GENERAL



The following Management's Discussion and Analysis of Results of Operations and
Financial Condition ("MD&A") describes the principal factors affecting the
results of operations, liquidity, capital resources, contractual cash
obligations and critical accounting estimates of FedEx Corporation ("FedEx").
This discussion should be read in conjunction with the accompanying quarterly
unaudited condensed consolidated financial statements and our Annual Report on
Form 10-K for the year ended May 31, 2019 ("Annual Report"). Our Annual Report
includes additional information about our significant accounting policies,
practices and the transactions that underlie our financial results, as well as a
detailed discussion of the most significant risks and uncertainties associated
with our financial condition and operating results.

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"), including TNT
Express B.V. ("TNT Express"), the world's largest express transportation
company; FedEx Ground Package System, Inc. ("FedEx Ground"), a leading North
American provider of small-package ground delivery services; and FedEx Freight
Corporation ("FedEx Freight"), a leading North American provider of
less-than-truckload ("LTL") freight transportation services. These companies
represent our major service lines and, along with FedEx Corporate Services, Inc.
("FedEx Services"), constitute 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 operating segments.
See "Reportable Segments" for further discussion. Additional information on our
businesses can be found in our Annual Report.

As discussed in our Annual Report, as of June 1, 2019 the results of the FedEx
Office and Print Services, Inc. ("FedEx Office") operating segment are included
in "Corporate, other and eliminations." This change was made to reflect our
internal management reporting structure. Prior year amounts have been revised to
conform to the current year presentation.

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 hundredweight 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, and we expect these operating expenses to fluctuate on a year-over-year
basis consistent with changes in revenue and volumes. Therefore, the discussion
of operating expense captions focuses on the key drivers and trends impacting
expenses other than those factors strictly related to changes in revenue and
volumes. The line item "Other operating expense" includes costs associated with
outside service contracts (such as facility services and cargo handling,
temporary labor and security), insurance, professional fees and uniforms.

Except as otherwise specified, references to years indicate our fiscal year
ending May 31, 2020 or ended May 31 of the year referenced and comparisons are
to the corresponding period of the prior year. References to our transportation
segments include, collectively, the FedEx Express segment, the FedEx Ground
segment and the FedEx Freight segment.

                                     - 33 -

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RESULTS OF OPERATIONS

CONSOLIDATED RESULTS

The following tables compare summary operating results and changes in revenue
and operating income (dollars in millions, except per share amounts) for the
periods ended February 29, 2020 and February 28, 2019:



                                      Three Months Ended         Percent           Nine Months Ended         Percent
                                       2020          2019        Change            2020          2019        Change
Revenue                             $   17,487     $ 17,010             3        $  51,859     $ 51,886             -
Operating income (loss):
FedEx Express segment                      137          389           (65 )            658        1,407           (53 )
FedEx Ground segment                       355          586           (39 )          1,341        1,852           (28 )
FedEx Freight segment                      113           97            16              448          421             6

Corporate, other and eliminations (194 ) (161 ) (20 )


          (505 )       (530 )           5
Consolidated operating income              411          911           (55 )          1,942        3,150           (38 )
Operating margin:
FedEx Express segment                      1.5 %        4.3 %        (280 ) bp         2.4 %        5.1 %        (270 ) bp
FedEx Ground segment                       6.1 %       11.1 %        (500 ) bp         8.2 %       12.2 %        (400 ) bp
FedEx Freight segment                      6.5 %        5.5 %         100   bp         8.2 %        7.5 %          70   bp
Consolidated operating margin              2.4 %        5.4 %        (300 ) bp         3.7 %        6.1 %        (240 ) bp
Consolidated net income             $      315     $    739           (57 )      $   1,620     $  2,509           (35 )
Diluted earnings per share          $     1.20     $   2.80           (57 )      $    6.17     $   9.41           (34 )




                                                  Change in Revenue                  Change in Operating Income (Loss)
                                           Three Months         Nine Months       Three Months              Nine Months
                                              Ended                Ended             Ended                     Ended
FedEx Express segment                     $          (81 )     $        (878 )   $         (252 )       $              (749 )
FedEx Ground segment                                 584               1,137               (231 )                      (511 )
FedEx Freight segment                                (12 )              (140 )               16                          27
FedEx Services segment                                 2                  (2 )                -                           -
Corporate, other and eliminations                    (16 )              (144 )              (33 )                        25
                                          $          477       $         (27 )   $         (500 )       $            (1,208 )


Overview

Weaker global economic conditions, including the impact of the COVID-19
pandemic, negatively impacted our results in the third quarter and nine months
of 2020. The COVID-19 pandemic had a negative impact on the demand for our
services due to its disruption of global manufacturing, supply chains and
consumer spending during the third quarter of 2020. In addition, our results for
the third quarter and nine months of 2020 were negatively impacted by higher
self-insurance accruals, the loss of business from a large customer, increased
costs to expand services, the continued mix shift to lower-yielding services and
an increased competitive pricing environment. These factors were partially
offset by residential delivery volume growth at FedEx Ground and increased
yields at FedEx Freight. Our third quarter 2020 results were positively impacted
by approximately $100 million due to one additional operating weekday. The
year-over-year comparison of variable incentive compensation expense negatively
impacted our results by approximately $115 million in the third quarter of 2020,
but positively impacted our results by approximately $250 million in the nine
months of 2020. The year-over-year comparison of variable incentive compensation
expense was impacted by the elimination of our variable incentive compensation
payout in the third quarter of 2019 due to cost containment actions. During the
second quarter of 2020, we recorded asset impairment charges of $66 million ($50
million, net of tax, or $0.19 per diluted share) associated with the decision to
permanently retire certain aircraft and related engines at FedEx Express (see
"Asset Impairment Charges" below for more information).

Consolidated net income for the nine months of 2020 includes a tax benefit of
$133 million ($0.51 per diluted share) from the reduction of a valuation
allowance on certain foreign tax loss carryforwards. Consolidated net income for
the third quarter of 2019 included tax benefits of $90 million ($0.34 per
diluted share) from the reduction of a valuation allowance on certain tax loss
carryforwards. This was partially offset by tax expense of $50 million ($0.19
per diluted share) in the third quarter of 2019 related to a lower enacted tax
rate in the Netherlands applied to our deferred tax balances. See the "Income
Taxes" section below for more information.

                                     - 34 -

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We incurred TNT Express integration expenses totaling $72 million ($56 million,
net of tax, or $0.21 per diluted share) in the third quarter and $207 million
($161 million, net of tax, or $0.61 per diluted share) in the nine months of
2020, a $3 million increase from the third quarter and a $97 million decrease
from the nine months of 2019. The integration expenses are predominantly
incremental costs directly associated with the integration of TNT Express,
including professional and legal fees, salaries and employee benefits, travel
and advertising expenses, and include any restructuring charges at TNT Express.
Internal salaries and employee benefits are included only to the extent the
individuals are assigned full-time to integration activities. These costs were
incurred at FedEx Express and FedEx Corporate. The identification of these costs
as integration-related expenditures is subject to our disclosure controls and
procedures.

                                     - 35 -

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The following graphs for FedEx Express, FedEx Ground and FedEx Freight show selected volume trends (in thousands) over the five most recent quarters:


                               [[Image Removed]]

(1) International domestic average daily package volume relates to our

international intra-country operations. International export average daily

package volume relates to our international priority and economy services.

(2) International average daily freight pounds relates to our international


       priority, economy and airfreight services.


                                     - 36 -

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The following graphs for FedEx Express, FedEx Ground and FedEx Freight show selected yield trends over the five most recent quarters:


                               [[Image Removed]]

(1) International export revenue per package relates to our international

priority and economy services. International domestic revenue per package

relates to our international intra-country operations.

(2) International revenue per pound relates to our international priority,


       economy and airfreight services.


                                     - 37 -

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Revenue



Revenue increased 3% in the third quarter of 2020 primarily due to residential
delivery volume growth at FedEx Ground. Revenue decreased slightly in the nine
months of 2020 primarily due to the loss of business from a large customer and
the impact from macroeconomic weakness. In addition, one additional operating
weekday at all of our transportation segments positively impacted revenue in the
third quarter of 2020.

At FedEx Ground, revenue increased 11% in the third quarter and 7% in the nine
months of 2020 due to residential delivery volume growth, partially offset by
the loss of business from a large customer. Revenue at FedEx Express decreased
1% in the third quarter and 3% in the nine months of 2020 primarily due to the
loss of business from a large customer and lower freight revenue as a result of
macroeconomic weakness and trade uncertainty, as well as decreased international
export package yields. In addition, unfavorable exchange rates and lower fuel
surcharges negatively impacted revenue at FedEx Express in the nine months of
2020. These factors were partially offset by international export package volume
growth in both the third quarter and nine months of 2020. FedEx Freight revenue
decreased 1% in the third quarter and 2% in the nine months of 2020 due to
decreased average daily shipments, partially offset by higher revenue per
shipment.

Operating Expenses



The following tables compare operating expenses expressed as dollar amounts (in
millions) and as a percent of revenue for the periods ended February 29, 2020
and February 28, 2019:

                                   Three Months Ended         Percent          Nine Months Ended         Percent
                                    2020          2019        Change           2020          2019        Change
Operating expenses:
Salaries and employee benefits   $    6,382     $  6,069             5       $  18,704     $ 18,589             1
Purchased transportation              4,558        4,253             7          12,914       12,566             3
Rentals and landing fees                964          874            10           2,808        2,533            11
Depreciation and amortization           908          851             7           2,688        2,487             8
Fuel                                    879          907            (3 )         2,639        2,945           (10 )
Maintenance and repairs                 684          658             4           2,226        2,144             4
Asset impairment charges                  -            -             -              66            -            NM
Business realignment costs                -            4            NM               -            4            NM
Other                                 2,701        2,483             9           7,872        7,468             5
Total operating expenses             17,076       16,099             6          49,917       48,736             2
Operating income                 $      411     $    911           (55 )     $   1,942     $  3,150           (38 )




                                                   Percent of Revenue
                                    Three Months Ended             Nine Months Ended
                                   2020             2019          2020            2019
Operating expenses:
Salaries and employee benefits        36.5    %      35.7   %        36.1    %     35.8   %
Purchased transportation              26.1           25.0            24.9          24.2
Rentals and landing fees               5.5            5.1             5.4           4.9
Depreciation and amortization          5.2            5.0             5.2           4.8
Fuel                                   5.0            5.3             5.1           5.7
Maintenance and repairs                3.9            3.9             4.3           4.1
Asset impairment charges                 -              -             0.1             -
Business realignment costs               -              -               -             -
Other                                 15.4           14.6            15.2          14.4
Total operating expenses              97.6           94.6            96.3          93.9
Operating margin                       2.4    %       5.4   %         3.7    %      6.1   %


                                     - 38 -

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Our results declined in the third quarter and nine months of 2020 primarily due
to weaker global economic conditions, including the impact of the COVID-19
pandemic, higher self-insurance accruals, the loss of business from a large
customer and increased costs to expand services. In addition, continued mix
shift to lower-yielding services and an increased competitive pricing
environment negatively impacted our results during the third quarter and nine
months of 2020. These factors were partially offset by residential delivery
volume growth at FedEx Ground and increased yields at FedEx Freight in the third
quarter and nine months of 2020. Our results were also positively impacted by an
additional operating weekday at all of our transportation segments in the third
quarter of 2020. The year-over-year variable incentive compensation expense
negatively impacted operating income comparisons in the third quarter of 2020 as
discussed above; however, the operating income comparisons were benefited in the
nine months of 2020.

During the second quarter of 2020, we recorded asset impairment charges of $66
million ($50 million, net of tax, or $0.19 per diluted share) associated with
the decision to permanently retire certain aircraft and related engines at FedEx
Express (see "Asset Impairment Charges" below for more information).

The adoption of the new lease accounting standard during the first quarter of
2020 resulted in a reclassification from other operating expense to rentals and
landing fees expense of $45 million in the third quarter and $136 million in the
nine months of 2020 and maintenance and repairs expense to rentals and landing
fees expense of $11 million in the third quarter and $33 million in the nine
months of 2020. These amounts were reclassified in order to properly align the
lease and rental expenses to the appropriate line items in accordance with the
new standard and are excluded from the following year-over-year expense change
discussion.

Other operating expense increased 9% in the third quarter and 5% in the nine
months of 2020 primarily due to higher self-insurance accruals and higher
outside service contract expense, including costs associated with cloud
computing services. Purchased transportation costs increased 7% in the third
quarter and 3% in the nine months of 2020 primarily due to higher volumes and
increased contractor settlement rates at FedEx Ground, including expanding
residential delivery to seven days per week year-round. Depreciation and
amortization expense increased 8% in the nine months of 2020 primarily due to
continued strategic investment programs at all of our transportation segments.
Salaries and employee benefits expense increased 5% in the third quarter of 2020
primarily due to the year-over-year variable incentive compensation expense
comparison discussed above, higher staffing to support volume growth and merit
increases. Salaries and employee benefits expense increased 1% in the nine
months of 2020 primarily due to merit increases and higher staffing to support
volume growth, partially offset by lower variable incentive compensation
expense.

Fuel

The following graph for our transportation segments shows our average cost of jet and vehicle fuel per gallon for the five most recent quarters:


                               [[Image Removed]]

Fuel expense decreased 3% in the third quarter of 2020 primarily due to lower
usage. Fuel expense decreased 10% in the nine months of 2020 primarily due to
decreased fuel prices. Fuel prices represent only one component of the factors
we consider meaningful in understanding the impact of fuel on our business.
Consideration must also be given to the fuel surcharge revenue we collect.
Accordingly, we believe discussion of the net impact of fuel on our results,
which is a comparison of the year-over-year change in these two factors, is
important to understand the impact of fuel on our business. In order to provide
information about the impact of fuel surcharges on the trend in revenue and
yield growth, we have included the comparative weighted-average fuel surcharge
percentages in effect for the third quarters of 2020 and 2019 in the
accompanying discussion of each of our transportation segments.

                                     - 39 -

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Most of our 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. Some FedEx Express international fuel surcharges incorporate a timing
lag of approximately six to eight weeks.

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 70% 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 and preceding day, 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.

We routinely review our fuel surcharges. On March 2, 2020, we updated the tables
used to determine our fuel surcharges at all of our transportation segments. On
March 18, 2019, we updated the tables used to determine our fuel surcharges for
FedEx Express U.S. domestic services and at FedEx Ground. On September 10, 2018,
we updated the tables used to determine our fuel surcharges at FedEx Express and
FedEx Ground. The net impact of fuel on operating income described above and for
each segment below excludes the impact from these table changes.

The net impact of fuel had a slightly negative impact to operating income in the
third quarter and nine months of 2020 due to lower fuel surcharges, partially
offset by decreased fuel prices in the nine months of 2020.

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. In addition, our
purchased transportation expense may be impacted by fuel costs. 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.

Asset Impairment Charges



During the second quarter of 2020, we made the decision to permanently retire
from service 10 Airbus A310-300 aircraft and 12 related engines at FedEx Express
to align with the needs of the U.S. domestic network and modernize its aircraft
fleet. As a consequence of this decision, noncash impairment charges of $66
million ($50 million, net of tax, or $0.19 per diluted share) were recorded in
the FedEx Express segment in the second quarter. Seven of these aircraft were
temporarily idled.

Income Taxes

Our effective tax rate was 25.0% for the third quarter and 18.5% for the nine
months of 2020 compared with 20.6% for the third quarter and 21.8% for the nine
months of 2019. The tax rate for the nine months of 2020 includes a benefit of
$133 million from the reduction of a valuation allowance on certain foreign tax
loss carryforwards due to operational changes which impacted the determination
of the realizability of the deferred tax asset in that jurisdiction. The 2020
tax rates were negatively impacted by decreased earnings in certain non-U.S.
jurisdictions. The tax rates for the third quarter and nine months of 2019
included a benefit of $90 million from the reduction of a valuation allowance on
certain tax loss carryforwards, partially offset by an expense of $50 million
from the impact on our deferred taxes attributable to the enactment of a lower
tax rate in the Netherlands. The tax rate for the nine months of 2019 was also
favorably impacted by the Tax Cuts and Jobs Act ("TCJA"), which resulted in an
approximate $60 million tax benefit from accelerated deductions claimed on our
2018 tax return filed in 2019.

We are subject to taxation in the United States and various U.S. state, local
and foreign jurisdictions. We are currently under examination by the Internal
Revenue Service for the 2016 and 2017 tax years. It is reasonably possible that
certain income tax return proceedings will be completed during the next twelve
months and could result in a change in our balance of unrecognized tax benefits.
The impact of any changes is not expected to be material to our consolidated
financial statements.

                                     - 40 -

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Outlook



While we expect continued revenue growth at FedEx Ground during the fourth
quarter of 2020, we expect weaker global economic conditions to negatively
impact our results at FedEx Express and FedEx Freight. In addition, we
anticipate that higher operating costs at FedEx Ground from our expansion to
year-round seven-day residential delivery will negatively impact our results in
the fourth quarter of 2020.

We anticipate that weak global economic conditions will be exacerbated in the
fourth quarter of 2020 by the impacts of the COVID-19 pandemic, including the
disruption of manufacturing operations and supply chains around the world. While
the global economy may recover quickly from repercussions linked to the COVID-19
pandemic, we cannot currently predict if or when the economic recovery will
occur.

Our international operations are much more sensitive to changes in global trade
than our U.S. domestic operations because of the higher concentration of
business-to-business shipments internationally. The softer economic outlook will
continue to create an ongoing revenue shortfall from planned levels,
particularly in Europe and Asia Pacific. Furthermore, the cost of maintaining
two separate networks in Europe while we execute the TNT Express integration is
expected to compound the impact of the revenue shortfall on our near-term
results. We will continue to manage network capacity at FedEx Express by
reducing international flight hours in the fourth quarter of 2020 if global
economic conditions deteriorate further. However, if global airfreight demand
increases as the world recovers from the COVID-19 pandemic, we have the ability
to flex our network to meet the needs of our customers.

In the U.S. domestic package market, permanently expanding our FedEx Ground
network operations to seven days per week year-round, combined with volume
declines from the loss of a large customer, has created a near-term
cost-to-volume disparity. In addition, an increasingly competitive pricing
environment is expected to continue pressuring our margins. However, we expect
that our investments in our U.S. domestic package operations will ultimately
result in higher revenue and increased productivity that more than offsets the
implementation costs associated with these programs. We have made adjustments to
our FedEx Express U.S. domestic air network to better match capacity with demand
by accelerating retirement of certain aircraft in the second quarter of 2020. In
addition, we are focused on optimizing the cost of last-mile residential
deliveries by directing certain U.S. day-definite, residential FedEx Express
shipments into the FedEx Ground network beginning in March 2020. We expect
last-mile optimization will allow us to increase efficiency and lower our
cost-to-serve as e-commerce growth continues to impact our service mix. We also
are focused on improving revenue quality and lowering costs through investments
in technology aimed at improving productivity.

For the fourth quarter of 2020, we will continue to execute our TNT Express
integration plans and are focused on completing projects across our European hub
and station locations that will allow interoperability between the ground
networks for both FedEx Express and TNT Express packages. In addition, we
continue to focus on integrating the FedEx Express and TNT Express linehaul and
pickup-and-delivery operations for the key countries in Europe, which represent
a significant percentage of international revenue, workforces and facilities.
Integration activities in Europe are complex and require consultations with
works councils and employee representatives in a number of countries. By the end
of the fourth quarter 2020, we expect European ground network interoperability
to be substantially completed. The next key integration milestones include
completing the integration of the FedEx Express and TNT Express linehaul and
pickup-and-delivery operations and completing a single portfolio of services
during 2021. We expect to complete international air network interoperability
during the first half of 2022. We expect synergies from the combined FedEx
Express/TNT Express network will accelerate during 2021 once the linehaul and
pickup-and-delivery networks are optimized, and expect synergy realization to
increase significantly after international air network interoperability is
completed.

We expect to incur approximately $100 million of integration expenses in the
fourth quarter of 2020 in the form of professional fees, outside service
contracts, salaries and wages and other operating expense. We expect the
aggregate integration program expenses, including restructuring charges at TNT
Express, to be approximately $1.7 billion through 2021, and we may incur
additional costs, including investments that will further transform and optimize
the combined businesses. The timing and amount of integration expenses and
capital investments in any future period may change as we revise and implement
our plans.

Our expectations for the fourth quarter of 2020 are dependent on key external
factors, including no further weakening in economic conditions, including the
impact of the COVID-19 pandemic, from our current forecast, current fuel price
expectations and no additional adverse developments in international trade
policies and relations.

Other Outlook Matters. For details on key 2020 capital projects, refer to the "Liquidity Outlook" section of this MD&A.

See "Forward-Looking Statements" and Part II, Item 1A "Risk Factors" for a discussion of these and other potential risks and uncertainties that could materially affect our future performance.

RECENT ACCOUNTING GUIDANCE

See Note 1 of the accompanying unaudited condensed consolidated financial statements for a discussion of recent accounting guidance.


                                     - 41 -

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REPORTABLE SEGMENTS

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





FedEx Express Segment    FedEx Express (express transportation)
                         TNT Express (international express transportation,
                         small-package ground delivery and freight
                         transportation)

FedEx Ground Segment     FedEx Ground (small-package ground delivery)

FedEx Freight Segment    FedEx Freight (LTL freight transportation)

FedEx Services Segment   FedEx Services (sales, marketing, information
                         technology, communications, customer service, technical
                         support, billing and collection services and back-office
                         functions)

Effective March 1, 2020, the results of FedEx Custom Critical, Inc. will be included in the FedEx Express segment. This change was made to reflect our internal management reporting structure.

FEDEX SERVICES SEGMENT

The operating expense line item "Intercompany charges" on the accompanying unaudited condensed consolidated financial statements of our transportation segments reflects the allocations from the FedEx Services segment to the respective operating segments. The allocations of net operating costs are based on metrics such as relative revenue or estimated services provided.



The FedEx Services segment provides direct and indirect support to our operating
segments, and we allocate all of the net operating costs of the FedEx Services
segment to reflect the full cost of operating our businesses in the results of
those segments. 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 operating 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.

CORPORATE, OTHER AND ELIMINATIONS



Corporate and other includes corporate headquarters costs for executive officers
and certain legal and finance functions, as well as certain other costs and
credits not attributed to our core business. These costs are not allocated to
the other business segments.

Also included in corporate and other is the FedEx Office operating segment,
which provides an array of document and business services and retail access to
our customers for our package transportation businesses, and the FedEx
Logistics, Inc. operating segment, which provides integrated supply chain
management solutions, specialty transportation, cross-border e-commerce
technology and e-commerce transportation solutions, customs brokerage and global
ocean and air freight forwarding. In the nine months of 2020, the decrease in
revenue in "Corporate, other and eliminations" was driven primarily by lower
transportation volumes due to weakness in the international economy as a result
of trade uncertainty, including the impact of the COVID-19 pandemic.

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 revenue of the billing segment. These rates are adjusted
from time to time based on market conditions. Such intersegment revenue and
expenses are eliminated in our consolidated results and are not separately
identified in the following segment information because the amounts are not
material.

                                     - 42 -

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FEDEX EXPRESS SEGMENT



FedEx Express offers a wide range of U.S. domestic and international shipping
services for delivery of packages and freight including priority, deferred and
economy services, which provide delivery on a time-definite or day-definite
basis. The following tables compare revenue, operating expenses, operating
income (dollars in millions), operating margin and operating expenses as a
percent of revenue for the periods ended February 29, 2020 and February 28,
2019:

                                  Three Months Ended         Percent           Nine Months Ended         Percent
                                   2020          2019        Change            2020          2019        Change
Revenue:
Package:
U.S. overnight box              $    1,865      $ 1,844             1        $   5,595     $  5,678            (1 )
U.S. overnight envelope                459          433             6            1,395        1,345             4
U.S. deferred                        1,127        1,119             1            3,063        3,131            (2 )
Total U.S. domestic package
revenue                              3,451        3,396             2           10,053       10,154            (1 )
International priority               1,710        1,738            (2 )          5,344        5,508            (3 )
International economy                  810          806             -            2,538        2,541             -
Total international export
package revenue                      2,520        2,544            (1 )          7,882        8,049            (2 )
International domestic(1)            1,075        1,078             -            3,316        3,412            (3 )
Total package revenue                7,046        7,018             -           21,251       21,615            (2 )
Freight:
U.S.                                   739          772            (4 )          2,132        2,294            (7 )
International priority                 439          477            (8 )          1,376        1,574           (13 )
International economy                  499          495             1            1,556        1,568            (1 )
International airfreight                61           76           (20 )            197          244           (19 )
Total freight revenue                1,738        1,820            (5 )          5,261        5,680            (7 )
Other                                  140          167           (16 )            441          536           (18 )
Total revenue                        8,924        9,005            (1 )         26,953       27,831            (3 )
Operating expenses:
Salaries and employee
benefits                             3,520        3,389             4           10,297       10,303             -
Purchased transportation             1,212        1,267            (4 )          3,711        3,928            (6 )
Rentals and landing fees               538          504             7            1,556        1,448             7
Depreciation and amortization          478          456             5            1,409        1,341             5
Fuel                                   744          771            (4 )          2,241        2,515           (11 )
Maintenance and repairs                429          433            (1 )          1,460        1,449             1
Asset impairment charges                 -            -             -               66            -            NM
Intercompany charges                   500          486             3            1,469        1,521            (3 )
Other                                1,366        1,310             4            4,086        3,919             4
Total operating expenses             8,787        8,616             2           26,295       26,424             -
Operating income                $      137      $   389           (65 )      $     658     $  1,407           (53 )
Operating margin                       1.5 %        4.3 %        (280 ) bp         2.4 %        5.1 %        (270 ) bp

(1) International domestic revenue relates to our international intra-country


       operations.


                                     - 43 -

--------------------------------------------------------------------------------



                                                   Percent of Revenue
                                    Three Months Ended             Nine Months Ended
                                   2020             2019          2020            2019
Operating expenses:
Salaries and employee benefits        39.5    %      37.6   %        38.2    %     37.0   %
Purchased transportation              13.6           14.1            13.8          14.1
Rentals and landing fees               6.0            5.6             5.8           5.2
Depreciation and amortization          5.4            5.1             5.2           4.8
Fuel                                   8.3            8.6             8.3           9.0
Maintenance and repairs                4.8            4.8             5.4           5.2
Asset impairment charges                 -              -             0.2             -
Intercompany charges                   5.6            5.4             5.5           5.5
Other                                 15.3           14.5            15.2          14.1
Total operating expenses              98.5           95.7            97.6          94.9
Operating margin                       1.5    %       4.3   %         2.4    %      5.1   %

The following table compares selected statistics (in thousands, except yield amounts) for the periods ended February 29, 2020 and February 28, 2019:



                                        Three Months Ended         Percent        Nine Months Ended         Percent
                                         2020          2019        Change         2020          2019        Change
Package Statistics
Average daily package volume (ADV):
U.S. overnight box                         1,258        1,307            (4 )       1,240        1,282            (3 )
U.S. overnight envelope                      536          524             2           548          536             2
U.S. deferred                              1,215        1,224            (1 )       1,067        1,071             -
Total U.S. domestic ADV                    3,009        3,055            (2 )       2,855        2,889            (1 )
International priority                       542          530             2           546          537             2
International economy                        293          289             1           300          289             4
Total international export ADV               835          819             2           846          826             2
International domestic(1)                  2,405        2,410             -         2,475        2,491            (1 )
Total ADV                                  6,249        6,284            (1 )       6,176        6,206             -
Revenue per package (yield):
U.S. overnight box                    $    23.54     $  22.75             3     $   23.75     $  23.32             2
U.S. overnight envelope                    13.59        13.31             2         13.39        13.21             1
U.S. deferred                              14.73        14.76             -         15.11        15.38            (2 )
U.S. domestic composite                    18.21        17.93             2         18.53        18.50             -
International priority                     50.07        52.95            (5 )       51.53        54.01            (5 )
International economy                      43.88        44.94            (2 )       44.44        46.28            (4 )
International export composite             47.90        50.12            (4 )       49.01        51.31            (4 )
International domestic(1)                   7.09         7.21            (2 )        7.05         7.21            (2 )
Composite package yield               $    17.90     $  18.01            (1 )   $   18.11     $  18.33            (1 )
Freight Statistics
Average daily freight pounds:
U.S.                                       8,356        8,905            (6 )       8,244        8,705            (5 )
International priority                     4,752        5,030            (6 )       4,924        5,326            (8 )
International economy                     13,806       14,067            (2 )      14,252       14,292             -
International airfreight                   1,422        1,615           (12 )       1,567        1,697            (8 )
Total average daily freight pounds        28,336       29,617            (4 )      28,987       30,020            (3 )
Revenue per pound (yield):
U.S.                                  $     1.40     $   1.40             -     $    1.36     $   1.39            (2 )
International priority                      1.47         1.53            (4 )        1.47         1.56            (6 )
International economy                       0.57         0.57             -          0.57         0.58            (2 )
International airfreight                    0.68         0.76           (11 )        0.66         0.76           (13 )
Composite freight yield               $     0.97     $   0.99            (2 )   $    0.96     $   1.00            (4 )



(1) International domestic statistics relate to our international intra-country


       operations.


                                     - 44 -

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FedEx Express Segment Revenue



FedEx Express segment revenue decreased 1% in the third quarter and 3% in the
nine months of 2020 primarily due to the loss of business from a large customer,
lower freight revenue and decreased international export package yields. In
addition, unfavorable exchange rates and lower fuel surcharges negatively
impacted revenue in the nine months of 2020. These factors were partially offset
by international export package volume growth in both the third quarter and nine
months of 2020. One additional operating weekday benefited revenue in the third
quarter of 2020.

Average daily freight pounds decreased 4% in the third quarter and 3% in the
nine months of 2020 primarily due to lower volume in freight services as a
result of macroeconomic weakness and trade uncertainty. Freight yields decreased
2% in the third quarter and 4% in the nine months of 2020 primarily due to base
yield declines, lower fuel surcharges and unfavorable exchange rates.
International export package average daily volumes increased 2% in both the
third quarter and nine months of 2020 led by volume growth in Europe.
International export package yields decreased 4% in both the third quarter and
nine months of 2020 primarily driven by base yield declines and unfavorable
exchange rates. U.S. domestic package average daily volumes decreased 2% in the
third quarter and 1% in the nine months of 2020 driven by the loss of business
from a large customer. U.S. domestic package yields increased 2% in the third
quarter of 2020 driven by higher base yields and higher fuel surcharges.
International domestic package average daily volumes decreased 1% in the nine
months of 2020 primarily due to targeted yield management actions. International
domestic package yields decreased 2% in both the third quarter and nine months
of 2020 as base yield improvement was more than offset by unfavorable exchange
rates.

FedEx Express's U.S. domestic and outbound fuel surcharge and international fuel
surcharge ranged as follows for the periods ended February 29, 2020 and
February 28, 2019:

                                              Three Months Ended            Nine Months Ended
                                              2020           2019           2020          2019
U.S. Domestic and Outbound Fuel
Surcharge:
Low                                              7.25 %         5.47 %         7.21 %        5.47 %
High                                             8.00           8.23           8.45         10.80
Weighted-average                                 7.38           6.21           7.48          7.32
International Export and Freight Fuel
Surcharge:
Low                                              6.66           5.75           6.66          5.75
High                                            18.09          15.57          18.56         18.09
Weighted-average                                15.23          12.74          15.47         14.11
International Domestic Fuel Surcharge:
Low                                              2.98           2.69           2.98          2.25
High                                            19.18          20.63          19.47         20.63
Weighted-average                                 7.32           5.89           7.36          5.88




On March 2, 2020, we updated the tables used to determine our fuel surcharges at
FedEx Express. On January 6, 2020, FedEx Express implemented a 4.9% average list
price increase for U.S. domestic, U.S. export and U.S. import services. On March
18, 2019, we updated the tables used to determine our fuel surcharges for FedEx
Express U.S. domestic services. On January 7, 2019, FedEx Express implemented a
4.9% average list price increase for U.S. domestic, U.S. export and U.S. import
services. On September 10, 2018, we updated the tables used to determine our
fuel surcharges at FedEx Express.

FedEx Express Segment Operating Income



FedEx Express segment operating income decreased 65% in the third quarter and
53% in the nine months of 2020 primarily due to weaker global economic
conditions, including the impact of the COVID-19 pandemic, continued mix shift
to lower-yielding services and an increased competitive pricing environment. In
addition, the loss of business from a large customer negatively impacted our
results during the nine months of 2020. Operating income and operating margin
were positively impacted by one additional operating weekday in the third
quarter of 2020. The year-over-year variable incentive compensation expense
negatively impacted operating income comparisons by approximately $65 million in
the third quarter of 2020 as discussed above; however, the operating income
comparisons were benefited by approximately $135 million in the nine months of
2020. During the second quarter of 2020, we recorded asset impairment charges of
$66 million associated with the decision to permanently retire certain aircraft
and related engines (see "Asset Impairment Charges" above for more information).

FedEx Express segment results included $62 million of TNT Express integration
expenses in the third quarter and $168 million of such expenses in the nine
months of 2020, a $6 million increase from the third quarter and an $89 million
decrease from the nine months of 2019.

                                     - 45 -

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The lease standard reclassification discussed in the "Overview" section above is
excluded from the following year-over-year expense change discussion. Other
operating expense increased 4% in both the third quarter and nine months of 2020
primarily due to higher outside service contract expense, including costs
associated with cloud computing services. Purchased transportation expense
decreased 6% in the nine months of 2020 primarily due to lower freight volumes,
resulting in lower utilization of third-party transportation providers, and
favorable exchange rates. Depreciation and amortization expense increased 5% in
the nine months of 2020 primarily due to continued investment in aircraft and
related equipment. Salaries and employee benefits expense increased 4% in the
third quarter of 2020 primarily due to the year-over-year variable incentive
compensation expense comparison discussed above, higher staffing to support
peak-related volume growth and merit increases.

Fuel expense decreased 4% in the third quarter of 2020 primarily due to lower
usage. Fuel expense decreased 11% in the nine months of 2020 primarily due to
decreased fuel prices. The net impact of fuel had a slightly negative impact to
operating income in the third quarter and nine months of 2020 due to lower fuel
surcharges, partially offset by decreased fuel prices. See the "Fuel" section of
this MD&A for a description and additional discussion of the net impact of fuel
on our operating results.

                                     - 46 -

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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
revenue, operating expenses, operating income (dollars in millions), operating
margin, selected package statistics (in thousands, except yield amounts) and
operating expenses as a percent of revenue for the periods ended February 29,
2020 and February 28, 2019:

                                   Three Months Ended         Percent           Nine Months Ended         Percent
                                    2020          2019        Change            2020          2019        Change
Revenue                          $     5,845     $ 5,261            11        $  16,339     $ 15,202             7
Operating expenses:
Salaries and employee benefits         1,046         874            20            2,888        2,570            12
Purchased transportation               2,908       2,466            18            7,772        6,870            13
Rentals                                  256         204            25              744          595            25
Depreciation and amortization            197         185             6              585          538             9
Fuel                                       4           4             -               11           11             -
Maintenance and repairs                  101          86            17              286          247            16
Intercompany charges                     405         362            12            1,174        1,140             3
Other                                    573         494            16            1,538        1,379            12
Total operating expenses               5,490       4,675            17           14,998       13,350            12
Operating income                 $       355     $   586           (39 )      $   1,341     $  1,852           (28 )
Operating margin                         6.1 %      11.1 %        (500 ) bp         8.2 %       12.2 %        (400 ) bp
Average daily package volume          10,536       9,550            10            9,637        8,992             7
Revenue per package (yield)      $      8.78     $  8.87            (1 )      $    8.90     $   8.88             -




                                                   Percent of Revenue
                                    Three Months Ended             Nine Months Ended
                                   2020             2019          2020            2019
Operating expenses:
Salaries and employee benefits        17.9    %      16.6   %        17.7    %     16.9   %
Purchased transportation              49.7           46.9            47.6          45.2
Rentals                                4.4            3.9             4.5           3.9
Depreciation and amortization          3.4            3.5             3.6           3.5
Fuel                                   0.1            0.1             0.1           0.1
Maintenance and repairs                1.7            1.6             1.7           1.6
Intercompany charges                   6.9            6.9             7.2           7.5
Other                                  9.8            9.4             9.4           9.1
Total operating expenses              93.9           88.9            91.8          87.8
Operating margin                       6.1    %      11.1   %         8.2    %     12.2   %

FedEx Ground Segment Revenue



FedEx Ground segment revenue increased 11% in the third quarter and 7% in the
nine months of 2020 due to residential delivery volume growth, partially offset
by the loss of business from a large customer. Revenue was also positively
impacted by the timing of Cyber Week, as well as one additional operating
weekday in the third quarter of 2020.

                                     - 47 -

--------------------------------------------------------------------------------


Average daily volume increased 10% in the third quarter and 7% in the nine
months of 2020 primarily due to continued growth in residential services driven
by e-commerce, as well as the timing of Cyber Week in the third quarter of 2020.
FedEx Ground yields decreased 1% in the third quarter and remained flat in the
nine months of 2020 primarily due to continued mix shift to lower-yielding
services.

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. The fuel surcharge ranged as follows for the periods ended
February 29, 2020 and February 28, 2019:



                     Three Months Ended          Nine Months Ended
                     2020           2019         2020           2019
Low                     6.50 %        6.50 %        6.50 %       6.25 %
High                    7.00          7.50          7.25         7.75
Weighted-average        6.91          6.84          6.96         6.86


On March 2, 2020, we updated the tables used to determine our fuel surcharges at
FedEx Ground. On January 6, 2020, FedEx Ground implemented a 4.9% average list
price increase. On March 18, 2019, we updated the tables used to determine our
fuel surcharges at FedEx Ground. On January 7, 2019, FedEx Ground implemented a
4.9% average list price increase. On September 10, 2018, we updated the tables
used to determine our fuel surcharges at FedEx Ground.

FedEx Ground Segment Operating Income



FedEx Ground segment operating income decreased 39% in the third quarter and 28%
in the nine months of 2020 due to higher self-insurance accruals, increased
costs to expand services and the loss of business from a large customer. In
addition, continued mix shift to lower-yielding services and an increased
competitive pricing environment negatively impacted our results during the third
quarter and nine months of 2020. These items were partially offset by
residential delivery volume growth in both the third quarter and nine months of
2020, as well as the timing of Cyber Week and one additional operating weekday
in the third quarter of 2020.

The lease standard reclassification discussed in the "Overview" section above is
excluded from the following year-over-year expense change discussion. Purchased
transportation expense increased 18% in the third quarter and 13% in the nine
months of 2020 due to higher volumes and increased contractor settlement rates,
including expanding operations to seven days per week year-round. Salaries and
employee benefits expense increased 20% in the third quarter and 12% in the nine
months of 2020 due to additional staffing to support volume growth, including
expansion of seven day per week year-round operations, merit increases and
network expansion. In addition, the year-over-year comparison of variable
incentive compensation expense negatively impacted our results in the third
quarter of 2020 as discussed above, but positively impacted our results in the
nine months of 2020. Other operating expense increased 16% in the third quarter
and 12% in the nine months of 2020 primarily due to higher self-insurance
accruals of approximately $110 million and $200 million, respectively.

The net impact of fuel had a slightly negative impact to operating income in the
third quarter of 2020 due to lower fuel surcharges and increased fuel prices.
The net impact of fuel had a slightly negative impact to operating income in the
nine months of 2020 due to lower fuel surcharges, partially offset by decreased
fuel prices. See the "Fuel" section of this MD&A for a description and
additional discussion of the net impact of fuel on our operating results.

                                     - 48 -

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FEDEX FREIGHT SEGMENT



FedEx Freight LTL service offerings include priority services when speed is
critical and economy services when time can be traded for savings. The following
tables compare revenue, operating expenses, operating income (dollars in
millions), operating margin, selected statistics and operating expenses as a
percent of revenue for the periods ended February 29, 2020 and February 28,
2019:

                                   Three Months Ended         Percent           Nine Months Ended         Percent
                                    2020          2019        Change            2020          2019        Change
Revenue                          $    1,738     $  1,750            (1 )      $   5,487     $  5,627            (2 )
Operating expenses:
Salaries and employee benefits          846          865            (2 )          2,665        2,712            (2 )
Purchased transportation                176          213           (17 )            550          722           (24 )
Rentals                                  54           45            20              158          129            22
Depreciation and amortization            92           88             5              283          242            17
Fuel                                    130          131            (1 )            385          418            (8 )
Maintenance and repairs                  59           53            11              192          178             8
Intercompany charges                    133          128             4              389          403            (3 )
Other                                   135          130             4              417          402             4
Total operating expenses              1,625        1,653            (2 )          5,039        5,206            (3 )
Operating income                 $      113     $     97            16        $     448     $    421             6
Operating margin                        6.5 %        5.5 %         100   bp         8.2 %        7.5 %          70   bp
Average daily shipments (in
thousands):
Priority                               70.5         73.2            (4 )           75.5         78.7            (4 )
Economy                                29.8         32.7            (9 )           31.8         34.3            (7 )
Total average daily shipments         100.3        105.9            (5 )          107.3        113.0            (5 )
Weight per shipment (lbs):
Priority                              1,137        1,210            (6 )          1,144        1,211            (6 )
Economy                               1,000        1,106           (10 )            980        1,050            (7 )
Composite weight per shipment         1,096        1,178            (7 )          1,096        1,162            (6 )
Revenue per shipment:
Priority                         $   265.17     $ 253.35             5        $  259.61     $ 249.78             4
Economy                              308.65       308.44             -           299.59       299.17             -
Composite revenue per shipment   $   279.40     $ 270.82             3        $  272.09     $ 264.89             3
Revenue per hundredweight:
Priority                         $    23.33     $  20.94            11        $   22.69     $  20.63            10
Economy                               30.85        27.89            11            30.57        28.48             7
Composite revenue per
hundredweight                    $    25.49     $  22.99            11        $   24.84     $  22.79             9




                                                   Percent of Revenue
                                    Three Months Ended             Nine Months Ended
                                   2020             2019          2020            2019
Operating expenses:
Salaries and employee benefits        48.7    %      49.4   %        48.6    %     48.2   %
Purchased transportation              10.1           12.2            10.0          12.8
Rentals                                3.1            2.6             2.9           2.3
Depreciation and amortization          5.3            5.0             5.1           4.3
Fuel                                   7.5            7.5             7.0           7.4
Maintenance and repairs                3.4            3.0             3.5           3.2
Intercompany charges                   7.6            7.3             7.1           7.2
Other                                  7.8            7.5             7.6           7.1
Total operating expenses              93.5           94.5            91.8          92.5
Operating margin                       6.5    %       5.5   %         8.2    %      7.5   %


                                     - 49 -

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FedEx Freight Segment Revenue



FedEx Freight segment revenue decreased 1% in the third quarter and 2% in the
nine months of 2020 primarily due to decreased average daily shipments,
partially offset by higher revenue per shipment. Revenue was also positively
impacted by one additional operating weekday in the third quarter of 2020.

Average daily shipments decreased 5% in both the third quarter and nine months
of 2020 due to lower demand for our service offerings as a result of softer
economic conditions. Revenue per shipment increased 3% in both the third quarter
and nine months of 2020 primarily due to higher base rates reflecting our
ongoing revenue quality initiatives, partially offset by lower weight per
shipment.

The weekly indexed 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 FedEx Freight fuel surcharge ranged as follows for the periods ended
February 29, 2020 and February 28, 2019:



                     Three Months Ended          Nine Months Ended
                      2020          2019          2020         2019
Low                     23.00 %      23.40 %        23.00 %     23.40 %
High                    24.00        24.60          24.40       25.60
Weighted-average        23.70        23.77          23.80       24.62




On March 2, 2020, we updated the tables used to determine our fuel surcharges at
FedEx Freight. On January 6, 2020, FedEx Freight implemented a 5.9% average list
price increase in certain U.S. and other shipping rates. On January 7, 2019,
FedEx Freight implemented a 5.9% average list price increase in certain U.S. and
other shipping rates.

FedEx Freight Segment Operating Income



FedEx Freight segment operating income increased 16% in the third quarter and 6%
in the nine months of 2020 driven by continued focus on yield management and
aligning our cost structure with current and anticipated business levels,
enabling FedEx Freight to improve profit and more than offset the impact of
lower volumes from softer economic conditions.

The lease standard reclassification discussed in the "Overview" section above is
excluded from the following year-over-year expense change discussion. Purchased
transportation expense decreased 17% in the third quarter and 24% in the nine
months of 2020 primarily due to lower utilization of third-party transportation
providers, lower weight per shipment and lower volumes. Salaries and employee
benefits expense decreased 2% in the nine months of 2020 primarily due to lower
volumes and improving productivities driven by the alignment of our cost
structure, partially offset by merit increases. Depreciation and amortization
expense increased 17% in the nine months of 2020 primarily due to investments in
vehicles and trailers, as well as facility expansion. Other operating expense
increased 4% in both the third quarter and nine months of 2020 primarily due to
a favorable adjustment in prior year self-insurance accruals, as well as
increased bad debt expense.

Fuel expense decreased 1% in the third quarter of 2020 primarily due to lower
usage. Fuel expense decreased 8% in the nine months of 2020 primarily due to
decreased fuel prices. The net impact of fuel had a moderately negative impact
to operating income in the third quarter of 2020 and a significantly negative
impact in the nine months of 2020 due to lower fuel surcharges, partially offset
by decreased fuel prices. See the "Fuel" section of this MD&A for a description
and additional discussion of the net impact of fuel on our operating results.

                                     - 50 -

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FINANCIAL CONDITION

LIQUIDITY

Cash and cash equivalents totaled $1.8 billion at February 29, 2020, compared to
$2.3 billion at May 31, 2019. The following table provides a summary of our cash
flows for the nine-month periods ended February 29, 2020 and February 28, 2019
(in millions):

                                                    2020         2019
Operating activities:
Net income                                        $  1,620     $  2,509
Noncash charges and credits                          4,944        3,099
Changes in assets and liabilities                   (3,286 )     (2,285 )
Cash provided by operating activities                3,278        3,323
Investing activities:
Capital expenditures                                (4,705 )     (3,757 )
Proceeds from asset dispositions and other              15           62
Cash used in investing activities                   (4,690 )     (3,695 )
Financing activities:
Proceeds from short-term borrowings, net               298          220
Principal payments on debt                          (1,045 )       (874 )
Proceeds from debt issuances                         2,093        2,463
Proceeds from stock issuances                           38           58
Dividends paid                                        (509 )       (514 )
Purchase of treasury stock                              (3 )     (1,365 )
Other, net                                              (5 )          5
Cash provided by (used in) financing activities        867           (7 )
Effect of exchange rate changes on cash                 (8 )        (14 )

Net decrease in cash and cash equivalents $ (553 ) $ (393 ) Cash and cash equivalents at the end of period $ 1,766 $ 2,872




Cash flows from operating activities decreased $45 million in the nine months of
2020 primarily due to lower net income, partially offset by lower variable
incentive compensation payments. Capital expenditures increased during the nine
months of 2020 primarily due to higher spending related to facilities at FedEx
Express, increased spending on vehicles and trailers at our transportation
segments and increased spending on information technology at FedEx Express,
FedEx Services and FedEx Freight. See "Capital Resources" for a discussion of
capital expenditures during 2020 and 2019.

During the first quarter of 2020, we issued $2.1 billion of senior unsecured
debt under our current shelf registration statement, comprised of $1.0 billion
of 3.10% fixed-rate notes due in August 2029, €500 million of 0.45% fixed-rate
notes due in August 2025 and €500 million of 1.30% fixed-rate notes due in
August 2031. We used the net proceeds to make voluntary contributions to our
tax-qualified U.S. domestic pension plans ("U.S. Pension Plans") during the
first quarter of 2020 and to redeem the $400 million aggregate principal amount
of 2.30% notes due February 1, 2020 and the €500 million aggregate principal
amount of 0.50% notes due April 9, 2020. The remaining net proceeds are being
used for general corporate purposes.

During the third quarter of 2020, we issued commercial paper to provide us with
additional short-term liquidity. As of February 29, 2020, we had $300 million of
commercial paper outstanding. See Note 3 of the accompanying unaudited condensed
consolidated financial statements for further discussion.

In January 2016, our Board of Directors approved a stock 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. We did
not repurchase any shares of FedEx common stock during the third quarter of
2020. During the nine months of 2020, we repurchased 0.02 million shares of
FedEx common stock at an average price of $156.90 per share for a total of $3
million. As of February 29, 2020, 5.1 million shares remained under the stock
repurchase authorization.

                                     - 51 -

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CAPITAL RESOURCES



Our operations are capital intensive, characterized by significant investments
in aircraft, vehicles and trailers, 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 expansion 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 periods ended February 29, 2020 and February 28, 2019
(in millions):

                                                                                                     Percent Change
                                                                                                       2020/2019
                                      Three Months Ended          Nine Months Ended         Three Months         Nine Months
                                       2020          2019          2020         2019           Ended                Ended

Aircraft and related equipment $ 399 $ 397 $ 1,527

    $ 1,472                  1                   4
Package handling and ground
support equipment                          228          167            636         584                 37                   9
Vehicles and trailers                      260          206            920         640                 26                  44
Information technology                     239          182            704         515                 31                  37
Facilities and other                       313          171            918         546                 83                  68

Total capital expenditures $ 1,439 $ 1,123 $ 4,705

   $ 3,757                 28                  25

FedEx Express segment               $      929      $   672     $    2,941     $ 2,364                 38                  24
FedEx Ground segment                       275          137            818         566                101                  45
FedEx Freight segment                       97          176            414         403                (45 )                 3
FedEx Services segment                     110          112            415         336                 (2 )                24
Other                                       28           26            117          88                  8                  33

Total capital expenditures $ 1,439 $ 1,123 $ 4,705

    $ 3,757                 28                  25


Capital expenditures increased during the nine months of 2020 primarily due to
higher spending related to facilities at FedEx Express, increased spending on
vehicles and trailers at our transportation segments and increased spending on
information technology at FedEx Express, FedEx Services and FedEx Freight.

LIQUIDITY OUTLOOK



We believe that our cash and cash equivalents, 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 February 29, 2020 includes $930 million of
cash in foreign jurisdictions associated with our permanent reinvestment
strategy. We are able to access the majority of this cash without a material tax
cost, as the enactment of the TCJA significantly reduced the cost of
repatriating foreign earnings from a U.S. tax perspective. We do not believe
that the indefinite reinvestment of these funds 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 2020,
and include spending for aircraft and hub modernization at FedEx Express,
investments that increase our efficiency in handling large packages at FedEx
Ground and investments in technology across all transportation segments that
will further optimize our networks and enhance our capabilities. We invested
$1.5 billion in aircraft and related equipment in the nine months of 2020 and
expect to invest an additional $0.2 billion for aircraft and related equipment
during the fourth quarter of 2020. In addition, we are making investments over
multiple years in our facilities of approximately $1.5 billion to significantly
expand the FedEx Express Indianapolis hub and approximately $1.5 billion to
modernize the FedEx Express Memphis World Hub. Despite our declining capacity
needs, these investments in hubs will provide productivity gains in a
competitive labor environment. We anticipate that our cash flow from operations
will be sufficient to fund our capital expenditures for the remainder of 2020.
Historically, we have been successful in obtaining unsecured financing, from
both domestic and international sources, although the marketplace for such
investment capital can become restricted depending on a variety of economic
factors.

During the first quarter of 2020, FedEx Express exercised options to purchase an additional six Boeing 767-300 Freighter ("B767F") aircraft for delivery in 2022.



During the third quarter of 2020, FedEx Express executed two contract amendments
rescheduling two Boeing 777 Freighter aircraft deliveries from 2023 to 2022 and
two B767F aircraft deliveries from 2022 to 2023.

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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 $2.0 billion five-year credit agreement (the "Five-Year Credit
Agreement") and a $1.5 billion 364-day credit agreement (the "364-Day Credit
Agreement" and, together with the Five-Year Credit Agreement, the "Credit
Agreements"). The Five-Year Credit Agreement expires in March 2025 and includes
a $250 million letter of credit sublimit. The 364-Day Credit Agreement expires
in March 2021. The Credit Agreements are available to finance our operations and
other cash flow needs. See Note 3 of the accompanying unaudited condensed
consolidated financial statements for a description of the terms and significant
covenants of the Credit Agreements.

During the nine months of 2020, we made voluntary contributions totaling $1.0
billion to our U.S. Pension Plans. We do not expect to make any additional
contributions to our U.S. Pension Plans during the fourth quarter of 2020. Our
U.S. Pension Plans have ample funds to meet expected benefit payments.

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 "negative." Moody's
Investors Service has assigned us an unsecured debt credit rating of Baa2, a
commercial paper rating of P-2 and a ratings outlook of "negative." 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.

The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of financial markets. An extended period of global supply chain and economic disruption could materially affect our business, results of operations, access to sources of liquidity and financial condition.

CONTRACTUAL CASH OBLIGATIONS AND OFF-BALANCE SHEET ARRANGEMENTS



The following table sets forth a summary of our contractual cash obligations as
of February 29, 2020.

                                                       Payments Due by Fiscal Year (Undiscounted)
                                                                     (in millions)
                                 2020 (1)       2021        2022        2023        2024        Thereafter       Total
Operating activities:
Operating leases                $      451     $ 2,430     $ 2,175     $ 1,931     $ 1,614     $      8,071     $ 16,672
Non-capital purchase
obligations and other                  451       1,037         805         609         455            3,711        7,068
Interest on long-term debt             134         648         648         619         598           10,181       12,828
Investing activities:
Aircraft and related capital
  commitments                          101       2,019       2,371       1,818         469              227        7,005
Other capital purchase
obligations                             38          26          24          23           1                5          117
Financing activities:
Debt                                     -           -       1,194       1,563         750           15,228       18,735
Finance leases                          31          26          26          25          24              728          860
Total                           $    1,206     $ 6,186     $ 7,243     $ 6,588     $ 3,911     $     38,151     $ 63,285

(1) Cash obligations for the remainder of 2020.




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
($100 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 ($35 million) is excluded from the table.

We had $733 million in deposits and progress payments as of February 29, 2020 on aircraft purchases and other planned aircraft-related transactions.

The amounts reflected in the table above for finance leases represent undiscounted future minimum lease payments under noncancelable finance leases with an initial or remaining term in excess of one year at February 29, 2020.

Additional information on amounts included within the operating, investing and financing activities captions in the table above can be found in our Annual Report.


                                     - 53 -

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We do not have any guarantees or other off-balance sheet financing arrangements,
including variable interest entities, which we believe could have a material
impact on our financial condition or liquidity.

OTHER BUSINESS MATTERS



During the first quarter of 2020, FedEx filed suit in U.S. District Court in the
District of Columbia seeking to enjoin the U.S. Department of Commerce from
enforcing prohibitions contained in the Export Administration Regulations (the
"EARs") against FedEx. FedEx believes that the EARs violate common carriers'
rights to due process under the Fifth Amendment of the U.S. Constitution as they
unreasonably hold common carriers strictly liable for shipments that may violate
the EARs without requiring evidence that the carriers had knowledge of any
violations.

The China State Post Bureau is currently conducting an investigation into the
operations of FedEx Express regarding its handling of certain packages while
attempting to comply with the EARs. FedEx Express has and will continue to fully
cooperate with the Chinese authorities on the investigation.

CRITICAL 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.

GOODWILL. Goodwill is tested for impairment between annual tests whenever events
or circumstances make it more likely than not that the fair value of a reporting
unit has fallen below its carrying value. We do not believe there has been any
other change of events or circumstances that would indicate that a reevaluation
of the goodwill of our reporting units is required as of February 29, 2020, nor
do we believe the goodwill of our reporting units is at risk of failing
impairment testing. For additional details on goodwill impairment testing, refer
to Note 1 to the financial statements included in our Annual Report.

Information regarding our critical accounting estimates can be found in our Annual Report, including Note 1 to the financial statements therein. 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.

FORWARD-LOOKING STATEMENTS



Certain statements in this report, including (but not limited to) those
contained in "Fuel," "Income Taxes," "Outlook," "Liquidity Outlook,"
"Contractual Cash Obligations and Off-Balance Sheet Arrangements" and "Critical
Accounting Estimates," and the "Financing Arrangements," "Retirement Plans,"
"Leases," "Commitments" 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 and the assumptions underlying such statements.
Forward-looking statements include those preceded by, followed by or that
include the words "will," "may," "could," "would," "should," "believes,"
"expects," "anticipates," "plans," "estimates," "targets," "projects," "intends"
or similar expressions. These forward-looking statements involve risks and
uncertainties. Actual results may differ materially from those contemplated
(expressed or implied) by such forward-looking statements because of, among
other things, potential risks and uncertainties, such as:

• economic conditions in the global markets in which we operate;

• significant changes in the volumes of shipments transported through our

networks, customer demand for our various services or the prices we obtain for


   our services;



• anti-trade measures and additional changes in international trade policies and


   relations;



• a significant data breach or other disruption to our technology


   infrastructure;



• our ability to successfully integrate the businesses and operations of FedEx

Express and TNT Express in the expected time frame and at the expected cost


   and to achieve the expected benefits from the combined businesses;




                                     - 54 -

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• our ability to successfully implement our business strategy, effectively

respond to changes in market dynamics and achieve the anticipated benefits and


   associated cost savings of such strategies and actions;



• widespread outbreak of an illness or any other communicable disease, or any


   other public health crisis, including the COVID-19 pandemic;



• the impact of the United Kingdom's withdrawal from the European Union;

• our ability to manage our network capacity and cost structure for capital


   expenditures and operating expenses, and match it to shifting and future
   customer volume levels;



• damage to our reputation or loss of brand equity;

• the price and availability of jet and vehicle fuel;

• the impact of intense competition on our ability to maintain or increase our

prices (including our fuel surcharges in response to rising fuel costs) or to


   maintain or grow our revenue and market share;



• any impacts on our businesses resulting from evolving or new U.S. domestic or

international government regulations, laws, policies and actions, which could

be unfavorable to our business, including regulatory or other actions

affecting data privacy and sovereignty, global aviation or other

transportation rights, increased air cargo, pilot flight and duty time and

other security or safety requirements, export controls, the use of new

technology and tax, accounting, trade (such as protectionist measures or

restrictions on free trade), foreign exchange intervention, labor (such as

card-check legislation, joint employment standards or changes to the Railway

Labor Act of 1926, as amended, affecting FedEx Express employees),

environmental (such as global climate change legislation) or postal rules;






•  future guidance, regulations, interpretations, or challenges to our tax

positions relating to the TCJA and our ability to defend our interpretations


   and realize the benefits of certain provisions of the TCJA;



• our ability to execute and effectively operate, integrate, leverage and grow

acquired businesses, and to continue to support the value we allocate to these

acquired businesses, including their goodwill and other intangible assets;

• our ability to maintain good relationships with our employees and avoid

attempts by labor organizations to organize groups of our employees, which

could significantly increase our operating costs and reduce our operational


   flexibility;



• the impact of costs related to lawsuits in which it is alleged that FedEx


   Ground should be treated as an employer of drivers employed by service
   providers engaged by FedEx Ground;



• any impact on our business from disruptions or modifications in service by, or

changes in the business or financial soundness of, the U.S. Postal Service,


   which is a significant customer and vendor of FedEx;




•  the impact of any international conflicts or terrorist activities on the

United States and global economies in general, the transportation industry or

us in particular, and what effects these events will have on our costs or the


   demand for our services;



• our ability to attract and retain employee talent and maintain our company


   culture;



• increasing costs, the volatility of costs and funding requirements and other


   legal mandates for employee benefits, especially pension and healthcare
   benefits;



• a shortage of pilots caused by a higher than normal number of pilot

retirements across the industry, increased flight hour requirements to achieve

a commercial pilot's license, reductions in the number of military pilots


   entering the commercial workforce and other factors;



• our ability to quickly and effectively restore operations following adverse


   weather or a localized disaster or disturbance in a key geography;




•  our ability to successfully mitigate unique technological, operational and

   regulatory risks related to our autonomous delivery strategy;


                                     - 55 -

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•  volatility or disruption in the debt capital markets and our ability to

   maintain our current credit ratings and commercial paper ratings;



• changes in our ability to attract and retain drivers and package and freight


   handlers;



• the increasing costs of compliance with federal, state and foreign

governmental agency mandates (including the Foreign Corrupt Practices Act and


   the U.K. Bribery Act) and defending against inappropriate or unjustified
   enforcement or other actions by such agencies;



• changes in foreign currency exchange rates, especially in the euro, Chinese

yuan, British pound, Canadian dollar, Australian dollar and 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,

derivative and other litigation, such as wage-and-hour, joint employment,

securities and discrimination and retaliation claims, and any other legal or

governmental proceedings, including the matters discussed in Note 10 of the


   accompanying consolidated financial statements;



• 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), with the union elected in 2015 to represent drivers at a FedEx

Freight, Inc. facility in the U.S., and with the union certified in 2019 to


   represent owner-drivers at a FedEx Freight Canada, Corp. facility;



• 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;

• the alternative interest rates we are able to negotiate with counterparties

pursuant to the relevant provisions of our credit agreements in the event the

London Interbank Offered Rate or the euro interbank offered rate cease to


   exist and we make borrowings under the agreements; and




•  other risks and uncertainties you can find in our press releases and SEC

filings, including the risk factors identified under the heading "Risk

Factors" in "Management's Discussion and Analysis of Results of Operations and

Financial Condition" in our Annual Report, as updated by our quarterly reports

on Form 10-Q.




As a result of these and other factors, no assurance can be given as to our
future results and achievements. Accordingly, a forward-looking statement is
neither a prediction nor a guarantee of future events or circumstances and those
future events or circumstances may not occur. You should not place undue
reliance on the forward-looking statements, which speak only as of the date 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.

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