UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
                      ------------------------------------
                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported) May 31, 2001
                                                          -------------

                               Mirant Corporation
             (Exact name of registrant as specified in its charter)

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        Delaware                  001-16107            58-2056305
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(State or other jurisdiction     (Commission File    IRS Employer Identification
 of incorporation)                Number)            No.)


1155 Perimeter Center West Suite 100, Atlanta, Georgia                  30338
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(Address of principal executive offices)                             (Zip Code)


Registrant's telephone number, including area code     (678) 579-5000
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                                       N/A
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         (Former name or former address, if changed since last report.)




Item 5.         Other Events.
                On  May  31, 2001, Mirant  Corporation  issued  a  press release
                announcing the close of the sale of $750 million  in Convertible
                Senior  Debentures, dated  May  31, 2001. A  copy  of  the press
                release is filed on this Form 8-K as exhibit 99.1.

Exhibit.  99.1

News

News Media Contact:
Jamie Stephenson, (678) 579-7117
James Peters, (678) 579-5266
                                                                    May 31, 2001

       Mirant Closes Sale of $750 Million in Convertible Senior Debentures

         ATLANTA - Mirant (NYSE:  MIR) announced today that it has completed the
sale of $750 million in convertible  senior  debentures due 2021. The funds will
be used for general corporate purposes, including repayment of short term debt.

         The debentures bear an annual interest rate of 2.5 percent,  subject to
upward adjustment  commencing on June 15, 2004, depending on the market price of
Mirant's  common  stock.  If the closing price of Mirant common stock on the New
York Stock Exchange exceeds certain levels for a specified period of time, or in
certain other  circumstances,  the debentures will be convertible into shares of
Mirant  common stock at an initial  conversion  price of $67.95 per share.  This
conversion  price represents a 51 percent premium over Mirant's closing price of
$45.00 on May 23, 2001.  Debenture  holders may require Mirant to repurchase the
notes at the end of the third,  fifth,  tenth and fifteenth years and Mirant may
pay the purchase price in any such case in cash or shares of common stock or any
combination of cash or shares.

         Additionally,  the  initial  purchaser  has the  option to  acquire  an
additional $112.5 million principal amount of debentures.

         The debentures  have not been  registered  under the securities laws of
the United States or any state and may only be offered or sold within the United
States to qualified institutional buyers.

         Mirant develops,  constructs,  owns and operates power plants and sells
wholesale electricity,  natural gas and other energy commodities.  Headquartered
in Atlanta, with 10,000 employees worldwide,  Mirant has extensive operations in
North  America,  Europe  and Asia.  Mirant  owns or  controls  more than  20,000
megawatts of electric  generating  capacity around the world, with another 9,000
megawatts  of  announced  development.  In North  America,  Mirant  controls  an
extensive natural gas asset base, including  transportation,  storage and access
to approximately 3.8 billion cubic feet per day of natural gas production.




                                    SIGNATURE

                Pursuant to the  requirements of the Securities  Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.


Date:     May 31, 2001                       MIRANT CORPORATION




                  `                          By /s/ James A. Ward
                                             ----------------------------------
                                             James A. Ward
                                             Senior Vice President, Finance
                                             And Accounting
                                             (Principal Accounting Officer)