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ATLANTIC AMERICAN CORP Director's Dealing 2011

Feb 14, 2011

34495_dirs_2011-02-14_3dcc0f6d-f5b5-4e4f-b76f-7ecd1f127655.zip

Director's Dealing

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SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: ATLANTIC AMERICAN CORP (AAME)
CIK: 0000008177
Period of Report: 2010-12-31

Reporting Person: ROBINSON J MACK (Director, 10% Owner)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 923035 Direct
Common Stock 300000 Indirect
Common Stock 1363809 Indirect
Common Stock 3756746 Indirect
Common Stock 8704344 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Series D Preferred Stock $ Cmn Stk (1754385) 70000 Indirect

Footnotes

F1: This Form 5 is being filed solely to correct a clerical error in the previously reported stock holdings of the reporting person, which clerical error resulted in the omission of 100 shares of the Company's common stock from the reporting person's prior Section 16 filings.

F2: Mr. Robinson has an indirect ownership interest in 3756746 shares owned by Gulf Capital Services ("Gulf Capital"), an entity in which Mr. Robinson holds a 24% interest. The remaining interest in Gulf Capital is held in equal amounts by Trusts for the benefit of Mr. Robinson's two daughters, with Mr. Robinson's spouse as Trustee. Mr. Robinson disclaims beneficial ownership in the 76% of the Company's common stock held by Gulf Capital, representing the Trusts' proportionate interest therein.

F3: Mr. Robinson has an indirect ownership interest in 8704344 shares, of which 655576 are owned directly by his spouse; 6720 shares held by his spouse, jointly with his grandson; 3953256 shares are held directly by a Trust for his daughter, Robin Robinson, with Mr. Robinson's spouse as Trustee; and, 4088792 shares are held directly by a Trust for his daughter, Jill Robinson, with Mr. Robinson's spouse as Trustee. Mr. Robinson expressly disclaims beneficial ownership of all of such securities.

F4: The Series D Preferred Stock is convertible into common stock at a per share price of $3.99, subject to certain anti-dilution provisions, provided that in no case may the conversion price be less than $2.59 per share without the prior approval of the Company's shareholders. Such shares are owned by Delta Life Insurance Company, an entity in which Mr. Robinson maintains a controlling interest.

F5: The Series D Preferred Stock was convertible into common stock upon issuance and has no expiration date.