Exhibit 10.26





EXHIBIT 10.26




Supplemental Agreement No. 18




to




Purchase Agreement No. 3157




between




The Boeing Company




And




Federal Express Corporation




Relating to Boeing Model 777-FREIGHTER Aircraft




THIS SUPPLEMENTAL AGREEMENT, entered into as of the 30th day of March, 2011, by and
between THE BOEING COMPANY (Boeing) and FEDERAL EXPRESS CORPORATION (Customer);



W I T N E S S E T H:




WHEREAS, the parties entered into that certain Purchase Agreement No. 3157, dated November 7,
2006 (Purchase Agreement), relating to the purchase and sale of certain Boeing Model 777-FREIGHTER
Aircraft (the Aircraft); and



WHEREAS, Customer desires to re-schedule the delivery of one (1) Aircraft (Rescheduled
Aircraft) as follows;



	 	 	 	 	 	 	 	 	 
	Serial	 	Current Delivery	 	 	Revised Delivery	 
	Number	 	Month per SA # 12	 	 	Month	 
	[ * ]
	 	 	[  *  ]	 	 	 	[  *  ]	 






NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto
agree to supplement the Purchase Agreement as follows:





	 	 	 
	*	 	Blank spaces contained confidential information which has been filed separately
with the Securities and Exchange Commission pursuant to Rule 24b-2 under the
Securities Exchange Act of 1934, as amended.



 


S18-1









 









All terms used herein and in the Purchase Agreement, and not defined herein, shall have the
same meaning as in the Purchase Agreement.




	1.	 	Remove and replace, in its entirety, the “Table of Contents” with the revised Table of
Contents attached hereto to reflect the changes made by this Supplemental Agreement No. 18.






	2.	 	Remove and replace, in its entirety, Table 1-D to the Purchase Agreement with the revised
Table 1-D attached hereto to reflect changes relating to the Rescheduled Aircraft.






	3.	 	As a result of accelerating the Rescheduled Aircraft, advance payments in the amount of [ * ]
U.S. dollars ([ * ]) will be due within two (2) business days after Customer’s acceptance of
this Supplemental Agreement No. 18.






	4.	 	Customer and Boeing hereby acknowledge and confirm that Letter Agreement 6-1162-RRO-1144R4 is
hereby cancelled and replaced in its entirety with Letter Agreement 6-1162-RRO-1144R5.
	 
	5.	 	Boeing’s offer to re-schedule the Rescheduled Aircraft will expire on March 31, 2011.





EXECUTED as of the day and year first above written.



	 	 	 	 	 	 	 	 	 
	THE BOEING COMPANY	 	FEDERAL EXPRESS CORPORATION	 	 
	 
	 	 	 	 	 	 	 	 
	By:

	 	/s/ STUART C. ROSS
 

	 	By:
	 	/s/ PHILLIP C. BLUM
 

	 	 
	 
	 	 	 	 	 	 	 	 
	Its:

	 	Attorney-In-Fact
 

	 	Its:
	 	VP, Aircraft Acquisitions & SAO
 

	 	 








	 	 	 
	*	 	Blank spaces contained confidential information which has been filed separately
with the Securities and Exchange Commission pursuant to Rule 24b-2 under the
Securities Exchange Act of 1934, as amended.



 


S18-2









 









TABLE OF CONTENTS




	 	 	 	 	 
	 	 	SA	 
	 	 	NUMBER	 
	 
	 	 	 	 
	ARTICLES
	 	 	 	 
	 
	 	 	 	 
	1. Quantity, Model and Description
	 	 	 	 
	 
	 	 	 	 
	2. Delivery Schedule
	 	 	 	 
	 
	 	 	 	 
	3. Price
	 	 	 	 
	 
	 	 	 	 
	4. Payment
	 	 	 	 
	 
	 	 	 	 
	5. Miscellaneous
	 	 	 	 
	 
	 	 	 	 
	TABLE
	 	 	 	 
	 
	 	 	 	 
	1. Aircraft Information Table
	 	 	15	 
	 
	 	 	 	 
	1B Block B Aircraft Information Table
	 	 	4	 
	 
	 	 	 	 
	1C Block C Aircraft Information Table
	 	 	13	 
	 
	 	 	 	 
	1C1 Block C Aircraft Information Table (MSN [ * ])
	 	 	11	 
	 
	 	 	 	 
	1C2 Block C Aircraft Information Table
	 	 	16	 
	 
	 	 	 	 
	1D Block D Aircraft Information Table
	 	 	18	 
	 
	 	 	 	 
	EXHIBIT
	 	 	 	 
	 
	 	 	 	 
	A. Aircraft Configuration
	 	 	4	 
	 
	 	 	 	 
	A1. Aircraft Configuration (Block B Aircraft)
	 	 	4	 
	 
	 	 	 	 
	A2. Aircraft Configuration (Block C Aircraft except MSN [ * ])
	 	 	11	 
	 
	 	 	 	 
	A3. Aircraft Configuration (Block C Aircraft w/ MSN [ * ])
	 	 	11	 
	 
	 	 	 	 
	A4. Aircraft Configuration (Block D Aircraft)
	 	 	12	 
	 
	 	 	 	 
	B. Aircraft Delivery Requirements and Responsibilities
	 	 	 	 
	 
	 	 	 	 
	SUPPLEMENTAL EXHIBITS
	 	 	 	 
	 
	 	 	 	 
	AE1. Escalation Adjustment/Airframe and Optional Features
	 	 	 	 
	 
	 	 	 	 
	CS1. Customer Support Variables
	 	 	 	 
	 
	 	 	 	 
	EE1. Engine Escalation/Engine Warranty and Patent Indemnity
	 	 	 	 
	 
	 	 	 	 
	SLP1. Service Life Policy Components
	 	 	 	 








	 	 	 
	*	 	Blank spaces contained confidential information which has been filed separately
with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.




					
	 	 	 	 	 
	P.A. No. 3157
	 	1
	 	SA 18






BOEING PROPRIETARY





 


 









 







	 	 	 	 	 	 	 
	 	 	 	 	SA
	 	 	 	 	NUMBER
	 
	LETTER AGREEMENT

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	3157-01

	 	777 Spare Parts Initial Provisioning	 	 	 	 
	 
	 	 	 	 	 	 
	3157-02

	 	Demonstration Flight Waiver	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RCN-1785

	 	[ * ]	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RCN-1789

	 	Option Aircraft
Attachment to Letter 6-1162-RCN-1789
	 	Exercised
in SA # 4

	 
	 	 	 	 	 	 
	6-1162-RCN-1790

	 	Special Matters	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RCN-1791

	 	Performance Guarantees
	 	 	4
	 
	 	 	 	 	 	 
	6-1162-RCN-1792

	 	Liquidated Damages Non-Excusable
Delay	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RCN-1793

	 	Open Configuration Matters	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RCN-1795

	 	AGTA Amended Articles	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RCN-1796

	 	777 First-Look Inspection Program	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RCN-1797

	 	Licensing and Customer Supplemental Type
Certificates	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RCN-1798

	 	777 Boeing Converted Freighter
	 	Deleted in SA # 4

	 
	 	 	 	 	 	 
	6-1162-RCN-1798 R1

	 	777 Boeing Converted Freighter
	 	 	4
	 
	 	 	 	 	 	 
	6-1162-RCN-1799

	 	[ * ]	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RRO-1062

	 	Option Aircraft
	 	 	4

	 
	 	 	 	 	 	 
	

	 	
Attachment
	 	 	
16
	 
	 	 	 	 	 	 
	6-1162-RRO-1065

	 	Performance Guarantees for Block B Aircraft
	 	 	4
	 
	 	 	 	 	 	 
	6-1162-RRO-1066R1

	 	Special Matters for Block B Aircraft
	 	 	4
	 
	 	 	 	 	 	 
	6-1162-RRO-1067

	 	Special Matters for Option Aircraft detailed in
Letter Agreement 6-1162-RRO-1062
	 	 	4
	 
	 	 	 	 	 	 
	6-1162-RRO-1068

	 	Special Provision — Block B Aircraft
	 	 	4
	 
	 	 	 	 	 	 
	FED-PA—LA-1000790R2

	 	Special Matters for Block C Aircraft 16	 	 	 	 
	 
	 	 	 	 	 	 
	FED-PA—LA-1001683R1

	 	Special Matters for Block D Aircraft 16	 	 	 	 
	 
	 	 	 	 	 	 
	6-1162-RRO-1144R5

	 	[ * ]
	 	 	18








	 	 	 
	*	 	Blank spaces contained confidential information which has been filed separately
with the Securities and Exchange Commission pursuant to Rule 24b-2 under the
Securities Exchange Act of 1934, as amended.




					
	 	 	 	 	 
	P.A. No. 3157
	 	2
	 	SA 18






BOEING PROPRIETARY





 


 









 







	 	 	 	 	 
	SUPPLEMENTAL AGREEMENTS	 	DATED AS OF:
	 
	Supplemental Agreement No. 1
	 	May 12, 2008
	 
	Supplemental Agreement No. 2
	 	July 14, 2008
	 
	Supplemental Agreement No. 3
	 	December 15, 2008
	 
	Supplemental Agreement No. 4
	 	January 9, 2009
	 
	Supplemental Agreement No. 5
	 	January 11, 2010
	 
	Supplemental Agreement No. 6
	 	March 17, 2010
	 
	Supplemental Agreement No. 7
	 	March 17, 2010
	 
	Supplemental Agreement No. 8
	 	April 30, 2010
	 
	Supplemental Agreement No. 9
	 	June 18, 2010
	 
	Supplemental Agreement No. 10
	 	June 18, 2010
	 
	Supplemental Agreement No. 11
	 	August 19, 2010
	 
	Supplemental Agreement No. 12
	 	September 3, 2010
	 
	Supplemental Agreement No. 13
	 	August 27, 2010
	 
	Supplemental Agreement No. 14
	 	October 25, 2010
	 
	Supplemental Agreement No. 15
	 	October 29, 2010
	 
	Supplemental Agreement No. 16
	 	January 31, 2011
	 
	Supplemental Agreement No. 17
	 	February 14, 2011
	 
	Supplemental Agreement No. 18
	 	March 30, 2011








	 	 	 
	*	 	Blank spaces contained confidential information which has been filed separately
with the Securities and Exchange Commission pursuant to Rule 24b-2 under the
Securities Exchange Act of 1934, as amended.




					
	 	 	 	 	 
	P.A. No. 3157
	 	3
	 	SA 18






BOEING PROPRIETARY






 


 









 








Table 1-D To

Purchase Agreement No. PA-03157

Aircraft Delivery, Description, Price and Advance Payments




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Airframe Model/MTOW:
	 	777-Freighter	 	766000 pounds	 	 	Detail Specification: D019W007FED7F-1 Rev C dated January 10, 2011
	Engine Model/Thrust:
	 	GE90-110B1L	 	110100 pounds	 	 	Airframe Price Base Year/Escalation Formula:	 	Jul-10	 	 	 	 	 	ECI-MFG/CPI
	Airframe Price:
	 	 	 	 	[ * ]	 	 	Engine Price Base Year/Escalation Formula:	 	N/A	 	 	 	 	 	N/A
	Optional Features:
	 	 	 	 	[ * ]	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Sub-Total of Airframe and Features:	 	 	[ * ]	 	 	Airframe Escalation Data:	 	 	 	 	 	 	 	 
	Engine Price (Per Aircraft):	 	 	[ * ]	 	 	Base Year Index (ECI):	 	 	 	 	106.8	 	 	 
	Aircraft Basic Price (Excluding BFE/SPE):	 	 	[ * ]	 	 	Base Year Index (CPI):	 	 	 	 	215.6	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Buyer Furnished Equipment (BFE) Estimate:	 	 	[ * ]	 	 	 	 	 	 	 	 	 	 	 
	Seller Purchased Equipment (SPE) Estimate:	 	 	[ * ]	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Deposit per Aircraft:
	 	 	 	As noted below	 	 	 	 	 	 	 	 	 	 	 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Escalation	 	 	 	 	 	 	 	 	 	 	Escalation Estimate	 	 	Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):	 
	Delivery	 	Number of	 	 	Factor	 	 	 	 	 	 	 	 	 	 	Adv Payment Base	 	 	At Signing	 	 	24 Mos.	 	 	21/18/15/12/9/6 Mos.	 	 	Total	 
	Date	 	Aircraft	 	 	(Airframe)	 	 	MSN	 	 	Deposit	 	 	Price Per A/P	 	 	1%	 	 	4%	 	 	5%	 	 	35%	 
	Block D Aircraft
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	[ * ]
	 	 	1	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 
	[ * ]
	 	 	1	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 
	[ * ]
	 	 	1	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 
	[ * ]
	 	 	1	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 	 	 	[ * ]	 
	
	 	 	4	 	 	 		 	 	 		 	 	 		 	 	 		 	 	 		 	 	 		 	 	 		 	 	 		 








	 	 	 
	*	 	Blank spaces contained confidential information which has been filed separately with the
Securities and Exchange Commission
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.




					
	 	 	 	 	 
	FED 

54641, 55684 and 56375
	 	 Boeing Proprietary
	 	Supplemental Agreement No. 18

Page 1







 


 









 







The Boeing Company

P. O. Box 3707

Seattle, WA 98124-2207









March 25, 2011

6-1162-RRO-1144R5




Federal Express Corporation

2955 Republican Drive

Memphis, TN 38118




	 	 	 
	Attention:

	 	Mr. Kevin Burkhart
Managing Director — Aircraft Acquisitions & Sales
	 
	 	 
	Subject:

	 	[ * ]
	 
	 	 
	Reference:

	 	Supplemental Agreement No. 8, Nos. 13 through No. 16 and
No. 18 to Purchase Agreement 3157, dated November 7, 2006,
between The Boeing Company (Boeing) and Federal Express
Corporation (Customer) relating to Model 777-FREIGHTER Aircraft
(the Aircraft)






Dear Mr. Burkhart:



In consideration of the strong business relationship between Boeing and Customer and Customer
executing Supplemental Agreements No. 8, Nos. 13 through No. 16 and No. 18, Boeing has agreed to
[ * ].





	 	 	 
	*	 	Blank spaces contained confidential information which has been filed separately
with the Securities and Exchange Commission pursuant to Rule 24b-2 under the
Securities Exchange Act of 1934, as amended.




					
	 	 	 	 	 
	P.A. No. 3157, 6-1162-RRO-1144R5

[ * ]
	 	BOEING PROPRIETARY
	 	SA-18

Page 1







 


 









 












Further Customer agrees and acknowledges that Attachment A can not be revised/modified in any way
unless specifically agreed to in writing by Boeing.



	 	 	 	 	 
	Very truly yours,	 	 
	 
	 	 	 	 
	THE BOEING COMPANY	 	 
	 
	 	 	 	 
	By

	 	/s/ STUART C. ROSS
 

	 	 
	 
	 	 	 	 
	Its

	 	Attorney-In-Fact
 

	 	 
	 
	 	 	 	 
	ACCEPTED AND AGREED TO this	 	 
	 
	 	 	 	 
	Date: March 30th, 2011	 	 
	 
	 	 	 	 
	FEDERAL EXPRESS CORPORATION	 	 
	 
	 	 	 	 
	By

	 	/s/ PHILLIP C. BLUM
 

	 	 
	 
	 	 	 	 
	Its

	 	VP, Aircraft Acquisitions & SAO
 

	 	 
	 
	 	 	 	 
	Attachment	 	 








	 	 	 
	*	 	Blank spaces contained confidential information which has been filed separately
with the Securities and Exchange Commission pursuant to Rule 24b-2 under the
Securities Exchange Act of 1934, as amended.




					
	 	 	 	 	 
	P.A. No. 3157- 6-1162-RRO-1144R5

[ * ]
	 	BOEING PROPRIETARY
	 	SA-18

Page 2






 


 









 





Attachment A to 6-1162-RRO-1144R5




[ * ]






	 	 	 
	*	 	Blank spaces contained confidential information which has been filed separately
with the Securities and Exchange Commission pursuant to Rule 24b-2 under the
Securities Exchange Act of 1934, as amended.




BOEING PROPRIETARY