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                                                                   EXHIBIT 10.73


                             FIFTH AMENDMENT TO THE
                                MIRANT SERVICES
                             EMPLOYEE SAVINGS PLAN

         WHEREAS, Mirant Services, LLC (the "Company") heretofore adopted the
Mirant Services 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 amend the Plan regarding the employee
contribution limitation; 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 of June 1, 2002:

                                       I.

         SECTION 4.1 OF THE PLAN SHALL BE DELETED IN ITS ENTIRETY AND REPLACED
WITH THE FOLLOWING NEW SECTION 4.1:

         4.1      Elective Employer Contributions. An Eligible Employee who
meets the participation requirements of Article III may elect in accordance
with the procedures established by the Committee to have his Compensation
reduced by a whole percentage of his Compensation, which percentage shall not
be less than one percent (1%) nor more than thirty percent (30%) of his
Compensation, such Elective Employer Contribution to be contributed to his
Account under the Plan.

                                      II.

         SECTION 4.6 OF THE PLAN SHALL BE DELETED IN ITS ENTIRETY AND REPLACED
WITH THE FOLLOWING NEW SECTION 4.6:

         4.6      Voluntary Participant Contributions. An Eligible Employee who
meets the participation requirements of Article III may elect in accordance
with the procedures established by the Committee to contribute to his Account a
Voluntary Participant Contribution consisting of any whole percentage of his
Compensation, which percentage is not less than one percent (1%) nor more than
thirty percent (30%) of his Compensation. The maximum Voluntary Participant
Contribution shall be reduced by the percent, if any, which is contributed as
an Elective Employer Contribution on behalf of such Participant under Section
4.1.

                                      III.

         SECTION 6.2 OF THE PLAN SHALL BE DELETED IN ITS ENTIRETY AND REPLACED
WITH THE FOLLOWING NEW SECTION 6.2:

         6.2      Correction of Contributions in Excess of Section 415 Limits.
If the Annual Additions for a Participant exceed the limits of Section 6.1 as a
result of the allocation of forfeitures, if any, a reasonable error in
estimating a Participant's annual compensation for purposes of the Plan, a
reasonable error in determining the amount of elective deferrals (within the
meaning of Section


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402(g)(3) of the Code) that may be made with respect to any individual, or
under other limited facts and circumstances that the Commissioner of the
Treasury finds justify the availability of the rules set forth in this Section
6.2, the excess amounts shall not be deemed Annual Additions if they are
treated in accordance with any one or more or any combination of the following:

         (a)      return to the Participant that portion, or all, of his
Voluntary Participant Contributions (as adjusted for income and loss) as is
necessary to ensure compliance with Section 6.1;

         (b)      distribute to the Participant that portion, or all, of his
Elective Employer Contributions (as adjusted for income and loss) as is
necessary to ensure compliance with Section 6.1;

         (c)      forfeiture of that portion, or all, of the Employer Matching
Contributions (as adjusted for income and loss) as is necessary to ensure
compliance with Section 6.1; and

         (d)      forfeiture of that portion, or all, of the Fixed Profit
Sharing Contributions and Discretionary Profit Sharing Contributions that were
allocated to the Participant's Account (as adjusted for income and loss) as is
necessary to ensure compliance with Section 6.1.

         Any amounts distributed or returned to the Participant under (a) or
(b) above shall be disregarded for purposes of the Actual Deferral Percentage
Test and for purposes of the Actual Contribution Percentage Test.

         Any amounts forfeited under this Section 6.2 shall be held in a
suspense account (separate from the Suspense Account established under Section
10.3) and shall be applied, subject to Section 6.1, to reduce the next ensuing
Employing Company contribution. Such application shall be made prior to any
Employing Company contributions that would constitute Annual Additions. No
income or investment gains and losses shall be allocated to the suspense
account provided for under this Section 6.2. If any amount remains in a
suspense account provided for under this Section 6.2 upon termination of this
Plan, such amount will revert to the Employing Companies notwithstanding any
other provision of this Plan.

                                      IV.

         EXCEPT AS AMENDED HEREIN BY THIS FIFTH AMENDMENT, THE PLAN SHALL
REMAIN IN FULL FORCE AND EFFECT AS AMENDED AND RESTATED BY THE COMPANY PRIOR TO
THE ADOPTION OF THIS FIFTH AMENDMENT.

         IN WITNESS WHEREOF, the Committee, through a duly authorized officer
of the Company, has adopted this Fifth Amendment to the Plan this 22nd day of
May, 2002 to be effective as provided herein.


                                      MIRANT SERVICES, LLC



                                     By: Dianne W. Davenport
                                        -----------------------------------
                                     Title: Vice President
                                           --------------------------------


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