EXHIBIT 10.11
 AMENDMENT NO. 1  TO THE  STOCK PURCHASE AGREEMENT
        1.
    
    Subsection 1.1 (a) of Article I of the Purchase Agreement shall be deleted in its entirety
and replaced with the following language:
  2.
    
    Section 6.1 of the Purchase Agreement shall be deleted in its entirety and replaced with
the following language:
 Survival of Representations, Warranties and Agreements provided however




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3.
    
    Each of the parties hereto, on behalf of itself and its assigns, agents,
representatives and administrators, hereby unconditionally waives, releases, acquits and
forever discharges the other party hereto and each of its current or former affiliated
or related entities, parent or subsidiary entities, divisions, predecessors, successors,
assigns, stockholders, owners, directors, officers, employees, attorneys or agents
(collectively, the Released Parties), from and against any and all actions, causes of
action, judgment, liens, obligations, indebtedness, costs, damages, losses, claims,
liabilities and demands of any kind whatsoever, fixed or contingent, which such party
currently or in the future may have or claim to have against the other party or any of
the Released Parties that arise from, are related to or are based upon the Claims. Each
of the parties hereto acknowledges and agrees that it has knowingly relinquished, waived
and forever released any and all remedies arising out of the Claims, including, without
limitation, liquidated damages, lost profits, compensatory damages, general damages,
special damages, punitive damages, exemplary damages, consequential damages, costs,
expenses and attorneys fees.4.
    
    Immediately upon execution and delivery of this Amendment, the parties agree that
the Letter Agreement shall be terminated and of no further force or effect.5.
    
    Subject to any requisite approval of the North Carolina Department of Insurance
and the Kansas Department of Insurance which Purchaser shall use reasonable best efforts
to obtain, Purchaser will cause Association Casualty Insurance Company to release
American Southern Insurance Company from that certain Unconditional Guarantee dated
January 8, 2007 as set forth in Section 3.2(c) of the Purchase Agreement within 90 days
of the execution of this Amendment.6.
    
    Except to the extent provided herein, the provisions of the Purchase Agreement
shall remain in full force and otherwise unchanged.7.
    
    By the signatures below, each signatory represents and agrees and warrants that
he or she is duly authorized to execute this Amendment on behalf of the party for which
he or she signs.8.
    
    It is expressly understood and agreed that this Amendment is a settlement of all
current and future claims, and that for all current claims the parties hereto hereby
deny any and all liability, and that the releases and payments described herein
constitute a settlement executed as a compromise of any and all current and future
disputed claims, and that as such they shall not constitute or be deemed to constitute a
recognition or admission of liability of or by any party to this Amendment.
   ATLANTIC AMERICAN CORPORATION
    
    COLUMBIA MUTUAL INSURANCE COMPANYBy:
    
    /s/ John G. Sample, Jr.
    
    
    
    By:
    
    /s/ Robert J. WagnerName:
    
    John G. Sample, Jr.
    
    
    
    Name:
    
    Robert J. WagnerTitle:
    
    SVP & CFO
    
    
    
    Title:
    
    President