THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

FedEx Corporation (FDX)

8/15/2005 Proxy Information

Mr. Willmott held various senior management positions at FedEx Express from 1974 to 1983, including President and Chief Operating Officer.

Mr. Barksdale is a former officer of FedEx Express (FedEx’s predecessor) and his employment with FedEx Express ended in 1992.

Prior to enactment of the Sarbanes-Oxley Act in July 2002, FedEx made an interest-free demand loan to T. Michael Glenn, FedEx’s Executive Vice President – Market Development and Corporate Communications, to assist him in exercising non-qualified stock options and paying any tax liability associated with such exercises. In July 2004, Mr. Glenn paid in full the outstanding balance of the loan in an amount of $538,732, which amount was the highest outstanding balance of the loan during fiscal 2005.

FedEx has ceased providing any loans in connection with the exercise of stock options and no longer extends or maintains credit, arranges for the extension of credit, or renews an extension of credit, in the form of a personal loan, to or for any of its directors or members of management, including its executive officers.

Compensation Committee Interlocks and Insider Participation; Transactions with Management and Other Relationships

Messrs. Greer, Barksdale, Busch, Manatt, Walsh and George J. Mitchell served on FedEx’s Compensation Committee during fiscal 2005. Senator Mitchell retired as a director at the 2004 annual meeting of stockholders. Mr. Barksdale is a former officer of FedEx Express (FedEx’s predecessor) and his employment with FedEx Express ended in 1992.

In July 2005, FedEx Ground entered into a five-year lease for a FedEx Home Delivery facility near Milwaukee, Wisconsin. FedEx Ground will occupy this facility at an initial gross lease rate of $409,835 per year, which amount will increase to $425,497 per year after the third year of the lease. The gross lease payment includes base rent, taxes, common area maintenance, insurance and utilities. John A. Edwardson is a passive investor with an 11.67% ownership interest in the real estate development company that owns the facility.

J.R. Hyde, III and his wife together own approximately 13% of HOOPS, L.P., the owner of the NBA Memphis Grizzlies professional basketball team. Mr. Hyde, through one of his companies, also is the general partner of the minority limited partner of HOOPS. During fiscal 2002, FedEx entered into a multi-year, $90 million naming rights agreement with HOOPS. Under this agreement, FedEx has certain marketing rights, including the right to name the new arena where the Grizzlies play “FedExForum.” Pursuant to a separate agreement with HOOPS, the City of Memphis and Shelby County, FedEx has agreed to pay $2.5 million a year for the balance of the twenty-five year term of the agreement if HOOPS terminates its lease for the new arena after 17 years.

In November 1999, FedEx entered into a multi-year, $205 million naming rights agreement with the NFL Washington Redskins professional football team. Under this agreement, FedEx has certain marketing rights, including the right to name the Redskins’ stadium “FedExField.” In August 2003, Frederick W. Smith acquired an approximate 10% ownership interest in the Washington Redskins and joined its Leadership Council, or board of directors.

During fiscal 2005, Mr. Smith’s son-in-law was a 50% owner of a company that provided insurance brokerage and consulting services in connection with certain insurance and legal services plan benefits offered by FedEx to certain of its employees. Mr. Smith’s son-in-law’s company was paid commissions and fees directly by the benefit providers and not FedEx. During fiscal 2005, such commissions and fees totaled approximately $585,000.

Mr. Smith’s son has been employed by FedEx as a senior solutions analyst since May 2005 at an annual salary of $67,500.

During fiscal 2005, Mr. Smith reimbursed FedEx approximately $98,000 in connection with certain personal use of corporate aircraft.

8/16/2004 Proxy Information

James L. Barksdale held various senior management positions at FedEx Express from 1979 to 1992, including Executive Vice President and Chief Operating Officer.

Prior to enactment of the Sarbanes-Oxley Act in July 2002, FedEx made an interest-free demand loan to T. Michael Glenn, FedEx's Executive Vice President — Market Development and Corporate Communications, to assist him in exercising non-qualified stock options and paying any tax liability associated with such exercises. The highest outstanding balance of FedEx's loan to Mr. Glenn during fiscal 2004 was $1,872,004; the loan balance as of May 31, 2004 was $538,732. In July 2004, Mr. Glenn paid in full the outstanding balance of the loan.

FedEx has ceased providing any loans in connection with the exercise of stock options and no longer extends or maintains credit, arranges for the extension of credit, or renews an extension of credit, in the form of a personal loan, to or for any of its directors or executive officers.

Messrs. Greer, Barksdale, Busch, Mitchell, Walsh and F. S. Garrison served on FedEx's Compensation Committee during fiscal 2004. James L. Barksdale is a former officer of FedEx Express and his employment with FedEx Express ended in 1992.

On February 9, 2001, FedEx completed its acquisition of American Freightways, Inc. (now known as FedEx Freight East, Inc.). F. S. Garrison, who retired as a director at the 2003 annual meeting of stockholders, was the founder of American Freightways. Mr. Garrison was not an officer of FedEx or any of its subsidiaries after the completion of the acquisition. Mr. Garrison's son, Tom Garrison, resigned as an officer of FedEx Freight East on November 30, 2002, and was an unclassified employee of FedEx from December 1, 2002 through February 15, 2004. During 2004, Mr. Garrison and FedEx Freight entered into a consulting agreement under which he provided consulting services to FedEx Freight until his death in May 2004. In consideration for his services, Mr. Garrison was able to exercise his stock options as they became exercisable. Mr. Garrison's estate has the right to exercise the balance of his stock options when they vest in January 2005. In addition, certain health insurance benefits were provided to Mr. Garrison.

George J. Mitchell, who served on FedEx's Compensation Committee and Nominating & Governance Committee during fiscal 2004, provided consulting services to FedEx during fiscal 2004 pursuant to a retainer arrangement for a fee of $100,000. This retainer arrangement has been in effect, at this level, throughout Senator Mitchell's Board service. Senator Mitchell is retiring as a director at the annual meeting.

J.R. Hyde, III and his wife together own approximately 13% of HOOPS, L.P., the owner of the NBA Memphis Grizzlies professional basketball team. Mr. Hyde, through one of his companies, also is the general partner of the minority limited partner of HOOPS. During fiscal 2002, FedEx entered into a multi-year, $90 million naming rights agreement with HOOPS. Under this agreement, FedEx has certain marketing rights, including the right to name the new arena where the Grizzlies will play. Pursuant to a separate agreement with HOOPS, the City of Memphis and Shelby County, FedEx has agreed to pay $2.5 million a year for the balance of the twenty-five year term of the agreement if HOOPS terminates its lease for the new arena after 17 years.

On March 26, 2004, FedEx purchased an aggregate of 94 acres of real estate in Olive Branch, Mississippi for $4.7 million. FedEx proposes to construct a FedEx Ground hub on this site, which is just south of Memphis. The 94-acre site is divided into three parcels, two of which were owned by entities in which Mr. Hyde has a 50% ownership interest. These two parcels total approximately 3.4 acres. An independent appraisal of the property determined its fair market value to be not less than the negotiated purchase price.

In November 1999, FedEx entered into a multi-year, $205 million naming rights agreement with the NFL Washington Redskins professional football team. Under this agreement, FedEx has certain marketing rights, including the right to name the Redskins' stadium "FedExField." In August 2003, Frederick W. Smith acquired an approximate 10% ownership interest in the Washington Redskins and joined its Leadership Council, or board of directors.

Mr. Smith's son-in-law is a 50% owner of a company that provides insurance brokerage and consulting services in connection with certain insurance and legal services plan benefits offered by FedEx to certain of its employees. Mr. Smith's son-in-law's company is paid commissions and fees directly by the benefit providers and not FedEx. During fiscal 2004, such commissions and fees totaled approximately $497,000.

8/18/2003 Proxy Information

On February 9, 2001, FedEx completed its acquisition of American Freightways, Inc. (now known as FedEx Freight East, Inc.). Mr. Garrison, who is retiring as a director at the annual meeting, is the founder of American Freightways and was an officer of American Freightways prior to this date. Mr. Garrison has not been an officer of FedEx or any of its subsidiaries since the completion of the acquisition. During fiscal 2003, Mr. Garrison's son and daughter served as officers of FedEx Freight. Mr. Garrison and FedEx Freight have entered into a consulting agreement under which he will provide consulting services to FedEx Freight as may be requested by the company through January 1, 2005. Mr. Garrison also has agreed not to compete with FedEx and to refrain from disclosing any proprietary information to any party. In consideration for his services, Mr. Garrison will be able to exercise all of his stock options that become exercisable during the term of the agreement. In addition, certain health insurance benefits will be provided to Mr. Garrison.

Mr. Hyde and his wife together own approximately 13% of HOOPS, L.P., the owner of the NBA Memphis Grizzlies professional basketball team. Mr. Hyde, through one of his companies, also is the general partner of the minority limited partner of HOOPS. During fiscal 2002, FedEx entered into a multi-year, $90 million naming rights agreement with HOOPS. Under this agreement, FedEx has certain marketing rights, including the right to name the new arena where the Grizzlies will play. Pursuant to a separate agreement with HOOPS, the City of Memphis and Shelby County, FedEx has agreed to pay $2.5 million a year for the balance of the twenty-five year term of the agreement if HOOPS terminates its lease for the new arena after 17 years. FedEx also purchased $2 million of municipal bonds issued by the Memphis and Shelby County Sports Authority, the proceeds of which are to be used to finance a portion of the construction costs of the new arena.

Senator Mitchell provided consulting services to FedEx during fiscal 2003 pursuant to a retainer arrangement for a fee of $100,000. This retainer arrangement has been in effect, at this level, throughout Senator Mitchell's Board service. FedEx expects to utilize the services of Senator Mitchell during fiscal 2004. Senator Mitchell is a partner in the law firm of Piper Rudnick LLP, which provided $379 of legal services during fiscal 2003 to FedEx Ground. Neither FedEx nor any of its subsidiaries presently intends to utilize the services of Piper Rudnick LLP in the future.

In November 1999, FedEx entered into a multi-year, $205 million naming rights agreement with the NFL Washington Redskins professional football team. Under this agreement, FedEx has certain marketing rights, including the right to name the Redskins' stadium "FedExField." Subject to approval by the National Football League, Frederick W. Smith has agreed to acquire an approximate 10% ownership interest in the Washington Redskins and join its board of directors. Approval by the NFL is expected.

Prior to enactment of the Sarbanes-Oxley Act in July 2002, FedEx made interest-free demand loans to Robert B. Carter, FedEx's Executive Vice President and Chief Information Officer, and to T. Michael Glenn, FedEx's Executive Vice President – Market Development and Corporate Communications, to assist them in exercising non-qualified stock options and paying any tax liability associated with such exercises. The highest outstanding balance of FedEx's loan to Mr. Carter during fiscal 2003 was $353,867; Mr. Carter repaid this loan in full during fiscal 2003. The highest outstanding balance of FedEx's loan to Mr. Glenn during fiscal 2003 was $3,935,208; the loan balance as of May 31, 2003 was $1,872,004. FedEx's outstanding loan to Mr. Glenn is fully secured by FedEx common stock, and is payable on demand.