EXHIBIT 99.4

                           Mirant Mid-Atlantic, LLC

                               Offer to Exchange
          Pass Through Certificates, Series A, Series B and Series C
   Which have been Registered Under the Securities Act of 1933, as amended,
                          For Any and All Outstanding
          Pass Through Certificates, Series A, Series B and Series C
                 Pursuant to the Prospectus Dated May 25, 2001

To Our Clients:

  Enclosed for your consideration is a Prospectus, dated May 25, 2001 (the
"Prospectus"), of Mirant Mid-Atlantic, LLC, a Delaware limited liability
company (the "Company"), and the enclosed Letter of Transmittal (the "Letter
of Transmittal") relating to the offer to exchange (the "Registered Exchange
Offer") the registered Pass Through Certificates, Series A, Series B and
Series C (the "New Certificates") for any and all outstanding Pass Through
Certificates, Series A, Series B and Series C (the "Existing Certificates"),
upon the terms and subject to the conditions described in the Prospectus. The
Registered Exchange Offer is being made in order to satisfy certain
obligations of the Company contained in the Registration Rights Agreement,
entered into on December 18, 2001, between the Company and the initial
purchasers named therein.

  The CUSIP numbers for the Existing Certificates are as follows:
    Series A: [        ]
    Series B: [        ]
    Series C: [        ]

  This material is being forwarded to you as the beneficial owner of the
Existing Certificates carried by us in your account but not registered in your
name. A tender of such Existing Certificates may only be made by us as the
holder of record and pursuant to your instructions.

  Accordingly, we request instructions as to whether you wish us to tender on
your behalf the Existing Certificates held by us for your account, pursuant to
the terms and conditions set forth in the enclosed Prospectus and Letter of
Transmittal.

  Your instructions should be forwarded to us as promptly as possible in order
to permit us to tender the Existing Certificates on your behalf in accordance
with the provisions of the Registered Exchange Offer. The Registered Exchange
Offer will expire at 5:00 p.m., New York City time, on [       ], 2001 (the
"Expiration Date"), unless extended by the Company. Any Certificates tendered
pursuant to the Registered Exchange Offer may be withdrawn at any time before
5:00 p.m., New York City time on the Expiration Date.

  Your attention is directed to the following:

    1. The Registered Exchange Offer is for any and all Existing
  Certificates.

    2. The Registered Exchange Offer is subject to certain conditions set
  forth in the Prospectus in the section captioned "This Exchange Offer--
  Conditions to This Exchange Offer."

    3. Any transfer taxes incident to the transfer of Existing Certificates
  from the holder to the Company will be paid by the Company, except as
  otherwise provided in the Instructions in the Letter of Transmittal.

    4. The Registered Exchange Offer expires at 5:00 p.m., New York City
  time, on the Expiration Date unless extended by the Company.


  If you wish to have us tender your Existing Certificates, please so instruct
us by executing and returning to us the instruction form set forth below. The
Letter of Transmittal is furnished to you for information only and may not be
used directly by you to tender Existing Certificates.

Instructions with Respect to the Exchange Offer

  The undersigned acknowledge(s) receipt of your letter enclosing the
Prospectus, dated May 25, 2001, of the Company, and the related specimen
Letter of Transmittal.

  This will instruct you to tender the number of Existing Certificates
indicated below held by you for the account of the undersigned, pursuant to
the terms and conditions set forth in the Prospectus and the related Letter of
Transmittal.

(Check one).

Box 1 [_Please]tender my Existing Certificates held by you for my account. If
        I do not wish to tender all of the Existing Certificates held by you,
        I have identified on a signed schedule attached hereto the number of
        Existing Certificates I do not wish tendered.

Box 2 [_]Please do not tender any Certificates held by you for my account.

Date        , 2001

                                          _____________________________________
                                                      Signature(s)

                                          _____________________________________

                                          _____________________________________
                                                Please print name(s) here

                                          _____________________________________

                                          (   )
                                          _____________________________________
                                               Area code and phone number

  Unless a specific contrary instruction is given in the space provided, your
signature(s) hereon shall constitute an instruction to us to tender all
Existing Certificates.

                                       2