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ATLANTIC AMERICAN CORP Director's Dealing 2004

Oct 28, 2004

34495_dirs_2004-10-28_0d80c441-1c41-49ee-8873-6e9df031c01d.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ATLANTIC AMERICAN CORP (AAME)
CIK: 0000008177
Period of Report: 2004-10-26

Reporting Person: WHALEY WILLIAM H (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2004-10-26 Common Stock A 3333 Acquired 22833 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 6000 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Option to Buy $ Cmn Stk (3000) 3000 Direct

Footnotes

F1: Represents 3333 shares of restricted stock that were awarded pursuant to the Company's 2002 Incentive Plan. No consideration is required to be paid by recipient.

F2: Dr. Whaley also has an indirect ownership interest in 6000 shares owned by his spouse as custodian for their daughter, for which Dr. Whaley expressly disclaims beneficial ownership of such securities.

F3: Dr. Whaley also holds options to acquire 3000 shares of common stock granted under the Company's 1996 Non-Employee Director Stock Option Plan at exercise prices ranging from $1.90 to $2.6875.