EXHIBIT 10.77

                        DESCRIPTION OF ANNUAL BONUS PLANS

     FedEx Corporation executive vice presidents participate in the annual
incentive cash bonus plan established for headquarters employees. Under this
plan, an annual bonus target is established as a percentage of salary based on
pay level. A threshold payout of up to 30% of the target bonus is based on the
achievement of individual objectives established at the beginning of the fiscal
year for each executive officer. The balance of the bonus payout is based on
FedEx's consolidated pre-tax income for the fiscal year and ranges, on a sliding
scale, from a threshold amount if the plan's pre-established consolidated
pre-tax income objectives are minimally achieved up to a maximum amount if such
financial performance goals are substantially exceeded. Total annual salary and
bonus for executive officers (assuming achievement of all individual and
corporate objectives as described above) is targeted at the 75th percentile of
total annual salary and bonus for comparable positions in comparison surveys
utilized by the Compensation Committee.

     Each of the presidents of FedEx Express, FedEx Ground, FedEx Freight and
FedEx Kinko's participates in the annual incentive cash bonus plan sponsored by
his respective company. Under each of these plans, an annual bonus target is
established as a percentage of salary based on pay level. Under the FedEx
Express, FedEx Ground and FedEx Freight plans, a threshold payout of up to 30%
of the target bonus is based on the achievement of pre-established individual
objectives. Under the FedEx Kinko's prorated plan, a threshold payout of up to
25% of the target bonus is based on the achievement of pre-established
individual objectives. The balance of the bonus payout under the FedEx Express,
FedEx Ground and FedEx Freight plans is based on each respective subsidiary's
operating income and FedEx's consolidated pre-tax income for the fiscal year and
ranges, on a sliding scale, from a threshold amount if the plan's
pre-established subsidiary operating income and FedEx's consolidated pre-tax
income objectives are minimally achieved up to a maximum amount if such
financial performance goals are substantially exceeded. The balance of the bonus
payout under the FedEx Kinko's prorated plan is based on its earnings before
interest and taxes ("EBIT") and sales revenue for the prorated fiscal year. EBIT
for the FedEx Kinko's plan ranges, on a sliding scale from a threshold amount if
the plan's pre-established EBIT is minimally achieved to an indefinite amount if
financial performance goals are substantially exceeded. Sales revenue for the
FedEx Kinko's plan ranges, on a sliding scale, from a threshold amount if the
plan's pre-established revenue is minimally achieved up to a maximum amount if
the sales revenue goals are substantially exceeded.

     Frederick W. Smith's annual bonus is determined by the achievement of
corporate objectives for consolidated pre-tax income for the fiscal year. The
Compensation Committee may adjust this amount upward or downward based on its
consideration of several factors, including: FedEx's stock price performance
relative to the Standard & Poor's 500 Composite Index, the Dow Jones
Transportation Average and the Dow Jones Industrial Average; FedEx's revenue and
operating income growth relative to competitors; FedEx's cash flow; FedEx's U.S.
revenue market share; FedEx's reputation rankings by various publications and
surveys; and the Compensation Committee's assessment of the quality and
effectiveness of Mr. Smith's leadership during the fiscal year. None of these
factors is given any particular weight by the Compensation Committee in
determining whether to adjust Mr. Smith's bonus amount.

     Taking into account these objectives and factors, the Compensation
Committee recommends to the independent members of the Board a bonus that,
when combined with base salary, has a 75th percentile target for total annual
salary and bonus for chief executive officers in the comparison surveys. Mr.
Smith received an annual bonus of $2,647,756 for fiscal 2004, which, together
with his base salary, was above the 75th percentile of total annual salary
and bonus for chief executive officers in the comparison surveys.