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<SEC-DOCUMENT>0000008177-10-000012.txt : 20100615
<SEC-HEADER>0000008177-10-000012.hdr.sgml : 20100615
<ACCEPTANCE-DATETIME>20100615092943
ACCESSION NUMBER:		0000008177-10-000012
CONFORMED SUBMISSION TYPE:	11-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20091231
FILED AS OF DATE:		20100615
DATE AS OF CHANGE:		20100615

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ATLANTIC AMERICAN CORP
		CENTRAL INDEX KEY:			0000008177
		STANDARD INDUSTRIAL CLASSIFICATION:	LIFE INSURANCE [6311]
		IRS NUMBER:				581027114
		STATE OF INCORPORATION:			GA
		FISCAL YEAR END:			0228

	FILING VALUES:
		FORM TYPE:		11-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-03722
		FILM NUMBER:		10896380

	BUSINESS ADDRESS:	
		STREET 1:		4370 PEACHTREE RD NE
		CITY:			ATLANTA
		STATE:			GA
		ZIP:			30319
		BUSINESS PHONE:		4042665500

	MAIL ADDRESS:	
		STREET 1:		4370 PEACHTREE ROAD
		CITY:			ATLANTA
		STATE:			GA
		ZIP:			30319
</SEC-HEADER>
<DOCUMENT>
<TYPE>11-K
<SEQUENCE>1
<FILENAME>form_11k10.txt
<DESCRIPTION>FORM 11K ATLANTIC AMERICAN CORPORATION
<TEXT>
        <table>
<caption>
                                                <s>    <c>   <c>
                                                           UNITED STATES
                                                 SECURITIES AND EXCHANGE COMMISSION
                                                        Washington, D.C. 20549


                                                               Form 11-K
</table>
<table>
<caption>
<s>     <c>                                  <c>                <c>
         (Mark One)
[X]      ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                                              For the fiscal year ended December 31, 2009
                                              -------------------------------------------

                                                                  OR

[ ]      TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                                                     Commission file number 0-3722
                                                                            ------

A.       Full title of the plan and the address of the plan, if different from that of the issuer named below:

                                                     Atlantic American Corporation
                                                    401(k) Retirement Savings Plan

B.       Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

                                                     Atlantic American Corporation
                                                       4370 Peachtree Road, N.E.
                                                           Atlanta, GA 30319
</table>


<PAGE>

<table>
<caption>
<s>                                                       <c>

                                                           TABLE OF CONTENTS
                                                           -----------------

SIGNATURES
- ----------

Financial Statements and Schedules
- ----------------------------------

Consent of BDO Seidman LLP
- ----------------------------------

</table>


<PAGE>



SIGNATURES

THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.

<TABLE>
<caption>
                                                      <s>     <c>
                                                                Atlantic American Corporation
                                                                401(k) Retirement Savings Plan
                                                     -----------------------------------------------------
                                                                        (Name of Plan)
</table>






<table>
<caption>
 <s>                                                    <c>             <c>
 Date:  June 14, 2010                                                /s/ John G. Sample, Jr.
       ---------------                               ------------------------------------------------------
                                                                       John G. Sample, Jr.
                                                        Senior Vice President, CFO and Acting Secretary
                                                                  Atlantic American Corporation
</table>


<PAGE>









                          ATLANTIC AMERICAN CORPORATION
                          401(k) RETIREMENT SAVINGS PLAN


The following exhibits are filed herewith:


         Exhibit 1:            Financial Statements and Supplemental Schedule
                               for the years ended December 31, 2009 and 2008
                               together with Report of Independent Registered
                               Public Accounting Firm.

         Exhibit 2:            Consent of BDO Seidman LLP,
                               Independent Registered Public Accounting Firm.























</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>form11k_exhibit1.txt
<DESCRIPTION>EXHIBIT 1 FINANCIAL STATEMENTS AND SCHEDULES
<TEXT>







                                   Exhibit 1


                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                              FINANCIAL STATEMENTS
                                      AND
                             SUPPLEMENTAL SCHEDULE

                 For the Years Ended December 31, 2009 and 2008

                                      with
             Report of Independent Registered Public Accounting Firm








<PAGE>


                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                                TABLE OF CONTENTS

                           December 31, 2009 AND 2008

- --------------------------------------------------------------------------------


Report of Independent Registered Public Accounting Firm........................1

Statements of Net Assets Available for Benefits................................2

Statement of Changes in Net Assets Available for Benefits......................3

Notes to Financial Statements..................................................4

Supplemental Schedule:

     Schedule H, Line 4i:  Schedule of Assets (Held at End of Year)...........19




<PAGE>

            REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Plan Administrator
Atlantic American Corporation 401(k) Retirement Savings Plan
Atlanta, Georgia

We have audited the accompanying statements of net assets available for benefits
of the Atlantic American Corporation 401(k) Retirement Savings Plan (the "Plan")
as of December  31, 2009 and 2008,  and the related  statement of changes in net
assets  available  for  benefits for the year ended  December  31,  2009.  These
financial  statements  are the  responsibility  of the  Plan's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  The Plan is not required to have,
nor were we engaged to perform,  an audit of its internal control over financial
reporting.  Our audits included consideration of internal control over financial
reporting as a basis for designing audit  procedures that are appropriate in the
circumstances,  but  not  for  the  purpose  of  expressing  an  opinion  on the
effectiveness  of  the  Plan's  internal   control  over  financial   reporting.
Accordingly,  we express no such opinion. An audit also includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements,  assessing the accounting  principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the net assets available for benefits of the Plan as of
December 31, 2009 and 2008, and the changes in net assets available for benefits
for the year ended December 31, 2009 in conformity  with  accounting  principles
generally accepted in the United States of America.

Our audits  were  performed  for the  purpose of forming  opinions  on the basic
financial statements taken as a whole. The accompanying supplemental Schedule H,
Line  4i-Schedule  of Assets  (Held at End of Year) as of or for the year  ended
December 31, 2009 is presented for the purpose of additional analysis and is not
a  required  part  of  the  basic  financial  statements  but  is  supplementary
information  required by the  Department  of Labor's Rules and  Regulations  for
Reporting and Disclosure  under the Employee  Retirement  Income Security Act of
1974. This supplemental schedule is the responsibility of the Plan's management.
The supplemental  schedule has been subjected to the auditing procedures applied
in the audits of the basic financial  statements and, in our opinion,  is fairly
stated in all material  respects in relation to the basic  financial  statements
taken as a whole.

BDO SEIDMAN LLP
Atlanta, Georgia
June 14, 2010



                                       1


<PAGE>










                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                 STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

                           December 31, 2009 and 2008

- --------------------------------------------------------------------------------




                                                 2009                2008
                                          ------------------  ------------------

Cash                                        $         11,291  $                3
Investments, at fair value (Note 3)
     Common/collective trusts                        913,829             846,734
     Employer securities                             495,884             394,959
     Registered investment companies               6,472,957           4,499,866
     Participant loans                                99,458             123,689
                                           -----------------  ------------------

NET ASSETS AVAILABLE FOR BENEFITS           $      7,993,419  $        5,865,251
                                           ==================  =================






   The accompanying notes are an integral part of these financial statements.

                                       2

<PAGE>



                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

            STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

                      For the Year Ended December 31, 2009

- --------------------------------------------------------------------------------

Additions to Net Assets
  Contributions:
         Participants                                          $         620,105
         Company                                                         294,361
                                                               -----------------

              TOTAL CONTRIBUTIONS                                        914,466

     Interest and dividend income                                        152,490

     Net appreciation in fair market value of investments (Note 3)     1,581,748
                                                               -----------------

              TOTAL ADDITIONS TO NET ASSETS                            2,648,704
                                                               -----------------
Deductions from Net Assets
     Benefit payments to participants                                    478,980
     Fees                                                                 41,556
                                                               -----------------

              TOTAL DEDUCTIONS                                           520,536
                                                               -----------------

Net Increase                                                           2,128,168


Net Assets Available for Benefits at Beginning of Year                 5,865,251
                                                               -----------------

Net Assets Available for Benefits at End of Year               $       7,993,419
                                                               =================





   The accompanying notes are an integral part of these financial statements.

                                       3

<PAGE>


                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 1-DESCRIPTION OF THE PLAN

The following description of the Atlantic American Corporation 401(k) Retirement
Savings  Plan (the "Plan")  provides  only  general  information.  Participating
members  ("Participants")  should refer to the Plan document for a more complete
description of the Plan's  provisions.  Information  with regard to eligibility,
contributions,  distributions,  vesting, withdrawals,  restoration,  loans, fund
redistribution,  and  definitions  of all terms are contained in that  document.

General: The Plan is a defined contribution plan available to all U.S. employees
of  Atlantic  American  Corporation  and  its  subsidiaries  (collectively,  the
"Company").   All  employees  of  the  Company,   except  collective  bargaining
employees,  nonresident aliens, and leased employees are eligible to participate
and are automatically enrolled, effective on the date of employment. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of 1974
("ERISA"),  as amended.

Participating  Companies:  As of December  31,  2009,  the  Company  owned three
insurance  subsidiaries,  Bankers  Fidelity  Life  Insurance  Company,  American
Southern  Insurance  Company and its wholly owned  subsidiary,  American  Safety
Insurance  Company,  in addition to one  non-insurance  company,  Self Insurance
Administrators, Inc. All four of these subsidiaries were eligible to participate
in the Plan in 2009.

Plan Administration:  Wachovia Bank, National Association (the "Trustee") is the
Trustee of the Plan and has  custodial  responsibility  for the  Plan's  assets,
including the  authority and power to, among other things,  invest the principal
and income of the Plan's assets.

Contributions:  Eligible  employees  automatically  become a participant and are
enrolled into the Plan at a 4% deferral rate on their date of hire. At any time,
a  participant  may stop his or her  contribution  or change his or her deferral
percentage  in 1%  increments  up to 50% of his or her annual  compensation,  as
defined by the Plan,  subject to certain  limitations under the Internal Revenue
Code (the "Code"),  and elect to  contribute  into any of the  investment  funds
offered by the Plan. Participant pre-tax limitations were limited to $16,500 for
2009 and $15,500 for 2008.

Participants may also contribute amounts  representing  distributions from other
qualified benefit plans. These contributions, if any, are classified as rollover
contributions  in the statement of changes in net assets available for benefits.
Participants  who have  attained  age 50  before  the end of the  Plan  year are
eligible to make  catch-up  contributions  to the Plan.  The maximum  individual
catch-up contribution amount was $5,500 for 2009 and $5,000 for 2008.

                                       4


<PAGE>

                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 1-DESCRIPTION OF THE PLAN-Continued

The Company provides a matching  contribution  equal to a certain  percentage of
each participant's  contributions.  On January 1, 2009, the Company adopted safe
harbor  plan  provisions,  with  employer  matching  contributions  of 100% of a
participant's pre-tax contribution,  up to the first 4% of earnings. Safe harbor
contributions  are  fully  vested   immediately.   The  Company  may  also  make
profit-sharing  contributions,  at its discretion, which will be allocated among
all eligible  participants in the Plan whether they make  contributions  or not.
For the year ended  December  31,  2008,  the  Company's  matching  contribution
equaled 50% of each  participant's tax deferred  contribution up to the first 6%
of eligible  compensation.  All Company matching  contributions prior to July 1,
2008 were in Company  common stock.  Subsequent  thereto and prior to January 1,
2009, Company matching contributions were in either Company common stock or cash
depending on the participating company.  Effective January 1, 2009, all employer
matching  contributions  are made in cash;  and Company  common stock remains an
investment option in the Plan.

Vesting:  Participants  are always fully vested in their own  contributions  and
safe harbor  matching  contributions.  Each  participant  becomes  vested in the
pre-2009  Company  matching  stock  contributions  based on years of  continuous
service. The vesting percentage for the Company matching stock contributions are
as follows:

 Years of service:
         Less than one                                          0%
         One                                                   20%
         Two                                                   40%
         Three                                                 60%
         Four                                                  80%
         Five                                                 100%

In  addition,  participants  become  fully  vested upon  retirement, death,  or
disability.

Benefits: Upon termination of service due to death, disability,  retirement,  or
separation from service,  a participant or his or her beneficiary  with a vested
balance greater than $5,000 may elect to receive an amount equal to the value of
the  participant's  vested  interest in his or her account or they can remain in
the  Plan  but  contributions  cease.  The  form  of  payment,  selected  by the
participant or his or her  beneficiary,  is either a lump-sum  distribution or a
direct  rollover  into a  qualified  retirement  plan or  individual  retirement
account.  A vested balance less than $5,000 is automatically  distributed to the
terminated  participant  or his  or her  beneficiary  in  the  quarterly  period
following termination.



                                       5

<PAGE>
                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 1-DESCRIPTION OF THE PLAN-Continued

Participant Accounts:  Individual accounts are maintained for each of the Plan's
participants   and   reflect   the   participant's    contributions,    employer
contributions,  and the  participant's  share of the  Plan's  investment  income
(loss).  Allocations  of income  (loss)  are based on the  proportion  that each
participant's  account  balance  bears to the total of all  participant  account
balances and their investment elections.

Investment Options:  Participants may direct their contributions and any related
earnings into several  investment  options in 1%  increments.  Participants  may
change  their  investment  elections  at any  time.  As of  December  31,  2009,
participants in the Plan can invest in any of the following investment options:


     o    AIM Dynamics Fund - seeks long-term capital growth.  The fund normally
          invests   at  least   65%  of   assets   in   equity   securities   of
          mid-capitalization companies.

     o    AllianceBernstein International Value Fund - seeks long-term growth of
          capital.  The fund  invests  primarily in a  diversified  portfolio of
          equity securities of established  companies selected from more than 40
          industries and more than 40 developed and emerging  market  countries.
          It invests in companies that are believed to be undervalued  and whose
          long-term  earnings power is not reflected in the current market price
          of their securities.

     o    Allianz NFJ Dividend  Value Fund - seeks  long-term  growth of capital
          and income.  The fund invests at least 80% of assets in common  stocks
          and other equity  securities of companies  that pay or are expected to
          pay dividends. It invests primarily in common stocks of companies with
          market  capitalizations  greater  than $3.5  billion.  In  addition to
          common stocks and other equity securities, the fund may invest in real
          estate investment trusts (REITs) and in non-U.S. securities, including
          emerging market securities.

     o    Atlantic  American  Corporation  Common  Stock Fund - is  comprised of
          Atlantic American common stock and a small percentage of cash to allow
          for daily  transfers  in and out of the fund.  Fund  performance  will
          differ from the actual  performance of Atlantic  American common stock
          because of the cash held in the fund for liquidity purposes.


     o    Baron  Growth  Fund - seeks  capital  appreciation.  The fund  invests
          primarily in common stocks of smaller  growth  companies  selected for
          their  capital  appreciation  potential.  It  considers a  small-sized
          company as one having a market value of under $2.5 billion at the time
          of purchase.  The fund seeks to purchase  securities that are expected
          to increase  in value 100% in four years and then double  again in the
          following four or five years.


                                       6

<PAGE>

                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 1-DESCRIPTION OF THE PLAN-Continued

     o    Columbia  Mid Cap Value  Fund - seeks to provide  long-term  growth of
          capital.  The fund  normally  invests  at least  80% of net  assets in
          equity securities of companies that have market capitalizations in the
          range of the  companies  in the  Russell  Midcap  Value Index that are
          believed  to be  undervalued  and have  the  potential  for  long-term
          growth. It may invest up to 20% of total assets in foreign securities.
          The fund also may invest in REITs.

     o    Columbia Small Cap Value Fund - seeks long-term growth of capital. The
          fund normally invests at least 80% of net assets in equity  securities
          of  companies  that have  market  capitalizations  in the range of the
          companies  in the  Russell  2000 Value  Index that are  believed to be
          undervalued and have the potential for long-term growth of capital. It
          may invest up to 20% of total  assets in foreign  securities  and also
          may invest in REITs.

     o    Fidelity  Puritan  Fund - seeks income and capital  growth  consistent
          with  reasonable  risk.  The fund  invests 60% of assets in stocks and
          other  equity  securities  and the  remainder  in bonds and other debt
          securities,  including  lower-quality  debt securities.  It invests at
          least 25% of total assets in fixed-income senior securities (including
          debt  securities  and  preferred  stock).  The fund  also  invests  in
          domestic and foreign issuers and in Fidelity's central funds.

     o    Oppenheimer Global  Opportunities  Fund - seeks capital  appreciation,
          consistent  with  preservation of principal,  while providing  current
          income.  The fund primarily invests in equity securities of issuers in
          the U.S. and foreign  countries but may invest in debt securities with
          up to 25% of assets in bonds rated below  investment  grade.  The fund
          can invest in any country,  including  developed or emerging  markets,
          but currently  emphasizes  investments  in developed  countries.  As a
          fundamental policy, it normally invests in at least four countries.

     o    PIMCO  Total  Return  Fund - seeks  maximum  total  return.  The  fund
          normally  invests  at  least  65% of  total  assets  in a  diversified
          portfolio of fixed income instruments of varying maturities, which may
          be  represented by forwards or  derivatives  such as options,  futures
          contracts, or swap agreements.  It may invest all assets in derivative
          instruments, such as options, futures contracts or swap agreements, or
          in mortgage or  asset-backed  securities.  The fund also invests up to
          10% of total assets in preferred stocks.





                                       7
<PAGE>


                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 1-DESCRIPTION OF THE PLAN-Continued

     o    Putnam  International  Capital  Opportunities  Fund - seeks  long-term
          capital  appreciation.  The fund normally  invests in common stocks of
          companies  outside  the  United  States  that  are  believed  to  have
          favorable  investment  potential.  It primarily invests in equities of
          small-to   mid-capitalization  issuers,  however,  it  can  invest  in
          companies of any size.  The fund may also invest in securities  issued
          in both developed and emerging markets.

     o    T.  Rowe  Price  Blue Chip  Growth  Fund - seeks  long-term  growth of
          capital;  income is secondary.  The fund will normally invest at least
          80% of assets in the common stocks of large and medium-sized blue chip
          growth  companies.  These are firms that are well established in their
          industries and have the potential for  above-average  earnings growth.
          It  focuses  on  companies  with  leading  market  position,  seasoned
          management and strong financial  fundamentals.  While the fund invests
          most  assets  in  U.S.  common  stocks,  it may  also  purchase  other
          securities including foreign stocks, futures and options.

     o    T. Rowe Price  Retirement  Strategy  Funds - seeks the  highest  total
          return over time  consistent  with an emphasis on both capital  growth
          and  income.  The funds  invest in a set of  underlying  T. Rowe Price
          mutual funds  representing  a variety of asset classes and  investment
          styles.  Each fund's asset mix becomes more  conservative - both prior
          to and after age 65 - as time  elapses.  Once a fund  reaches its most
          conservative  planned  allocation,  approximately  30 years  after its
          stated target  retirement  date,  its allocation to stocks will remain
          fixed at approximately  20% of assets.  The remainder will be invested
          in 60% fixed income securities and 20% short-term securities.

     o    Vanguard  Midcap  Index  Fund - seeks to track  the  performance  of a
          benchmark    index   that   measures   the   investment    return   of
          mid-capitalization  stocks.  The fund  employs  a  passive  management
          investment  approach  designed to track the performance of the MSCI US
          Mid Cap 450  Index,  a  broadly  diversified  index of the  stocks  of
          medium-size U.S. companies.  It attempts to replicate the target index
          by investing all, or  substantially  all, of assets in the stocks that
          make up the  index,  holding  each  stock  in  approximately  the same
          proportion as its weighting in the index.

     o    Vanguard  Small Cap Index Fund - seeks to track the  performance  of a
          benchmark   index  that  measures  the  investment   return  of  small
          capitalization   stocks.   The  fund  employs  a  passive   management
          investment  approach  designed to track the performance of the MSCI US
          Small Cap 1750  Index,  a broadly  diversified  index of the stocks of
          smaller U.S.  companies.  It attempts to replicate the target index by
          investing all, or substantially all, of assets in the stocks that make
          up the index,




                                        8





<PAGE>
                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 1-DESCRIPTION OF THE PLAN-Continued


          holding  each  stock  in  approximately  the  same  proportion  as its
          weighting in the index.

     o    Vanguard Total Bond Market Index Fund - seeks to track the performance
          of a broad,  market-weighted  bond index. The fund invests by sampling
          the  index.  It  invests  at least 80% of assets in bonds  held in the
          index.   The  fund  maintains  a   dollar-weighted   average  maturity
          consistent with that of the index, ranging between 5 and 10 years.

     o    Enhanced Stock Market Fund of Wachovia - seeks to provide a total rate
          of return equal to or exceeding that of the S&P 500 market index.

     o    Wachovia  Diversified  Stable  Value Fund - seeks to provide  rates of
          return greater than  three-month  Treasury  bills while  maintaining a
          relatively stable principal value.


Forfeitures:  Amounts  forfeited from non-vested  accounts,  if any, are used to
reduce future employer contributions.  There were no forfeitures used in 2009 to
reduce  employer  contributions.  At  December  31,  2009 and 2008,  $49,946 and
$46,426, respectively, were available to be used in the future.

Participant Loans: Participants may borrow from their fund accounts a minimum of
$1,000 up to a maximum  equal to the lesser of  $50,000  or 50% of their  vested
account  balance.  Participants  may elect to have their  loans  disbursed  from
specific  investment  funds.  Loan terms  range from six months to five years or
within a reasonable  time if used for the purchase of a primary  residence.  The
loans are secured by the vested value of the participants'  account balances and
bear  interest  at the prime rate of  interest  on the date of the loan plus 1%.
Principal and interest are paid ratably through payroll deductions.

Specified  Hardship  Withdrawals:  Upon written  application to the Trustee by a
participant for a specified  hardship  withdrawal,  the participant may withdraw
from his or her fund accounts. Such withdrawal may be made only upon the express
determination  that it is  necessary to prevent a severe  financial  hardship to
such  participant  and specific to the  following  events:  expenses for medical
care; costs directly related to the purchase of a principal  residence;  payment
of  tuition  and  related  educational  fees;  and to  prevent  eviction  from a
principal residence or foreclosure on the mortgage of a principle  residence.  A
participant who has made a specified hardship withdrawal may include any amounts
necessary  to pay federal,  state or local income taxes or penalties  reasonably
anticipated to result from the distribution; shall make no





                                       9
<PAGE>



                         ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                            December 31, 2009 and 2008



NOTE 1-DESCRIPTION OF THE PLAN-Continued

more  than one  withdrawal  during  any  calendar  quarter;  and  shall  incur a
mandatory   suspension  of  all  contributions  for  twelve  months  after  such
withdrawal.

Administrative Expenses: The Company pays certain administrative expenses of the
Plan.  Trustee  fees  are  paid by the  Plan.  Fees  resulting  from  individual
participant  transactions,  such as loan  origination and benefit  payments,  or
certain  investment  elections,  are paid by the participant and are included in
the fee amount on the statement of changes in net assets available for benefits.

NOTE 2-ACCOUNTING POLICIES

Use of Estimates and Basis of Accounting:  The financial  statements of the Plan
are  prepared  under  the  accrual  method of  accounting.  The  preparation  of
financial statements in conformity with generally accepted accounting principles
requires  management to make estimates that affect the financial  statements and
accompanying  notes.  Actual  results  could  differ  from those  estimates.

As described in Accounting Standards Codification 946-210,  Financial Services -
Investment  Companies,  investment contracts held by a defined contribution plan
are  required  to be  reported at fair  value.  However,  contract  value is the
relevant measurement  attribute for that portion of the net assets available for
benefits of a defined contribution plan attributable to fully benefit-responsive
investment  contracts  provided that those net assets available for benefits are
established  under a trust whereby the trust itself is adopted as part of one or
more qualified  employer-sponsored  defined contribution plans. The Plan invests
in investment  contracts through  collective trusts. The contract value of these
investments  is the amount  participants  would receive if they were to initiate
permitted  transactions  under  the  terms of the  plan.  The fair  value of the
collective trusts approximates contract value as of December 31, 2009 and 2008.

Investment  Valuation and Income Recognition:  The Plan's investments are stated
at estimated fair value. Where available, quoted market prices are used to value
investments.  Shares of  registered  investment  companies are valued at the net
asset value of shares held by the Plan at year-end. Participant loans are valued
at their outstanding balances, which approximate fair value. The Plan's interest
in the  common/collective  trusts is valued based on information reported by the
investment advisor using the audited financial statements.








                                       10



<PAGE>



                         ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                            December 31, 2009 and 2008



NOTE 2-ACCOUNTING POLICIES-Continued

Purchases and sales of securities are recorded on a trade date basis.  Dividends
are recorded on the ex-dividend date.  Interest income is recorded on an accrual
basis.

Investment  securities,  in  general,  are exposed to various  risks,  including
interest rate,  credit, and overall market volatility risks. Due to the level of
risk associated with certain investment  securities,  it is reasonably  possible
that changes in the values of investment securities will occur in the near term,
and such changes could materially  affect the amounts reported in the statements
of net assets available for benefits.

The following describes the fair value hierarchy and provides  information as to
the extent to which the Plan uses fair value to  measure  financial  instruments
and information about the inputs used to value those financial instruments.  The
fair value hierarchy  prioritizes the inputs in the valuation techniques used to
measure fair value into three broad levels.

Level 1   Observable inputs that reflect quoted prices for identical assets or
          liabilities  in active markets that the Plan has the ability to access
          at the  measurement  date. The Plan did not classify any of its assets
          as Level 1 instruments.

Level 2   Observable inputs, other than quoted prices included in Level 1, for
          the asset or  liability or prices for similar  assets or  liabilities.
          The Plan assets  identified  as Level 2  instruments  include  certain
          common/collective   trusts,   employer   securities   and   registered
          investment companies, as well as participant loans.

Level 3   Valuations  that are derived from techniques in which one or more of
          the significant inputs are unobservable  (including  assumptions about
          risk).  The Plan  assets  identified  as Level 3  instruments  include
          stable  value  funds.  Fair  value  is  based  on  criteria  that  use
          assumptions  or  other  data  that  are not  readily  observable  from
          objective  sources and  provided  primarily  from the  sponsors of the
          underlying  funds. As of December 31, 2009 and 2008, the Plan's stable
          value  funds  valued  using  Level 3  criteria  totaled  $567,598  and
          $483,358,  respectively.  The use of different criteria or assumptions
          regarding data may have yielded different valuations.





                                       11






<PAGE>



                         ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                            December 31, 2009 and 2008



NOTE 2-ACCOUNTING POLICIES-Continued

As of  December  31,  2009,  assets  carried at fair value  were  measured  on a
recurring basis as summarized below:
<table>


<caption>

<s>                                     <c>                   <c>                   <c>                 <c>
                                          Quoted
                                         Prices in
                                          Active              Significant
                                          Markets                Other               Significant
                                       for Identical           Observable            Unobservable
                                          Assets                 Inputs                 Inputs
                                         (Level 1)              (Level 2)              (Level 3)          Total
                                     -----------------    --------------------     ---------------     -----------
<caption>
<s>                                    <c>                  <c>                     <c>                <c>
Common/collective trusts
  Stable value funds                    $            -       $               -       $     567,598      $   567,598
  Other                                              -                 346,231                   -          346,231
                                     -----------------    --------------------     ---------------     ------------
    Subtotal                                         -                 346,231             567,598          913,829
                                     -----------------    --------------------     ---------------     ------------
Employer securities                                  -                 495,884                   -          495,884
                                     -----------------    --------------------     ---------------     ------------
Registered investment
companies:
  Growth funds                                       -               1,907,563                   -        1,907,563
  Value funds                                        -                 931,923                   -          931,923
  Balanced funds                                     -                 999,848                   -          999,848
  Target date funds                                  -                 879,401                   -          879,401
  International funds                                -                 249,421                   -          249,421
  Index funds                                        -                 159,180                   -          159,180
  Fixed income funds                                 -               1,122,106                   -        1,122,106
  Other funds                                        -                 223,515                   -          223,515
                                     -----------------    --------------------     ---------------     ------------
    Subtotal                                         -               6,472,957                   -        6,472,957
                                     -----------------    --------------------     ---------------     ------------
Participant loans                                    -                  99,458                   -           99,458
                                     -----------------    --------------------     ---------------     ------------
         Total                          $            -       $       7,414,530       $     567,598      $ 7,982,128
                                     =================    ====================     ===============     ============


</table>




                                       12






<PAGE>



                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 2-ACCOUNTING POLICIES-Continued

As of  December  31,  2008,  assets  carried at fair value  were  measured  on a
recurring basis as summarized below:
<table>


<caption>

<s>                                     <c>                   <c>                   <c>                 <c>
                                          Quoted
                                         Prices in
                                          Active              Significant
                                          Markets                Other               Significant
                                       for Identical           Observable            Unobservable
                                          Assets                 Inputs                 Inputs
                                         (Level 1)              (Level 2)              (Level 3)         Total
                                     -----------------    --------------------     ---------------     -----------
<caption>
<s>                                    <c>                  <c>                     <c>                <c>
Common/collective trusts
  Stable value funds                    $            -       $               -       $     483,358      $   483,358
  Other                                              -                 363,376                   -          363,376
                                     -----------------    --------------------     ---------------     ------------
    Subtotal                                         -                 363,376             483,358          846,734
                                     -----------------    --------------------     ---------------     ------------
Employer securities                                  -                 394,959                   -          394,959
                                     -----------------    --------------------     ---------------     ------------
Registered investment
companies:
  Growth funds                                       -               1,548,579                   -        1,548,579
  Value funds                                        -                 918,854                   -          918,854
  Balanced funds                                     -                 667,103                   -          667,103
  Target date funds                                  -                 381,194                   -          381,194
  International funds                                -                 176,024                   -          176,024
  Index funds                                        -                  32,894                   -           32,894
  Fixed income funds                                 -                 678,399                   -          678,399
  Other funds                                        -                  96,819                   -           96,819
                                     -----------------    --------------------     ---------------     ------------
    Subtotal                                         -               4,499,866                   -        4,499,866
                                     -----------------    --------------------     ---------------     ------------
Participant loans                                    -                 123,689                   -          123,689
                                     -----------------    --------------------     ---------------     ------------
         Total                          $            -       $       5,381,890       $     483,358      $ 5,865,248
                                     =================    ====================     ===============     ============


</table>


                                       13




<PAGE>


                         ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 2-ACCOUNTING POLICIES-Continued

The following is a roll-forward  of the financial  instruments  measured at fair
value on a recurring basis using significant  unobservable  inputs (Level 3) for
the two years ended December 31, 2009.

Fair Value Measurements Using Significant Unobservable Inputs (Level 3)

                                                                     Stable
                                                                      Value
                                                                      Funds
                                                                 ---------------

  Balance, January 1, 2008                                           $  641,292
     Contributions                                                    1,636,266
     Withdrawals                                                     (1,817,125)
     Net appreciation in fair value                                      22,925
                                                                 ---------------
  Balance, December 31, 2008                                            483,358
     Contributions                                                      281,761
     Withdrawals                                                       (207,702)
     Net appreciation in fair value                                      10,181
                                                                 ---------------
  Balance, December 31, 2009                                         $  567,598
                                                                 ===============

The Plan assets identified as Level 3 instruments are comprised solely of stable
value  funds.  They are not actively  traded and  valuation  techniques  used to
measure their fair value are primarily  based on data provided from the sponsors
of the underlying stable value funds.

Net  Appreciation  (Depreciation):  Net realized  gains  (losses) and unrealized
appreciation  (depreciation)  are  recorded  in the  accompanying  statement  of
changes in net assets available for benefits as net appreciation  (depreciation)
in fair market value of investments.

Payment of Benefits:  Distributions to participants are recorded when payment is
made.

                                       14


<PAGE>



                         ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 2-ACCOUNTING POLICIES-Continued

New Accounting Pronouncements:

     The  Financial   Accounting   Standards  Board  ("FASB")  issued  Acounting
Standards  Codification  105-10-05,  Generally Accepted  Accounting  Principles,
which establishes the Accounting  Standards  Codification  ("ASC") as the single
source  of  authoritative   GAAP  recognized  by  the  FASB  to  be  applied  to
nongovernmental  entities. Rules and interpretive releases of the Securities and
Exchange  Commission ("SEC") under authority of federal securities laws are also
sources of GAAP for SEC registrants.  The  Codification  supersedes all existing
non-SEC accounting and reporting  standards.  GAAP is not intended to be changed
as a result of the Codification, but the ASC does change the way the guidance is
organized  and  presented.  As a  result,  these  changes  have an impact on how
companies  reference GAAP in their financial  statements and in their accounting
policies  for  financial  statements  issued for the interim and annual  periods
ending after  September 15, 2009. The Company has included the references to the
Codification, as appropriate, in these financial statements.





                                       15



<PAGE>

                         ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 3-INVESTMENTS

The estimated fair values of individual investments that represent 5% or more of
the Plan's net assets as of December 31, 2009 and 2008 are as follows:

<table>


<caption>

<s>                                                                                     <c>                   <c>
                                                                                         2009                  2008
                                                                                         ----                  ----
<caption>

<s>                                                                                   <c>                 <c>
AIM Dynamics I Fund                                                                   $  462,575          $    322,332
Allianz NFJ Dividend Value Ins. Fund                                                     566,394               592,549
Atlantic American Corporation Common Stock Fund                                          495,884               394,959
Baron Growth Fund                                                                        514,780               396,996
Fidelity Puritan Fund                                                                    999,848               667,103
PIMCO Total Return II (I) Fund                                                         1,122,106               678,399
T. Rowe Price Blue Chip Growth Fund                                                      930,207               829,251
Enhanced Stock Market Fund of Wachovia                                                         *               362,971
Wachovia Diversified Stable Value A Fund                                                 567,598               483,057


*not greater than 5% at December 31, 2009

</table>

Net  appreciation  in fair market value of investments by major  investment type
for the year ended December 31, 2009 is as follows:


Employer securities - Common stock                            $          209,690
Registered investment companies                                        1,301,640
Common/collective trusts                                                  70,418
                                                           ---------------------
                                                              $        1,581,748
                                                           =====================




                                       16




<PAGE>



                         ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 4-NONPARTICIPANT-DIRECTED INVESTMENTS

Information  about  the net  assets  as of  December  31,  2009 and 2008 and the
significant  components  of the  change in net  assets  for the years then ended
relating to the Company's common stock (nonparticipant-directed  investments) is
as follows:

<table>
<caption>

<s>                                                                                     <c>                 <c>
                                                                                         2009                2008
                                                                                         ----                ----
<caption>
<s> <c>                                                                                <c>                 <c>
Net Assets:
     Common Stock - Atlantic American Corporation                                $        5,950      $        5,925
                                                                                 ===============     ===============

Changes in Net Assets:
     Contributions - employer/other receipts                                     $            -      $       15,982
     Net appreciation (depreciation) in fair value of common stock                        2,649              (9,131)
     Benefits paid to partially vested former employees                                     (99)             (2,267)
     Net activity related to disposed companies/other transfers                          (2,525)           (119,849)
                                                                                 ---------------     ---------------
     Total activity                                                              $           25     $      (115,265)
                                                                                 ===============     ===============

</table>
NOTE 5-TAX STATUS

The Plan uses a prototype  Plan document  sponsored by the Trustee.  The Trustee
received an opinion  letter from the Internal  Revenue  Service  ("IRS"),  dated
March  31,  2008,  which  states  that  the  prototype  document  satisfies  the
applicable  provisions  of  the  Code.  The  Plan  itself  has  not  received  a
determination  letter from the IRS. However, the Plan's management believes that
the Plan is  currently  designed  and  being  operated  in  compliance  with the
applicable  requirements of the Code. Therefore, no provision for income tax has
been included in the Plan's financial statements.

NOTE 6-PLAN TERMINATION

Although  it has not  expressed  any intent to do so, the  Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan  subject  to the  provisions  of ERISA.  In the event of plan  termination,
participants  will become fully vested in their  accounts as of the  termination
date.



                                       17




<PAGE>



                         ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2009 and 2008



NOTE 7-PARTY-IN-INTEREST TRANSACTIONS

The Plan held 353,387 shares and 476,863 shares of Atlantic American Corporation
(the Plan Sponsor) common stock as of December 31, 2009 and 2008 in the Atlantic
American Stock Fund. The fund invests in Atlantic  American  Corporation  common
stock and money  market  funds and had an  estimated  fair value of $495,884 and
$394,959, at December 31, 2009 and 2008, respectively.

Certain  investments  totaling $913,829,  held by the Plan at December 31, 2009,
are managed by the  Trustee.  These  transactions  qualify as  party-in-interest
transactions.

NOTE 8-SUBSEQUENT EVENT

Effective  January 1, 2010,  the Company  decreased its employer match to 50% of
the first 4% of a participant's pre-tax contribution.  In addition,  the Company
will provide a safe harbor  non-elective  contribution  of 3% of compensation to
all eligible participants during the 2010 Plan year.




                                       18




<PAGE>








                         ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN
                                 PLAN NUMBER 001
                                   58-1027114

          SCHEDULE H, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR)

                                December 31, 2009

- --------------------------------------------------------------------------------



<table>


<caption>

<s>  <c>                                       <c>                                                      <c>             <c>

       Identity of Issue, Borrower,             Description of                                                         Current
         Lessor, or Similar Party                 Investment                                             Cost           Value
     -------------------------------   -------------------------------------------                -----------------  ---------------
<caption>
<s><c>                                 <c>                                                                <c>                <c>

                                        Cash                                                                           $      11,291

    Invesco AIM Management Group, Inc.  AIM Dynamics I Fund, 24,658 units                                 (a)                462,575

    AllianceBernstein Investments, Inc. AllianceBernstein Intl. Value Fund, 9,019 units                   (a)                123,736

    Allianz Global Investors            Allianz NFJ Dividend Value Ins. Fund, 54,304 units                (a)                566,394

*   Atlantic American Corporation       Atlantic American Corporation Common Stock Fund, 78,936 units   $644,479             495,884

    Baron Capital, Inc.                 Baron Growth Fund, 12,461 units                                   (a)                514,780

    Columbia Management                 Columbia Mid Cap Value Z Fund, 30,875 units                       (a)                342,095
                                        Columbia Small Cap Value II Z Fund, 2,132 units                   (a)                 23,434

    Fidelity Investments                Fidelity Puritan Fund, 62,257 units                               (a)                999,848

    Oppenheimer Funds                   Oppenheimer Global Opportunities Y Fund, 8,334 units              (a)                223,515

    PIMCO Funds                         PIMCO Total Return II (I) Fund, 107,379 units                     (a)              1,122,106

    Putnam Investments                  Putnam International Capital Opportunity Y Fund, 4,145 units      (a)                125,685

</table>



                                       19




<PAGE>





                          ATLANTIC AMERICAN CORPORATION
                         401(k) RETIREMENT SAVINGS PLAN
                                 PLAN NUMBER 001
                                   58-1027114

    SCHEDULE H, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR) - CONTINUED

                                December 31, 2009
- --------------------------------------------------------------------------------
<table>


<caption>
<s> <c>                               <c>                                                                <c>               <c>

    T. Rowe Price                    T. Rowe Price Blue Chip Growth Fund, 28,386 units                  (a)                  930,207
                                     T. Rowe Price Retirement Fund 2005, 1,182 units                    (a)                   12,316
                                     T. Rowe Price Retirement Fund 2010, 11,525 units                   (a)                  160,193
                                     T. Rowe Price Retirement Fund 2015, 35,215 units                   (a)                  375,041
                                     T. Rowe Price Retirement Fund 2020, 2,902 units                    (a)                   42,173
                                     T. Rowe Price Retirement Fund 2025, 9,670 units                    (a)                  102,313
                                     T. Rowe Price Retirement Fund 2030, 7,939 units                    (a)                  119,406
                                     T. Rowe Price Retirement Fund 2035, 2,433 units                    (a)                   25,887
                                     T. Rowe Price Retirement Fund 2040, 2,593 units                    (a)                   39,077
                                     T. Rowe Price Retirement Fund 2045, 297 units                      (a)                    2,995

    Vanguard Group                   Vanguard Mid-Cap Index Inv Fund, 3,397 units                       (a)                   55,573
                                     Vanguard Small-Cap Index Inv Fund, 1,462 units                     (a)                   40,196
                                     Vanguard Total Bond Market Index I Fund, 6,127 units               (a)                   63,412

*   Various Plan Participants        Participant loans with varying maturities and interest rates
                                     ranging from 5% to 9.25%                                            -                    99,458

*,**Wachovia Bank, N.A.              Enhanced Stock Market Fund of Wachovia A, 4,091 units              (a)                  346,231
                                     Wachovia Diversified Stable Value A Fund, 1,644 units              (a)                  567,598
                                                                                                                     ---------------

    TOTAL                                                                                                              $   7,993,419
                                                                                                                     ===============



* Indicates party in interest
** Common/collective trusts
(a) Participant-directed

</table>

                                       20










</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>form11k_exhibit2.txt
<DESCRIPTION>EXHIBIT 2 CONSENT OF BDO
<TEXT>


                                    Exhibit 2



CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Atlantic American Corporation 401(k) Retirement Savings Plan
Atlanta, Georgia

We  hereby  consent  to the  incorporation  by  reference  in  the  Registration
Statement  on Form S-8 (File No.  33-90890)  of our report  dated June 14, 2010,
relating  to the  financial  statements  and  supplemental  schedule of Atlantic
American  Corporation  401(k) Retirement  Savings Plan which appear in this Form
11-K.


BDO Seidman LLP
Atlanta, Georgia
June 14, 2010












</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
