defending the status of FedEx Ground’s
owner-operators as independent contractors.

The UK vote to leave the EU could adversely impact our business,
results of operations and financial condition. There is substantial
uncertainty surrounding the UK’s June 2016 vote to leave the EU
(“Brexit”). Any impact of the Brexit vote depends on the terms of the
UK’s withdrawal from the EU, which was formally initiated in March
2017 and could take several years to accomplish. The UK’s withdrawal
from the EU could result in a global economic downturn, which could
depress the demand for our services. The UK also could lose access to
the single EU market and to the global trade deals negotiated by the
EU on behalf of its members, depressing trade between the UK and
other countries, which would negatively impact our international
operations. Additionally, we may face new regulations regarding trade,
aviation, security and employees, among others, in the UK. Compliance
with such regulations could be costly, negatively impacting our
business, results of operations and financial condition.

Disruptions or modifications in service by the USPS or changes
in its business or financial soundness could have an adverse
effect on our operations and financial results. The USPS is a
significant customer and vendor of FedEx. In particular, the USPS is
the largest customer of FedEx Express, which provides domestic air
transportation services for the USPS’s First Class Mail, Priority Mail
Express and Priority Mail and transportation and delivery for the USPS’s
international delivery service. Disruptions or modifications in service by
the USPS as a result of financial difficulties or changes in its business,
including any structural changes to its operations, network, service
offerings or pricing, could adversely affect our operations, negatively
impacting our revenue, results of operations and financial condition.

The transportation infrastructure continues to be a target of
terrorist activities. Because transportation assets continue to be
a target of terrorist activities, governments around the world are
adopting or are considering adopting stricter security requirements
that will increase operating costs and potentially slow service for
businesses, including those in the transportation industry. For
example, the U.S. Transportation Security Administration (“TSA”)
requires FedEx Express to comply with a Full All-Cargo Aircraft
Operator Standard Security Plan, which contains evolving and strict
security requirements. Additionally, the International Civil Aviation
Organization (“ICAO”) currently allows a member state to permit
carriers and other entities to determine, without government
oversight, which shippers and shipments are secure for purposes
of putting those shipments on all-cargo aircraft. This allowance will

MANAGEMENT’S DISCUSSION AND ANALYSISbe removed by calendar year 2021 and may require us to undergo
additional screening and oversight by the TSA and similar government
agencies internationally. Security requirements such as these are
not static, but change periodically as the result of regulatory and
legislative requirements, imposing additional security costs and creating
a level of uncertainty for our operations. Thus, it is reasonably possible
that these rules or other future security requirements could impose
material costs on us or slow our service to our customers. Moreover, a
terrorist attack directed at FedEx or other aspects of the transportation
infrastructure could disrupt our operations and adversely impact demand
for our services.

The regulatory environment for global aviation or other
transportation rights may impact our operations. Our extensive air
network is critical to our success. Our right to serve foreign points is
subject to the approval of the Department of Transportation and
generally requires a bilateral agreement between the U.S. and foreign
governments. In addition, we must obtain the permission of foreign
governments to provide specific flights and services. Our operations
outside of the U.S., such as FedEx Express’s growing international
domestic operations, are also subject to current and potential
regulations, including certain postal regulations and licensing
requirements, that restrict, make difficult and sometimes prohibit, the
ability of foreign-owned companies such as FedEx Express to compete
effectively in parts of the international domestic transportation and
logistics market. Regulatory or executive actions affecting global
aviation or transportation rights or a failure to obtain or maintain
aviation or other transportation rights in important international
markets could impair our ability to operate our networks.

We may be affected by global climate change or by legal,
regulatory or market responses to such change. Concern over
climate change, including the impact of global warming, has led to
significant U.S. and international legislative and regulatory efforts to
limit greenhouse gas (“GHG”) emissions, including our aircraft and
diesel engine emissions. Increasingly, state and local governments are
also considering GHG regulatory requirements.

For example, in 2009, the European Commission approved the
extension of the European Union Emissions Trading Scheme (“ETS”) for
GHG emissions to the airline industry. Under this decision, all FedEx
Express flights that are wholly within the European Union are now
covered by the ETS requirements, and each year we are required to
submit emission allowances in an amount equal to the carbon dioxide
emissions from such flights. Also, in October 2016, the ICAO passed a
resolution adopting the Carbon Offsetting and Reduction Scheme for
International Aviation (“CORSIA”), which is a global, market-based
emissions offset program to encourage carbon-neutral growth beyond
2020. CORSIA is scheduled to take effect by 2021. ICAO continues to
develop details regarding implementation, but compliance with
CORSIA will increase FedEx operating costs.

Additionally, in July 2016, the U.S. Environmental Protection Agency
(“EPA”) issued a finding that aircraft engine GHG emissions cause or
contribute to air pollution that may reasonably be anticipated to
endanger public health or welfare. This finding is a regulatory
prerequisite to the EPA’s adoption of a new certification standard for
aircraft emissions. In the past, the U.S. Congress has also considered
bills that would regulate GHG emissions, and some form of federal
climate change legislation is possible in the future. However, the U.S.
recently withdrew from the Paris climate accord, an agreement among
196 countries to reduce GHG emissions, and that withdrawal’s effect
on future U.S. policy regarding GHG emissions, on CORSIA and on
other GHG regulation is uncertain.

Increased regulation regarding GHG emissions, especially aircraft
or diesel engine emissions, could impose substantial costs on us,
especially at FedEx Express. These costs include an increase in the
cost of the fuel and other energy we purchase and capital costs
associated with updating or replacing our aircraft or vehicles
prematurely. Until the timing, scope and extent of such possible
regulation becomes known, we cannot predict its effect on our cost
structure or our operating results. It is reasonably possible, however,
that it could impose material costs on us, if instituted.

Moreover, even without such regulation, increased awareness and any
adverse publicity in the global marketplace about the GHGs emitted by
companies in the airline and transportation industries could harm our
reputation and reduce customer demand for our services, especially
our air express services. Finally, given the broad and global scope of
our operations and our susceptibility to global macroeconomic trends,
we are particularly vulnerable to the physical risks of climate change
that could affect all of humankind, such as shifts in weather patterns
and world ecosystems.

A localized disaster in a key geography could adversely impact
our business. While we operate several integrated networks with
assets distributed throughout the world, there are concentrations of
key assets within our networks that are exposed to adverse weather
conditions or localized risks from natural or manmade disasters such
as tornados, floods, earthquakes, conflicts or unrest, or terrorist
attacks. The loss of a key location such as our Memphis World Hub or
one of our information technology centers could cause a significant
disruption to our operations and cause us to incur significant costs to
reestablish or relocate these functions. Moreover, resulting economic
dislocations, including supply chain and fuel disruptions, could
adversely impact demand for our services.

MANAGEMENT’S DISCUSSION AND ANALYSISWe are also subject to other risks and uncertainties that affect
many other businesses, including:

FORWARD-LOOKING STATEMENTS

Certain statements in this Annual Report, including (but not limited
to) those contained in the “Letter from the Chairman,” “Income
Taxes,” “TNT Express Cyber-Attack,” “Outlook” (including group and
segment outlooks), “Recent Accounting Guidance,” “TNT Express
Segment Results,” “Liquidity,” “Capital Resources,” “Liquidity
Outlook,” “Contractual Cash Obligations and Off-Balance Sheet
Arrangements,” “Critical Accounting Estimates” and “Risk Factors”
and the “Recent Accounting Guidance,” “Retirement Plans,”
“Business Segment Information” and “Contingencies” notes to the
consolidated financial statements, 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,” “will,”
“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, the risk
factors identified above and the other risks and uncertainties you can
find in our press releases and other SEC filings.

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 of this report. We 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.

> 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, 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;

> the impact of any international conflicts on the U.S. 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;

> changes in foreign currency exchange rates, especially in the euro,
Chinese yuan, British pound, Canadian dollar, Brazilian real, and
the Mexican peso, 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, joint employment,
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
the pilots of FedEx Express (the current pilot agreement is
scheduled to become amendable in November 2021) and with
the union that was elected in 2015 to represent drivers at three
FedEx Freight facilities;

> 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; and

> availability of financing on terms acceptable to us and our ability
to maintain our current credit ratings, especially given the capital
intensity of our operations.

MANAGEMENT’S DISCUSSION AND ANALYSISMANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in
Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended). Our internal control over financial reporting
includes, among other things, defined policies and procedures for conducting and governing our business, sophisticated information
systems for processing transactions and a properly staffed, professional internal audit department. Mechanisms are in place to monitor
the effectiveness of our internal control over financial reporting and actions are taken to correct all identified deficiencies. Our procedures
for financial reporting include the active involvement of senior management, our Audit Committee and our staff of highly qualified financial
and legal professionals.

Management, with the participation of our principal executive and financial officers, assessed our internal control over financial reporting
as of May 31, 2017, the end of our fiscal year. Management based its assessment on criteria established in Internal Control–Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

Based on this assessment, management has concluded that our internal control over financial reporting was effective as of May 31, 2017.

The effectiveness of our internal control over financial reporting as of May 31, 2017, has been audited by Ernst & Young LLP, the independent
registered public accounting firm who also audited the Company’s consolidated financial statements included in this Annual Report. Ernst &
Young LLP’s report on the Company’s internal control over financial reporting is included in this Annual Report.

FEDEX CORPORATIONREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders
FedEx Corporation

We have audited FedEx Corporation’s internal control over financial reporting as of May 31, 2017, based on criteria established in Internal
Control–Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the
COSO criteria). FedEx Corporation’s management is responsible for maintaining effective internal control over financial reporting, and for its
assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal
Control over Financial Reporting. Our responsibility is to express an opinion on the company’s internal control over financial reporting based
on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was
maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk
that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk,
and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis
for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A
company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance
that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and
directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use,
or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any
evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, FedEx Corporation maintained, in all material respects, effective internal control over financial reporting as of May 31, 2017,
based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated
balance sheets of FedEx Corporation as of May 31, 2017 and 2016, and the related consolidated statements of income, comprehensive income,
changes in stockholders’ investment, and cash flows for each of the three years in the period ended May 31, 2017 of FedEx Corporation and
our report dated July 17, 2017 expressed an unqualified opinion thereon.

Memphis, Tennessee
July 17, 2017

CONSOLIDATED BALANCE SHEETS

(in millions, except share data)
Assets
Current Assets
Cash and cash equivalents
Receivables, less allowances of $252 and $178
Spare parts, supplies and fuel, less allowances of $237 and $218
Prepaid expenses and other
Total current assets
Property and Equipment, at Cost
Aircraft and related equipment
Package handling and ground support equipment
Information technology
Vehicles
Facilities and other

Less accumulated depreciation and amortization
Net property and equipment
Other Long-Term Assets
Goodwill
Other assets
Total other long-term assets

Liabilities and Stockholders’ Investment
Current Liabilities
Current portion of long-term debt
Accrued salaries and employee benefits
Accounts payable
Accrued expenses
Total current liabilities
Long-Term Debt, Less Current Portion
Other Long-Term Liabilities
Deferred income taxes
Pension, postretirement healthcare and other benefit obligations
Self-insurance accruals
Deferred lease obligations
Deferred gains, principally related to aircraft transactions
Other liabilities
Total other long-term liabilities
Commitments and Contingencies
Common Stockholders’ Investment
Common stock, $0.10 par value; 800 million shares authorized; 318 million shares issued
as of May 31, 2017 and 2016
Additional paid-in capital
Retained earnings
Accumulated other comprehensive loss
Treasury stock, at cost
Total common stockholders’ investment

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

May 31,

2017

2016

$ 3,969
7,599
514
546
12,628

18,833
8,989
5,396
6,961
10,447
50,626
24,645
25,981

7,154
2,789
9,943
$ 48,552

22
1,914
2,752
3,230
7,918
14,909

2,485
4,487
1,494
531
137
518
9,652

32
3,005
20,833
(415)
(7,382)
16,073
$ 48,552

$ 3,534
7,252
496
707
11,989

17,499
7,961
5,149
6,422
9,987
47,018
22,734
24,284

6,747
2,939
9,686
$ 45,959

29
1,972
2,944
3,063
8,008
13,733

1,567
6,227
1,314
400
155
771
10,434

32
2,892
18,371
(169)
(7,342)
13,784
$ 45,959

FEDEX CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

(in millions, except per share amounts)
Revenues
Operating Expenses:
Salaries and employee benefits
Purchased transportation
Rentals and landing fees
Depreciation and amortization
Fuel
Maintenance and repairs
Impairment and other charges
Retirement plans mark-to-market adjustment
Other

Operating Income
Other Income (Expense):
Interest expense
Interest income
Other, net

Income Before Income Taxes
Provision For Income Taxes
Net Income
Basic Earnings Per Common Share
Diluted Earnings Per Common Share

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

2017
$ 60,319

Years ended May 31,
2016
$ 50,365

2015
$ 47,453

21,542
13,630
3,240
2,995
2,773
2,374
–
(24)
8,752
55,282
5,037

(512)
33
21
(458)
4,579
1,582
$ 2,997
$ 11.24
$ 11.07

18,581
9,966
2,854
2,631
2,399
2,108
–
1,498
7,251
47,288
3,077

(336)
21
(22)
(337)
2,740
920
$ 1,820
6.59
$
6.51
$

17,110
8,483
2,682
2,611
3,720
2,099
276
2,190
6,415
45,586
1,867

(235)
14
(19)
(240)
1,627
577
$ 1,050
3.70
$
3.65
$

FEDEX CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)
Net Income
Other Comprehensive Loss:
Foreign currency translation adjustments, net of tax expense of $52 in 2017,
tax benefit of $22 in 2016 and tax benefit of $45 in 2015
Amortization of prior service credit and other, net of tax benefit of $43 in 2017,
tax benefit of $45 in 2016 and tax expense of $1 in 2015

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

2017
$ 2,997

Years ended May 31,
2016
$ 1,820

(171

)

(261)

(75)
(246)
$ 2,751

(80 )
(341 )
$ 1,479

2015
$ 1,050

(334)

–
(334 )
716

FEDEX CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)
Operating Activities
Net Income
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization
Provision for uncollectible accounts
Deferred income taxes and other noncash items
Stock-based compensation
Retirement plans mark-to-market adjustment
Gain from sale of investment
Impairment and other charges
Changes in assets and liabilities:
Receivables
Other current assets
Pension and postretirement healthcare assets and liabilities, net
Accounts payable and other liabilities
Other, net
Cash provided by operating activities

Investing Activities
Capital expenditures
Business acquisitions, net of cash acquired
Proceeds from asset dispositions and other
Cash used in investing activities

Financing Activities
Principal payments on debt
Proceeds from debt issuances
Proceeds from stock issuances
Dividends paid
Purchase of treasury stock
Other, net
Cash provided by financing activities
Effect of exchange rate changes on cash
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
The accompanying notes are an integral part of these consolidated financial statements.

Years ended May 31,
2016

2017

2015

$ 2,997

$ 1,820

$ 1,050

2,995
136
909
154
(24)
(35)
–

(556)
78
(1,688)
103
(139)
4,930

(5,116)
–
135
(4,981)

(82)
1,190
337
(426)
(509)
18
528
(42)
435
3,534
$ 3,969

2,631
121
31
144
1,498
–
–

(199)
(234)
(346)
467
(225)
5,708

(4,818)
(4,618)
(10)
(9,446)

(41)
6,519
183
(277)
(2,722)
(51)
3,611
(102 )
(229)
3,763
$ 3,534

2,611
145
(572)
133
2,190
–
246

(392)
25
(692)
659
(37)
5,366

(4,347)
(1,429)
24
(5,752)

(5)
2,491
320
(227)
(1,254)
24
1,349
(108 )
855
2,908
$ 3,763

FEDEX CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ INVESTMENT

Common
Stock
$ 32
–
–
–
–

(in millions, except share data)
Balance at May 31, 2014
Net income
Other comprehensive loss, net of tax of $44
Purchase of treasury stock (8.1 million shares)
Cash dividends declared ($0.80 per share)
Employee incentive plans and other
(3.7 million shares issued)
Balance at May 31, 2015
Net income
Other comprehensive loss, net of tax of $67
Purchase of treasury stock (18.2 million shares)
Cash dividends declared ($1.00 per share)
Employee incentive plans and other
(2.0 million shares issued)
Balance at May 31, 2016
Net income
Other comprehensive loss, net of tax of $9
Purchase of treasury stock (3.0 million shares)
Cash dividends declared ($1.60 per share)
Employee incentive plans and other
(3.5 million shares issued)
Balance at May 31, 2017
The accompanying notes are an integral part of these consolidated financial statements.

–
32
–
–
–
–

–
$ 32

Additional
Paid-in
Capital
$ 2,643
–
–
–
–

143
2,786
–
–
–
–

106
2,892
–
–
–
–

Accumulated
Other
Comprehensive
Income
$ 506
–
(334)
–
–

–
172
–
(341)
–
–

–
(169)
–
(246)
–
–

Retained
Earnings
$ 16,229
1,050
–
–
(227)

(152)
16,900
1,820
–
–
(277)

(72)
18,371
2,997
–
–
(426)

Treasury
Stock
$ (4,133)
–
–
(1,254)
–

490
(4,897)
–
–
(2,722)
–

277
(7,342)
–
–
(509)
–

Total
$ 15,277
1,050
(334)
(1,254)
(227)

481
14,993
1,820
(341)
(2,722)
(277)

311
13,784
2,997
(246)
(509)
(426)

113
$ 3,005

(109)
$ 20,833

–
$ (415)

469
$ (7,382)

473
$ 16,073

52
52

FEDEX CORPORATIONNOTE 1: DESCRIPTION OF BUSINESS
AND SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES

DESCRIPTION OF BUSINESS. FedEx Corporation (“FedEx”) provides a
broad portfolio of transportation, e-commerce and business services
through companies competing collectively, operating independently and
managed collaboratively, under the respected FedEx brand. Our primary
operating companies are Federal Express Corporation (“FedEx Express”),
the world’s largest express transportation company; TNT Express B.V.
(“TNT Express”), an international express, small-package ground
delivery and freight transportation company; FedEx Ground Package
System, Inc. (“FedEx Ground”), a leading North American provider of
small-package ground delivery services; and FedEx Freight, Inc. (“FedEx
Freight”), a leading U.S. provider of less-than-truckload (“LTL”) freight
services. These companies represent our major service lines and, along
with FedEx Corporate Services, Inc. (“FedEx Services”), form the core of
our reportable segments. Our FedEx Services segment provides sales,
marketing, information technology, communications, customer service,
technical support, billing and collection services, and certain back-office
functions that support our transportation segments. In addition, the
FedEx Services segment provides customers with retail access to FedEx
Express and FedEx Ground shipping services through FedEx Office and
Print Services, Inc. (“FedEx Office”).

FISCAL YEARS. Except as otherwise specified, references to years
indicate our fiscal year ended May 31, 2017 or ended May 31 of the
year referenced.

RECLASSIFICATIONS. Reclassifications have been made to the
May 31, 2016 consolidated balance sheet to conform to the current
year’s presentation of debt issuance costs. See Note 2 below for
additional information regarding recent accounting guidance.

PRINCIPLES OF CONSOLIDATION. The consolidated financial statements
include the accounts of FedEx and its subsidiaries, substantially all of
which are wholly owned. All significant intercompany accounts and
transactions have been eliminated in consolidation. We are not the
primary beneficiary of, nor do we have a controlling financial interest
in, any variable interest entity. Accordingly, we have not consolidated
any variable interest entity.

REVENUE RECOGNITION. We recognize revenue upon delivery of
shipments for our transportation businesses and upon completion
of services for our business services, logistics and trade services
businesses. Transportation services are provided with the use of
employees and independent contractors. FedEx is the principal to
the transaction for most of these services and revenue from these
transactions is recognized on a gross basis. Costs associated with
independent contractor settlements are recognized as incurred and
included in the caption “Purchased transportation” in the accompanying
consolidated statements of income. For shipments in transit, revenue is
recorded based on the percentage of service completed at the balance
sheet date. Estimates for future billing adjustments to revenue and
accounts receivable are recognized at the time of shipment for
money-back service guarantees and billing corrections. Delivery
costs are accrued as incurred.

Our contract logistics, global trade services and certain transportation
businesses engage in some transactions wherein they act as agents.
Revenue from these transactions is recorded on a net basis. Net
revenue includes billings to customers less third-party charges,
including transportation or handling costs, fees, commissions and taxes
and duties.

Certain of our revenue-producing transactions are subject to taxes, such
as sales tax, assessed by governmental authorities. We present these
revenues net of tax.

CREDIT RISK. We routinely grant credit to many of our customers for
transportation and business services without collateral. The risk of
credit loss in our trade receivables is substantially mitigated by our
credit evaluation process, short collection terms and sales to a large
number of customers, as well as the low revenue per transaction
for most of our services. Allowances for potential credit losses
are determined based on historical experience and the impact of
current economic factors on the composition of accounts receivable.
Historically, credit losses have been within management’s
expectations.

ADVERTISING. Advertising and promotion costs are expensed as
incurred and are classified in other operating expenses. Advertising
and promotion expenses were $458 million in 2017, $417 million in
2016 and $403 million in 2015.

CASH EQUIVALENTS. Cash in excess of current operating requirements
is invested in short-term, interest-bearing instruments with maturities
of three months or less at the date of purchase and is stated at cost,
which approximates market value.

SPARE PARTS, SUPPLIES AND FUEL. Spare parts (principally
aircraft-related) are reported at weighted-average cost. Allowances
for obsolescence are provided for spare parts currently identified as
excess or obsolete as well as expected to be on hand at the date
the aircraft are retired from service. These allowances are provided
over the estimated useful life of the related aircraft and engines.
The majority of our supplies and fuel are reported at weighted-
average cost.

PROPERTY AND EQUIPMENT. Expenditures for major additions,
improvements and flight equipment modifications are capitalized when
such costs are determined to extend the useful life of the asset or are
part of the cost of acquiring the asset. Expenditures for equipment
overhaul costs of engines or airframes prior to their operational use are
capitalized as part of the cost of such assets as they are costs required
to ready the asset for its intended use. Maintenance and repairs costs
are charged to expense as incurred, except for certain aircraft engine
maintenance costs incurred under third-party service agreements. These
agreements result in costs being expensed based on cycles or hours
flown and are subject to annual escalation. These service contracts
transfer risk to third-party service providers and generally fix the amount
we pay for maintenance to the service provider as a rate per cycle or
flight hour, in exchange for maintenance and repairs under a predefined
maintenance program. We capitalize certain direct internal and external
costs associated with the development of internal-use software. Gains
and losses on sales of property used in operations are classified within
operating expenses and historically have been nominal.

53
53

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSFor financial reporting purposes, we record depreciation and
amortization of property and equipment on a straight-line basis over
the asset’s service life or related lease term, if shorter. For income
tax purposes, depreciation is computed using accelerated methods
when applicable.

The depreciable lives and net book value of our property and equipment
are as follows (dollars in millions):

Net Book Value at
May 31,
2017

2016

Range

15 to 30 years

Wide-body aircraft and
related equipment
Narrow-body and feeder
aircraft and related equipment 5 to 18 years
Package handling and ground
support equipment
Information technology
Vehicles
Facilities and other

3 to 30 years
2 to 10 years
3 to 15 years
2 to 40 years

$ 9,103

$ 8,356

3,099

3,180

3,862
1,114
3,400
5,403

3,249
1,051
3,084
5,364

Substantially all property and equipment have no material residual
values. The majority of aircraft costs are depreciated on a straight-line
basis over 15 to 30 years. We periodically evaluate the estimated
service lives and residual values used to depreciate our property
and equipment. In May 2015, we adjusted the depreciable lives of
23 aircraft and 57 engines.

Depreciation and amortization expense, excluding gains and losses on
sales of property and equipment used in operations, was $2.9 billion in
2017 and $2.6 billion in 2016 and 2015. Depreciation and amortization
expense includes amortization of assets under capital lease.

CAPITALIZED INTEREST. Interest on funds used to finance the
acquisition and modification of aircraft, including purchase deposits,
construction of certain facilities, and development of certain software
up to the date the asset is ready for its intended use is capitalized and
included in the cost of the asset if the asset is actively under
construction. Capitalized interest was $41 million in 2017, $42 million
in 2016 and $37 million in 2015.

IMPAIRMENT OF LONG-LIVED ASSETS. Long-lived assets are
reviewed for impairment when circumstances indicate the carrying
value of an asset may not be recoverable. For assets that are to be
held and used, an impairment is recognized when the estimated
undiscounted cash flows associated with the asset or group of assets
is less than their carrying value. If impairment exists, an adjustment is
made to write the asset down to its fair value, and a loss is recorded
as the difference between the carrying value and fair value. Fair
values are determined based on quoted market values, discounted
cash flows or internal and external appraisals, as applicable. Assets
to be disposed of are carried at the lower of carrying value or
estimated net realizable value.

We operate integrated transportation networks, and accordingly, cash
flows for most of our operating assets to be held and used are
assessed at a network level, not at an individual asset level, for our
analysis of impairment.

In the normal management of our aircraft fleet, we routinely idle
aircraft and engines temporarily due to maintenance cycles and
adjustments of our network capacity to match seasonality and overall
customer demand levels. Temporarily idled assets are classified as
available-for-use, and we continue to record depreciation expense
associated with these assets. These temporarily idled assets are
assessed for impairment on a quarterly basis. The criteria for
determining whether an asset has been permanently removed from
service (and, as a result, is potentially impaired) include, but are not
limited to, our global economic outlook and the impact of our outlook
on our current and projected volume levels, including capacity needs
during our peak shipping seasons; the introduction of new fleet types
or decisions to permanently retire an aircraft fleet from operations;
and changes to planned service expansion activities. At May 31, 2017,
we had seven aircraft temporarily idled. These aircraft have been
idled for an average of 12 months and are expected to return to
revenue service.

In May 2015, we retired from service seven Boeing MD11 aircraft
and 12 related engines, four Airbus A310-300 aircraft and three
related engines, three Airbus A300-600 aircraft and three related
engines and one Boeing MD10-10 aircraft and three related engines,
and related parts. As a consequence, impairment and related
charges of $276 million ($175 million, net of tax, or $0.61 per diluted
share) were recorded in the fourth quarter of 2015. Of this amount,
$246 million was non-cash. The decision to permanently retire these
aircraft and engines aligns with FedEx Express’s plans to rationalize
capacity and modernize its aircraft fleet to more effectively serve
its customers.

GOODWILL. Goodwill is recognized for the excess of the purchase
price over the fair value of tangible and identifiable intangible net
assets of businesses acquired. Several factors give rise to goodwill
in our acquisitions, such as the expected benefit from synergies
of the combination and the existing workforce of the acquired
business. Goodwill is reviewed at least annually for impairment.
In our evaluation of goodwill impairment, we perform a qualitative
assessment to determine if it is more likely than not that the fair
value of a reporting unit is less than its carrying amount. If the
qualitative assessment is not conclusive, we proceed to a two-step
process to test goodwill for impairment, including comparing the
fair value of the reporting unit to its carrying value (including
attributable goodwill). Fair value for our reporting units is determined
using an income or market approach incorporating market participant
considerations and management’s assumptions on revenue growth
rates, operating margins, discount rates and expected capital
expenditures. Fair value determinations may include both internal
and third-party valuations. Unless circumstances otherwise dictate,
we perform our annual impairment testing in the fourth quarter.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSINTANGIBLE ASSETS. Intangible assets primarily include customer
relationships, technology assets and trademarks acquired in business
combinations. Intangible assets are amortized over periods ranging from
3 to 15 years, either on a straight-line basis or on a basis consistent
with the pattern in which the economic benefits are realized.

PENSION AND POSTRETIREMENT HEALTHCARE PLANS. Our defined
benefit plans are measured using actuarial techniques that reflect
management’s assumptions for discount rate, investment returns on
plan assets, salary increases, expected retirement, mortality,
employee turnover and future increases in healthcare costs. We
determine the discount rate (which is required to be the rate at which
the projected benefit obligation could be effectively settled as of the
measurement date) with the assistance of actuaries, who calculate
the yield on a theoretical portfolio of high-grade corporate bonds
(rated Aa or better) with cash flows that are designed to match our
expected benefit payments in future years. We use the fair value of
plan assets to calculate the expected return on plan assets (“EROA”)
for interim and segment reporting purposes. Our EROA is a judgmental
matter which is reviewed on an annual basis and revised as
appropriate.

The accounting guidance related to employers’ accounting for defined
benefit pension and other postretirement plans requires recognition in
the balance sheet of the funded status of defined benefit pension and
other postretirement benefit plans. We use “mark-to-market” or MTM
accounting and immediately recognize changes in the fair value of
plan assets and actuarial gains or losses in our operating results
annually in the fourth quarter each year. The annual MTM adjustment
is recognized at the corporate level and does not impact segment
results. The remaining components of pension and postretirement
healthcare expense, primarily service and interest costs and the
EROA, are recorded on a quarterly basis.

INCOME TAXES. Deferred income taxes are provided for the tax effect
of temporary differences between the tax basis of assets and liabilities
and their reported amounts in the financial statements. The liability
method is used to account for income taxes, which requires deferred
taxes to be recorded at the statutory rate expected to be in effect when
the taxes are paid.

We recognize liabilities for uncertain income tax positions based on a
two-step process. The first step is to evaluate the tax position for
recognition by determining if the weight of available evidence indicates
that it is more likely than not that the position will be sustained on
audit, including resolution of related appeals or litigation processes, if
any. The second step requires us to estimate and measure the tax
benefit as the largest amount that is more than 50% likely to be realized
upon ultimate settlement. It is inherently difficult and subjective to
estimate such amounts, as we must determine the probability of various
possible outcomes. We reevaluate these uncertain tax positions on a
quarterly basis or when new information becomes available to
management. These reevaluations are based on factors including, but
not limited to, changes in facts or circumstances, changes in tax law,
successfully settled issues under audit and new audit activity. Such a
change in recognition or measurement could result in the recognition of
a tax benefit or an increase to the related provision.

We classify interest related to income tax liabilities as interest expense,
and if applicable, penalties are recognized as a component of income
tax expense. The income tax liabilities and accrued interest and
penalties that are due within one year of the balance sheet date are
presented as current liabilities. The noncurrent portion of our income tax
liabilities and accrued interest and penalties are recorded in the caption
“Other liabilities” in the accompanying consolidated balance sheets.

SELF-INSURANCE ACCRUALS. We are self-insured for costs
associated with workers’ compensation claims, vehicle accidents
and general business liabilities, and benefits paid under employee
healthcare and disability programs. Accruals are primarily based on
the actuarially estimated cost of claims, which includes incurred-
but-not-reported claims. Current workers’ compensation claims,
vehicle and general liability, employee healthcare claims and long-
term disability are included in accrued expenses. We self-insure
up to certain limits that vary by operating company and type of risk.
Periodically, we evaluate the level of insurance coverage and adjust
insurance levels based on risk tolerance and premium expense.

LEASES. We lease certain aircraft, facilities, equipment and vehicles
under capital and operating leases. The commencement date of all
leases is the earlier of the date we become legally obligated to make
rent payments or the date we may exercise control over the use of
the property. In addition to minimum rental payments, certain leases
provide for contingent rentals based on equipment usage, principally
related to aircraft leases at FedEx Express and copier usage at FedEx
Office. Rent expense associated with contingent rentals is recorded
as incurred. Certain of our leases contain fluctuating or escalating
payments and rent holiday periods. The related rent expense is
recorded on a straight-line basis over the lease term. The cumulative
excess of rent payments over rent expense is accounted for as
a deferred lease asset and recorded in “Other assets” in the
accompanying consolidated balance sheets. The cumulative excess of
rent expense over rent payments is accounted for as a deferred lease
obligation. Leasehold improvements associated with assets utilized
under capital or operating leases are amortized over the shorter of
the asset’s useful life or the lease term.

DEFERRED GAINS. Gains on the sale and leaseback of aircraft and
other property and equipment are deferred and amortized ratably over
the life of the lease as a reduction of rent expense. Substantially all of
these deferred gains are related to aircraft transactions.

DERIVATIVE FINANCIAL INSTRUMENTS. Our TNT Express segment
maintains a risk management strategy that includes the use of
derivative instruments to reduce the effects of volatility in foreign
currency exchange exposure on operating results and cash flows. In
accordance with our risk management policies, we do not hold or
issue derivative instruments for trading or speculative purposes. We
account for derivative instruments under the provisions of the
accounting guidance related to derivatives and hedging, which
requires all derivative instruments to be recognized in the financial
statements and measured at fair value, regardless of the purpose or
intent for holding them.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSDerivatives are recognized in our consolidated balance sheets at their
fair values. When we become a party to a derivative instrument and
intend to apply hedge accounting, we formally document the hedge
relationship and the risk management objective for undertaking the
hedge, which includes designating the instrument for financial
reporting purposes as a fair value hedge, a cash flow hedge, or a net
investment hedge.

STOCK-BASED COMPENSATION. We recognize compensation
expense for stock-based awards under the provisions of the accounting
guidance related to share-based payments. This guidance requires
recognition of compensation expense for stock-based awards using a
fair value method. We issue new shares or treasury shares from stock
repurchases to cover employee stock option exercises and restricted
stock grants.

If a derivative is designated as a cash flow or net investment hedge,
changes in its fair value are considered to be effective and are recorded
in accumulated other comprehensive income until the hedged item is
recorded in income. Any portion of a change in the fair value of a
derivative that is considered to be ineffective, along with the change
in fair value of any derivatives not designated in a hedging relationship,
is immediately recorded in the income statement. We do not have
derivatives designated as a cash flow or net investment hedge as of
May 31, 2017 and 2016. Accordingly, additional disclosures have been
excluded from this report.

For derivative instruments designated as hedges, we assess, both
at hedge inception and on an ongoing basis, whether the derivatives
that are used in hedging transactions are highly effective in offsetting
changes in fair values or cash flows of hedged items. In addition,
when we determine that a derivative is not highly effective as a
hedge, hedge accounting is discontinued. When a hedging instrument
expires or is sold, or when the hedge no longer meets the criteria for
hedge accounting, any cumulative gains or losses existing in equity
at that time, remain in equity until the forecasted transaction is
ultimately recognized in the income statement. When a forecasted
transaction is no longer expected to occur, the cumulative gains or
losses that were reported in equity are immediately transferred to
the income statement. The financial statement impact of derivative
transactions was immaterial for the years ended May 31, 2017 and
2016. Accordingly, additional disclosures have been excluded from
this report.

FOREIGN CURRENCY TRANSLATION. Translation gains and losses of
foreign operations that use local currencies as the functional currency
are accumulated and reported, net of applicable deferred income taxes,
as a component of accumulated other comprehensive income within
common stockholders’ investment. Transaction gains and losses that
arise from exchange rate fluctuations on transactions denominated in
a currency other than the local currency are included in the caption
“Other, net” in the accompanying consolidated statements of income
and were immaterial for each period presented.

EMPLOYEES UNDER COLLECTIVE BARGAINING ARRANGEMENTS.
The pilots of FedEx Express, who represent a small number of its total
employees, are employed under a collective bargaining agreement
that took effect on November 2, 2015. This collective bargaining
agreement is scheduled to become amendable in November 2021.
In addition to our pilots at FedEx Express, FedEx Supply Chain
Distribution System, Inc. (“FedEx Supply Chain”) has a small number
of employees who are members of unions, and certain non-U.S.
employees are unionized.

TREASURY SHARES. In January 2016, our Board of Directors authorized
a share repurchase program of up to 25 million shares. During 2017,
we repurchased 3.0 million shares of FedEx common stock at an
average price of $172.13 per share for a total of $509 million. As of
May 31, 2017, 16 million shares remained under the share repurchase
authorization. Shares under the current repurchase program may
be repurchased from time to time in the open market or in privately
negotiated transactions. The timing and volume of repurchases are
at the discretion of management, based on the capital needs of the
business, the market price of FedEx common stock and general market
conditions. No time limit was set for the completion of the program,
and the program may be suspended or discontinued at any time.

In 2016, we repurchased 18.2 million shares of FedEx common stock
at an average price of $149.35 per share for a total of $2.7 billion. In
2015, we repurchased 8.1 million shares of FedEx common stock at
an average price of $154.03 per share for a total of $1.3 billion.

DIVIDENDS DECLARED PER COMMON SHARE. On June 12, 2017, our
Board of Directors declared a quarterly dividend of $0.50 per share of
common stock. The dividend was paid on July 6, 2017 to stockholders
of record as of the close of business on June 22, 2017. Each quarterly
dividend payment is subject to review and approval by our Board
of Directors, and we evaluate our dividend payment amount on an
annual basis at the end of each fiscal year.

USE OF ESTIMATES. The preparation of our consolidated financial
statements requires the use of estimates and assumptions that
affect the reported amounts of assets and liabilities, the reported
amounts of revenues and expenses and the disclosure of contingent
liabilities. Management makes its best estimate of the ultimate
outcome for these items based on historical trends and other
information available when the financial statements are prepared.
Changes in estimates are recognized in accordance with the
accounting rules for the estimate, which is typically in the period
when new information becomes available to management. Areas
where the nature of the estimate makes it reasonably possible that
actual results could materially differ from amounts estimated
include: self-insurance accruals; retirement plan obligations;
long-term incentive accruals; tax liabilities; loss contingencies;
litigation claims; impairment assessments on long-lived assets
(including goodwill); and purchase price allocations.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSNOTE 2: RECENT ACCOUNTING
GUIDANCE

New accounting rules and disclosure requirements can significantly
impact our reported results and the comparability of our financial
statements. We believe the following new accounting guidance is
relevant to the readers of our financial statements.

for the recognition of revenue. We are continuing to assess the impact
of this new standard on our consolidated financial statements and
related disclosures, including ongoing contract reviews. We do not
anticipate that the new guidance will have a material impact on
our revenue recognition policies, practices or systems.

On February 25, 2016, the FASB issued a new lease accounting
standard which requires lessees to put most leases on their balance
sheets but recognize the expenses on their income statements in a
manner similar to current practice. The new standard states that a
lessee will recognize a lease liability for the obligation to make lease
payments and a right-of-use asset for the right to use the underlying
asset for the lease term. Expenses related to leases determined to
be operating leases will be recognized on a straight-line basis, while
those determined to be financing leases will be recognized following
a front-loaded expense profile in which interest and amortization are
presented separately in the income statement. Based on our lease
portfolio, we currently anticipate recognizing a lease liability and
related right-of-use asset on the balance sheet in excess of $13 billion
with an immaterial impact on our income statement compared to the
current lease accounting model. However, the ultimate impact of the
standard will depend on the company’s lease portfolio as of the
adoption date. We are currently in the process of evaluating our
existing lease portfolios, including accumulating all of the necessary
information required to properly account for the leases under the new
standard. Additionally, we are implementing an enterprise-wide lease
management system to assist in the accounting and are evaluating
additional changes to our processes and internal controls to ensure
we meet the standard’s reporting and disclosure requirements. These
changes will be effective for our fiscal year beginning June 1, 2019
(fiscal 2020), with a modified retrospective adoption method to the
beginning of 2018.

In March 2017, the FASB issued an Accounting Standards Update that
changes how employers that sponsor defined benefit pension or other
postretirement benefit plans present the net periodic benefit cost in
the income statement. This new guidance requires entities to report
the service cost component in the same line item or items as other
compensation costs. The other components of net benefit cost are
required to be presented in the income statement separately from the
service cost component outside of income from operations. This
standard will impact our operating income but will have no impact on
our net income or earnings per share. For example, adoption of this
guidance would have reduced 2017 operating income by $471 million
but would not have impacted our net income. This new guidance will
be effective for our fiscal year beginning June 1, 2018 (fiscal 2019)
and will be applied retrospectively.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSNOTE 3: BUSINESS COMBINATIONS

The purchase price was allocated to the identifiable intangible assets
acquired as follows (in millions):

On May 25, 2016, we acquired TNT Express for €4.4 billion
(approximately $4.9 billion). Cash acquired in the acquisition was
approximately €250 million ($280 million). All shares associated with
the transaction were tendered or transferred as of the third quarter
of 2017. We funded the acquisition with proceeds from an April 2016
debt issuance and existing cash balances. The financial results of this
business for 2017 are included in the FedEx Express group and the
TNT Express segment. Financial results for 2016 were immaterial
from the time of acquisition and are included in “Eliminations,
corporate and other.”

Our purchase price allocation for TNT Express was finalized in the
fourth quarter of 2017. As a result of this acquisition, we recognized
$3.5 billion of goodwill, which is primarily attributable to the expected
benefits from synergies of the combination with existing businesses
and growth opportunities and the TNT Express workforce. The
majority of the purchase price allocated to goodwill is not deductible
for income tax purposes. The following table summarizes the final
amounts of the fair values recognized for the assets acquired and
liabilities assumed for this acquisition, as well as adjustments made
during the measurement period (in millions):

Preliminary
(May 31, 2016)
$ 1,905

Measurement
Period
Adjustments
$ (53)

Final
(May 31, 2017)
$ 1,852

1,104
2,964

Current assets(1)
Property and
equipment
Goodwill
Identifiable
intangible assets
Other non-current
assets
Current liabilities(2)
Long-term liabilities
Total purchase price
(1) Primarily accounts receivable and cash.
(2) Primarily accounts payable and accrued expenses.

289
(1,644)
(644)
$ 4,894

920

(124)
488

(390)

183
(44)
(60)
–

980
3,452

530

472
(1,688)
(704)
$ 4,894

Intangible assets with finite lives
Customer relationships (12-year life)
Technology (3-year life)
Trademarks (4-year life)
Total intangible assets

$ 430
20
80
$ 530

See Note 4 for further discussion of our intangible assets.

The following unaudited pro forma consolidated financial information
presents the combined operations of FedEx and TNT Express as if the
acquisition had occurred at the beginning of 2015 (dollars in millions,
except per share amounts):

Consolidated revenues

Consolidated net income

Diluted earnings per share

(Unaudited)

2016
$ 57,899
1,600
5.73

2015
$ 55,862
638
2.22

The accounting literature establishes guidelines regarding the
presentation of this unaudited pro forma information. Therefore, this
unaudited pro forma information is not intended to represent, nor do
we believe it is indicative of, the consolidated results of operations of
FedEx that would have been reported had the acquisition been
completed as of the beginning of 2015. Furthermore, this unaudited
pro forma information does not give effect to the anticipated business
and tax synergies of the acquisition and is not representative or
indicative of the anticipated future consolidated results of operations
of FedEx.

The unaudited pro forma consolidated financial information reflects
our historical financial information and the historical results of
TNT Express, after conversion of TNT Express’s accounting methods
from International Financial Reporting Standards to U.S. generally
accepted accounting principles, adjusted to reflect the acquisition
had it been completed as of the beginning of 2015. The most
significant pro forma adjustments to the historical results of
operations relate to the application of purchase accounting and
the financing for the acquisition. The unaudited pro forma financial
information includes various assumptions, including those related
to the finalization of the purchase price allocation. The tax impact
of these adjustments was calculated based on TNT Express’s
statutory rate.

Adjustments to the preliminary purchase price allocation as of
May 31, 2016 resulted in a net increase to goodwill of $488 million.
These updates were primarily recorded during the second quarter
of 2017 and reflect the valuation work completed by third-party
experts and the receipt of additional information during the
measurement period about facts and circumstances that existed
at the acquisition date.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSIncluded in the unaudited pro forma net income (net of tax) are
nonrecurring acquisition-related costs incurred by TNT Express
associated with the sale of TNT Express’s airline operations,
a condition precedent to the acquisition, and transaction and
integration-planning expenses of $115 million in 2016. In addition,
the TNT Express results include expenses for restructuring,
impairments, litigation matters and pension adjustments of
approximately $40 million in 2016 and $320 million in 2015.

During 2015, we acquired two businesses that expanded our portfolio
in e-commerce and supply chain solutions. On January 30, 2015, we
acquired GENCO Distribution System, Inc., now FedEx Supply Chain, a
leading North American third-party logistics provider, for $1.4 billion,

which was funded using a portion of the proceeds from our January
2015 debt issuance. The financial results of this business are included
in the FedEx Ground segment from the date of acquisition.

In addition, on December 16, 2014, we acquired Bongo International,
LLC, now FedEx CrossBorder, LLC (“FedEx Cross Border”), a leader in
cross-border enablement technologies and solutions, for $42 million in
cash from operations. The financial results of this business are
included in the FedEx Express segment from the date of acquisition.

The financial results of the FedEx Supply Chain and FedEx Cross
Border businesses were not material, individually or in the aggregate,
to our results of operations and therefore, pro forma financial
information has not been presented.

NOTE 4: GOODWILL AND OTHER INTANGIBLE ASSETS

GOODWILL. The carrying amount of goodwill attributable to each reportable operating segment and changes therein are as follows (in millions):

FedEx Express
Segment
$ 1,677
–
1,677
–
(88)
1,589
2,191
$ 3,780

Goodwill at May 31, 2015
Accumulated impairment charges
Balance as of May 31, 2015
Goodwill acquired(1)
Purchase adjustments and other(2)
Balance as of May 31, 2016
Purchase adjustments and other(2)
Balance as of May 31, 2017
Accumulated goodwill impairment
charges as of May 31, 2017
(1) Goodwill acquired relates to the acquisition of TNT Express in 2016. See Note 3 for related disclosures.
(2) Primarily purchase-related adjustments, currency translation adjustments, and acquired goodwill related to immaterial acquisitions. FY17 includes goodwill attributed to FedEx Express as part

$ (1,177)

$ –

$ (133)

FedEx Freight
Segment
$ 773
(133)
640
–
(5)
635
–
$ 635

FedEx Services
Segment
$ 1,525
(1,177)
348
–
–
348
–
$ 348

FedEx Ground
Segment
$ 1,145
–
1,145
–
66
1,211
–
$ 1,211

TNT Express
Segment
$ –
–
–
2,964
–
2,964
(1,784)
$ 1,180

Total
$ 5,120
(1,310)
3,810
2,964
(27)
6,747
407
$ 7,154

$ (1,310)

of the acquisition of TNT Express.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSOur reporting units with significant recorded goodwill include FedEx
Express, TNT Express, FedEx Ground, FedEx Freight, FedEx Office
(reported in the FedEx Services segment) and FedEx Supply Chain
(reported in the FedEx Ground segment). We evaluated reporting units
for impairment during the fourth quarter of 2017 and 2016. The
estimated fair value of each of these reporting units exceeded their

carrying values in 2017 and 2016, and we do not believe that any of
these reporting units were impaired as of the balance sheet dates.

OTHER INTANGIBLE ASSETS. The summary of our intangible assets and
related accumulated amortization at May 31, 2017 and 2016 is as
follows (in millions):

Gross Carrying
Amount
$ 656
54
136
$ 846

2017

Accumulated
Amortization
$ (203)
(26)
(88)
$ (317)

Net Book
Value
$ 453
28
48
$ 529

Gross Carrying
Amount
$ 912
123
202
$1,237

2016

Accumulated
Amortization
$ (156)
(16)
(57)
$ (229)

Net Book
Value
$ 756
107
145
$ 1,008

Customer relationships
Technology
Trademarks and other
Total

Amortization expense for intangible assets was $91 million in 2017,
$14 million in 2016 and $21 million in 2015.

NOTE 5: SELECTED CURRENT LIABILITIES

Expected amortization expense for the next five years is as follows (in
millions):

The components of selected current liability captions at May 31 were
as follows (in millions):

2018
2019
2020
2021
2022

$ 81
71
55
44
41

Accrued Salaries and Employee Benefits
Salaries
Employee benefits, including
variable compensation
Compensated absences

Accrued Expenses
Self-insurance accruals
Taxes other than income taxes
Other

2017

2016

431

478

781
702
$ 1,914

976
283
1,971
$ 3,230

804
690
$ 1,972

$ 837
311
1,915
$ 3,063

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 6: LONG-TERM DEBT AND OTHER
FINANCING ARRANGEMENTS

The components of long-term debt (net of discounts and debt issuance
costs), along with maturity dates for the years subsequent to May 31,
2017, are as follows (in millions):

Maturity
2019
2020
2023
2024
2025
2026
2027
2034
2035
2043
2044
2045
2046
2047
2065
2098

Maturity
2019
2020
2023
2027

Senior unsecured debt:
Interest Rate %
8.00
2.30
2.625-2.70
4.00
3.20
3.25
3.30
4.90
3.90
3.875-4.10
5.10
4.10
4.55-4.75
4.40
4.50
7.60
Euro senior unsecured debt:
Interest Rate %
floating rate
0.50
1.00
1.625
Total senior unsecured debt
Other debt
Capital lease obligations

Less current portion

May 31,

2017

2016

749
398
745
745
695
743
445
495
493
983
742
640
2,458
734
246
237

748
397
745
744
694
743
–
495
493
982
741
640
2,458
–
245
237

558
557
833
1,382
14,878
9
44
14,931
22
$ 14,909

557
556
832
1,380
13,687
12
63
13,762
29
$ 13,733

Interest on our U.S. dollar fixed-rate notes is paid semi-annually. Interest
on our Euro fixed-rate notes is paid annually. Our floating-rate Euro
senior notes bear interest at three-month EURIBOR plus a spread of
55 basis points and resets quarterly. The weighted average interest
rate on long-term debt was 3.6% in 2017. Long-term debt, exclusive
of capital leases, had estimated fair values of $15.5 billion at May 31,
2017 and $14.3 billion at May 31, 2016. 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.

On January 6, 2017, we issued $1.2 billion of senior unsecured
debt under our current shelf registration statement, comprised of
$450 million of 3.30% fixed-rate notes due in March 2027 and
$750 million of 4.40% fixed-rate notes due in January 2047. Interest
on these notes is paid semiannually. We used the net proceeds for a
voluntary incremental contribution in January 2017 to our tax-qualified
U.S. domestic pension plans (“U.S. Pension Plans”) and for working
capital and general corporate purposes.

We have a five-year $1.75 billion revolving credit facility that expires
in November 2020. The facility, which includes a $500 million letter
of credit sublimit, is available to finance our operations and other
cash flow needs. The agreement contains a financial covenant,
which requires us to maintain a ratio of debt to consolidated earnings
(excluding non-cash pension mark-to-market adjustments and non-
cash asset impairment charges) before interest, taxes, depreciation
and amortization (“adjusted EBITDA”) of not more than 3.5 to 1.0,
calculated as of the end of the applicable quarter on a rolling
four-quarters basis. The ratio of our debt to adjusted EBITDA was
1.9 to 1.0 at May 31, 2017. We believe this covenant is the only
significant restrictive covenant in our revolving credit agreement. Our
revolving credit agreement contains other customary covenants that
do not, individually or in the aggregate, materially restrict the conduct
of our business. We are in compliance with the financial covenant
and all other covenants of our revolving credit agreement and do not
expect the covenants to affect our operations, including our liquidity
or expected funding needs. As of May 31, 2017, no commercial paper
was outstanding. However, we had a total of $317 million in letters of
credit outstanding at May 31, 2017, with $183 million of the letter of
credit sublimit unused under our revolving credit facility.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSNOTE 7: LEASES

We utilize certain aircraft, land, facilities, retail locations and
equipment under capital and operating leases that expire at various
dates through 2049. We leased 9% of our total aircraft fleet under
operating leases as of May 31, 2017 and 10% as of May 31, 2016.
A portion of our supplemental aircraft are leased by us under
agreements that provide for cancellation upon 30 days’ notice.
Our leased facilities include national, regional and metropolitan
sorting facilities, retail facilities and administrative buildings.

Rent expense under operating leases for the years ended May 31
was as follows (in millions):

Minimum rentals
Contingent rentals(1)

2017
$ 2,814
178
$ 2,992
(1) Contingent rentals are based on equipment usage.

2016
$ 2,394
214
$ 2,608

2015
$ 2,249
194
$ 2,443

A summary of future minimum lease payments under noncancelable
operating leases with an initial or remaining term in excess of one
year at May 31, 2017 is as follows (in millions):

Aircraft and
Related
Equipment
$ 398
343
261
203
185
175
$ 1,565

Operating Leases

Facilities and
Other
$ 2,047
1,887
1,670
1,506
1,355
7,844
$ 16,309

Total Operating
Leases
$ 2,445
2,230
1,931
1,709
1,540
8,019
$ 17,874

2018
2019
2020
2021
2022
Thereafter
Total

Property and equipment recorded under capital leases and future
minimum lease payments under capital leases are immaterial. The
weighted-average remaining lease term of all operating leases
outstanding at May 31, 2017 was approximately six years. 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.

FedEx Express makes payments under certain leveraged operating
leases that are sufficient to pay principal and interest on certain
pass-through certificates. The pass-through certificates are not
direct obligations of, or guaranteed by, FedEx or FedEx Express.

We are the lessee under certain operating leases covering a portion
of our leased aircraft in which the lessors are trusts established
specifically to purchase, finance and lease these aircraft to us. These
leasing entities are variable interest entities. We are not the primary
beneficiary of the leasing entities, as the lease terms are at market
at the inception of the lease and do not include a residual value
guarantee, fixed-price purchase option or similar feature that
obligates us to absorb decreases in value or entitles us to participate
in increases in the value of the aircraft. As such, we are not required
to consolidate the entity as the primary beneficiary. Our maximum
exposure under these leases is included in the summary of future
minimum lease payments.

NOTE 8: PREFERRED STOCK

Our Certificate of Incorporation authorizes the Board of Directors, at
its discretion, to issue up to 4,000,000 shares of preferred stock. The
stock is issuable in series, which may vary as to certain rights and
preferences, and has no par value. As of May 31, 2017, none of these
shares had been issued.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 9: ACCUMULATED OTHER COMPREHENSIVE INCOME

The following table provides changes in accumulated other comprehensive income (loss) (“AOCI”), net of tax, reported in the consolidated
financial statements for the years ended May 31 (in millions; amounts in parentheses indicate debits to AOCI):

Foreign currency translation gain (loss):
Balance at beginning of period
Translation adjustments
Balance at end of period
Retirement plans adjustments:
Balance at beginning of period
Prior service credit and other arising during period
Reclassifications from AOCI
Balance at end of period
Accumulated other comprehensive (loss) income at end of period

2017

2016

2015

$ (514)
(171)
(685)

345
1
(76)
270
$ (415)

$ (253)
(261)
(514)

425
(4)
(76)
345
$ (169 )

81
(334)
(253)

425
72
(72)
425
172

The following table presents details of the reclassifications from AOCI for the years ended May 31 (in millions; amounts in parentheses indicate
debits to earnings):

Amount Reclassified from AOCI
2016

2017

2015

Affected Line Item in the
Income Statement

Amortization of retirement plans prior
service credits, before tax
Income tax benefit
AOCI reclassifications, net of tax

$ 120
(44)
76

$ 121
(45)
76

$ 115
(43)
72

Salaries and employee benefits
Provision for income taxes
Net income

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 10: STOCK-BASED COMPENSATION

Our total stock-based compensation expense for the years ended
May 31 was as follows (in millions):

Stock-based compensation expense

2017
$ 154

2016
$ 144

2015
$ 133

We have two types of equity-based compensation: stock options and
restricted stock.

STOCK OPTIONS. Under the provisions of our incentive stock plans,
key employees and non-employee directors may be granted options
to purchase shares of our common stock at a price not less than its fair
market value on the date of grant. Vesting requirements are determined
at the discretion of the Compensation Committee of our Board of
Directors. Option-vesting periods range from one to four years, with
82% of our options vesting ratably over four years. Compensation
expense associated with these awards is recognized on a straight-line
basis over the requisite service period of the award.

RESTRICTED STOCK. Under the terms of our incentive stock plans,
restricted shares of our common stock are awarded to key employees.
All restrictions on the shares expire ratably over a four-year period.
Shares are valued at the market price on the date of award. The terms
of our restricted stock provide for continued vesting subsequent to the
employee’s retirement. Compensation expense associated with these
awards is recognized on a straight-line basis over the shorter of the
remaining service or vesting period.

VALUATION AND ASSUMPTIONS. We use the Black-Scholes option
pricing model to calculate the fair value of stock options. The value of
restricted stock awards is based on the stock price of the award on
the grant date. We record stock-based compensation expense in the
“Salaries and employee benefits” caption in the accompanying
consolidated statements of income.

The key assumptions for the Black-Scholes valuation method include
the expected life of the option, stock price volatility, a risk-free
interest rate and dividend yield. The following is a table of the
weighted-average Black-Scholes value of our stock option grants, the
intrinsic value of options exercised (in millions) and the key weighted-
average assumptions used in the valuation calculations for options
granted during the years ended May 31, and then a discussion of our
methodology for developing each of the assumptions used in the
valuation model:

Weighted-average
Black-Scholes value
Intrinsic value of options exercised
Black-Scholes Assumptions:
Expected lives
Expected volatility
Risk-free interest rate
Dividend yield

2017

2016

2015

$ 43.99
$ 274

$ 52.40
$ 115

$ 53.33
$ 253

6.5 years

6.4 years

6.3 years

25 %
1.64%
0.719 %

28 %
1.94%
0.519 %

34 %
2.02%
0.448 %

The expected life represents an estimate of the period of time options
are expected to remain outstanding, and we examine actual stock
option exercises to determine the expected life of the options. Options
granted have a maximum term of 10 years. Expected volatilities are
based on the actual changes in the market value of our stock and are
calculated using daily market value changes from the date of grant
over a past period equal to the expected life of the options. The
risk-free interest rate is the U.S. Treasury Strip rate posted at the date
of grant having a term equal to the expected life of the option. The
expected dividend yield is the annual rate of dividends per share over
the exercise price of the option.

The following table summarizes information about stock option activity for the year ended May 31, 2017:

Stock Options

Outstanding at June 1, 2016
Granted
Exercised
Forfeited
Outstanding at May 31, 2017
Exercisable
Expected to vest
Available for future grants
(1) Only presented for options with market value at May 31, 2017 in excess of the exercise price of the option.

Shares
14,441,431
2,783,968
(3,330,197)
(296,503)
13,598,699
7,820,992
5,473,800
8,304,621

Weighted-Average
Exercise Price
$ 111.99
169.73
100.65
152.91
$ 125.66
$ 100.92
$ 159.15

Weighted-Average
Remaining
Contractual Term

Aggregate
Intrinsic Value

(in millions)(1)

6.2 years
4.7 years
8.2 years

$ 928
$ 727
$ 191

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The options granted during the year ended May 31, 2017 are primarily
related to our principal annual stock option grant in June 2016.

The following table summarizes information about vested and
unvested restricted stock for the year ended May 31, 2017:

Restricted Stock

Shares
389,152
153,984
(177,877)
(2,955)
362,304

Weighted-Average
Grant Date Fair Value
$ 136.57
166.12
123.25
159.46
$ 155.53

Unvested at June 1, 2016
Granted
Vested
Forfeited
Unvested at May 31, 2017

During the year ended May 31, 2016, there were 139,838 shares
of restricted stock granted with a weighted-average fair value of
$168.83 per share. During the year ended May 31, 2015, there were
154,115 shares of restricted stock granted with a weighted-average
fair value of $148.89 per share.

The following table summarizes information about stock option
vesting during the years ended May 31:

2017
2016
2015

Stock Options

Vested during
the year
2,427,837
2,572,129
2,611,524

Fair value
(in millions)
$ 104
98
83

As of May 31, 2017, there was $187 million of total unrecognized
compensation cost, net of estimated forfeitures, related to unvested
share-based compensation arrangements. This compensation
expense is expected to be recognized on a straight-line basis over
the remaining weighted-average vesting period of approximately
two years.

Total shares outstanding or available for grant related to equity
compensation at May 31, 2017 represented 8% of the total
outstanding common and equity compensation shares and equity
compensation shares available for grant.

NOTE 11: COMPUTATION OF EARNINGS
PER SHARE

The calculation of basic and diluted earnings per common share for
the years ended May 31 was as follows (in millions, except per share
amounts):

2017

2016

2015

Basic earnings per common share:
Net earnings allocable to common shares(1) $ 2,993 $ 1,818
Weighted-average common shares
276
$ 11.24 $ 6.59
Basic earnings per common share

266

$ 1,048
283
$ 3.70

Diluted earnings per common share:
Net earnings allocable to common shares(1) $ 2,993 $ 1,818
276
Weighted-average common shares
3
Dilutive effect of share-based awards
Weighted-average diluted shares
279
Diluted earnings per common share
$ 11.07 $ 6.51
Anti-dilutive options excluded from
diluted earnings per common share
(1) Net earnings available to participating securities were immaterial in all periods presented.

$ 1,048
283
4
287
$ 3.65

266
4
270

2.1

3.9

4.5

NOTE 12: INCOME TAXES

The components of the provision for income taxes for the years ended
May 31 were as follows (in millions):

2017

2016

2015

Current provision
Domestic:
Federal
State and local
Foreign

Deferred provision (benefit)
Domestic:
Federal
State and local
Foreign

$ 269
88
285
642

989
59
(108)
940
$ 1,582

$ 513
72
200
785

155
(18)
(2)
135
$ 920

$ 795
102
214
1,111

(474)
(47)
(13)
(534)
$ 577

Pre-tax earnings of foreign operations for 2017, 2016 and 2015 were
$919 million, $905 million and $773 million, respectively. These
amounts represent only a portion of total results associated with
international shipments and do not represent our international results
of operations.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

A reconciliation of total income tax expense and the amount
computed by applying the statutory federal income tax rate (35%)
to income before taxes for the years ended May 31 is as follows (in
millions):

Taxes computed at federal
statutory rate
Increases (decreases) in income
tax from:
State and local income taxes,
net of federal benefit
Foreign operations
Legal entity restructuring
TNT Express integration/
acquisition costs
Other, net

Effective Tax Rate

2017

2016

2015

$ 1,603

$ 959

$ 569

99
(87)
–

33
(50)
(76)

36
(43)
–

25
(58)
$ 1,582

34.6 %

40
14
$ 920
33.6 %

–
15
$ 577
35.5 %

Our 2017 tax rate was favorably impacted by $62 million as a result of
the implementation of new U.S. foreign currency tax regulations and
by $55 million from the adoption of the Accounting Standards Update
on share-based payments.

Our 2016 tax rate was favorably impacted by $76 million from an
internal corporate legal entity restructuring done in anticipation of
the integration of the foreign operations of FedEx Express and TNT
Express. A lower state tax rate primarily due to the resolution of a
state tax matter also provided a benefit to our 2016 tax rate.

The significant components of deferred tax assets and liabilities as of
May 31 were as follows (in millions):

2017

2016

Deferred
Tax
Assets

Deferred
Tax
Liabilities

Deferred
Tax
Assets

Deferred
Tax
Liabilities

Property, equipment,
leases and intangibles
Employee benefits
Self-insurance accruals
Other
Net operating loss/credit
carryforwards
Valuation allowances

$ 124
1,951
745
692

1,069
(738)
$ 3,843

$ 4,993
–
–
660

–
–
$ 5,653

$ 129
2,453
681
528

925
(738)
$ 3,978

$ 4,767
–
–
343

–
–
$ 5,110

The net deferred tax liabilities as of May 31 have been classified in
the balance sheets as follows (in millions):

Noncurrent deferred tax assets(1)
Noncurrent deferred tax liabilities

2017
$ 675
(2,485)
$ (1,810)

2016
$ 435
(1,567)
$ (1,132)

(1) Noncurrent deferred tax assets are included in the line item “Other Assets” in our

consolidated balance sheets.

We have approximately $3.6 billion of net operating loss carryovers
in various foreign jurisdictions and $663 million of state operating
loss carryovers. The valuation allowances primarily represent amounts
reserved for operating loss and tax credit carryforwards, which expire
over varying periods starting in 2018. The ending valuation allowance
balance includes a decrease for changes in forecasted earnings for
the foreign branches of FedEx Express which did not impact current
year tax expense because they were offset by related U.S. deferred
income tax liabilities. This valuation allowance decrease was fully
offset by purchase accounting adjustments related to the acquisition
of TNT Express and current year activity. We believe that a substantial
portion of these deferred tax assets may not be realized. Therefore,
we establish valuation allowances if it is more likely than not that
deferred income tax assets will not be realized. In making this
determination, we consider all available positive and negative
evidence and make certain assumptions. We consider, among other
things, our future projections of sustained profitability, deferred
income tax liabilities, the overall business environment, our historical
financial results and potential current and future tax planning
strategies. If we were to identify and implement tax planning
strategies to recover these deferred tax assets or generate sufficient
income of the appropriate character in these jurisdictions in the future,
it could lead to the reversal of these valuation allowances and a
reduction of income tax expense. We believe that we will generate
sufficient future taxable income to realize the tax benefits related to the
remaining net deferred tax assets in our consolidated balance sheet.

Permanently reinvested earnings of our foreign subsidiaries amounted
to $2.1 billion at the end of 2017 and $1.6 billion at the end of 2016.
We have not recognized deferred taxes for U.S. federal income tax
purposes on those earnings. Were the earnings to be distributed, in
the form of dividends or otherwise, these earnings could be subject to
U.S. federal income tax and non-U.S. withholding taxes. Unrecognized
foreign tax credits potentially could be available to reduce a portion
of any U.S. tax liability. Determination of the amount of unrecognized
deferred U.S. income tax liability is not practicable due to uncertainties
related to the timing and source of any potential distribution of such
funds, along with other important factors such as the amount of
associated foreign tax credits. Cash in offshore jurisdictions associated
with our permanent reinvestment strategy totaled $1.2 billion at the end
of 2017 and $522 million at the end of 2016.

In 2017, approximately 90% of our total enterprise-wide income
was earned in U.S. companies of FedEx that are taxable in the
United States. As a U.S. airline, our FedEx Express unit is required
by Federal Aviation Administration and other rules to conduct its
air operations, domestic and international, through a U.S. company.
However, we serve more than 220 countries and territories around
the world, and are required to establish legal entities in many of
them. Most of our entities in those countries are operating entities,
engaged in picking up and delivering packages and performing other
transportation services. We are continually expanding our global
network to meet our customers’ needs, which requires increasing
investment outside the U.S. In 2017, we established a new legal
entity structure for the integration and operation of FedEx Express
and TNT Express.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

We are subject to taxation in the U.S. and various U.S. state, local
and foreign jurisdictions. The Internal Revenue Service is currently
auditing our 2014 and 2015 tax returns. 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.

A reconciliation of the beginning and ending amount of unrecognized
tax benefits is as follows (in millions):

Balance at beginning of year
Increases for tax positions taken in
the current year
Increases for tax positions taken in
prior years
Increase for business acquisition
Decreases for tax positions taken in
prior years
Settlements
Decreases from lapse of statute
of limitations
Changes due to currency translation
Balance at end of year

2017
$ 49

2016
$ 36

2015
$ 38

–

8
17

(1)
(4)

(2)
–
$ 67

3
25

(5)
(4)

(7)
(2)
$ 49

6
–

(2)
(2)

–
(5)
$ 36

Our liabilities recorded for uncertain tax positions include $63 million
at May 31, 2017 and $45 million at May 31, 2016 associated with
positions that, if favorably resolved, would provide a benefit
to our effective tax rate. We classify interest related to income
tax liabilities as interest expense and, if applicable, penalties are
recognized as a component of income tax expense. The balance of
accrued interest and penalties was $11 million on May 31, 2017
and May 31, 2016. Total interest and penalties included in our
consolidated statements of income are immaterial.

It is difficult to predict the ultimate outcome or the timing of
resolution for tax positions. Changes may result from the conclusion
of ongoing audits, appeals or litigation in state, local, federal
and foreign tax jurisdictions, or from the resolution of various
proceedings between U.S. and foreign tax authorities. Our liability
for uncertain tax positions includes no matters that are individually
or collectively material to us. It is reasonably possible that the
amount of the benefit with respect to certain of our unrecognized
tax positions will increase or decrease within the next 12 months,
but an estimate of the range of the reasonably possible changes
cannot be made. However, we do not expect that the resolution of
any of our uncertain tax positions will have a material effect on us.

NOTE 13: RETIREMENT PLANS

We sponsor programs that provide retirement benefits to most of our
employees. These programs include defined benefit pension plans,
defined contribution plans and postretirement healthcare plans.

The accounting guidance related to postretirement benefits requires
recognition in the balance sheet of the funded status of defined
benefit pension and other postretirement benefit plans, and the
recognition in either expense or AOCI of unrecognized gains or losses
and prior service costs or credits. We use mark-to-market accounting
for the recognition of our actuarial gains and losses related to our
defined benefit pension and postretirement healthcare plans as
described in Note 1. The funded status is measured as the difference
between the fair value of the plan’s assets and the projected benefit
obligation (“PBO”) of the plan.

A summary of our retirement plans costs over the past three years is
as follows (in millions):

Defined benefit pension plans
Defined contribution plans
Postretirement healthcare plans
Retirement plans mark-to-market
adjustment

2017
$ 234
480
76

2016
$ 214
416
82

2015
$ (41)
385
81

(24)
$ 766

1,498
$ 2,210

2,190
$ 2,615

The components of the pre-tax mark-to-market adjustments are as
follows (in millions):

Actual versus expected return on
assets
Discount rate changes
Demographic assumption experience
Total mark-to-market (gain) loss

2017

2016

2015

$ (740 )
266
450
$ (24 )

$ 1,285
1,129
(916)
$ 1,498

$ (35)
791
1,434
$ 2,190

2017
The actual rate of return on our U.S. Pension Plan assets of 9.6% was
higher than our expected return of 6.50% primarily due to a rise in the
value of global equity markets in addition to favorable credit market
conditions. The weighted average discount rate for all of our pension
and postretirement healthcare plans decreased from 4.04% at May
31, 2016 to 3.98% at May 31, 2017. The demographic assumption
experience in 2017 reflects an update in mortality tables for U.S.
pension and other postemployment benefit plans.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2016
The actual rate of return on our U.S. Pension Plan assets of 1.2%
was lower than our expected return of 6.50% primarily due to a
challenging environment for global equities and other risk-seeking asset
classes. The weighted average discount rate for all of our pension and
postretirement healthcare plans declined from 4.38% at May 31, 2015
to 4.04% at May 31, 2016. The demographic assumption experience
in 2016 reflects a change in disability rates and an increase in the
average retirement age for U.S. pension and other postemployment
benefit plans.

2015
The implementation of new U.S. mortality tables in 2015 resulted in
an increased participant life expectancy assumption, which increased
the overall PBO by $1.2 billion. The weighted average discount rate for
all of our pension and postretirement healthcare plans declined from
4.57% at May 31, 2014 to 4.38% at May 31, 2015.

PENSION PLANS. Our largest pension plan covers certain U.S.
employees age 21 and over, with at least one year of service. Pension
benefits for most employees are accrued under a cash balance
formula we call the Portable Pension Account. Under the Portable
Pension Account, the retirement benefit is expressed as a dollar
amount in a notional account that grows with annual credits based
on pay, age and years of credited service, and interest on the notional
account balance. The Portable Pension Account benefit is payable as a
lump sum or an annuity at retirement at the election of the employee.
The plan interest credit rate varies from year to year based on a U.S.
Treasury index. Prior to 2009, certain employees earned benefits using
a traditional pension formula (based on average earnings and years of
service). Benefits under this formula were capped on May 31, 2008
for most employees.

Our U.S. Pension Plans were amended to permit former employees with
a vested traditional pension benefit to make a one-time, irrevocable
election to receive their benefits in a lump-sum distribution.
Approximately 18,300 former employees elected to receive this
lump-sum distribution and a total of approximately $1.3 billion was
paid by the plans in May 2017.

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. The international defined
benefit pension plans provide benefits primarily based on earnings
and years of service and are funded in compliance with local laws and
practices. The majority of our international obligations are for defined
benefit pension plans in the Netherlands and the United Kingdom.

POSTRETIREMENT HEALTHCARE PLANS. Certain of our subsidiaries
offer medical, dental and vision coverage to eligible U.S. retirees and
their eligible dependents and a small number of international
employees. U.S. employees covered by the principal plan become
eligible for these benefits at age 55 and older, if they have permanent,
continuous service of at least 10 years after attainment of age 45 if
hired prior to January 1, 1988, or at least 20 years after attainment of
age 35 if hired on or after January 1, 1988. Postretirement healthcare
benefits are capped at 150% of the 1993 per capita projected
employer cost, which has been reached under most plans so these
benefits are not subject to future inflation.

PENSION PLAN ASSUMPTIONS. The accounting for pension and
postretirement healthcare plans includes numerous assumptions,
such as: discount rates; expected long-term investment returns on
plan assets; future salary increases; employee turnover; mortality;
and retirement ages.

Weighted-average actuarial assumptions used to determine the benefit obligations and net periodic benefit cost of our plans are as follows:

Discount rate used to determine benefit obligation
Discount rate used to determine net periodic benefit cost
Rate of increase in future compensation levels used to
determine benefit obligation
Rate of increase in future compensation levels used to
determine net periodic benefit cost
Expected long-term rate of return on assets — Consolidated
Expected long-term rate of return on assets — Segment Reporting

U.S.
Pension Plans
2017
2016
4.08% 4.13% 4.42%
4.42
4.13

2015

4.60

International
Pension Plans
2016

Postretirement
Healthcare Plans
2016
2017

2015

2017
2.43% 2.46% 2.95% 4.32% 4.43% 4.60%
2.46

2015

4.62

4.70

4.43

3.57

2.95

4.47

4.46

4.62

2.42

2.82

3.19

4.46
6.50
6.50

4.62
6.50
6.50

4.56
7.75
6.50

2.82
–
3.18

3.19
–
3.68

3.31
–
5.13

–

–
–
–

–

–
–
–

–

–
–
–

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSOur U.S. Pension Plan assets are invested primarily in publicly
tradable securities, and our pension plans hold only a minimal
investment in FedEx common stock that is entirely at the discretion
of third-party pension fund investment managers. As part of our
strategy to manage pension costs and funded status volatility, we
follow a liability-driven investment strategy to better align plan
assets with liabilities.

Establishing the expected future rate of investment return on our
pension assets is a judgmental matter, which we review on an
annual basis and revise as appropriate. Management considers the
following factors in determining this assumption:

> the duration of our pension plan liabilities, which drives the

mainly benchmarked to the S&P 500 Index and other global indices).
Accordingly, we do not have any significant concentrations of risk.
Active management strategies are utilized within the plan in an
effort to realize investment returns in excess of market indices.
Our investment strategy also includes the limited use of derivative
financial instruments on a discretionary basis to improve investment
returns and manage exposure to market risk. In all cases, our
investment managers are prohibited from using derivatives for
speculative purposes and are not permitted to use derivatives to
leverage a portfolio.

The following is a description of the valuation methodologies used
for investments measured at fair value:

investment strategy we can employ with our pension plan assets;

> Cash and cash equivalents. These Level 1 investments include

> the types of investment classes in which we invest our pension

plan assets and the expected compound geometric return we can
reasonably expect those investment classes to earn over time;
and

> the investment returns we can reasonably expect our investment
management program to achieve in excess of the returns we
could expect if investments were made strictly in indexed funds.

The investment strategy for our U.S. Pension Plan assets is to utilize a
diversified mix of global public and private equity portfolios, together
with fixed-income portfolios, to earn a long-term investment return
that meets our pension plan obligations. Our largest asset classes
are Corporate Fixed Income Securities and Government Fixed Income
Securities (which are largely benchmarked against the Barclays Long
Government, Barclays Long Corporate or the Citigroup 20+ STRIPS
indices), and U.S. and International Large Cap Equities (which are

cash, cash equivalents and foreign currency valued using
exchange rates. These Level 2 investments include short-term
investment funds which are collective funds priced at a constant
value by the administrator of the funds.

> Domestic, international and global equities. These Level 1

investments are valued at the closing price or last trade reported
on the major market on which the individual securities are traded.
These Level 2 investments include mutual funds.

> Fixed income. We determine the fair value of these Level 2

corporate bonds, U.S. and non-U.S. government securities and
other fixed income securities by using bid evaluation pricing
models or quoted prices of securities with similar characteristics.

> Alternative Investments. The valuation of these Level 3

investments requires significant judgment due to the absence
of quoted market prices, the inherent lack of liquidity and the
long-term nature of such assets. Investments in private equity,
debt, real estate and other private investments are valued at
estimated fair value based on quarterly financial information
received from the investment advisor and/or general partner.
These estimates incorporate factors such as contributions and
distributions, market transactions, market comparables and
performance multiples.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe fair values of investments by level and asset category and the weighted-average asset allocations for our U.S. Pension Plans and most
significant international pension plans at the measurement date are presented in the following table (in millions):

Plan Assets at Measurement Date
2017
Quoted Prices in
Active Markets
Level 1
$ 26

Target
Range%(2)
0-5%

Other Observable
Inputs
Level 2
$ 1,050

Unobservable
Inputs
Level 3

Fair Value
$ 1,076

Actual %
4%

2,415
3,521
3,276
987

8,163
4,674
603
377
(159)
$ 24,933

30-50

50-70

0-5

10
14
13
4

33
19
2
2
(1)
100%

830
2,747

987

(161)
$ 4,429

157

8,163
3,454
129

2
$ 12,955

$ 129

Asset Class (U.S. Plans)
Cash and cash equivalents
Equities
U.S. large cap equity(1)
International equities(1)
Global equities(1)
U.S. SMID cap equity
Fixed income securities
Corporate
Government(1)
Mortgage-backed and other(1)
Alternative investments(1)
Other
Total U.S. plan assets

$ 2

$ 48

137
202

Asset Class (International Plans)
Cash and cash equivalents
Equities
International equities(1)
Global equities(1)
Fixed income securities
Corporate(1)
Government(1)
Mortgage-backed and other(1)
Alternative investments
Other
Total International plan assets
(1) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy but are included

270
405
145
17
(18)
$ 1,206

22
34
12
1
(1)
100%

17
(16)
$ 398

(2)
$ 95

49
230

$ 46

11
17

in the total.

(2) Target ranges have not been provided for international plan assets as they are managed at an individual country level.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Plan Assets at Measurement Date
2016
Quoted Prices in
Active Markets
Level 1
$ 76

Target
Range%(2)
0-5%

Other Observable
Inputs
Level 2
$ 492

Unobservable
Inputs
Level 3

Fair Value
$ 568

Actual %
2 %

3,257
3,381
2,794
913

6,608
5,148
347
322
(321)
$ 23,017

35-55

45-65

0-5

14
15
12
4

29
22
2
1
(1)
100 %

750
2,685

913

121

6,608
5,148
146

(305)
$ 4,119

(16)
$ 12,499

$ 48

Asset Class (U.S. Plans)
Cash and cash equivalents
Equities
U.S. large cap equity(1)
International equities(1)
Global equities(1)
U.S. SMID cap equity
Fixed income securities
Corporate
Government
Mortgage-backed and other(1)
Alternative investments(1)
Other
Total U.S. plan assets

19%

$ 157

$ 211

124
148

Asset Class (International Plans)
Cash and cash equivalents
Equities
International equities(1)
Global equities(1)
Fixed income securities
Corporate(1)
Government(1)
Mortgage-backed and other(1)
Alternative investments(1)
Other
Total International plan assets
(1) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy but are included

122
324
134
39
(10)
$ 1,092

11
30
12
4
(1)
100%

18
4
$ 396

(14)
$ 203

44
213

$ 54

11
14

in the total.

(2) Target ranges have not been provided for international plan assets as they are managed at an individual country level.

The change in fair value of Level 3 assets that use significant unobservable inputs is shown in the table below (in millions):

Balance at beginning of year
Actual return on plan assets:
Assets held during current year
Assets sold during the year
Purchases, sales and settlements
Balance at end of year

U.S. Pension Plans
2017
$ 48

2016
$ –

5
1
75
$ 129

2
–
46
$ 48

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table provides a reconciliation of the changes in the pension and postretirement healthcare plans’ benefit obligations and fair
value of assets over the two-year period ended May 31, 2017 and a statement of the funded status as of May 31, 2017 and 2016 (in millions):

Accumulated Benefit Obligation ("ABO")
Changes in Projected Benefit Obligation (“PBO”) and
Accumulated Postretirement Benefit Obligation (“APBO”)
PBO/APBO at the beginning of year
Service cost
Interest cost
Actuarial loss
Benefits paid
Business acquisition
Purchase accounting adjustment
Other
PBO/APBO at the end of year
Change in Plan Assets
Fair value of plan assets at the beginning of year
Actual return on plan assets
Company contributions
Benefits paid
Business acquisition
Other
Fair value of plan assets at the end of year
Funded Status of the Plans
Amount Recognized in the Balance Sheet at May 31:
Noncurrent asset
Current pension, postretirement healthcare and other
benefit obligations
Noncurrent pension, postretirement healthcare and other
benefit obligations
Net amount recognized
Amounts Recognized in AOCI and not yet reflected in
Net Periodic Benefit Cost:
Prior service credit and other
Amounts Recognized in AOCI and not yet reflected in
Net Periodic Benefit Cost expected to be amortized in
next year’s Net Periodic Benefit Cost:
Prior service credit and other

U.S.
Pension Plans
2017

2016

International
Pension Plans
2017

2016

Postretirement
Healthcare Plans
2016
2017

$ 27,244

$ 27,236

$ 1,842

$ 1,609

$ 27,804
638
1,128
571
(2,271)
–
–
–
$ 27,870

$ 23,017
2,167
2,020
(2,271)
–
–
$ 24,933
$ (2,937)

$ 26,636
622
1,155
284
(893)
–
–
–
$ 27,804

$ 23,006
211
693
(893)
–
–
$ 23,017
$ (4,787)

$ 1,798
83
43
161
(38)
–
26
(30)
$ 2,043

$ 1,254
112
95
(38)
–
(44)
$ 1,379
$ (664)

$ 876
40
25
(7)
(19)
907
–
(24)
$ 1,798

$ 499
12
33
(19)
761
(32)
$ 1,254
$ (544)

$ 905
36
39
(14)
(72)
–
–
33
$ 927

–
–
36
(72)
–
36
$
–
$ (927)

$ 929
40
42
(64)
(78)
–
–
36
$ 905

–
–
42
(78)
–
36
$
–
$ (905)

–

(33)

(19)

(17)

(12)

(39)

(40)

(2,904)
$ (2,937)

(4,768)
$ (4,787)

(687)
$ (664)

(585)
$ (544)

(888)
$ (927)

(865)
$ (905)

(410)

(528)

(13)

(18)

(4)

–

(118)

(2)

(3)

–

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Our pension plans included the following components at May 31 (in millions):

2017
Qualified
Nonqualified
International Plans
Total
2016
Qualified
Nonqualified
International Plans
Total

PBO

$ 27,600
270
2,043
$ 29,913

$ 27,543
261
1,798
$ 29,602

Fair Value of
Plan Assets

$ 24,933
–
1,379
$ 26,312

$ 23,017
–
1,254
$ 24,271

Funded
Status

$ (2,667)
(270)
(664)
$ (3,601)

$ (4,526)
(261)
(544)
$ (5,331)

The table above provides the PBO, fair value of plan assets and funded status of our pension plans on an aggregated basis. The following table
presents our plans on a disaggregated basis to show those plans (as a group) whose assets did not exceed their liabilities. The fair value of plan
assets for pension plans with a PBO or ABO in excess of plan assets at May 31 were as follows (in millions):

U.S. Pension Benefits
Fair value of plan assets
PBO
Net funded status
International Pension Benefits
Fair value of plan assets
PBO
Net funded status

U.S. Pension Benefits
ABO(1)
Fair value of plan assets
PBO
Net funded status
International Pension Benefits
ABO(1)
Fair value of plan assets
PBO
Net funded status
(1) ABO not used in determination of funded status.

PBO Exceeds the Fair Value
of Plan Assets

2017

2016

$ 24,933
(27,870)
$ (2,937)

$ 952
(1,656)
$ (704)

$ 23,017
(27,804)
$ (4,787)

$ 850
(1,447)
$ (597)

ABO Exceeds the Fair Value
of Plan Assets

2017

2016

$ (27,244)
24,933
(27,870)
$ (2,937)

$ (1,433)
928
(1,626)
$ (698)

$ (27,236)
23,017
(27,804)
$ (4,787)

$ (1,257)
848
(1,445)
$ (597)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Contributions to our U.S. Pension Plans for the years ended May 31 were as follows (in millions):

Required
Voluntary

2017
$ 459
1,541
$ 2,000

2016
$ 8
652
$ 660

For 2018, we anticipate making contributions to our U.S. Pension Plans totaling $1.0 billion (approximately $700 million of which are expected to
be required).

Net periodic benefit cost for the three years ended May 31 were as follows (in millions):

Service cost
Interest cost
Expected return on plan assets
Amortization of prior service credit
Actuarial losses (gains) and other
Net periodic benefit cost

U.S.
Pension Plans

International
Pension Plans

Postretirement Healthcare
Plans

2017
$ 638
1,128
(1,501)
(118)
(95)
$ 52

2016
$ 622
1,155
(1,490)
(118)
1,563
$ 1,732

2015
$ 615
1,068
(1,655)
(112)
2,154
$ 2,070

2017
$ 83
43
(38)
(2)
87
$ 173

2016
$ 40
25
(18)
(3)
(1)
$ 43

2015
$ 38
28
(23)
(3)
36
$ 76

2017
$ 36
39
–
–
(14)
$ 61

2016
$ 40
42
–
–
(64)
$ 18

2015
$ 40
41
–
–
6
$ 87

Amounts recognized in other comprehensive income (“OCI”) for all plans for the years ended May 31 were as follows (in millions):

U.S.
Pension Plans

2017
International
Pension Plans

Postretirement
Healthcare Plans

U.S.
Pension Plans

2016
International
Pension Plans

Postretirement
Healthcare Plans

Gross
Amount

Net of Tax
Amount

Gross
Amount

Net of Tax
Amount

Gross
Amount

Net of Tax
Amount

Gross
Amount

Net of Tax
Amount

Gross
Amount

Net of Tax
Amount

Gross
Amount

Net of Tax
Amount

Prior service
cost (credit)
arising
during period
Amortizations:
Prior services
credit
Total recognized
in OCI

$ –

$ 1

$ (3)

$ (2)

$ –

118

$ 118

$ 74

$ 3

–

118

$ (3)

$ (2)

$ 118

$ 74

$ 3

$ 2

–

$ –

–

$ –

Benefit payments, which reflect expected future service, are expected to be paid as follows for the years ending May 31 (in millions):

2018
2019
2020
2021
2022
2023–2027

U.S. Pension Plans
$ 1,013
1,070
1,169
1,233
1,345
8,565

International Pension Plans
$ 44
43
48
53
59
789

Postretirement Healthcare Plans
$ 39
40
42
42
43
246

These estimates are based on assumptions about future events. Actual benefit payments may vary significantly from these estimates.

Future medical benefit claims costs are estimated to increase at an annual rate of 7.8% during 2018, decreasing to an annual growth rate of
4.50% in 2037 and thereafter. A 1% change in these annual trend rates would not have a significant impact on the APBO at May 31, 2017 or
2017 benefit expense because the level of these benefits is capped.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 14: BUSINESS SEGMENT
INFORMATION

FedEx Express, TNT Express, FedEx Ground and FedEx Freight represent
our major service lines and, along with FedEx Services, form the core of
our reportable segments. Our reportable segments include the following
businesses:

FedEx Express Segment

TNT Express Segment

FedEx Ground Segment

FedEx Freight Segment

FedEx Services Segment

FedEx Services Segment
The FedEx Services segment operates combined sales, marketing,
administrative and information technology functions in shared services
operations that support our transportation businesses and allow us to
obtain synergies from the combination of these functions. For the
international regions of FedEx Express and TNT Express, some of these
functions are performed on a regional basis and reported by each
respective company in their natural expense line items. The FedEx
Services segment includes: FedEx Services, which provides sales,
marketing, information technology, communications, customer service,
technical support, billing and collection services for U.S. customers of
our major business units and certain back-office support to our other
companies; and FedEx Office, which provides an array of document and
business services and retail access to our customers for our package
transportation businesses.

The FedEx Services segment provides direct and indirect support to our
transportation businesses, and we allocate all of the net operating costs
of the FedEx Services segment (including the net operating results of
FedEx Office) to reflect the full cost of operating our transportation
businesses in the results of those segments. Within the FedEx Services
segment allocation, the net operating results of FedEx Office, which are
an immaterial component of our allocations, are allocated to FedEx
Express and FedEx Ground. We review and evaluate the performance of
our transportation segments based on operating income (inclusive of
FedEx Services segment allocations). For the FedEx Services segment,
performance is evaluated based on the impact of its total allocated net
operating costs on our transportation segments.

Operating expenses for each of our transportation segments include the
allocations from the FedEx Services segment to the respective
transportation segments. These allocations also include charges and
credits for administrative services provided between operating
companies. The allocations of net operating costs are based on metrics
such as relative revenues or estimated services provided. We believe
these allocations approximate the net cost of providing these functions.
Our allocation methodologies are refined periodically, as necessary, to
reflect changes in our businesses.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSOther Intersegment Transactions
Certain FedEx operating companies provide transportation and
related services for other FedEx companies outside their reportable
segment. Billings for such services are based on negotiated rates,
which we believe approximate fair value, and are reflected as
revenues of the billing segment. These rates are adjusted from time
to time based on market conditions. Such intersegment revenues
and expenses are eliminated in our consolidated results and are not
separately identified in the following segment information, because
the amounts are not material.

Corporate and other includes corporate headquarters costs for
executive officers and certain legal and financial functions, as
well as certain other costs and credits not attributed to our core
business. These costs are not allocated to the business segments.
In 2017, the year-over-year decrease in these costs was driven
by the change in the MTM retirement plans adjustment and the
year-over-year decrease in charges for legal reserves, which were
partially offset by higher TNT Express integration expenses incurred
at the corporate level.

The following table provides a reconciliation of reportable segment revenues, depreciation and amortization, operating income and segment assets to
consolidated financial statement totals (in millions) for the years ended or as of May 31:

FedEx
Express
Segment

TNT
Express
Segment

FedEx
Ground
Segment

FedEx
Freight
Segment

FedEx
Services
Segment

Eliminations,
corporate
and other(5)

Consolidated
Total

$ 27,358
26,451
27,239

$ 7,401
N/A
N/A

$ 18,075
16,574
12,984

$ 6,443
6,200
6,191

$ 1,621
1,593
1,545

$ (579)
(453)
(506)

$ 60,319
50,365
47,453

Revenues
2017
2016
2015

$ 1,431
1,385
1,460

$ 684
608
530

$ 239
N/A
N/A

Depreciation and
amortization
2017
2016
2015
Operating income
2017(1)
2016(2)
2015(3)
Segment assets(4)
2017
2016
2015
(1) Includes TNT Express integration expenses and restructuring charges of $327 million, increased intangible asset amortization of $74 million as a result of the TNT Express acquisition, and a

$ 6,939
N/A
N/A

$ 84
N/A
N/A

$ (7,504)
2,517
(4,431)

$ (414)
(2,144)
(2,373)

$ 2,292
2,276
2,172

$ 14,628
13,098
11,691

$ 24,882
21,205
20,382

$ 2,678
2,519
1,584

$ 1
6
1

$ 5,682
5,390
5,356

$ 3,925
3,749
3,471

$ –
–
–

$ 269
248
230

$ 397
426
484

$ 371
384
390

$ 5,037
3,077
1,867

$ 48,552
45,959
36,469

$ 2,995
2,631
2,611

gain of $24 million associated with our mark-to-market pension accounting. These expenses are included in “Eliminations, corporate and other,” the FedEx Express segment and the TNT Express
segment. Also includes $39 million of charges for legal reserves related to certain pending U.S. Customs and Border Protection (“CBP”) matters involving FedEx Trade Networks and $22 million
of charges in connection with the settlement of and certain expected losses relating to independent contractor litigation matters at FedEx Ground. See Note 18 below for additional information.

(2) Includes a $1.5 billion loss associated with our mark-to-market pension accounting. Also includes provisions for the settlement of and expected losses related to independent contractor

litigation matters at FedEx Ground for $256 million and expenses related to the settlement of a CBP notice of action in the amount of $69 million, in each case net of recognized immaterial
insurance recovery, and transaction and integration-planning expenses related to our TNT Express acquisition of $113 million.

(3) Includes a $2.2 billion loss associated with our mark-to-market pension accounting, $276 million of impairment and related charges resulting from the decision to permanently retire and adjust
the retirement schedule of certain aircraft and related engines, and a $197 million charge to increase the legal reserve associated with the settlement of a legal matter at FedEx Ground to the
amount of the settlement.

(4) Segment assets include intercompany receivables.
(5) Includes TNT Express’s assets and immaterial financial results for 2016 from the time of acquisition (May 25, 2016).

The following table provides a reconciliation of reportable segment capital expenditures to consolidated totals for the years ended May 31 (in
millions):

FedEx
Express
Segment
$ 2,525
2,356
2,380

TNT
Express
Segment

$ 205
N/A
N/A

FedEx
Ground
Segment
$ 1,539
1,597
1,248

FedEx
Freight
Segment
$ 431
433
337

FedEx
Services
Segment
$ 416
432
381

Other
$ –
–
1

Consolidated
Total
$ 5,116
4,818
4,347

2017
2016
2015

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents revenue by service type and geographic
information for the years ended or as of May 31 (in millions):

2017

2016

2015

NOTE 15: SUPPLEMENTAL CASH FLOW
INFORMATION

Cash paid for interest expense and income taxes for the years ended
May 31 was as follows (in millions):

Revenue by Service Type
FedEx Express segment:
Package:
U.S. overnight box
U.S. overnight envelope
U.S. deferred
Total U.S. domestic package revenue
International priority
International economy
Total international export
package revenue
International domestic(1)
Total package revenue
Freight:
U.S.
International priority
International airfreight
Total freight revenue
Other(2)
Total FedEx Express segment
TNT Express segment
FedEx Ground segment:
FedEx Ground
FedEx Supply Chain
Total FedEx Ground segment
FedEx Freight segment
FedEx Services segment
Other and eliminations(3)

Geographical Information(4)
Revenues:
U.S.
International:
FedEx Express segment
TNT Express segment
FedEx Ground segment
FedEx Freight segment
FedEx Services segment
Other(3)
Total international revenue

Noncurrent assets:
U.S.
International

$ 6,958 $ 6,763 $ 6,704
1,629
1,662
3,342
3,379
11,675
11,804
6,251
5,697
2,301
2,282

1,750
3,528
12,236
5,827
2,412

Cash payments for:
Interest (net of capitalized interest)
Income taxes
Income tax refunds received
Cash tax payments, net

2017

2016

2015

$ 484
$ 397
(20)
$ 377

$ 321
$ 996
(5)
$ 991

$ 201
$ 1,122
(9)
$ 1,113

NOTE 16: GUARANTEES AND
INDEMNIFICATIONS

In conjunction with certain transactions, primarily the lease, sale or
purchase of operating assets or services in the ordinary course of
business and in connection with business acquisitions, we may provide
routine guarantees or indemnifications (e.g., environmental, fuel, tax
and software infringement), the terms of which range in duration, and
often they are not limited and have no specified maximum obligation. As
a result of the TNT Express acquisition, we have assumed a guarantee
related to the demerger of TNT Express and PostNL Holding B.V., which
occurred in 2011 for pension benefits earned prior to the date of the
demerger. The risk of making payments associated with this guarantee
is remote. The overall maximum potential amount of the obligation
under such guarantees and indemnifications cannot be reasonably
estimated. Historically, we have not been required to make significant
payments under our guarantee or indemnification obligations and no
material amounts have been recognized in our financial statements for
the underlying fair value of these obligations.

8,239
1,299
21,774

2,528
1,502
118
4,148
1,436
27,358
7,401

7,979
1,285
21,068

8,552
1,406
21,633

2,481
1,384
126
3,991
1,392
26,451
N/A

2,300
1,588
180
4,068
1,538
27,239
N/A

16,497
1,578
18,075
6,443
1,621
(579)

12,568
416
12,984
6,191
1,545
(506)
$ 60,319 $ 50,365 $ 47,453

15,050
1,524
16,574
6,200
1,593
(453 )

$ 40,269 $ 38,070 $ 34,216

12,094
7,346
451
149
10
–
20,050

11,672
12,772
N/A
N/A
383
311
137
142
10
12
93
–
13,237
12,295
$ 60,319 $ 50,365 $ 47,453

$ 28,141 $ 25,942 $ 23,520
2,614
8,028
$ 35,924 $ 33,970 $ 26,134

7,783

(1) International domestic revenues represent our intra-country operations.
(2) Includes FedEx Trade Networks and FedEx SupplyChain Systems.
(3) Includes TNT Express’s revenue for 2016 from the time of acquisition (May 25, 2016).
(4) International revenue includes shipments that either originate in or are destined to locations
outside the United States, which could include U.S. payors. Noncurrent assets include property
and equipment, goodwill and other long-term assets. Our flight equipment is registered in the
U.S. and is included as U.S. assets; however, many of our aircraft operate internationally.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 17: COMMITMENTS

Annual purchase commitments under various contracts as of May 31,
2017 were as follows (in millions):

Aircraft and
Aircraft Related
$ 1,777
2018
1,729
2019
1,933
2020
1,341
2021
1,276
2022
2,895
Thereafter
$ 10,951
Total
(1) Primarily equipment, advertising contracts and, in 2018, approximately $700 million of

Other(1)
$ 1,440
508
400
309
198
499
$ 3,354

Total
$ 3,217
2,237
2,333
1,650
1,474
3,394
$ 14,305

previously utilized, and these expenditures are necessary to achieve
significant long-term operating savings and to replace older aircraft.
Our ability to delay the timing of these aircraft-related expenditures is
limited without incurring significant costs to modify existing purchase
agreements.

In 2017, FedEx Express entered into agreements to accelerate the
delivery of two B767F aircraft to 2017 from 2018 and two B777F
aircraft to 2018 from 2023.

We had $729 million in deposits and progress payments as of
May 31, 2017 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 May 31, 2017, with the year of expected delivery:

estimated required quarterly contributions to our U.S. Pension Plans.

The amounts reflected in the table above for purchase commitments
represent noncancelable agreements to purchase goods or services.
As of May 31, 2017, our obligation to purchase four Boeing 767-300
Freighter (“B767F”) aircraft and six Boeing 777 Freighter (“B777F”)
aircraft is 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. Open purchase orders that are cancelable are
not considered unconditional purchase obligations for financial
reporting purposes and are not included in the table above.

2018
2019
2020
2021
2022
Thereafter
Total

B767F
14
15
16
10
10
6
71

B777F
4
2
3
3
4
–
16

Total
18
17
19
13
14
6
87

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 18: CONTINGENCIES

INDEPENDENT CONTRACTOR — LAWSUITS AND STATE
ADMINISTRATIVE PROCEEDINGS. FedEx Ground is involved in
class-action lawsuits, individual lawsuits and state tax and other
administrative proceedings that claim that the company’s owner-
operators under a contractor model no longer in use should have
been treated as employees, rather than independent contractors.

Most of the class-action lawsuits were consolidated for administration
of the pre-trial proceedings by a single federal court, the U.S. District
Court for the Northern District of Indiana. The multidistrict litigation
court granted class certification in 28 cases and denied it in 14 cases.
On December 13, 2010, the court entered an opinion and order
addressing all outstanding motions for summary judgment on the
status of the owner-operators (i.e., independent contractor vs.
employee). In sum, the court ruled on our summary judgment motions
and entered judgment in favor of FedEx Ground on all claims in 20 of
the 28 multidistrict litigation cases that had been certified as class
actions, finding that the owner-operators in those cases were
contractors as a matter of the law of 20 states. The plaintiffs filed
notices of appeal in all of these 20 cases. The Seventh Circuit heard
the appeal in the Kansas case in January 2012 and, in July 2012,
issued an opinion that did not make a determination with respect to
the correctness of the district court’s decision and, instead, certified
two questions to the Kansas Supreme Court related to the classification
of the plaintiffs as independent contractors under the Kansas Wage
Payment Act. The other 19 cases that are before the Seventh Circuit
were stayed.

On October 3, 2014, the Kansas Supreme Court determined that a
20 factor right to control test applies to claims under the Kansas Wage
Payment Act and concluded that under that test, the class members
were employees, not independent contractors. The case was
subsequently transferred back to the Seventh Circuit, where both
parties made filings requesting the action necessary to complete the
resolution of the appeals. The parties also made recommendations to
the court regarding next steps for the other 19 cases that are before
the Seventh Circuit. FedEx Ground requested that each of those cases
be separately briefed given the potential differences in the applicable
state law from that in Kansas. On July 8, 2015, the Seventh Circuit
issued an order and opinion confirming the decision of the Kansas
Supreme Court, concluding that the class members were employees,
not independent contractors. Additionally, the Seventh Circuit referred
the other 19 cases to a representative of the court for purposes of
setting a case management conference to address briefing and
argument for those cases.

During the second quarter of 2015, we established an accrual for the
estimated probable loss in the Kansas case. In the second quarter of
2016 the Kansas case settled, and we increased the accrual to the
amount of the settlement.

During the third quarter of 2016, we reached agreements in principle
to settle all of the 19 cases on appeal in the multidistrict independent
contractor litigation. We recognized a liability for the expected loss
(net of recognized insurance recovery) related to these cases and
certain other pending independent-contractor-related proceedings of
$204 million.

The Kansas case was remanded to the multidistrict litigation court,
and the other 19 cases remained at the Seventh Circuit; however,
approval proceedings were conducted primarily by the multidistrict
litigation court. Plaintiffs filed motions for preliminary approval
between June 15 and June 30, 2016, and on August 3 and 4, 2016, the
multidistrict litigation court issued orders indicating that it would grant
preliminary approval if the Seventh Circuit would remand the cases on
appeal for the purpose of entering approval orders. Upon the parties’
joint motion, the Seventh Circuit remanded the cases for this purpose
on August 10, 2016, and the multidistrict litigation court entered orders
preliminarily approving the settlements on August 17, 2016. Fairness
hearings were originally scheduled for January 23 and 24, 2017, but
were held on March 13 and 14, 2017. On March 15, 2017, the court
issued orders indicating that it would grant final approval of each
settlement if the Seventh Circuit remanded the cases on appeal for the
purpose of considering and granting final approval. In a series of orders
and judgments issued on April 29, May 1, and June 21, 2017, the court
granted final approval of all 20 settlements.

The multidistrict litigation court remanded the other eight certified
class actions back to the district courts where they were originally filed
because its summary judgment ruling did not completely dispose of all
of the claims in those lawsuits. Seven of these matters settled for
immaterial amounts and have received court approval.

The case in California was appealed to the Ninth Circuit Court of
Appeals, where the court reversed the district court decisions and held
that the plaintiffs in California were employees as a matter of law and
remanded the cases to the district court for further proceedings. In the
first quarter of 2015, we recognized an accrual for the then-estimated
probable loss in this case.

In June 2015, the parties in the California case reached an agreement
to settle the matter for $228 million, and in the fourth quarter of 2015
we increased the accrual to that amount. The court entered final
judgment on June 20, 2016, and two objectors to the settlement filed
appeals with the Ninth Circuit. One objector has settled with plaintiffs’
counsel, and the appeal by the second objector was briefed in the
fourth quarter of 2017. The court has indicated that it will schedule
argument on the objector’s appeal for the second quarter of 2018. The
settlement is not effective until all appeals have been resolved without
affecting the court’s approval of the settlement.

In addition, we are defending contractor-model cases that are not or
are no longer part of the multidistrict litigation. These cases are in
varying stages of litigation. We do not expect to incur a material loss
in these matters; however, it is reasonably possible that potential loss
in some of these lawsuits or changes to the independent contractor

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSstatus of FedEx Ground’s owner-operators could be material. In these
cases, we continue to evaluate what facts may arise in the course of
discovery and what legal rulings the courts may render and how these
facts and rulings might impact the loss. For a number of reasons, we
are not currently able to estimate a range of reasonably possible loss
in these cases. The number and identities of plaintiffs in these
lawsuits are uncertain, as they are dependent on how the class of
drivers is defined and how many individuals will qualify based on
whatever criteria may be established. In addition, the parties have
conducted only very limited discovery into damages in certain of these
cases, which could vary considerably from plaintiff to plaintiff and be
dependent on evidence pertaining to individual plaintiffs, which has
yet to be produced in the cases. Further, the range of potential loss
could be impacted substantially by future rulings by the court,
including on the merits of the claims, on FedEx Ground’s defenses,
and on evidentiary issues. As a consequence of these factors, as well
as others that are specific to these cases, we are not currently able to
estimate a range of reasonably possible loss. We do not believe that
a material loss is probable in these matters.

Adverse determinations in matters related to FedEx Ground’s
independent contractors could, among other things, entitle certain
owner-operators and their drivers to the reimbursement of certain
expenses and to the benefit of wage-and-hour laws and result in
employment and withholding tax and benefit liability for FedEx
Ground. We believe that FedEx Ground’s owner-operators are properly
classified as independent contractors and that FedEx Ground is not an
employer of the drivers of the company’s independent contractors.

CITY AND STATE OF NEW YORK CIGARETTE SUIT. The City of New
York and the State of New York filed two related lawsuits against
FedEx Ground in December 2013 and November 2014 arising from
FedEx Ground’s alleged shipments of cigarettes to New York residents
in contravention of several statutes, including the Racketeer
Influenced and Corrupt Organizations Act (“RICO”) and New York’s
Public Health Law, as well as common law nuisance claims. In April
2016, the two lawsuits were consolidated and will now proceed as
one lawsuit. The first-filed lawsuit alleges that FedEx Ground provided
delivery services on behalf of four shippers, and the second-filed
lawsuit alleges that FedEx Ground provided delivery services on
behalf of six additional shippers; none of these shippers continue
to ship in our network. Following motions to dismiss filed in both
lawsuits, some of the claims were dismissed entirely or limited. In the
first-filed lawsuit, the New York Public Health Law and common law
nuisance claims were dismissed and the plaintiffs voluntarily
dismissed another claim. In the second-filed lawsuit, the common law
nuisance claim has been dismissed entirely and the New York Public
Health Law claim has been limited to claims arising after September
27, 2013, when an amendment to that law provided enforcement
authority to the City of New York and State of New York. Other
claims, including the RICO claims, remain in both lawsuits. The
likelihood of loss is reasonably possible, but the amount of loss
cannot be estimated at this stage of the litigation and we expect the
amount of any loss to be immaterial.

On July 10, 2017, the City of New York and the State of New York
filed a third lawsuit against FedEx Ground and included FedEx Freight
as a co-defendant. This new case identifies no shippers or shipments,

but generally alleges violations of the same laws that are the subject
of the other two lawsuits. The amount or reasonable range of loss, if
any, cannot be estimated at this stage of the lawsuit.

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 September 9, 2016, FedEx Supply Chain received a written
offer from several District Attorneys’ Offices in California to settle
a civil action that the District Attorneys intend to file against FedEx
Supply Chain for alleged violations of the state’s hazardous waste
regulations. Specifically, the District Attorneys’ Offices allege FedEx
Supply Chain unlawfully disposed of hazardous waste at one of its
California facilities and caused the illegal transportation and
disposal of hazardous waste from the retail stores of a FedEx Supply
Chain customer at this same facility. The District Attorneys allege
these violations began in 2006 and continued until the facility
closed in the spring of 2015. We believe an immaterial loss in this
matter is probable. The District Attorneys are also investigating
FedEx Supply Chain’s hazardous waste activities at eight additional
facilities within California. We will pursue all available remedies
against the sellers of GENCO to recover any losses in these matters.

OTHER MATTERS. During the third quarter of 2017, FedEx Trade
Networks informed U.S. Customs and Border Protection that in
connection with certain customs entries it may have made improper
claims for (i) reduced-duty treatment and (ii) duty-free treatment.
Loss in these matters is probable, and in the fourth quarter of 2017
we established accruals totaling $39.3 million for the currently
estimated probable loss for these matters. FedEx Trade Networks is
continuing to review these matters, however, and a material loss is
reasonably possible.

FedEx and its subsidiaries are subject to other legal proceedings
that arise in the ordinary course of business, including certain
lawsuits containing various class-action allegations of wage-and-
hour violations in which plaintiffs claim, among other things, that
they were forced to work “off the clock,” were not paid overtime or
were not provided work breaks or other benefits. 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.

NOTE 19: RELATED PARTY
TRANSACTIONS

Our Chairman and Chief Executive Officer, Frederick W. Smith,
currently holds an approximate 10% ownership interest in the
National Football League Washington Redskins professional football
team and is a member of its board of directors. FedEx has a multi-year
naming rights agreement with Washington Football, Inc. granting
us certain marketing rights, including the right to name the stadium
where the team plays and other events are held “FedExField.”

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSNOTE 20: SUMMARY OF QUARTERLY OPERATING RESULTS (UNAUDITED)

(in millions, except per share amounts)
2017(1)
Revenues
Operating income
Net income
Basic earnings per common share(2)
Diluted earnings per common share(2)

First
Quarter

$ 14,663
1,264
715
2.69
2.65

Second
Quarter

$ 14,931
1,167
700
2.63
2.59

Third
Quarter

$ 14,997
1,025
562
2.11
2.07

Fourth
Quarter

$ 15,728
1,581
1,020
3.81
3.75

2016(3)
Revenues
Operating income (loss)
Net income (loss)
Basic earnings (loss) per common share(2)
Diluted earnings (loss) per common share(2)
(1) The fourth quarter, third quarter, second quarter, and first quarter of 2017 include $124 million, $78 million, $58 million and $68 million, respectively, of TNT Express integration expenses and
restructuring charges, and $20 million, $16 million, $10 million and $28 million, respectively, of increased intangible asset amortization as a result of the TNT Express acquisition. The fourth
quarter of 2017 includes $39 million of charges for legal reserves related to certain pending CBP matters involving FedEx Trade Networks, $22 million of charges in connection with the
settlement of and certain expected losses relating to independent contractor litigation matters at FedEx Ground and $24 million related to the retirement plans MTM gain.

$ 12,453
1,137
691
2.47
2.44

$ 12,654
864
507
1.86
1.84

$ 12,279
1,144
692
2.45
2.42

$ 12,979
(68)
(70)
(0.26)
(0.26)

(2) The sum of the quarterly earnings per share may not equal annual amounts due to differences in the weighted-average number of shares outstanding during the respective periods.
(3) The fourth quarter of 2016 includes a $1.5 billion retirement plans MTM loss and TNT Express transaction, financing and integration-planning expenses and immaterial financial results from the
time of acquisition totaling $79 million. In addition, the fourth quarter of 2016 includes a $76 million favorable tax impact from an internal corporate legal entity restructuring to facilitate the
integration of FedEx Express and TNT Express and $11 million of expenses related to independent contractor litigation matters at FedEx Ground. The third quarter of 2016 includes provisions
related to independent contractor litigation matters at FedEx Ground for $204 million and expenses related to the settlement of a CBP notice of action in the amount of $69 million (in each case,
net of recognized immaterial insurance recovery), as well as TNT Express transaction, financing and integration-planning expenses of $25 million. The second quarter of 2016 includes provisions
related to independent contractor litigation matters at FedEx Ground for $41 million and $19 million of TNT Express transaction, financing and integration-planning expenses.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 21: CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

We are required to present condensed consolidating financial information in order for the subsidiary guarantors of our public debt to continue
to be exempt from reporting under the Securities Exchange Act of 1934, as amended.

The guarantor subsidiaries, which are 100% owned by FedEx, guarantee $14.8 billion of our public debt. The guarantees are full and
unconditional and joint and several. Our guarantor subsidiaries were not determined using geographic, service line or other similar
criteria, and as a result, the “Guarantor Subsidiaries” and “Non-guarantor Subsidiaries” columns each include portions of our domestic
and international operations. Accordingly, this basis of presentation is not intended to present our financial condition, results of operations
or cash flows for any purpose other than to comply with the specific requirements for subsidiary guarantor reporting.

Condensed consolidating financial statements for our guarantor subsidiaries and non-guarantor subsidiaries are presented in the following
tables (in millions):

Condensed Consolidating Balance Sheets

Assets
Current Assets
Cash and cash equivalents
Receivables, less allowances
Spare parts, supplies, fuel, prepaid expenses

and other, less allowances

Total current assets
Property and Equipment, at Cost
Less accumulated depreciation and amortization
Net property and equipment
Intercompany Receivable
Goodwill
Investment in Subsidiaries
Other Assets

Parent

Guarantor
Subsidiaries

Non-guarantor
Subsidiaries

Eliminations

Consolidated

May 31, 2017

$ 1,884
3

25
1,912
22
18
4
1,521
–
27,712
3,494
$ 34,643

$ –
72
10
991
1,073
14,641
–

–
2,856
2,856
16,073
$ 34,643

$ 325
4,729

787
5,841
47,201
23,211
23,990
2,607
1,571
2,636
1,271
$ 37,916

$ 9
1,335
1,411
1,522
4,277
244
–

5,472
3,448
8,920
24,475
$ 37,916

$ 1,807
2,928

248
4,983
3,403
1,416
1,987
–
5,583
–
1,249
$ 13,802

$ 13
507
1,439
717
2,676
24
4,128

238
863
1,101
5,873
$ 13,802

$ (47)
(61)

–
(108)
–
–
–
(4,128)
–
(30,348)
(3,225)
$ (37,809)

$ –
–
(108)
–
(108)
–
(4,128)

(3,225)
–
(3,225)
(30,348)
$ (37,809)

$ 3,969
7,599

1,060
12,628
50,626
24,645
25,981
–
7,154
–
2,789
$ 48,552

$ 22
1,914
2,752
3,230
7,918
14,909
–

2,485
7,167
9,652
16,073
$ 48,552

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Condensed Consolidating Balance Sheets

Assets
Current Assets
Cash and cash equivalents
Receivables, less allowances
Spare parts, supplies, fuel, prepaid expenses

and other, less allowances

Total current assets
Property and Equipment, at Cost
Less accumulated depreciation and amortization
Net property and equipment
Intercompany Receivable
Goodwill
Investment in Subsidiaries
Other Assets

Parent

Guarantor
Subsidiaries

Non-guarantor
Subsidiaries

Eliminations

Consolidated

May 31, 2016

$ 1,974
1

233
2,208
22
17
5
2,437
–
24,766
3,359
$ 32,775

$ –
54
8
883
945
13,451
–

–
4,595
4,595
13,784
$ 32,775

$ 326
4,461

724
5,511
43,760
21,566
22,194
1,284
1,571
3,697
967
$ 35,224

$ 13
1,377
1,501
1,411
4,302
245
–

4,436
3,375
7,811
22,866
$ 35,224

$ 1,277
2,831

246
4,354
3,236
1,151
2,085
–
5,176
–
1,851
$ 13,466

$ 16
541
1,519
769
2,845
37
3,721

369
897
1,266
5,597
$ 13,466

$ (43)
(41)

–
(84)
–
–
–
(3,721)
–
(28,463)
(3,238)
$ (35,506)

$ –
–
(84)
–
(84)
–
(3,721)

(3,238)
–
(3,238)
(28,463)
$ (35,506)

$ 3,534
7,252

1,203
11,989
47,018
22,734
24,284
–
6,747
–
2,939
$ 45,959

$ 29
1,972
2,944
3,063
8,008
13,733
–

1,567
8,867
10,434
13,784
$ 45,959

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Condensed Consolidating Statements of Comprehensive Income

Revenues
Operating Expenses:
Salaries and employee benefits
Purchased transportation
Rentals and landing fees
Depreciation and amortization
Fuel
Maintenance and repairs
Retirement plans mark-to-market adjustment
Intercompany charges, net
Other

Operating Income
Other Income (Expense):
Equity in earnings of subsidiaries
Interest, net
Intercompany charges, net
Other, net
Income Before Income Taxes
Provision for income taxes
Net Income
Comprehensive Income

Year Ended May 31, 2017

Parent
$ –

Guarantor
Subsidiaries
$ 44,823

Non-guarantor
Subsidiaries
$ 15,798

Eliminations
$ (302)

Consolidated
$ 60,319

123
–
5
1
–
1
–
(434)
304
–
–

2,997
(507)
508
(1)
2,997
–
$ 2,997
$ 2,922

16,696
8,260
2,517
2,538
2,476
2,086
(75)
182
5,734
40,414
4,409

68
27
(296)
(134)
4,074
1,439
$ 2,635
$ 2,580

4,723
5,495
724
456
297
287
51
252
2,885
15,170
628

–
1
(212)
156
573
143
$ 430
$ 314

–
(125)
(6)
–
–
–
–
–
(171)
(302)
–

(3,065)
–
–
–
(3,065)
–
$ (3,065)
$ (3,065)

21,542
13,630
3,240
2,995
2,773
2,374
(24)
–
8,752
55,282
5,037

–
(479)
–
21
4,579
1,582
$ 2,997
$ 2,751

Condensed Consolidating Statements of Comprehensive Income

Year Ended May 31, 2016

Parent
$ –

Guarantor
Subsidiaries
$ 42,143

Non-guarantor
Subsidiaries
$ 8,547

Eliminations
$ (325)

Consolidated
$ 50,365

119
–
5
1
–
1
–
(645)
519
–
–

1,820
(355)
369
(14)
1,820
–
$ 1,820
$ 1,746

15,880
7,380
2,484
2,399
2,324
1,954
1,414
425
5,274
39,534
2,609

279
27
(354)
(14)
2,547
818
$ 1,729
$ 1,704

2,582
2,720
371
231
75
153
84
220
1,643
8,079
468

–
13
(15)
6
472
102
$ 370
$ 128

–
(134)
(6)
–
–
–
–
–
(185)
(325)
–

(2,099)
–
–
–
(2,099)
–
$ (2,099)
$ (2,099)

18,581
9,966
2,854
2,631
2,399
2,108
1,498
–
7,251
47,288
3,077

–
(315)
–
(22)
2,740
920
$ 1,820
$ 1,479

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Condensed Consolidating Statements of Comprehensive Income

Revenues
Operating Expenses:
Salaries and employee benefits
Purchased transportation
Rentals and landing fees
Depreciation and amortization
Fuel
Maintenance and repairs
Impairment and other charges
Retirement plans mark-to-market adjustment
Intercompany charges, net
Other

Year Ended May 31, 2015

Parent
$ –

Guarantor
Subsidiaries
$ 39,420

Non-guarantor
Subsidiaries
$ 8,414

Eliminations
$ (381)

Consolidated
$ 47,453

106
–
5
1
–
1
–
–
(450)
337
–
–

1,050
(247)
253
(6)
1,050
–
$ 1,050
$ 1,053

14,626
5,802
2,322
2,370
3,632
1,949
276
2,075
117
4,946
38,115
1,305

337
23
(265)
(32)
1,368
390
$ 978
$ 929

2,378
2,878
360
240
88
149
–
115
333
1,311
7,852
562

–
3
12
19
596
187
$ 409
$ 121

–
(197)
(5)
–
–
–
–
–
–
(179)
(381)
–

(1,387)
–
–
–
(1,387)
–
$ (1,387)
$ (1,387)

17,110
8,483
2,682
2,611
3,720
2,099
276
2,190
–
6,415
45,586
1,867

–
(221)
–
(19)
1,627
577
$ 1,050
$ 716

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSCondensed Consolidating Statements of Cash Flows

Cash provided by (used in) operating activities
Investing activities
Capital expenditures
Proceeds from asset dispositions and other
Cash (used in) provided by investing activities
Financing activities
Net transfers from (to) Parent
Payment on loan between subsidiaries
Intercompany dividends
Principal payments on debt
Proceeds from debt issuance
Proceeds from stock issuances
Dividends paid
Purchase of treasury stock
Other, net
Cash provided by (used in) financing activities
Effect of exchange rate changes on cash
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period

Year Ended May 31, 2017

Parent
$ (1,155)

Guarantor
Subsidiaries
$ 5,254

Non-guarantor
Subsidiaries
$ 835

Eliminations
$ (4)

Consolidated
$ 4,930

—
34
34

421
41
—
—
1,190
337
(426)
(509)
(12)
1,042
(11)
(90)
1,974
$ 1,884

(4,694)
25
(4,669)

(518)
(15)
1
(55)
–
–
–
–
(13)
(600)
14
(1)
326
$ 325

(422)
76
(346)

97
(26)
(1)
(27)
–
–
–
–
43
86
(45)
530
1,277
$ 1,807

–
–
–

–
–
–
–
–
–
–
–
–
–
–
(4)
(43)
$ (47)

(5,116)
135
(4,981)

–
–
–
(82)
1,190
337
(426)
(509)
18
528
(42)
435
3,534
$ 3,969

Condensed Consolidating Statements of Cash Flows

Cash provided by (used in) operating activities
Investing activities
Capital expenditures
Business acquisitions, net of cash acquired
Proceeds from asset dispositions and other
Cash used in investing activities
Financing activities
Net transfers from (to) Parent
Payment on loan between subsidiaries
Intercompany dividends
Principal payments on debt
Proceeds from debt issuance
Proceeds from stock issuances
Dividends paid
Purchase of treasury stock
Other, net
Cash provided by (used in) financing activities
Effect of exchange rate changes on cash
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period

Year Ended May 31, 2016

Parent
$ (831)

Guarantor
Subsidiaries
$ 5,932

Non-guarantor
Subsidiaries
$ 572

Eliminations
$ 35

Consolidated
$ 5,708

–
–
(55)
(55)

1,629
(4,805)
–
–
6,519
183
(277)
(2,722)
(51)
476
1
(409)
2,383
$ 1,974

(4,617)
–
33
(4,584)

(1,549)
109
20
(19)
–
–
–
–
(48)
(1,487)
(22)
(161)
487
$ 326

(201)
(4,618)
12
(4,807)

(80)
4,696
(20)
(22)
–
–
–
–
48
4,622
(81)
306
971
$ 1,277

–
–
–
–

–
–
–
–
–
–
–
–
–
–
–
35
(78)
$ (43)

(4,818)
(4,618)
(10)
(9,446)

–
–
–
(41)
6,519
183
(277)
(2,722)
(51)
3,611
(102)
(229)
3,763
$ 3,534

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Condensed Consolidating Statements of Cash Flows

Cash provided by (used in) operating activities
Investing activities
Capital expenditures
Business acquisitions, net of cash acquired
Proceeds from asset dispositions and other
Cash used in investing activities
Financing activities
Net transfers from (to) Parent
Payment on loan between subsidiaries
Intercompany dividends
Principal payments on debt
Proceeds from debt issuance
Proceeds from stock issuances
Dividends paid
Purchase of treasury stock
Other, net
Cash provided by (used in) financing activities
Effect of exchange rate changes on cash
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period

Parent
$ (727 )

(1)
(1,429 )
–
(1,430)

1,431
–
–
–
2,491
320
(227)
(1,254)
24
2,785
(1 )
627
1,756
$ 2,383

Year Ended May 31, 2015

Guarantor
Subsidiaries
$ 5,446

Non-guarantor
Subsidiaries
$ 575

Eliminations
$ 72

Consolidated
$ 5,366

(4,139)
–
42
(4,097)

(1,502)
267
68
(1)
–
–
–
–
(105)
(1,273)
(30)
46
441
$ 487

(207)
–
(18 )
(225)

71
(267)
(68)
(4)
–
–
–
–
105
(163)
(77 )
110
861
$ 971

–
–
–
–

–
–
–
–
–
–
–
–
–
–
–
72
(150)
$ (78)

(4,347)
(1,429)
24
(5,752)

–
–
–
(5)
2,491
320
(227)
(1,254)
24
1,349
(108)
855
2,908
$ 3,763

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders
FedEx Corporation

We have audited the accompanying consolidated balance sheets of FedEx Corporation as of May 31, 2017 and 2016, and the related consolidated
statements of income, comprehensive income, changes in stockholders’ investment and cash flows for each of the three years in the period ended
May 31, 2017. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of FedEx
Corporation at May 31, 2017 and 2016, and the consolidated results of its operations and its cash flows for each of the three years in the period
ended May 31, 2017, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), FedEx Corporation’s
internal control over financial reporting as of May 31, 2017, based on criteria established in Internal Control-Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated July 17, 2017 expressed an
unqualified opinion thereon.

Memphis, Tennessee
July 17, 2017

88
88

SELECTED FINANCIAL DATA

The following table sets forth (in millions, except per share amounts and other operating data) certain selected consolidated financial and
operating data for FedEx as of and for the five years ended May 31, 2017. This information should be read in conjunction with the Consolidated
Financial Statements, MD&A and other financial data appearing elsewhere in this Annual Report.

Operating Results
Revenues
Operating income
Income before income taxes
Net income

Per Share Data
Earnings per share:
Basic
Diluted
Average shares of common stock outstanding
Average common and common equivalent shares outstanding
Cash dividends declared

Financial Position
Property and equipment, net
Total assets(7)
Long-term debt, less current portion(7)
Common stockholders’ investment

2017(1)(2)(3)

2016(2)(4)

2015(2)(5)

2014(2)

2013(2)(6)

$ 60,319
5,037
4,579
2,997

$ 11.24
$ 11.07
266
270
$ 1.60

$ 25,981
48,552
14,909
16,073

$ 50,365
3,077
2,740
1,820

$ 6.59
$ 6.51
276
279
$ 1.00

$ 24,284
45,959
13,733
13,784

$ 47,453
1,867
1,627
1,050

$ 3.70
$ 3.65
283
287
$ 0.80

$ 20,875
36,469
7,187
14,993

$ 45,567
3,815
3,658
2,324

$ 44,287
4,434
4,338
2,716

$ 7.56
$ 7.48
307
310
$ 0.60

$ 19,550
33,032
4,698
15,277

$ 8.61
$ 8.55
315
317
$ 0.56

$ 18,484
33,545
2,717
17,398

Other Operating Data
647
FedEx Express aircraft fleet
(1) Results for 2017 include TNT Express integration expenses and restructuring charges of $327 million ($245 million, net of tax, or $0.91 per diluted share) and increased intangible asset amorti-

657

643

647

650

zation of $74 million ($57 million, net of tax, or $0.21 per diluted share) as a result of the TNT Express acquisition. These expenses are included in “Eliminations, corporate and other,” the FedEx
Express segment and the TNT Express segment.

(2) Results include mark-to-market gains of $24 million ($6 million, net of tax, or $0.02 per diluted share) in 2017 and $1.4 billion ($835 million, net of tax, or $2.63 per diluted share) in 2013 and

losses of $1.5 billion ($946 million, net of tax, or $3.39 per diluted share) in 2016, $2.2 billion ($1.4 billion, net of tax, or $4.81 per diluted share) in 2015 and $15 million ($9 million, net of tax, or
$0.03 per diluted share) in 2014. See Note 1 and Note 13 to the accompanying consolidated financial statements for additional information.

(3) Results for 2017 include charges for legal reserves related to certain pending CBP matters involving FedEx Trade Networks for $39 million ($24 million, net of tax, or $0.09 per diluted share)

and the settlement of and certain expected losses relating to independent contractor litigation matters at FedEx Ground in the amount of $22 million ($13 million, net of tax, or $0.05 per diluted
share). See Note 18 to the accompanying consolidated financial statements for additional information.

(4) Results for 2016 include provisions related to independent contractor litigation matters at FedEx Ground for $256 million, net of recognized immaterial insurance recovery ($158 million, net of
tax, or $0.57 per diluted share), and expenses related to the settlement of a CBP notice of action in the amount of $69 million, net of recognized immaterial insurance recovery ($43 million, net
of tax, or $0.15 per diluted share). Total transaction, financing and integration-planning expenses related to our TNT Express acquisition, as well as TNT Express’s immaterial financial results
from the time of acquisition, were $132 million ($125 million, net of tax, or $0.45 per diluted share) during 2016. In addition, 2016 results include a $76 million ($0.27 per diluted share)
favorable tax impact from an internal corporate legal entity restructuring to facilitate the integration of FedEx Express and TNT Express.

(5) Results for 2015 include impairment and related charges of $276 million ($175 million, net of tax, or $0.61 per diluted share) resulting from the decision to permanently retire and adjust the
retirement schedule of certain aircraft and related engines. See Note 1 to the accompanying consolidated financial statements. Additionally, results for 2015 include a charge of $197 million
($133 million, net of tax, or $0.46 per diluted share) in the fourth quarter to increase the legal reserve associated with the settlement of a legal matter at FedEx Ground to the amount of the
settlement. See Note 18 to the accompanying consolidated financial statements for additional information.

(6) Results for 2013 include $560 million ($353 million, net of tax, or $1.11 per diluted share) of business realignment costs and a $100 million ($63 million, net of tax, or $0.20 per diluted share)

impairment charge resulting from the decision to retire 10 aircraft and related engines at FedEx Express.

(7) Includes adjustments in 2013 through 2016 related to our adoption of an accounting standard that requires us to classify debt issuance costs related to a recognized debt liability as a direct

deduction from the carrying amount of that debt liability, rather than as an asset.

89
89

FEDEX CORPORATIONBOARD OF DIRECTORS

James L. Barksdale(3*)(4)
Chairman and President
Barksdale Management Corporation
Investment management company

John A. Edwardson(1*)
Former Chairman and Chief Executive Officer
CDW Corporation
Technology products and services company

Marvin R. Ellison(2)(3)(4)
Chairman and Chief Executive Officer
J. C. Penney Company, Inc.
Apparel and home furnishings retailer

John C. (“Chris”) Inglis(2)(3)(4)
Professor
U.S. Naval Academy

Kimberly A. Jabal(1)(3)
Chief Financial Officer
Weebly, Inc.
Small business software company

Shirley Ann Jackson(1)(2)(4)
President
Rensselaer Polytechnic Institute
Technological research university

(1) Audit Committee
(2) Compensation Committee
(3) Information Technology Oversight Committee
(4) Nominating & Governance Committee
(5) Lead Independent Director
* Committee Chair

R. Brad Martin(1)(4)
Chairman
RBM Venture Company
Private investment company

Joshua Cooper Ramo(1)(3)
Vice Chairman, Co-Chief Executive Officer
Kissinger Associates, Inc.
Strategic advisory firm

Susan C. Schwab(2)(3)
Professor
University of Maryland
School of Public Policy

Frederick W. Smith
Chairman and Chief Executive Officer
FedEx Corporation

David P. Steiner(4*)(5)
Former Chief Executive Officer
Waste Management, Inc.
Integrated waste management services company

Paul S. Walsh(2*)
Chairman
Compass Group PLC
Food service and support services company

FEDEX CORPORATIONEXECUTIVE OFFICERS AND SENIOR MANAGEMENT

FedEx Corporation
Frederick W. Smith
Chairman and Chief Executive Officer

David J. Bronczek
President and Chief Operating Officer

Christine P. Richards
Executive Vice President, General Counsel and Secretary

Donald F. Colleran
Executive Vice President, Chief Sales Officer

Alan B. Graf, Jr.
Executive Vice President and Chief Financial Officer

Rajesh Subramaniam
Executive Vice President, Chief Marketing and Communications Officer

Robert B. Carter
Executive Vice President,
FedEx Information Services and Chief Information Officer

John L. Merino
Corporate Vice President and Principal Accounting Officer

FedEx Express Group
David L. Cunningham, Jr.
President and Chief Executive Officer
FedEx Express

FedEx Ground Segment
Henry J. Maier
President and Chief Executive Officer
FedEx Ground

Elise L. Jordan
Executive Vice President and Chief Financial Officer
FedEx Express

Ward B. Strang
Executive Vice President and Chief Operating Officer
FedEx Ground

Gregory F. Hall
Executive Vice President, Air Operations
FedEx Express

Michael K. Pigors
Regional President and Executive Vice President,
U.S. Domestic and U.S. International
FedEx Express

David Binks
Regional President, Europe and
Chief Executive Officer, TNT Express
FedEx Express

Richard W. Smith
President and Chief Executive Officer
FedEx Trade Networks

FedEx Freight Segment
Michael L. Ducker
President and Chief Executive Officer
FedEx Freight

Virginia C. Addicott
President and Chief Executive Officer
FedEx Custom Critical

Arthur F. Smuck III
President and Chief Executive Officer
FedEx Supply Chain

FedEx Services Segment
Brian D. Philips
President and Chief Executive Officer
FedEx Office

FEDEX CORPORATIONCORPORATE INFORMATION

FEDEX CORPORATION: 942 South Shady Grove Road, Memphis,
Tennessee 38120, (901) 818-7500, fedex.com

ANNUAL MEETING OF SHAREOWNERS: Monday, September 25, 2017,
8:00 a.m. local time, FedEx Express World Headquarters, 3670 Hacks
Cross Road, Building G, Memphis, Tennessee 38125.

STOCK LISTING: FedEx Corporation’s common stock is listed on the
New York Stock Exchange under the ticker symbol FDX.

SHAREOWNERS: As of July 13, 2017, there were 12,218
shareowners of record.

MARKET INFORMATION: Following are high and low sale prices and
cash dividends paid, by quarter, for FedEx Corporation’s common stock
in 2017 and 2016:

First
Quarter

Second
Quarter

Third
Quarter

Fourth
Quarter

FY2017
High
Low
Dividend
FY2016
High
Low
Dividend

$ 169.57
145.00
0.40

$ 185.19
130.01
0.25

$ 192.58
158.20
0.40

$ 164.94
140.01
0.25

$ 201.57
183.87
0.40

$ 160.67
119.71
0.25

$ 199.17
182.89
0.40

$ 169.30
137.30
0.25

FINANCIAL INFORMATION: Copies of FedEx Corporation’s Annual
Report on Form 10-K, other documents filed with or furnished to the
Securities and Exchange Commission (SEC) and other financial and
statistical information are available through the Investor Relations
page of our website at http://investors.fedex.com. The information we
post on our Investor Relations website could be deemed to be material
information. We encourage investors, the media and others interested
in FedEx to visit this website from time to time, as information is
updated and new information is posted. Company documents filed
with or furnished to the SEC can also be found on the SEC’s website
at www.sec.gov. You will be mailed a copy of the Form 10-K upon
request to: FedEx Corporation Investor Relations, 942 South Shady
Grove Road, Memphis, Tennessee 38120, (901) 818-7200,
e-mail: ir@fedex.com.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM:
Ernst & Young LLP, Memphis, Tennessee

CUSTOMER SERVICE: Call 1-800-Go-FedEx or visit fedex.com.

MEDIA INQUIRIES: Jess Bunn, Manager, Investor Relations, FedEx
Corporation, 942 South Shady Grove Road, Memphis, Tennessee 38120,
(901) 818-7463, e-mail: mediarelations@fedex.com

SHAREOWNER ACCOUNT SERVICES: Computershare,
PO BOX 505000, Louisville, Kentucky 40233-5000, (800) 446-2617,
www.computershare.com

DIRECT STOCK PURCHASE AND DIVIDEND REINVESTMENT: For
information on the direct stock purchase and dividend reinvestment
plan for FedEx Corporation common stock, call Computershare at
(800) 446-2617 or visit their direct stock purchase plan website at
www.computershare.com. This plan provides an alternative to
traditional retail brokerage methods of purchasing, holding and
selling FedEx common stock. This plan also permits shareowners to
automatically reinvest their dividends to purchase additional shares
of FedEx common stock.

INVESTOR RELATIONS: Mickey Foster, Vice President, Investor
Relations, FedEx Corporation, 942 South Shady Grove Road, Memphis,
Tennessee 38120, (901) 818-7200, e-mail: ir@fedex.com

EQUAL EMPLOYMENT OPPORTUNITY: Our greatest asset is our
people. We are committed to providing a workplace where our
employees and contractors feel respected, satisfied and appreciated.
Our policies are designed to promote fairness and respect for
everyone. We hire, evaluate and promote employees, and engage
contractors, based on their skills and performance. With this in mind,
we will not tolerate certain behaviors. These include harassment,
retaliation, violence, intimidation and discrimination of any kind
involving race, color, religion, national origin, gender, sexual
orientation, gender identity, gender expression, age, disability,
veteran status or any other characteristic protected by federal,
state or local law.

For more detail on the information in this report,
visit http://investors.fedex.com.

Our latest Global Citizenship Report is available
at http://csr.fedex.com.

In line with FedEx’s commitment to sustainability, our Annual Report was produced using
environmentally and socially responsible procurement and manufacturing practices to ensure
a minimized environmental impact. This report was printed at EarthColor on FSC® certified
paper containing 10% recycled PCW fiber. Printing plant utilized 100% renewable wind power
(RECs) and lean manufacturing principles, including green chemistry principles, the recycling of
residual materials as well as the use of low VOC inks and coatings. In addition, carbon and VOC
reduction strategies were employed to destroy residual VOCs via bio-oxidation. Carbon offsets
were purchased where carbon could not be eliminated rendering this report carbon-balanced.

> 138 trees preserved for the future

> 62 million BTUs of energy conserved

> 5,994 kWh of electricity offset

> 11,950 pounds of greenhouse gas reduced

> 64,810 gallons of water waste eliminated

> 4,339 pounds of solid waste eliminated

Sources: Environmental impact estimates were made using the Environmental Paper Network
Paper Calculator and the U.S. EPA ‘s power profiler.

.
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S

FEDEX CORPORATION

FY17 WAS A YEAR OF PLUSES

$60 billion

in revenue

14 B767F aircraft

added, replacing less
efficient airplanes

64 countries

with integrated
FedEx and TNT
operations

$5 billion

record operating
profit

10 million

square feet of
FedEx Ground facility
space added for the
FY17 peak season

5%increase

in FedEx Ground
revenue per package

CNG can be used
in place of diesel,
burns more cleanly,
and helps diversify
our fuel supply.

FEDEX FREIGHT LAUNCHES NEW CNG FLEET

CNG is a simple concept. It’s made

by compressing natural gas to less
than 1 percent of its normal volume.
We’re excited about adding 100 CNG

tractors to our fleet because CNG
can be used in place of diesel but is
generally cleaner and helps diversify
the fuel supply.

Why CNG?
> It’s cleaner. CNG burns more cleanly
than diesel fuel, producing lower
CO2 emissions.

> It’s homegrown. Almost all natural
gas used in the U.S. is produced
domestically.

> It can be renewable. Some natural

gas is generated by landfills.

F
E
D
E
X

C
O
R
P
O
R
A
T
I

O
N

A
N
N
U
A
L

R
E
P
O
R
T

2
0
1
7

FedEx Annual Report 2017

investment + integration + innovation

ADDS UP TO ACCELERATED PERFORMANCE

INVESTING IN A BETTER WORLD

GOAL
30%

reduction in aircraft
emissions intensity
from a 2005
baseline by 2020

PROGRESS

22%

reduction in
aircraft emissions
intensity from a
2005 baseline

GOAL
30%

of jet fuel obtained
from alternative
sources by 2030

PROGRESS

2019

is the anticipated
first delivery of
commercially
viable and available
alternative fuels

GOAL
50%

increase in FedEx
Express vehicle
fuel efficiency from
a 2005 baseline
by 2025

PROGRESS

35%

GOAL

Expand on-site
energy generation
and continue to
procure renewable
energy for facilities

PROGRESS

improvement from
a 2005 baseline

on-site solar
installations

GOAL $200

million investment
in 200 communities
around the world
by 2020

PROGRESS

$46.21

million investment
in 97 communities

*To learn more, read the 2017 Global Citizenship Report at csr.fedex.com

FEDEX CORPORATION

942 South Shady Grove Road
Memphis, TN 38120
fedex.com