Seventh Amendment To The Bargaining And Employee

SEVENTH AMENDMENT TO THE
MIRANT SERVICES
BARGAINING UNIT EMPLOYEE SAVINGS PLAN


WHEREAS, Mirant Services, LLC (the "Company") heretofore adopted the Mirant Services Bargaining Unit Employee Savings Plan (the "Plan"), effective December 19, 2000, and subsequently amended and restated effective as of April 2, 2001;


WHEREAS, the Company desires to make various changes to the Plan; and


WHEREAS, the Americas Benefits Committee (the "Committee") is authorized pursuant to Section 15.1 of the Plan to amend the Plan at any time, provided such amendment does not involve a substantial increase in cost to the Company.


NOW, THEREFORE, the Committee hereby amends the Plan as follows, to be effective as provided herein:


I


EFFECTIVE AS OF AUGUST 27, 2002, THE FIRST SENTENCE IN SECTION 8.1 OF THE PLAN SHALL BE DELETED IN ITS ENTIRETY AND REPLACED WITH THE FOLLOWING SENTENCE:


The Investment Funds shall be selected from time to time by the
Qualified Plans Investment Review Committee (the "Investment Review
Committee").


II.


EFFECTIVE AS OF JANUARY 1, 2003, THE PLAN SHALL BE MODIFIED BY THE ADDITION OF THE FOLLOWING NEW ARTICLE XX:


ARTICLE XX
MINIMUM DISTRIBUTION REQUIREMENTS


20.1 General Rules


(a) Effective Date. The provisions of this Article XX
will apply for purposes of determining required minimum distributions
for calendar years beginning with the 2003 calendar year.


(b) Coordination with Minimum Distribution Requirements
Previously in Effect. For the Plan Year beginning on January 1, 2002,
the Plan applied the minimum distribution requirements of Section
401(a)(9) of the Code in accordance with the regulations under Section
401(a)(9) of the Code that were proposed in January of 2001.


(c) Precedence. The requirements of this Article XX will
take precedence over any inconsistent provisions of the Plan.


(d) Requirements of Treasury Regulations Incorporated.
All distributions required under this Article XX will be determined and
made in accordance with the Treasury regulations under Section
401(a)(9) of the Code.


(e) TEFRA Section 242(b)(2) Elections. Notwithstanding
the other provisions of this Article XX other than Section 20.1(d),
distributions may be made under a designation made before January 1,
1984, in accordance with Section 242(b)(2) of the Tax Equity and Fiscal
Responsibility Act (TEFRA) and the provisions of the Plan that relate
to Section 242(b)(2) of TEFRA.


20.2 Time and Manner of Distribution.


(a) Required Beginning Date. The Participant's entire
interest will be distributed to the Participant no later than his
Required Beginning Date.


(b) Death of Participant Before Distributions Begin. If
the Participant dies before distributions begin, the Participant's
entire interest will be distributed no later than as follows:


(1) If the Participant's Surviving Spouse is the
Participant's sole Designated Beneficiary, then the
distribution to the Surviving Spouse will be made by no later
than December 31 of the calendar year immediately following
the calendar year in which the Participant died.


(2) If the Participant's Surviving Spouse is not
the Participant's sole Designated Beneficiary, then the
distribution to the Designated Beneficiary will be made by no
later than December 31 of the calendar year immediately
following the calendar year in which the Participant died.


(3) If there is no Designated Beneficiary as of
September 30 of the year following the year of the
Participant's death, the Participant's entire interest will be
distributed by December 31 of the calendar year containing the
fifth anniversary of the Participant's death.


(4) If the Participant's Surviving Spouse is the
Participant's sole Designated Beneficiary and the Surviving
Spouse dies after the Participant but before the distribution
to the Surviving Spouse has been made, this Section 20.2(b),
other than Section 20.2(b)(1), will apply as if the Surviving
Spouse were the Participant.


For purposes of this Section 20.2(b) and Section 20.4, unless Section
20.2(b)(4) applies, distributions are considered to begin on the
Participant's Required Beginning Date. If Section 20.2(b)(4) applies,
distributions are considered to begin on the date distributions are
required to begin to t ...