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                       SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C.  20549
                           ------------------------

                                    FORM 10-K

        |X|        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

                  For the Fiscal Year Ended December 31, 1999
                                       or

         |_|      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
             THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

                          Commission file number 0-3722

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

                          ATLANTIC AMERICAN CORPORATION

            (Exact name of registrant as specified in its charter)
                   Georgia                              58-1027114
        (State or other jurisdiction of             (I.R.S. employer
        incorporation or organization)             identification no.)

          4370 Peachtree Road, N.E.,
               Atlanta, Georgia                           30319
      (Address of principal executive offices)         (Zip code)

     (Registrant's telephone number, including area code)  (404) 266-5500

          Securities registered pursuant to section 12(b) of the Act:

                                      None

          Securities registered pursuant to Section 12(g) of the Act:

                          Common Stock, $1.00 par value

                                (Title of class)

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

    Indicate  by check mark  whether  the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

Yes  X .  No    .

    Indicate by check mark if disclosure of delinquent  filers  pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this 10-K or any amendment to this Form
10-K. |X|

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

    The  aggregate  market value of common stock held by  non-affiliates  of the
registrant as of March 10, 2000, was  $17,696,631.  On March 10, 2000 there were
21,010,974  shares of the registrant's  common stock, par value $1.00 per share,
outstanding.

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

                       DOCUMENTS INCORPORATED BY REFERENCE

   1. Portions of registrant's  Annual Report to Shareholders for the year ended
December 31, 1999 - Parts I, II and IV.

   2.  Portions  of  registrant's  Proxy  Statement  for the  Annual  Meeting of
Shareholders, to be held on May 2, 2000, have been incorporated in Items 10, 11,
12 and 13 of Part III of this Form 10-K.

------------------------------------------------------------------------------
                                        1
<PAGE>

                                TABLE OF CONTENTS

PART I                                                                  Page
    Item  1. Business.................................................    3

                   The Company........................................    3
                   Casualty Operations................................    3
                   Bankers Fidelity...................................    5
                   Marketing..........................................    5
                   Underwriting.......................................    6
                   Policyholder and Claims Services...................    8
                   Reserves...........................................    9
                   Reinsurance........................................   12
                   Competition........................................   12
                   Rating.............................................   13
                   Regulation.........................................   13
                   NAIC Ratios........................................   14
                   Risk-Based Capital.................................   14
                   Investments........................................   15
                   Employees..........................................   16
                 Financial Information by Industry Segment............   16
                 Executive Officers of the Registrant.................   16
                 Forward-Looking Statements...........................   17
    Item  2. Properties...............................................   17

    Item  3. Legal Proceedings........................................   17
    Item  4. Submission of Matters to a Vote of Security Holders......   17

PART II

    Item  5. Market for the Registrant's Common Equity and
                Related Shareholder Matters...........................   18
    Item  6. Selected Financial Data..................................   18
    Item  7. Management's Discussion and Analysis of Financial Condition
                and Results of Operations.............................   18
    Item  7A.Quantitative and Qualitative Disclosures About Market Risk  18
    Item  8. Financial Statements and Supplementary Data..............   18
    Item  9. Changes in and Disagreements with Accountants on Accounting
                and Financial Disclosure..............................   18

PART III

    Item 10. Directors and Executive Officers of the Registrant.......   19
    Item 11. Executive Compensation...................................   19
    Item 12. Security Ownership of Certain Beneficial Owners
               and Management.........................................   19

    Item 13. Certain Relationships and Related Transactions...........   19

PART IV

    Item 14. Exhibits, Financial Statement Schedules and Reports on
             Form 8-K ................................................   19
                                        2


<PAGE>
                                     PART I

ITEM 1.  BUSINESS

The Company

    Atlantic  American  Corporation,  a Georgia  corporation  (the  "Parent"  or
"Company")  incorporated in 1968, is a holding company that operates through its
subsidiaries in well-defined specialty markets of the life, health, property and
casualty insurance  industries.  Atlantic American's principal  subsidiaries are
American  Southern  Insurance  Company and  American  Safety  Insurance  Company
(collectively known as "American  Southern"),  Association  Casualty  Insurance
Company ("ACIC"),  Georgia Casualty & Surety Company,  ("Georgia  Casualty")
and Bankers Fidelity Life Insurance Company ("Bankers Fidelity").

    On July 1,  1999 the  Company,  for an  aggregate  price  of $33.0  million,
acquired 100% of the  outstanding  stock of Association  Casualty  Insurance
Company ("ACIC") and its affiliated agency, Association Risk Management General
Agency, Inc. ("ARMGA"), both of which are  domiciled in Texas.  The  acquisition
of both  companies was accounted for using the purchase method of accounting.
Together ACIC and ARMGA are referred to as  Association  Casualty.  In
addition,  on April 1, 1999 the Company  merged American  Independent  Life
Insurance  Company  ("American Independent")  into Bankers  Fidelity completing
the consolidation of these two companies whose operations had been  assimilated
following the acquisition of American Independent in 1997.

    The Company's strategy is to focus on well-defined  geographic,  demographic
and/or  product  niches within the  insurance  market  place.  The  underwriting
function of each of the Company's  subsidiaries  operates with relative autonomy
which  allows for quick  reaction  to market  opportunities.  In  addition,  the
Company seeks to develop and expand cross-selling opportunities and other
synergies among its subsidiaries as they arise.

    Casualty Operations

    The Company's  casualty  operations are composed of three distinct entities,
American  Southern,  Association  Casualty  and  Georgia  Casualty.  The primary
products  offered by the  casualty  group are  described  below,  followed by an
overview of each company.

    Workers'  Compensation  Insurance  policies  provide  indemnity  and medical
-------------------------------------
benefits  to  insured  workers  for  injuries  sustained  in the course of their
employment.

    Business  Automobile  Insurance policies  provide for bodily  injury and/or
------------------------------------
property damage liability coverage,  uninsured motorists coverage,  and physical
damage coverage to commercial accounts.

    General Liability Insurance   policies cover bodily injury and property
----------------------------------
damage liability  for both  premises and  completed  operations  exposures
for general classes of business.

    Property  Insurance  policies  provide  for  payment  of  losses on real and
-------------------------
personal property caused by fire and other multiple perils.

    Personal Automobile Insurance polices provide for bodily injury and property
----------------------------------
damage liability coverage,  uninsured  motorists  coverage,  and physical damage
coverage for individuals.

                                    3
<PAGE>



    American Southern.  American Southern provides tailored fleet automobile and
long-haul physical damage insurance coverage, on a multi-year contract basis, to
state governments,  local  municipalities and other large motor pools and fleets
("block accounts") that can be specifically rated and underwritten.  The size of
the block accounts  insured by American  Southern are such that individual class
experience generally can be determined, which allows for customized policy terms
and rates.  American  Southern  produces  business in 21 of the 24 states in the
Southeast  and  Midwest  in  which  it  is   authorized  to  conduct   business.
Additionally,  American Southern provides personal  automobile  insurance to
members of the Carolina Motor Club, an AAA affiliate.  While the majority of
American  Southern's  premiums are derived from auto  liability  and
auto  physical  damage,  American  Southern  also  provides  property,   general
liability and surety coverage.

    The following table summarizes, for the periods indicated, the allocation of
American  Southern's net earned premiums for each of its principal product lines
since its acquisition by the Company:

                                     Year Ended December 31,
                             -----------------------------------------
                                          (in thousands)
                             -----------------------------------------
                               1999       1998       1997       1996
                             ---------  ---------  ---------  ---------
      Automobile Liability    $24,573    $23,396    $30,909    $30,889
      Automobile  Physical
      Damage                    6,112      4,288      4,508      4,865
      General Liability         4,302      4,291      3,116      1,947
      Property                  3,118      2,970      3,206      3,461
      Surety                       61         57         60         88
                             ---------
                                        ---------  ---------  ---------
          Total               $38,166    $35,002    $41,799    $41,250
                             =========  =========  =========  =========


    Georgia Casualty. Georgia Casualty is a property-casualty  insurance company
which provides workers' compensation, commercial property, general liability and
automobile insurance in the Southeastern United States.

    While Georgia Casualty has historically  written business in industries that
are  perceived to be high risk, it has recently  begun to focus on  diversifying
its book of business.  Currently,  Georgia Casualty is targeting  retail,  light
manufacturing,  service,  and other  lower  hazard  risks.  Georgia  Casualty is
licensed to do business in thirteen Southeastern states;  however,  historically
it has focused its efforts on Georgia,  Mississippi, and Northern Florida. Along
with the  diversification  of its book of business,  Georgia  Casualty is in the
process of  expanding  geographically,  with added  focus on the states of North
Carolina, South Carolina, and Tennessee.

    The following table summarizes, for the periods indicated, the allocation of
Georgia Casualty's net earned premiums for each of its principal product lines:

                                         Year Ended December 31,
                             -------------------------------------------------
                                              (in thousands)
                             -------------------------------------------------
                              1999      1998       1997      1996      1995
                             --------  --------  --------- ---------  --------
Workers' Compensation        $13,157   $14,344   $ 12,841  $ 13,826  $14,954
Business Automobile            2,876     3,750      4,031     2,550    1,436
General Liability              1,251     1,619      1,387     1,152    1,025
Property                       2,119     2,100      1,657     1,269      887
                             --------  --------  --------- ---------  --------
   Total                     $19,403   $21,813   $ 19,916  $ 18,797  $18,302
                             ========  ========  ========= =========  ========


                                        4
<PAGE>
Association Casualty

   Association Casualty Insurance Company along with Association Risk Management
General Agency, Inc. currently  offers  workers  compensation coverage in Texas.
Following the July acquisition by Atlantic American, Association Casualty
began the process of expanding the products it offers. Beginning in the second
quarter of 2000,  Association Casualty will begin offering general liability,
property, and other  commercial  coverages to  complement  its  existing  book
of workers'compensation business.

   Since its acquisition by Atlantic American on July 1, 1999, Association
Casualty has had net earned  premiums  of $8.5  million,  of which  95.7%
was  workers' compensation business.

    Bankers Fidelity

    Bankers  Fidelity,  which  constitutes  the life and  health  operations  of
Atlantic American Corporation,  offers a variety of life and supplemental health
products with a focus on the senior and middle income markets.  Products offered
by Bankers Fidelity include:  ordinary life,  Medicare  supplement,  cancer, and
other supplemental health insurance products.  Medicare  supplement,  offered on
both a standard and preferred basis,  accounted for 62.2% of Bankers  Fidelity's
net  premiums  in 1999.  Life  insurance,  including  both  whole  and term life
insurance policies,  accounted for 30.1% of Bankers Fidelity's premiums in 1999.
Bankers Fidelity also offers several of its products, both life and supplemental
health, through payroll deduction services.

    The following table summarizes, for the periods indicated, the allocation of
Bankers  Fidelity's net premiums earned for each of its principal  product lines
followed by a brief description of the principal products:

                                         Year Ended December 31,
                             ------------------------------------------------
                                             (in thousands)
                             ------------------------------------------------
                              1999      1998      1997      1996      1995
                             -------  ---------  --------  --------  --------
                             -------  ---------  --------  --------  --------
Life Insurance               $12,499   $11,748   $10,453   $10,240   $ 8,297
                             -------  ---------  --------  --------  --------

Medicare Supplement          25,822     19,743    12,534    11,560    11,882
Cancer, accident and other
health                        3,206      2,986     3,980     4,178     4,892
                              -------  ---------  --------  --------  --------
   Total Accident and Health 29,028     22,729    16,514    15,738    16,774
                             -------  ---------  --------  --------  --------
    Total Life and Accident
   and Health               $41,527    $34,477   $26,967   $25,978   $25,071
                            =======  =========  ========  ========  ========

    Life  Products.  Bankers  Fidelity  offers  non-participating  individual
--------------------
term and whole life  insurance  policies  with a number of  available  riders
and options.

    Medicare  Supplement.  Bankers  Fidelity  currently  markets  7  of  the  10
--------------------------
standardized  Medicare  supplement  policies  created  under the Omnibus  Budget
Reconciliation Act of 1990 ("OBRA 1990") which are designed to provide insurance
coverage for certain  expenses not covered by the  Medicare  program,  including
copayments and deductibles.

    Cancer,  Accident & Other Health Coverages. Bankers Fidelity offers several
-----------------------------------------------
policies  providing for payment of benefits in connection  with the treatment of
diagnosed cancer, as well as a number of other policies  including  convalescent
care, accident expense, hospital/surgical and disability.

Marketing

    Casualty Operations

    American Southern.  American Southern's business is marketed through a small
number  of  specialized,   experienced  independent  agents.  Most  of  American
Southern's agents are paid a moderate up-front commission with the potential for
additional  commission by participating in a profit sharing  arrangement that is
directly linked to the profitability of the business generated.  In addition,  a
significant  portion  (approximately  50.3% of total written premium in 1999) of
American  Southern's  premiums are assumed from third parties.  In  arrangements
similar to those with its agents,  the  premium  assumed  from these  parties is
adjusted  based upon the  profitability  of the assumed  business.  During 1998,
American  Southern  formed American Auto Club Insurance  Agency,  LLC in a 50/50
joint venture with the AAA Carolinas to market personal automobile  insurance to
the members of the automobile  club.  During 1999, the American Auto Club Agency
produced $5.0 million of new premiums for American Southern.

                                      5
<PAGE>

    Association  Casualty.  Association Casualty is represented by a field force
of  approximately  130 independent  agents for the sale and  distribution of its
insurance  products.  Each agency is a party to a standard  agency contract that
sets forth the  commission  structure  and other terms and can be  terminated by
either party. Marketing efforts are handled by an experienced staff of insurance
professionals.

    Georgia  Casualty.  Georgia  Casualty is  represented by a field force of
approximately  105  independent  agents for the sale and  distribution of its
insurance  products.  Each agency is a party to a standard  agency contract that
sets forth the  commission  structure  and other terms and can be  terminated by
either party upon thirty days written  notice.  Georgia  Casualty  also offers a
contingent profit-sharing  arrangement that allows the most profitable agents to
earn  additional  commissions  when specific loss  experience and premium growth
goals  are  achieved.  Marketing  efforts,  directed  by  experienced  marketing
professionals,  are complemented by the underwriting, risk management, and audit
staffs  of  Georgia  Casualty,  who  are  available  to  assist  agents  in  the
presentation of all insurance products and services to their insureds. Georgia
Casualty has also begun  marketing  programs that include  endorsements from
trade organizations and business franchises.

    Bankers Fidelity

    Bankers  Fidelity  markets its policies  through  commissioned,  independent
agents.  In general,  Bankers  Fidelity  enters  contractual  arrangements  with
general  agents who, in turn,  contract with  independent  agents.  The standard
agreements  set forth the commission  arrangements  and are terminable by either
party upon thirty days written notice. General agents receive  an  override
commission  on sales made by agents  contracted  by them. Management  believes
utilizing direct writing, experienced  agents,  as well as independent  general
agents who recruit  and train  their own  agents,  is cost effective.  All
independent  agents are compensated on a pure commission  basis. Using
independent  agents also enables  Bankers  Fidelity to expand or contract their
sales forces at any time without incurring significant additional expense.

    Bankers Fidelity has implemented a selective agent qualification process and
had 2,830 licensed agents in 1999. The agents concentrate their sales activities
in either the accident and health or life insurance product lines.  During 1999,
a total of 1,513 agents wrote policies on behalf of Bankers Fidelity.

    Products of Bankers Fidelity compete directly with products offered by other
insurance  companies,  as agents  may  represent  several  insurance  companies.
Bankers  Fidelity,  in an effort to motivate  agents to market  their  products,
offers the following agency services: a unique lead system, competitive products
and  commission  structures,   efficient  claims  service,   prompt  payment  of
commissions,  simplified  policy  issue  procedures,  periodic  sales  incentive
programs and, in some cases,  protected sales territories consisting of counties
and/or zip codes.  Additionally,  Bankers  Fidelity  has a staff of 19 employees
whose primary  function is to facilitate the activities of the agents and to act
as liaisons between the agents and Bankers Fidelity.

    The company utilizes a distribution  sales system which is centered around a
lead generation plan that rewards qualified agents with leads in accordance with
monthly production goals. In addition,  a protected territory is established for
each qualified  agent,  which  entitles them to all leads  produced  within that
territory.  The  territories  are zip code or county based and encompass  enough
physical  territory to produce a minimum senior  population of 12,000.  To allow
for  the  expense  of lead  generation,  commissions  were  lowered  on  Bankers
Fidelity's senior citizen life plans. In addition,  Bankers Fidelity recruits at
a general agent level rather than at a managing general agent level in an effort
to reduce commission expenses further.

    The  Company  believes  this  distribution  system  solves an  agent's  most
important  dilemma  --  prospecting  -- and  allows  Bankers  Fidelity  to build
long-term  relationships with individual  producers who view Bankers Fidelity as
their primary company. In addition,  management believes that Bankers Fidelity's
product line is less sensitive to competitor pricing and commissions  because of
the perceived  value of the protected  territory and the lead  generation  plan.
Through this  distribution  channel,  production per agent contracted  increased
substantially when compared to Bankers Fidelity's general brokerage division.

Underwriting

    Casualty Operations

    American  Southern  specializes  in the handling of block  accounts  such as
states and  municipalities  that generally are  sufficiently  large to establish
separate  class  experience,  relying  upon the  underwriting  expertise  of its
agents. In contrast,  Georgia Casualty and Association  Casualty  underwrite the
majority of their accounts in-house.

    During  the  course  of the  policy  year,  extensive  use is  made  of risk
management  representatives to assist underwriters in identifying and correcting
potential loss exposures and to pre-inspect the majority of the new  accounts
that are  underwritten.  The  results  of each  product  line are reviewed
on a  stand-alone  basis.  When the  results  are below expectations, management
takes appropriate  corrective action which may include raising rates, reviewing
underwriting standards,  reducing commissions paid to agents, altering
or declining to renew accounts at expiration,  and/or terminating  agencies with
an unprofitable book of business.

                                     6

<PAGE>


    American  Southern also acts as a reinsurer with respect to all of the risks
associated  with  certain  automobile  policies  issued by state  administrative
agencies,  naming the state and various local governmental entities as insureds.
Premiums  written  from such  policies  constituted  $22.1  million of  American
Southern's gross premiums written in 1999. For 1999, premiums assumed of
$24.9 million, in 1999 include a single state contract of $15.1 million.
Management believes that its relationship with all of its state agency customers
is good; however,  the loss of any one agency as a customer  could  potentially
have a material  adverse effect on the business or financial condition of the
company.

    Bankers Fidelity

    Bankers Fidelity issues a variety of products  including single and multiple
premium life insurance  policies with face amounts of not less than $1,000.  All
life insurance policies are fully underwritten, but the majority are issued with
limited  medical  examinations  subject to maximum  policy  limits  ranging from
$100,000 for persons under age 31 to $25,000 for persons  under age 51.  Medical
examinations  are required in  connection  with the  issuance of life  insurance
policies  in excess of these  limits  and for any amount on  policies  issued to
customers over age 50.  Paramedical  examinations  are ordered at age 41 for all
life  applications of $50,000 and above.  Approximately  95% of the net premiums
earned for life  insurance  sold during 1998 were  derived  from life  insurance
written below Bankers Fidelity's medical limits. For the senior market,  Bankers
Fidelity issues special life products on an  accept-or-reject  basis with a face
amount  from  $15,000  at age 45 to a face  amount of $2,000 at age 85.  Bankers
Fidelity only retains a maximum amount of $50,000 with respect to any individual
life (see "Reinsurance").

    Applications  for  insurance  are  reviewed  as to the  applicant's  age and
medical history and depending upon this information,  additional information may
be  requested  including  the  "Medical  Information  Bureau  Report",   medical
examinations,  statements from doctors,  and, where  indicated,  special medical
tests. If deemed  necessary,  Bankers  Fidelity uses  investigative  services to
supplement and substantiate information.  For certain limited coverages, Bankers
Fidelity has adopted  simplified  policy issue procedures by which the applicant
submits a short application for coverage, typically containing only a few health
related  questions  instead  of  presenting  the  applicant's  complete  medical
history.  At  present,  approximately  20% to 30% of  the  senior  citizen  life
applications,  through  age 79 on the  standard  product and up to age 75 on the
preferred,  are  verified  by  telephone.  For  ages 80 and  above,  100% of the
standard  applicants are verified.  All telephone  verifications are made by the
underwriting department.  Applications not meeting the underwriting criteria are
declined or additional information is requested.

                                        7

<PAGE>

Policyholder and Claims Services

   The Company believes that prompt,  efficient policyholder and claims services
are essential to its continued success in marketing its insurance  products (see
"Competition").  Additionally,  the  Company  believes  that  its  insureds  are
particularly  sensitive to claim  processing  time and to the  accessibility  of
qualified staff to answer inquiries. Accordingly, the Company's policyholder and
claims services include expeditious disposition of service requests by providing
toll-free access to all customers,  24-hour claim reporting services, and direct
computer  links with some of its largest  accounts.  The Company also utilizes a
state-of-the-art  automatic call distribution  system to insure timely response.
Inbound calls to customer  service  support  groups are  processed  efficiently.
Operational data generated from this system allows  management to further refine
ongoing client service programs and service representative training modules.

   The  Company  supports  a  Customer  Awareness  Program  as the basis for its
customer  service  philosophy.  All  personnel  are required to attend  customer
service  classes.  Hours  have  been  expanded  in all  service  areas  to serve
customers and agents in all time zones.

   Casualty Operations

   American Southern,  Association Casualty,  and Georgia Casualty control their
claims costs by utilizing an in-house staff of claim supervisors to investigate,
verify,  negotiate  and  settle  claims.  Upon  notification  of  an  occurrence
purportedly giving rise to a claim, the claims department conducts a preliminary
investigation,  determines  whether an insurable  event has occurred and, if so,
records the claim. The companies  frequently utilize  independent  adjusters and
appraisers to service claims which require on-site inspections.

   Bankers Fidelity

   Insureds obtain claim forms by calling the claims department customer service
group.  To shorten claim  processing  time, a letter  detailing  all  supporting
documents that are required to complete a claim for a particular  policy is sent
to the  customer  along  with the  correct  claim  form.  With  respect  to life
policies,  the claim is entered into Bankers  Fidelity's  claims system when the
proper documentation is received.  Properly documented claims are generally paid
within three to nine business days of receipt.

                                        8
<PAGE>

Reserves

    The following table sets forth  information  concerning the Company's losses
and  claims  and loss  adjustment  expenses  ("LAE")  reserves  for the  periods
indicated:

                                                  1999        1998
                                            --------------------------
         Balance at January 1                     $86,768     $86,721
                                                 --------      ------
          Less: Reinsurance recoverables          (22,625)    (24,006)
                                                ----------    --------
             Net balance at January 1              64,143      62,715
                Incurred related to:
           Current year                            73,056      63,030
            Prior years                             3,246      (2,606)
                                                ---------     --------
                 Total incurred                    76,302      60,424
         Paid related to:
             Current year                          44,623      35,566
             Prior years                           27,959      23,430
                                                  -------      -------
                 Total paid                        72,582      58,996

         Reserves acquired due to acquisition      19,934           -
                                                  -------      -------
         Net balance at December 31                87,797      64,143
         Plus:  Reinsurance recoverables           38,759      22,625
                                                  -------     ---------
         Balance at December 31                  $126,556     $86,768
                                                =========      ===========

    Casualty Operations

    Atlantic American  Corporation's  Casualty Operations maintain loss reserves
representing  estimates of amounts  necessary for payment of losses and LAE. The
Casualty  Operations also maintain  incurred but not reported  reserves and bulk
reserves for future  development.  These loss reserves are  estimates,  based on
known facts and  circumstances  at a given point in time, of amounts the insurer
expects to pay on  incurred  claims.  All  balances  are  reviewed  annually  by
qualified  independent  actuaries.  Reserves  for LAE are  intended to cover the
ultimate  costs of  settling  claims,  including  investigation  and  defense of
lawsuits resulting from such claims. Loss reserves for reported claims are based
on a case-by-case  evaluation of the type of claim involved,  the  circumstances
surrounding the claim, and the policy  provisions  relating to the type of loss.
The LAE for  claims  reported  and claims not  reported  is based on  historical
statistical data and anticipated future development. Inflation and other factors
which may affect  claim  payments  are  implicitly  reflected  in the  reserving
process  through  analysis  of cost  trends and  reviews of  historical  reserve
results;  however,  it is  difficult  to measure  the effect of any one of these
considerations on reserve estimates.

   The  Casualty  Operations  establish  reserves  for claims  based  upon:  (a)
management's estimate of ultimate liability and claim adjusters' evaluations for
unpaid  claims  reported  prior  to the  close  of the  accounting  period,  (b)
estimates of incurred but not reported claims based on past experience,  and (c)
estimates of LAE. The estimated  liability is continually  reviewed and updated,
and  changes  to the  estimated  liability  are  recorded  in the  statement  of
operations in the year in which such changes become known.

    The table on the following page sets forth the  development of balance sheet
reserves for unpaid losses and LAE for the Casualty Operations'  insurance lines
for 1989 through 1999,  including  periods  prior to the Company's  ownership of
American Southern and Association Casualty. The top line of the table represents
the  estimated  amount of losses and LAE for claims  arising in all prior  years
that were unpaid at the balance  sheet date for each of the  indicated  periods,
including an estimate of losses that have been  incurred  but not yet  reported.
The amounts represent initial reserve estimates at the respective  balance sheet
dates for the current and all prior  years.  The next portion of the table shows
the cumulative  amounts paid with respect to claims in each succeeding year. The
lower portion of the table shows the reestimated  amounts of previously recorded
reserves based on experience as of the end of each succeeding year.

                                       9
<PAGE>

The reserve  estimates are modified as more information  becomes known about the
frequency  and  severity  of  claims  for  individual   years.  The  "cumulative
redundancy or deficiency" for each year represents the aggregate  change in such
year's  estimates  through the end of 1999. In evaluating this  information,  it
should be noted that the amount of the  redundancy  or  deficiency  for any year
represents the cumulative  amount of the changes from initial reserve  estimates
for such  year.  Operations  for any one year are only  affected,  favorably  or
unfavorably,  by the  amount  of the  change  in the  estimate  for  such  year.
Conditions and trends that have affected development of the reserves in the past
may not necessarily  occur in the future.  Accordingly,  it is  inappropriate to
predict future redundancies or deficiencies based on the data in this table.

                                       10
<PAGE>

<TABLE>


                                                     Year Ended December 31,
                       ------------------------------------------------------------------------------------
                                                         (in thousands)
                       -------------------------------------------------------------------------------------------
                           1999     1998    1997    1996   1995    1994    1993   1992    1991    1990     1989
                       --------------------------------------------------------------------------------------------
<S>                     <C>     <C>     <C>     <C>     <C>     <C>     <C>      <C>    <C>     <C>       <C>
Statutory  reserve for   $82,867 $78,320$ 78,444$ 74,115 $70,470 $65,970 $64,211  $59,720 $59,354 $59,720 $57,056(1)
losses and LAE

Cumulative paid as of:
        One year later            26,454  24,247  25,445  29,538  18,133  24,247   22,478  24,964  26,624   24,523
       Two years later                    35,534  34,409  39,084  34,485  30,754   34,055  36,123  40,339   38,694
     Three years later                            39,579  43,597  39,091  42,480   36,757  42,980  46,301   47,086
      Four years later                                    46,334  40,885  45,530   46,676  44,153  50,767   50,275
      Five years later                                            42,551  46,805   49,082  53,079  50,607   53,115
       Six years later                                                    48,012   50,206  55,146  58,347   51,890
     Seven years later                                                             51,244  56,069  60,032   59,598
     Eight years later                                                                     57,014  60,552   60,890
      Nine years later                                                                             61,390   61,398
       Ten years later                                                                                      62,200

Ultimate   losses  and
 LAE reestimated as of:

       End of Year        82,867  78,320  78,444  74,115  70,470  65,970  64,211   59,720  59,354  61,279   57,056 (1)
     One year later               74,985  68,338  67,772  70,778  56,945  61,054   58,371  61,705  61,335   61,256
     Two years later                      65,374  60,257  65,716  59,266  54,329   56,072  60,324  63,649   62,241
    Three years later                             58,693  61,121  57,047  60,145   50,916  59,397  63,258   63,466
    Four years later                                      61,085  53,995  60,381   60,701  55,503  63,279   63,062
    Five years later                                              54,732  58,217   61,685  65,761  60,233   63,757
    Six years later                                                       59,280   60,606  66,822  70,041   60,992
    Seven years later                                                              61,796  65,696  70,592   70,576
    Eight years later                                                                      66,604  69,304   71,258
     Nine years later                                                                              70,594   69,876
      Ten years later                                                                                       71,514

            Cumulative
redundancy(deficiency)        $    3,335$ 13,070$ 15,422 $ 9,385 $11,238 $ 4,931 $ (2,076)$(7,250)$(9,315)$(14,458)
                                    4.3%    16.7%   20.8%   13.3%   17.0%   7.7%    -3.5%   -12.2%  -15.2%  -25.3%

<FN>
(1) Restated due to  adjustment  of $4.7 million for  elimination  of structured
annuities changed to reinsurance in 1990.

</FN>
</TABLE>

                                        11
<PAGE>

    Bankers Fidelity

    Bankers Fidelity  establishes future policy benefits reserves to meet future
obligations under outstanding policies. These reserves are calculated to satisfy
policy and  contract  obligations  as they  mature.  The amount of reserves  for
insurance policies is calculated using assumptions for interest rates, mortality
and  morbidity  rates,   expenses,   and  withdrawals.   Reserves  are  adjusted
periodically  based on  published  actuarial  tables with some  modification  to
reflect  actual  experience  (see  Note 3 of  Notes  to  Consolidated  Financial
Statements for the year ended December 31, 1999).

Reinsurance

    The insurance  subsidiaries  purchase reinsurance from unaffiliated insurers
and  reinsurers  to reduce their  liability on  individual  risks and to protect
against catastrophic losses. In a reinsurance transaction,  an insurance company
transfers, or "cedes," a portion or all of its exposure on insurance policies to
a reinsurer.  The reinsurer  assumes the exposure in return for a portion of the
premiums.  The ceding of insurance  does not legally  discharge the insurer from
primary  liability for the full amount of policies written by it, and the ceding
company incurs a loss if the reinsurer fails to meet its  obligations  under the
reinsurance agreement.

    Casualty Operations

    American Southern. The limits of risks retained by American Southern vary by
type of policy and insured,  and amounts in excess of such limits are reinsured.
The  largest  net amount  insured in any one risk is  $100,000.  Reinsurance  is
generally  maintained  as  follows:  for fire,  inland  marine,  and  commercial
automobile physical damage,  recovery of losses over $40,000 up to $130,000. Net
retentions  for third party  losses are  generally  over $35,000 up to $100,000.
Catastrophe  coverage for all lines  except third party  liability is for 95% of
$6.6 million over $400,000.

    Association  Casualty.  Association Casualty retains not more than the first
$300,000 in losses on its workers'  compensation  policies,  losses in excess of
this limit are reinsured.

    Georgia  Casualty.  Georgia  Casualty's  basic  treaties cover all claims in
excess of $200,000 per person,  per occurrence on casualty losses,  and per risk
on property losses,  up to $10.0 million per casualty claim and $3.0 million per
property claim. An excess  catastrophe  treaty provides coverage up to statutory
limits for any one  occurrence on workers'  compensation.  The property lines of
coverage are protected with an excess of loss treaty which affords  recovery for
property  losses  in  excess  of  $250,000  up to a  maximum  of  $3.0  million.
Facultative  arrangements  are in place for  property  accounts  with  limits in
excess of $3.0 million per risk.  During 1999,  Georgia  Casualty entered into a
stop loss reinsurance  program for all losses in the 1999 accident year that, in
the aggregate,  fall between 55% and 75% of the net earned premiums,  before the
impact of the premium ceded under the treaty.

    Bankers Fidelity

    Bankers Fidelity has entered into reinsurance contracts ceding the excess of
their  retention to several  primary  reinsurers.  Maximum  retention by Bankers
Fidelity  on any  one  individual  in the  case of life  insurance  policies  is
$50,000. At December 31, 1999, Bankers Fidelity's  reinsured annualized premiums
totaled $26.8  million of the $281.6  million of life  insurance  then in force,
generally under yearly renewable term agreements. Certain reinsurance agreements
that are no longer active for new business remain in force.

Competition

    Casualty Operations

    American  Southern.  The businesses in which American  Southern  engages are
highly competitive.  The principal areas of competition are pricing and service.
Many  competing  property  and  casualty  companies  which have been in business
longer than American Southern have available more diversified lines of insurance
and  have  substantially  greater  financial  resources.   Management  believes,
however, that the policies it sells are competitive with those providing similar
benefits  offered by other  insurers doing business in the states where American
Southern operates.

    Association   Casualty.  As  a  monoline  writer  of  workers'  compensation
insurance, Association  Casualty's biggest  competition comes from carriers that
can provide insureds with all of their commercial  insurance needs. In addition,
the State of Texas,  operates a state workers'  compensation  pool that competes
directly with the carriers in the state.  Association  Casualty  counters  these
competitive issues by offering high quality service.  Additionally,  Association
Casualty  anticipates  beginning to write additional  commercial coverages in
the second quarter of 2000 in an effort to make itself more competitive.

                                        12

<PAGE>


    Georgia  Casualty.   Georgia   Casualty's   insurance   business  is  highly
competitive.The competition can be placed in four categories: (1) companies with
higher A.M. Best ratings,  (2) alternative  workers'  compensation  markets, (3)
self-insured  funds, and (4) insurance  companies that actively solicit monoline
workers' compensation  accounts.  Georgia Casualty's efforts are directed in the
following three general categories where the company has the best opportunity to
control exposures and claims: (1) manufacturing,  (2) artisan  contractors,  and
(3) service  industries.  Management  believes that Georgia  Casualty's  keys to
being competitive in these areas are maintaining strong underwriting  standards,
risk management programs, writing workers' compensation coverages as part of the
total insurance  package,  maintaining and expanding its loyal network of agents
and development of new agents in key territories.  In addition, Georgia Casualty
offers  quality  customer  service  to its  agents and  insureds,  and  provides
rehabilitation,  medical  management,  and  claims  management  services  to its
insureds.  Georgia Casualty  believes that it will continue to be competitive in
the marketplace based on its current strategies and services.

 Bankers Fidelity

    The life and health insurance  business is highly competitive and includes a
large number of insurance  companies,  many of which have substantially  greater
financial resources.  Bankers Fidelity believes that the primary competitors are
the Blue Cross/Blue Shield companies,  AARP, the Prudential Insurance Company of
America, Pioneer Life Insurance Company of Illinois, AFLAC, American Travellers,
Kanawha  Life,  American  Heritage,  Bankers Life and Casualty  Company,  United
American Insurance Corporation,  and Standard Life of Oklahoma. Bankers Fidelity
competes with other insurers on the basis of premium rates, policy benefits, and
service to policyholders.  Bankers Fidelity also competes with other insurers to
attract and retain the allegiance of its independent  agents through  commission
arrangements,  accessibility and marketing assistance, lead programs, and market
expertise.  Bankers Fidelity believes that it competes  effectively on the basis
of policy benefits, services, and market expertise.

Rating

     The following  ratings are not designed for investors and do not constitute
recommendations to buy, sell, or hold any security. Ratings are important in the
insurance  industry,  and improved ratings should have a favorable impact on the
ability of the companies to compete in the marketplace.

    In  1999,  for  the  first  time,  Atlantic  American  Corporation  and  its
subsidiaries  underwent a rating and review  process by Standard & Poor's.  As a
result of the review, each of the Company's insurance subsidiaries was assigned
a single "A-" counterparty credit and financial strength rating. This rating was
affirmed in 2000 and now includes Association Casualty.

    Each year  A.M.  Best  Company,  Inc.  publishes  Best's  Insurance  Reports
("Best's"),  which include  assessments and ratings of all insurance  companies.
Best's ratings,  which may be revised  quarterly,  fall into fifteen  categories
ranging from A++ (Superior) to F (in  liquidation).  Best's ratings are based on
an analysis of the financial  condition and  operations of an insurance  company
compared to the industry in general.

    American Southern.  American Southern and its wholly-owned subsidiary,
American Safety Insurance Company, are each currently rated "A-" (Excellent)
by A.M.Best.

    Association  Casualty.  Association  Casualty  maintains a rating of "A-"
(Excellent) by A.M. Best.

    Georgia  Casualty.  Georgia  Casualty  maintains a Best's rating of "B++"
(Very Good).

 Bankers Fidelity.  Bankers Fidelity maintains a Best's rating of "B++" (Very
Good).

Regulation

    In common with all domestic  insurance  companies,  the Company's  insurance
subsidiaries  are subject to regulation and supervision in the  jurisdictions in
which they do business. Statutes typically delegate regulatory, supervisory, and
administrative  powers  to  state  insurance  commissions.  The  method  of such
regulation varies, but regulation relates generally to the licensing of insurers
and their agents,  the nature of and  limitations  on  investments,  approval of
policy forms, reserve requirements,  the standards of solvency which must be met
and  maintained,  deposits of securities for the benefit of  policyholders,  and
periodic  examinations of insurers and trade practices,  among other things. The
Company's  products  generally are subject to rate regulation by state insurance
commissions,  which  require  that certain  minimum  loss ratios be  maintained.
Certain  states  also  have  insurance   holding   company  laws  which  require
registration and periodic reporting by insurance  companies  controlled by other
corporations   licensed   to   transact   business   within   their   respective
jurisdictions.   The  Company's  insurance  subsidiaries  are  subject  to  such
legislation and are registered as controlled  insurers in those jurisdictions in
                                        13
<PAGE>

which  such  registration  is  required.  Such laws vary from state to state but
typically require periodic disclosure  concerning the corporation which controls
the registered  insurers and all subsidiaries of such  corporations,  as well as
prior  notice  to,  or  approval   by,  the  state   insurance   commission   of
intercorporate transfers of assets (including payments of dividends in excess of
specified  amounts by the  insurance  subsidiaries)  within the holding  company
system.

    Most states require that rate schedules and other  information be filed with
the state's insurance regulatory authority,  either directly or through a rating
organization with which the insurer is affiliated.  The regulatory authority may
disapprove  a rate  filing  if it  determines  that the  rates  are  inadequate,
excessive,  or  discriminatory.  The Company  has  historically  experienced  no
significant regulatory resistance to its applications for rate increases.

    A  state  may  require  that  acceptable  securities  be  deposited  for the
protection   either  of  policyholders   located  in  those  states  or  of  all
policyholders.  As of December 31, 1999,  $ 16.2 million of  securities  were on
deposit  either  directly with various state  authorities  or with third parties
pursuant to various  custodial  agreements on behalf of Bankers Fidelity and the
Casualty Operations.

    Virtually  all of the states in which the Company's  insurance  subsidiaries
are licensed to transact  business  require  participation  in their  respective
guaranty  funds designed to cover claims against  insolvent  insurers.  Insurers
authorized to transact business in these  jurisdictions are generally subject to
assessments of up to 4% of annual direct premiums  written in that  jurisdiction
to pay such claims,  if any. The occurrence and amount of such  assessments  has
increased in recent years.  The likelihood and amount of any future  assessments
cannot be estimated  until an insolvency has occurred.  For the last five years,
the amount incurred by the Company was not material.

NAIC Ratios

    The  National  Association  of  Insurance  Commissioners  (the  "NAIC")  was
established to provide  guidelines to assess the financial strength of insurance
companies for state regulatory purposes. The NAIC conducts annual reviews of the
financial data of insurance  companies  primarily  through the application of 13
financial  ratios  prepared  on a statutory  basis.  The annual  statements  are
submitted to state insurance  departments to assist them in monitoring insurance
companies in their states and to set forth a desirable  range in which companies
should fall in each such ratio.

    The NAIC suggests that insurance companies which fall outside of the "usual"
range in four or more financial ratios are those most likely to require analysis
by state regulators. However, according to the NAIC, it may not be unusual for a
financially  sound company to have several ratios outside the "usual" range, and
in normal years the NAIC expects 15% of the companies it tests to be outside the
"usual" range in four or more categories.

    For the  year  ended  December  31,  1999,  American  Southern,  Association
Casualty,  and Bankers  Fidelity  were within the NAIC "usual"  range for all 13
financial  ratios.  Georgia Casualty was outside the "usual" range on one ratio,
the two-year overall  operating ratio,  primarily due to adverse  development on
prior year losses.

Risk-Based Capital

    RBC is used by rating  agencies and  regulators  as an early warning tool to
identify  weakly  capitalized  companies for the purpose of  initiating  further
regulatory action. The RBC calculation determines the amount of Adjusted Capital
needed  by a company  to avoid  regulatory  action.  "Authorized  Control  Level
Risk-Based  Capital" ("ACL") is calculated;  if a company's  adjusted capital is
200% or lower than ACL, it is subject to  regulatory  action.  At  December  31,
1999, all of the Company's insurance subsidiaries substantially exceeded the RBC
regulatory levels.

                                14
<PAGE>

Investments

    Investment  income  represents a significant  portion of the Company's total
income.  Insurance  company  investments are subject to state insurance laws and
regulations  which  limit  the  concentration  and  types  of  investments.  The
following  table  provides  information  on the Company's  investments as of the
dates indicated.
<TABLE>
                                                 December 31,
                                   1999             1998                 1997
                               AmountPercent    AmountPercent        AmountPercent
                               -------------    ------------         -------------
       (Dollars in thousands)
<S><C>                            <C>       <C>    <C>        <C>     <C>       <C>
Fixed maturities:

Bonds:
   U.S. Government agencies
      and authorities           $  106,816  48.3%  $  86,535  43.9%   $ 76,701   38.6%
   States, municipalities and
      political subdivisions         4,078   1.8       1,490   0.8       2,738    1.4
   Public utilities                  2,009   0.9       1,874   0.9       1,893    1.0
   Convertibles and bonds with
      warrants attached                  -   NIL           -   NIL           -    NIL
  All other corporate bonds         21,015   9.5       9,442   4.8      10,457    5.3
   Certificates of deposit           3,082   1.4       2,286   1.2         395    0.2
                                  -------- -----      ------  ----      ------   ----
     Total fixed maturities(1)     137,000  61.9     101,627  51.6      92,184   46.5
Common and preferred stocks (2)     48,684  22.0      61,007  30.9      46,876   23.6
Mortgage, policy and
 student loans (3)                   7,394   3.3       8,119  4.19       9,536    4.8
Other invested assets (4)            5,717   2.6       4,822   2.4       3,941    2.0
Real estate                             46   NIL          46   NIL          46    NIL
Short-term investments (5)          22,471  10.2      21,782  11.0      46,167   23.1
                                    ------ -----     ------- -----    -------- ------
     Total investments       $     221,312 100.0%  $ 197,403 100.0%   $198,750  100.0%
                                ========== =====    ======== =====    ========  ======
<FN>

   (1) Fixed maturities are carried on the balance sheet at market value.  Total
       cost of fixed  maturities  was $143.2  million as of December  31,  1999,
       $100.6  million as of December 31, 1998, and $91.1 million as of December
       31, 1997.

   (2) Equity  securities are valued at market.  Total cost of equity securities
       was $31.2  million as of December 31, 1999,  $33.1 million as of December
       31, 1998, and $18.4 million as of December 31, 1997.

   (3) Mortgage  loans and policy and student  loans are valued at historical
       cost.
   (4) Investments  in other  invested  assets  which are  traded  are valued at
       estimated  market value; all others are carried at historical cost. Total
       cost of other  invested  assets was $4.9  million as of December 31, 1999
       and $5.0 million as of December 31, 1998.

   (5) Short-term  investments are valued at cost, which approximates  market
value.
</FN>
</TABLE>

                                        15
<PAGE>

Results of the investment portfolio for periods shown were as follows:

                                                      Year Ended December 31,
                                                    1999       1998      1997
                                                        (Dollars in thousands)

    Average investments(1)                       $205,387  $ 199,132   $187,408
    Net investment income                       $  12,587  $  11,167  $  10,916

    Average yield on investments                    6.13%      5.6%        5.8%
    Realized investment gains, net             $    2,831 $    2,909 $    1,076


    (1)Calculated  as the  average of the  balances at the  beginning  of the
       year and at the end of each of the four segment quarters.

    Management's  investment  strategy is an increased  investment  in short and
medium maturity bonds and common and convertible preferred stocks.

Employees

    The Company and its subsidiaries at December 31, 1999 employed 234 people.

Financial Information By Industry Segment

    Financial   information   concerning   the  Company  and  its   consolidated
subsidiaries by industry segment for the three years ended December 31, 1999, is
set  forth  on page 23 of the  1999  Annual  Report  to  Shareholders,  and such
information by industry segment is incorporated herein by reference.

Executive Officers of the Registrant

    The table below and the  information following the table set forth, for each
executive  officer  of  the  Company  as  of  December  31,  1999,   his name,
age, positions with the Company, principal occupation,  and business
experience for the past five years and prior service with the Company
(based  upon information supplied by each of them).

Director or

      Name             Age       Position with the Company
Officer Since

J. Mack Robinson        76       Chairman of the Board            1974
Hilton H. Howell, Jr.   38       Director, President & CEO        1992
Edward L. Rand, Jr.     33       Vice President & CFO             1998

    Officers are elected  annually and serve at the  discretion  of the Board of
Directors.

    Mr.  Robinson has served as Director and Chairman of the Board since 1974
and served as  President  and Chief  Executive  Officer of the  Company  from
September  1988 to May 1995.  In  addition,  Mr.  Robinson  is a Director  of
Bull Run Corporation and Gray Communications Systems, Inc.

    Mr. Howell has been President and Chief Executive  Officer of the Company
since May 1995,  and prior thereto  served as Executive Vice President of the
Company  from  October  1992  to May  1995.  He has  been a  Director  of the
Company  since October 1992.  Mr. Howell is the  son-in-law of Mr.  Robinson.
He is also a  Director  of  Bull  Run  Corporation  and  Gray  Communications
Systems, Inc.

    Mr. Rand has served as Vice  President  and Chief  Financial  Officer of the
Company  since  March  2000, and prior  thereto  he  served as Vice  President
and Treasurer  from  May  1998 to  March  2000.  He  also  serves  in the
following capacities  at  subsidiaries  of  the  Company,   Treasurer  of
Self  Insurance Administrators,  Inc.,  Director of Georgia  Casualty,
Director of  Association Casualty,  and a Director of Bankers Fidelity
Life Insurance  Company.  Prior to joining the Company in August 1997,
he was Vice  President  and  Controller of United Capitol Insurance Company.

                                        16

<PAGE>

Forward-Looking Statements

    Certain of the statements and subject matters  contained herein that are not
based upon historical or current facts deal with or may be impacted by potential
future circumstances and developments,  and should be considered forward-looking
and subject to various risks and uncertainties.  Such forward-looking statements
are made based upon  management's  belief,  as well as  assumptions  made by and
information  currently  available  to  management  pursuant  to  "safe  harbor"
provisions  of the  Private  Securities  Litigation  Reform  Act of  1995.  Such
statements, and the discussion of such subject areas, involve, and therefore are
qualified  by,  the  inherent  risks  and   uncertainties   surrounding   future
expectations  generally,  and may  materially  differ from the Company's  actual
future  experience  involving any one or more of such subject areas. The Company
has attempted to identify, in context,  certain of the factors that it currently
believes may cause actual future  experience  and results to differ from current
expectations.  The Company's  operations  and results also may be subject to the
effect of other risks and  uncertainties in addition to the relevant  qualifying
factors identified elsewhere herein, including, but not limited to, locality and
seasonality  in the  industries to which the Company  offers its  products,  the
impact of competitive products and pricing,  unanticipated increases in the rate
and number of claims  outstanding,  volatility  in the capital  markets that may
have an impact on the Company's investment portfolio, issue,  the  uncertainty
of general  economic  conditions,  and other risks and uncertainties  identified
from time to time in the Company's  periodic  reports filed with the  Securities
and Exchange Commission.  Many of such factors are beyond the Company's ability
to control or predict.  As a result,  the Company's actual financial  condition,
results of operations and stock price could differ materially  from those
expressed in any  forward-looking  statements made by the Company.  Undue
reliance  should not be placed upon  forward-looking  statements contained
herein.   The  Company  does  not  intend  to  publicly  update  any
forward-looking  statements  that may be made from time to time by, or on
behalf of, the Company.

ITEM 2.  PROPERTIES

    Owned  Properties.  The  Company  owns two  parcels of  unimproved  property
consisting  of  approximately  seven  acres  located  in Fulton  and  Washington
Counties,  Georgia.  At December  31,  1999,  the  aggregate  book value of such
properties was approximately $46,000.

    Leased  Properties.  The Company (with the  exception of American  Southern,
Association  Casualty,  and SIA, Inc.) leases space for its principal offices in
an office  building  located in  Atlanta,  Georgia,  from  Delta Life  Insurance
Company,  under leases  which expire at various  times from May 31, 2002 to July
31,  2005.  Under  the  current  terms  of  the  leases,  the  Company  occupies
approximately  65,489 square feet of office space. Delta Life Insurance Company,
the owner of the building,  is controlled by J. Mack  Robinson,  Chairman of the
Board of Directors  and largest  shareholder  of the  Company.  The terms of the
leases are believed by Company  management to be comparable to terms which could
be  obtained  by the  Company  from  unrelated  parties  for  comparable  rental
property.

    American  Southern  leases  space for its  offices in a building  located in
Atlanta,  Georgia.  The lease term expires January 31, 2000.  Under the terms of
the lease, American Southern occupies approximately 17,014 square feet.Effective
February 1, 2000, the company entered into an extension of its lease for a ten
year period.

    Association  Casualty  leases space for its principal  offices in a building
located in Austin,  Texas.  The lease term expires  December 31, 2000. Under the
terms of the lease,  Association  Casualty  occupies  15,777 square feet and the
remaining 3,136 square feet is subleased.

    SIA, Inc.  leases space for its principal  offices in a building  located
in Stone  Mountain,  Georgia.  The lease  term  expires  December  31,  2003.
Under the terms of the lease, SIA, Inc.  occupies 1,787 square feet.

ITEM 3.  LEGAL PROCEEDINGS

Litigation

    From time to time, the Company and its subsidiaries are involved in various
claims and lawsuits incidental to and in the ordinary course of their
businesses.  In the opinion of management,  such  claims  will not have a
material  effect on the  business  or financial condition of the Company.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

    There  were no matters  submitted  to a vote of the  Company's  shareholders
during the quarter ended December 31, 1999.


                                        17

<PAGE>
                                     PART II

ITEM 5.    MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER
           MATTERS

    The  Company's  common  stock is quoted on the Nasdaq National Market
(Symbol: AAME). As of March 10, 2000, there were  5,040  shareholders
of  record.  The  following  table sets forth for the periods  indicated
the high and low sale prices of the Company's common stock as reported on
the Nasdaq National Market.

           Year Ending December 31,        High         Low

           1999

             1st quarter                    $4 5/8      $315/16
             2nd quarter                     4 11/16     3 7/8
             3rd quarter                     4 1/8       2 3/8
             4th quarter                     2 15/16     2 1/4

           1998

             1st quarter                    $ 5 1/2     $4 5/8
             2nd quarter                     5 1/16      3 7/8
             3rd quarter                     5 1/4       4
             4th quarter                     4 15/16     3 5/8

    The  Company has not paid  dividends  to its common  shareholders  since the
fourth  quarter of 1988.  Payment  of  dividends  in the  future  will be at the
discretion  of the  Company's  Board  of  Directors  and  will  depend  upon the
financial condition,  capital requirements,  and earnings of the Company as well
as other  factors as the Board of Directors  may deem  relevant.  The  Company's
primary  sources of cash for the payment of  dividends  are  dividends  from its
subsidiaries.  Under the insurance code of the state of jurisdiction under which
each insurance subsidiary  operates,  cumulative dividend payments to the Parent
by its insurance  subsidiaries are limited to the accumulated  statutory
earnings  of the  insurance  subsidiaries  without  the  prior  approval  of the
Insurance  Commissioner.  The Company's principal insurance subsidiaries had the
following  accumulated  statutory  earnings and/or (deficits) as of December 31,
1999:  Georgia  Casualty - $16.7  million,  American  Southern - $29.4  million,
Association Casualty - $16.0 million, Bankers Fidelity Life - $26.5 million. The
Company has elected to retain its  earnings  to grow its  business  and does not
anticipate paying cash dividends on its common stock in the foreseeable future.

ITEM 6.  SELECTED FINANCIAL DATA

    Selected  financial data of Atlantic  American  Corporation and subsidiaries
for the five year  period  December  31, 1999 is set forth on page 1 of the 1999
Annual Report to Shareholders and is incorporated herein by reference.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

    Management's  discussion and analysis of financial  condition and results of
operations of Atlantic  American  Corporation and  subsidiaries are set forth on
pages 25 to 31 of the 1999 Annual Report to  Shareholders  and are  incorporated
herein by reference.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

    The information set forth under the caption  "Interest Rate and Market Risk"
in the information incorporated by reference in Item 7 above, is incorporated by
reference herein.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

    The consolidated  financial  statements of the Company and related notes are
set forth on pages 10 to 25 of the 1999 Annual  Report to  Shareholders  and are
incorporated herein by reference.

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

         None.
                                      18

<PAGE>


                                    PART III

With the  exception of  information  relating to the  Executive  Officers of the
Company,  which is provided in Part I hereof,  all information  required by Part
III (Items 10, 11, 12, and 13) is  incorporated  by  reference  to the  sections
entitled "Election of Directors",  "Security Ownership of Management",  "Section
16(a) Beneficial Ownership Compliance",  "Executive Compensation",  and "Certain
Relationships and Related  Transactions"  contained in the Company's  definitive
proxy statement to be delivered in connection with the Company's  Annual Meeting
of Shareholders to be held May 2, 2000.

                                     PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

(a)  List of documents filed as part of this report:

FINANCIAL STATEMENTS

                                                                Page
                                                                Reference
                                                                ---------

Consolidated  Balance  Sheets as of December  31, 1999
  and December 31, 1998                                                 10*
Consolidated  Statements  of Operations  for the Three
  Years ended  December 31, 1999                                        11*
Consolidated  Statements of  Shareholders'  Equity
  for the Three Years ended December 31, 1999                           12*
Consolidated  Statements of Cash Flows for the Three Years
  ended  December 31, 1999                                              13*
Notes to  Consolidated  Financial  Statements                        14-25*
Report of Independent Public Accountants                                32*

    * The page references so designated refer to page numbers in the 1999 Annual
      Report to Shareholders of Atlantic American  Corporation,  which pages are
      incorporated  herein by reference.  With the exception of the  information
      specifically incorporated within this Form 10-K, the 1999 Annual Report to
      Shareholders  of Atlantic  American  Corporation is not deemed to be filed
      under the Securities Exchange Act of 1934.

                          FINANCIAL STATEMENT SCHEDULES

            Report of Independent Public Accountants

       II - Condensed  financial  information of Registrant for the three years
            ended December 31, 1999

      III - Supplementary  Insurance  Information  for the three  years ended
            December 31, 1999
       IV - Reinsurance  for the three years ended December 31,  1999

       VI -  Supplemental Information concerning property-casualty insurance

            operations for the three years ended December 31, 1999

            Schedules  other than those listed above are omitted as they are not
            required or are not applicable, or the required information is shown
            in the financial  statements or notes thereto.  Columns omitted from
            schedules  filed have been omitted  because the  information  is not
            applicable.

                                    EXHIBITS

 3.1        - Restated and Amended  Articles of  Incorporation of the registrant
            [incorporated by reference to Exhibit 3.1 to the  registrant's  Form
            10-Q for the fiscal quarter ended March 31, 1996].

 3.2        - Bylaws of the registrant [incorporated by reference to Exhibit 3.2
            to the registrant's Form 10-K for the year ended December 31, 1993].

10.01     - Lease  Contract  between  registrant  and  Delta  Life  Insurance
            Company dated June 1, 1992  [incorporated by reference to Exhibit
            10.11 to the  registrant's  Form 10-K for the year ended December
            31, 1992].

10.02     - First  Amendment to Lease Contract  between  registrant and Delta
            Life  Insurance  Company  dated  June 1,  1993  [incorporated  by
            reference  to Exhibit  10.11.1 to the  registrant's  Form 10Q for
            the quarter ended June 30, 1993].

                                        19

<PAGE>


10.03     - Second Amendment to Lease Contract  between  registrant and Delta
            Life  Insurance  Company  dated August 1, 1994  [incorporated  by
            reference  to Exhibit  10.11.2 to the  registrant's  Form 10Q for
            the quarter ended September 30, 1994].

10.04     - Lease Agreement between Georgia Casualty & Surety Company and
            Delta Life Insurance Company dated September 1, 1991
            [incorporated by reference to Exhibit 10.12 to the registrant's
            Form 10-K for the year ended December 31, 1992].

10.05     - First  Amendment to Lease Agreement  between  Georgia  Casualty &
            Surety  Company  and Delta  Life  Insurance  Company  dated  June
            1,1992  [incorporated  by  reference  to  Exhibit  10.12.1 to the
            registrant's Form 10-K for the year ended December 31, 1992].

10.06     - Management  Agreement  between  registrant and Georgia Casualty &
            Surety Company dated April 1, 1983  [incorporated by reference to
            Exhibit  10.16 to the  registrant's  Form 10-K for the year ended
            December 31, 1986].

10.07*    - Minutes of  Meeting  of Board of  Directors  of  registrant  held
            February  25, 1992  adopting  registrant's  1992  Incentive  Plan
            together  with a copy of that plan, as adopted  [incorporated  by
            reference to Exhibit 10.21 to the registrant's  Form 10-K for the
            year ended December 31, 1991].

10.08     - Loan and  Security  Agreement  dated  August  26,  1991,  between
            registrant's  three insurance  subsidiaries  and Leath Furniture,
            Inc.   [incorporated   by  reference  to  Exhibit  10.38  to  the
            registrant's Form 10-K for the year ended December 31, 1992].

10.09     - First  amendment to the amended and reissued  mortgage note dated
            January 1, 1992,  [incorporated  by reference to Exhibit  10.38.1
            to the  registrant's  Form 10-K for the year ended  December  31,
            1992].

10.10     - Intercreditor  Agreement  dated  August 26, 1991,  between  Leath
            Furniture,  Inc.,  the  registrant  and  the  registrant's  three
            insurance  subsidiaries  [incorporated  by  reference  to Exhibit
            10.39 to the  registrant's  Form 10-K for the year ended December
            31, 1992].

10.11     - Management  Agreement  between  Registrant and Atlantic  American
            Life  Insurance  Company  and  Bankers  Fidelity  Life  Insurance
            Company dated July 1, 1993  [incorporated by reference to Exhibit
            10.41  to the  registrant's  Form  10-Q  for  the  quarter  ended
            September 30, 1993].

10.12     - Tax  allocation   agreement  dated  January  28,  1994,   between
            registrant  and   registrant's   subsidiaries   [incorporated  by
            reference to Exhibit 10.44 to the registrant's  Form 10-K for the
            year ended December 31, 1993].

10.13     - Acquistion Agreement by and among Atlantic American Corporation,
            Association Casualty Insurance Company, Association Risk General
            Management Agency, Inc. and Harold K. Fischer, dated as of April 21,
            1999 [incorporated by reference to Exhibit 2.1 to the registrant's
            Form 8-K dated July 16, 1999].

10.14     - Indenture of trust, dated as of June 24, 1999, by and between
            Atlantic American Corporation and The Bank of New York, as trustee
            [incorporated by reference to Exhibit 10.1 to the registrant's
            Form 8-K dated July 16, 1999].

10.15     - Reimbursement and Security Agreement, dated as of June 24, 1999,
            between Atlantic American Corporation and Wachovia Bank of Georgia,
            N.A. [incorporated by reference to Exhibit 10.3 to the registrant's
            Form 8-K dated July 16, 1999].

10.16     - Revolving Credit Facility, dated as of July 1, 1999, between
            Atlantic American Corporation and Wachovia Bank of Georgia, N.A.
            [incorporated by reference to Exhibit 10.3 to the registrant's
            Form 8-K dated July 16, 1999].

13.1      - Those portions of the  registrant's  Annual Report to Shareholders
            for year ended December 31, 1997, that are specifically incorporated
            by reference herein.

21.1      - Subsidiaries of the registrant.

23.1      - Consent of Arthur Andersen LLP, Independent Public Accountants.

27       - Financial Data Schedule

                                        20

<PAGE>


28.1      - Form  of  General  Agent's  Contract  of  Atlantic  American  Life
            Insurance  Company  [incorporated  by reference to Exhibit 28 to the
            registrant's Form 10-K for the year ended December 31, 1990].

28.2      - Form of  Agent's  Contract  of  Bankers  Fidelity  Life  Insurance
            Company [incorporated by reference to Exhibit 28 to the registrant's
            Form 10-K for the year ended December 31, 1990].

28.3      - Form of Agency  Contract  of  Georgia  Casualty  & Surety  Company
            [incorporated  by reference to Exhibit 28 to the  registrant's  Form
            10-K for the year ended December 31, 1990].

(b)         Reports on Form 8-K.  None.

*Management  contract,  compensatory  plan or  arrangement  required to be filed
pursuant to, Part IV, Item 14(C) of Form 10-K and Item 601 of Regulation S-K.

                                21
<PAGE>

SIGNATURES

    Pursuant  to the  requirements  of  Section  13 or 15(d)  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.

                    (Registrant) ATLANTIC AMERICAN CORPORATION

                                        /s/
                        By:---------------------------------------
                            Edward L. Rand, Jr.
                            Vice President and Chief Financial Officer

                              Date: March 30, 2000

    Pursuant to the  requirements  of the Securities  Exchange Act of 1934, this
report  has  been  signed  below  by the  following  persons  on  behalf  of the
registrant and in the capacities and on the dates indicated.

       Signature                           Title                        Date

        /s/
-------------------
   J. MACK ROBINSON          Chairman of the Board               March 24, 2000


        /s/
 ---------------------
  HILTON H. HOWELL, JR.    President, Chief Executive Officer    March 24, 2000
                           and  Director   (Principal
                           Executive   Officer)
        /s/
--------------------
   EDWARD L. RAND, JR.    Vice   President   and
                          Chief Financial Officer                March 24, 2000
        /s/
--------------------
   EDWARD E. ELSON                  Director                     March 24, 2000

        /s/
--------------------
   SAMUEL E. HUDGINS                Director                     March 24, 2000

        /s/
--------------------
   D. RAYMOND RIDDLE                Director                     March 24, 2000

        /s/
--------------------
   HARRIETT J. ROBINSON             Director                     March 24, 2000
        /s/
--------------------
   SCOTT G. THOMPSON                Director                     March 24, 2000
        /s/
--------------------
   MARK C. WEST                     Director                     March 24, 2000

        /s/
---------------------
 WILLIAM H. WHALEY, M.D.            Director                     March 24, 2000

        /s/
-------------------
   DOM H. WYANT                     Director                     March 24, 2000

        /s/
---------------------
   HAROLD K. FISCHER                Director                     March 24, 2000

                                   22
<PAGE>

                  REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

     To Atlantic American Corporation:


         We  have  audited  in  accordance  with  auditing  standards  generally
     accepted  in the  United  States,  the  consolidated  financial  statements
     included  in  Atlantic  American   Corporation's   1999  Annual  Report  to
     Shareholders,  incorporated by reference in this Form 10-K, and have issued
     our report  thereon  dated  March 24,  2000.  Our audits  were made for the
     purpose of forming an  opinion on those  statements  taken as a whole.  The
     schedules  listed in Item 14 (a) are the  responsibility  of the  Company's
     management,  are presented for the purpose of complying with the Securities
     and Exchange Commission's rules, and are not part of the basic consolidated
     financial  statements.  These schedules have been subjected to the auditing
     procedures  applied  in the  audits  of the  basic  consolidated  financial
     statements and, in our opinion,  fairly state in all material  respects the
     financial  data  required to be set forth  therein in relation to the basic
     consolidated financial statements taken as a whole.

                                        /s/
                              --------------------
                                ARTHUR ANDERSEN LLP

     Atlanta, Georgia
     March 24, 2000

                                        23
<PAGE>



II-2

                                                                    Schedule II
                                                                     Page 1 of 3


                   CONDENSED FINANCIAL INFORMATION OF REGISTRANT

                          ATLANTIC AMERICAN CORPORATION

                              (Parent Company Only)

                                 BALANCE SHEETS

                                  (in thousands)


                                     ASSETS

                                                   December 31,
                                                 -----------------
                                                  1999      1998
                                                 --------  -------
              Current assets:
               Cash and short-term              $  1,030   $   130
              investments
              Investment in insurance
              subsidiaries                        130,926  110,587
              Deferred income taxes, net           2,778         -
              Other assets                         1,543     1,884
                                                 --------  -------

                                                $136,277  $112,601
                                                 ========  =======


                      LIABILITIES AND SHAREHOLDERS' EQUITY

              Current liabilities:
                  Current  portion of  long-term
                      debt                      $      -   $2,400
                  Other payables                   6,325    4,320
                                                 --------  -------

                     Total current liabilities     6,325    6,720

              Income taxes payable to
              subsidiaries                             3       64

              Long-term debt                      51,000   23,600
              Shareholders' equity                78,948   82,217
                                                 --------  -------

                                                 $136,277 $112,601
                                                 ========  =======





   The  notes to consolidated financial statements are an integral part
                      of these condensed statements.


<PAGE>



                                                                     Schedule II
                                                                     Page 2 of 3

                   CONDENSED FINANCIAL INFORMATION OF REGISTRANT

                          ATLANTIC AMERICAN CORPORATION

                              (Parent Company Only)

                            STATEMENTS OF OPERATIONS

                                  (in thousands)



                                               Year Ended December 31,
                                             ----------------------------
                                               1999      1998      1997
                                             --------- ---------  -------

         REVENUE

            Fees, rentals and interest
         income from subsidiaries              $4,980    $4,230   $3,841
            Distributed earnings from
         subsidiaries                           5,706     7,054   11,209
            Other                                 651     1,155       20
                                             --------- ---------  -------
               Total revenue                   11,337    12,439   15,070

         GENERAL AND ADMINISTRATIVE EXPENSES    8,441     6,407    5,305

         INTEREST EXPENSE                       2,819     2,146    2,902
                                             --------- ---------  -------
                                                   77     3,886    6,863
         INCOME TAX BENEFIT (1)                 8,963     1,703    1,862
                                             --------- ---------  -------
                                                9,040     5,589    8,725
         EQUITY IN UNDISTRIBUTED EARNINGS OF
            CONSOLIDATED SUBSIDIARIES, NET      1,870     2,969     (692)
                                             --------- ---------  -------

            Net income                        $10,910    $8,558   $8,033
                                             ========= =========  =======

[FN]

   (1)Under the terms of its tax-sharing agreement with its subsidiaries, income
      tax  provisions  for the  individual  companies are computed on a separate
      company basis. Accordingly,  the Company's income tax benefit results from
      the  utilization of the parent company  separate return loss to reduce the
      consolidated taxable income of the Company and its subsidiaries.

</FN>
               The  notes  to  consolidated   financial  statements  are  an
                        integral part of these condensed statements.



<PAGE>
                                      II-3

                                                                     Schedule II
                                                                     Page 3 of 3

                CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                          ATLANTIC AMERICAN CORPORATION
                              (Parent Company Only)
                            STATEMENTS OF CASH FLOWS
<TABLE>
                                                       (in thousands)
                                                  Year Ended December 31,
                                                ----------------------------
                                                 1999        1998      1997
                                              ---------      ---------   -------
<S><C>                                         <C>          <C>         <C>
   CASH    FLOWS    FROM     OPERATING
      ACTIVITIES:
          Net income                       $    10,910   $   8,558   $   8,033
            Adjustments   to  reconcile  net
              income  to   net   cash
              provided   by operating
              activities:
              Realized investment gains           (239)     (1,151)          -
              Depreciation and amortization        599         670         591
              Equity    in    undistributed
              earnings of consolidated
                    subsidiaries                (1,870)     (2,969)        692
              Change in inter-company taxes        (60)        201        (715)
              Deferred    income
                   tax benefit                  (6,997)          -           -
               Increase (decrease) in
               other liabilities                   798         (11)       (157)
               Other, net                          186         186        (245)
                                             ---------   ---------      -------
                  Net   cash   provided   by
                     operating activities        3,327       5,484       8,199
                                              --------- ------------  -----------

         CASH    FLOWS    FROM     INVESTING
         ACTIVITIES:
            Acquisition    of    Association
             Casualty                          (24,475)         -        -
             Capital contribution to
              Georgia Casualty                  (2,000)         -        -
            Additions    to   property and
            equipment                             (446)      (305)    (536)
                                              --------- ---------  ---------
           Net  cash used in
                     investing activities      (26,921)      (305)    (536)
                                               --------- ---------  -------

         CASH    FLOWS    FROM     FINANCING
         ACTIVITIES:
            Proceeds  from  issuance of bank
              financing                         51,000         -     5,617
            Preferred   stock  dividends  to
               affiliated shareholders               -      (315)     (315)
            Purchase of treasury shares           (779)   (1,447)     (558)
            Repayments   of   short-term
                      debt                      (2,400)        -         -

            Retirements   and   payments  of
            long-term debt and notes
             payable to affiliates             (23,600)   (2,600)  (12,628)
            Redemption of preferred stock            -    (1,000)        -
            Proceeds  from exercise of stock
                options                            273        90        62
                                              --------- ---------  -------
             Net   cash   provided   by
         (used in) financing activities         24,494    (5,272)   (7,822)
                                             --------- ---------  ----------

         Net increase (decrease) in cash           900      (93)    (159)
         Cash at beginning of year                 130      223      382
                                              --------- ---------  -------
         Cash at end of year                   $ 1,030  $   130   $  223
                                             ========= =========  =======

         Supplemental disclosure:
            Cash paid for interest           $   2,510   $2,143    $2,958
                                             ========= =========  =======
            Cash paid for income taxes       $     131  $   330    $   85
                                             ========= =========  =======
            Issuance  of  stock  to  acquire
               SIA, Inc.                      $     -    $   66   $ 1,212
                                             ========= =========  =======
        Issuance    of    stock   to
              acquire Association Casualty    $ 8,483   $   -      $  -
                                             ========= ========= =======


</TABLE>


           The   notes  to  consolidated  financial  statements  are  an
                         integral part of these condensed statements.


<PAGE>

<TABLE>


                                                                   Schedule III
                                                                    Page 1 of 2

               ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES
                       SUPPLEMENTARY INSURANCE INFORMATION

                               (in thousands)



                                                         Future Policy
                                                        Benefits, Losses,                       Other Policy
                                      Deferred          Claims and Loss         Unearned        Claims and
        Segment                    Acquisition Costs        Reserves            Premiums      Benefits Payable
        -------                     ----------------      -------------         --------      -----------------
     <S><C>                         <C>                  <C>                    <C>            <C>
   December 31, 1999:
      Bankers Fidelity....          $15,644          $    46,427                 $ 3,046            $  2,120
      American Southern...            1,401               48,751                  12,235               1,795
      Association Casualty...         1,478               30,000                   9,241                 288
      Georgia Casualty....            1,875               41,471                   9,771                 -0-
                                    ---------            --------               --------             -------
                                    $20,398           $  166,649(1)           $   34,293             $ 4.203
                                    ========           ===========              ========             =======

   December 31, 1998:
      Bankers Fidelity....          $13,972          $    44,510           $       3,156            $  2,065
      American Southern...            1,378               46,952                  11,830               1,629
      Georgia Casualty....            1,531               34,218                   8,267                  32
                                    -------             --------                ---------             -------
                                    $16,881           $  125,680(2)         $     23,253             $ 3,726
                                    ========            ==========              =========             ======

   December 31, 1997:
      Bankers Fidelity....          $13,412          $    44,070           $       2,631            $  2,001
      American Southern...            1,748               47,783                  12,964               1,962
      Georgia Casualty....            1,323               34,056                   8,817                  34
                                    -------             --------                --------                -----
                                    $16,483           $  125,909(3)        $      24,412             $ 3,997
                                  =========           ============         =============               =====
   -------------------------
<FN>
   (1)Includes future policy benefits of $40,093 and losses and claims of $126,556.
   (2)Includes future policy benefits of $38,912 and losses and claims of $86,768.
   (3)Includes future policy benefits of $39,188 and losses and claims of $86,721.

</FN>
</TABLE>


<PAGE>

                                                    Schedule III
                                                     Page 2 of 2

               ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES
                       SUPPLEMENTARY INSURANCE INFORMATION

                               (in thousands)

<TABLE>
                                                                     Future Policy
                                                                        Benefits,       Amortization
                                                          Net         Claims, Losses      of Deferred      Other      Casualty
                                           Premium      Investment   and Settlement      Acquisition    Operating   Premiums
       Segment                             Revenue      Income          Expenses           Costs       Expenses     Written
       -------                             ---------   -------------- ---------------   ---------    ----------   ----------
<S><C>                                       <C>         <C>             <C>             <C>            <C>         <C>
   December 31, 1999:
      Bankers Fidelity....                  $41,527        $ 4,676     $  28,313         $  1,766      $13,450$          -
      American Southern...                   38,166          4,614        26,934            5,068        4,588      38,530
      Association Casualty.....               8,498          1,198         5,781            1,431        2,484       8,524
      Georgia Casualty....                   19,403          2,095        16,535            3,682        4,268      20,870
      Other...............                        -              4             -                -        6,252           -
                                            -------         -------     --------           ------       ------      ------
                                     $      107,594        $12,587     $  77,563          $11,947      $31,042   $  67,924
                                        ===========        =======      ========        =========       =======    =======
   December 31, 1998:
      Bankers Fidelity....                  $34,477      $   4,540      $ 21,494         $  2,110      $12,895    $      -
      American Southern...                   35,002          4,571        23,135            4,748        5,183      33,869
      Georgia Casualty....                   21,813          2,048        16,216            3,737        3,522      21,265
      Other...............                        -              8             -                -        4,323           -
                                        -----------        -----------  -----------     -----------  -----------  -----------
                                         $   91,292        $11,167      $ 60,845          $10,595      $25,923   $  55,134
                                        ===========        ===========   ===========     ===========  ===========  ===========

   December 31, 1997:
      Bankers Fidelity....                  $26,967      $   4,098      $ 15,576         $  1,944      $10,044 $         -
      American Southern...                   41,799          4,735        30,182            4,932        4,997      38,282
      Georgia Casualty....                   19,916          2,064        15,260            2,828        2,988      22,279
      Other...............                        -             19             -                -        4,293           -
                                        ------------     ----------     ----------     ----------     ----------  ----------
                                            $88,682        $10,916      $ 61,018        $   9,704      $22,322  $   60,561
                                        ============    ============   ============   ============    ============  ============

</TABLE>




<PAGE>

<TABLE>
                                                                    Schedule IV


               ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES
                                   REINSURANCE

                               (in thousands)



                                       Cede To     Assumed               Percentage of
                             Direct      Other      From Other     Net      Amount Assumed
                             Amount     Companies    Companies    Amounts      To Net
<S><C>                      <C>        <C>           <C>          <C>          <C>
Year ended December 31, 1999:

Life insurance in
force                     $ 281,565  $ (26,790) $         -      $254,775
                           ========  =========  ===========    ==========
Premiums  --
Bankers Fidelity         $   41,407     $ (934)    $  1,054     $  41,527         2.5%
American Southern            17,158     (5,384)      26,392        38,166        69.2%
Association Casualty          9,273       (775)           -         8,498           -
Georgia Casualty             23,831     (5,966)       1,538        19,403         7.9%
                          ---------      ------      -------     ---------       -----
Total premiums           $   91,699  $ (13,059)    $ 28,984  $    107,594        26.9%
                        ===========  ===========  ===========  ===========     ========
Year ended December 31, 1998:

Life insurance in
force                   $   275,557  $ (16,941)   $       -    $  258,616

Premiums  --
Bankers Fidelity         $   34,929  $  (2,236)     $ 1,784     $  34,477         5.2%
American Southern            19,306     (5,215)      20,911        35,002        59.7%
Georgia Casualty             24,625     (3,206)         394        21,813         1.8%
                        -----------     -------     -------     ---------       ------
Total premiums           $   78,860  $ (10,657)    $ 23,089     $  91,292        25.3%
                        ===========     ========    ========    =========       ======

Year ended December 31, 1997:

Life insurance in
force                   $   267,749  $ (11,767)  $        -    $  255,982
                          =========   ========  ===========    ==========
Premiums
Bankers Fidelity         $   27,427   $   (460)       $   -     $26,967             -
American Southern            22,471     (6,039)      25,367      41,799          60.7%
Georgia Casualty             22,884     (2,968)           -      19,916             -
                        -----------    -------    ---------      -------          -----
Total premiums           $   72,782   $ (9,467)    $ 25,367    $ 88,682          28.6%
                         ==========   =========   ==========  ===========        =======

</TABLE>


<PAGE>

<TABLE>

                                                                     Schedule VI

               ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES
                       SUPPLEMENTAL INFORMATION CONCERNING

                     PROPERTY-CASUALTY INSURANCE OPERATIONS

                               (in thousands)








                                                                                                       Paid


                                                                    Claims and Claim
                                                                    Adjustment Expenses Amortization     Claims
                                                                      Incurred Related      of            and
    Year Ended    Deferred                                    Net            To          Deferred       Claim
                   Policy                 Unearned  Earned  Investment Current  Prior   Acquisition  Adjustment  Premiums
                  Acquisition    Reserves Premium   Premium  Income     Year    Years     Costs      Expenses   Written
                  ----------    --------  -------  -------- -------     -----  ------    ---------  ---------- --------
 <S><C>            <C>          <C>      <C>       <C>      <C>         <C>   <C>         <C>         <C>         <C>

  December 31,     $ 4,754    $120,222 $  31,247  $ 66,067  $ 7,907  $  51,520  $(1,941)  $10,181     $46,595    $67,924
  1999              ======    ========   ========  ======= =======      =======  =======    =====      =======    ======
  December 31,     $ 2,909     $81,170  $ 20,097  $ 56,815  $ 6,619  $  47,579  $(7,168)  $ 8,485      $39,699   $55,135
  1998            ========   ==========  =======   =======   ======     ======   =======  ========     =======   =======

  December 31,     $ 3,071   $  81,839  $ 21,781  $ 61,715 $  6,799   $ 49,163  $(3,003)  $ 7,760      $41,883   $60,562
  1997             =======     =======  =========  =======   ======    =======  =======    ======       ========   ========

</TABLE>