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


               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                          ___________


                           FORM 10-Q

                          ___________

    |X| Quarterly Report pursuant to Section 13 or 15(d) of
              the Securities Exchange Act of 1934

       For the quarterly period ended September 30, 1996

                               OR

    |_| Transition report pursuant to Section 13 or 15(d) of
              the Securities Exchange Act of 1934

                          ___________

                 Commission File Number 0-3722


                 ATLANTIC AMERICAN CORPORATION
   Incorporated pursuant to the laws of the State of Georgia

                          ___________

     Internal Revenue Service-- Employer Identification No.
                           58-1027114


            Address of Principal Executive Offices:
       4370 Peachtree Road, N.E., Atlanta, Georgia 30319
                         (404) 266-5500


Indicate by check mark whether  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 |_|

The total  number of shares of the  registrant's  Common  Stock,  $1 par  value,
outstanding on November 4, 1996, was 18,670,782.


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



                   ATLANTIC AMERICAN CORPORATION

                               INDEX


Part 1.  Financial Information                           Page No.
- ------------------------------                           --------

Item 1.  Financial Statements:


             Consolidated Balance Sheets -
             December 31, 1995 and September 30, 1996       2


             Consolidated Statements of Operations -
             Three months and nine months ended             
             September 30, 1995 and 1996                    3


             Consolidated Statements of Cash Flows -
             Nine months ended September 30, 1995           
             and 1996                                       4


             Notes to Consolidated Financial                
             Statements                                     5


Item 2.  Management's Discussion and Analysis of          
         Financial Condition and Results of Operations     6-8



Part II.  Other Information
- ---------------------------


Item 6.  Exhibits and report on Form 8-K                    9


Signature                                                  10




                          PART I. FINANCIAL INFORMATION

Item 1.    Financial Statements.

                 ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS
(In thousands, except share and per share data)
                                                 September 30,    December 31,
                                                     1996            1995 
                                                 -------------    -------------
  Cash, including short-term investments of        
    $23,127 and $12,498                           $   28,434       $   15,069
                                                 -------------    -------------
  Investments:
     Bonds (cost: $105,142 and $112,915)             104,246          113,313
     Common and preferred stocks (cost: 
       $23,030 and $26,925)                           38,895           42,116
     Mortgage loans                                    6,842            6,952
     Policy and student loans                          4,626            5,690
     Real estate                                          46               46
                                                 -------------    -------------
        Total investments                            154,655          168,117
                                                 -------------    -------------
  Receivables:
     Reinsurance                                      26,859           22,467
     Other (net of allowance for bad debts:          
       $1,540 and $1,260)                             23,523           18,567
  Deferred acquisition costs                          16,031           14,899
  Other assets                                         4,029            4,125
  Goodwill                                             2,137            2,250
                                                 -------------    -------------
        Total assets                              $  255,668       $  245,494
                                                 =============    =============

                  LIABILITIES AND SHAREHOLDERS' EQUITY
  Insurance reserves and policy funds:
     Future policy benefits                       $   36,607       $   36,305
     Unearned premiums                                28,153           24,140
     Losses and claims                                86,197           79,514
     Other policy liabilities                          3,897            3,888
                                                 -------------    -------------
        Total policy liabilities                     154,854          143,847
                                                 -------------    -------------
  Accounts payable and accrued expenses                7,965            8,010
  Debt payable ($1,058 and $6,358 due to
    affiliates)                                       37,921           44,921
  Net obligation to discontinued operations               -               953
  Minority interest                                       -             1,285
                                                 -------------     ------------
         Total liabilities                           200,740          199,016
                                                 -------------     ------------

Commitments and contingencies
Shareholders' equity:
    Preferred stock, $1 par, 4,000,000 shares 
      authorized;
       Series A preferred, 30,000 shares 
         issued and outstanding, $3,000 
         redemption value                                 30               30
       Series B preferred, 134,000 shares 
         issued and outstanding, $13,400 
         redemption value                                134              134
    Common stock, $1 par, 30,000,000 shares
      authorized; 18,712,167 shares issued in 
      1996 and 1995                                   18,712           18,712
    Additional paid-in capital                        54,442           46,531
    Accumulated deficit                              (33,128)         (34,446)
    Net unrealized investment gains                   14,968           15,589
    Treasury stock, at cost, 69,416 shares in          
      1996 and 32,767 shares in 1995                    (230)             (72)
                                                 -------------    -------------
         Total shareholders' equity                   54,928           46,478
                                                 -------------    -------------
             Total liabilities and 
               shareholders' equity               $  255,668       $  245,494
                                                 =============    =============
The accompanying notes are an integral part of these financial statements.
                                       -2-

                ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
                                    Three Months Ended     Nine Months Ended
                                       September 30,         September 30,   
                                    --------------------   -------------------
 (In thousands, except per 
    share data)                                        
                                       1996       1995        1996      1995
                                       ----       ----        ----      ----
                                         
 Revenue:
  Insurance premiums                $  22,542  $ 11,085    $ 65,384   $ 32,000
  Investment income                     2,711     1,600       8,269      4,830
  Realized investment gains, net          322       903       1,004      1,441
  Other income                            106        -          211         -  
                                    ----------  --------   ---------  ----------
      Total revenue                    25,681    13,588      74,868     38,271
                                    ----------  --------   ---------  ----------

Benefits and expenses:
  Insurance benefits and losses 
    incurred                           14,903     6,317      42,948     19,043
  Commissions and underwriting 
    expenses                            6,393     3,951      19,041     11,000
  Interest expense                        766       557       2,491      1,690
  Other                                 1,450     1,556       4,393      4,380
                                    ----------  --------   ---------  ----------
      Total benefits and expenses      23,512    12,381      68,873     36,113
                                    ----------  --------   ---------  ----------


Income before income tax expense 
  and discontinued operations           2,169     1,207       5,995      2,158
Income tax expense                       (101)       -         (160)        (9)
                                    ----------  --------   ---------  ----------
Income from continuing operations       2,068     1,207       5,835      2,149
Loss from discontinued operations          -     (1,404)     (4,447)    (4,384)
                                    ----------  --------   ---------  ----------

      Net income (loss)             $   2,068      (197)      1,388     (2,235)
                                    ==========  ========   =========  ==========

Net income (loss) per common 
  share data:
    Continuing operations           $    0.09   $  0.06    $   0.25   $   0.11
    Discontinued operations                -      (0.07)      (0.24)     (0.24)
                                    ----------  --------   ---------  ----------

      Net income (loss)             $    0.09   $ (0.01)   $   0.01   $  (0.13)
                                    ==========  ========   =========  ==========

Weighted average common shares             
  outstanding                          18,869    18,732      18,860     18,627
                                    ==========  ========   =========  ==========

















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

                                       -3-


                 ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                         Nine Months Ended
                                                           September 30,
                                                       ----------------------
                                                           1996       1995 
                                                       ----------------------
(In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                                   $  1,388     $ (2,235)
   Adjustments to reconcile net income (loss) to
     net cash provided (used) by operating activities:
      Amortization of deferred acquisition costs          6,243        2,924
      Acquisition costs deferred                         (7,375)      (2,591)
      Realized investment gains                          (1,004)      (1,441)  
      Increase in insurance reserves                     10,998        3,282
      Loss from discontinued operations                      -         4,384
      Depreciation and amortization                         875          402
      Alternative minimum taxes                              89            9
      Deferred income taxes                                  -         1,115
      Minority interest                                      -           (46)
      Increase in receivables, net                       (9,348)      (2,087)
      Increase (decrease) in other liabilities              196         (114)
      Other, net                                          1,659          449
                                                       ----------   ----------
         Net cash provided by continuing operations       3,721        4,051
         Net cash used by discontinued operations            -        (7,136)
                                                       ----------   ----------
         Net cash provided (used) by operating 
           activities                                     3,721       (3,085)
                                                       ----------   ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from investments sold or matured             65,141       22,974
   Investments purchased                                (50,799)     (20,759)
   Additions to property and equipment                     (593)        (871)
   Sale of Leath                                          4,550           -
                                                       ----------   ----------
    Net cash provided by investing activities            18,299        1,344
    Net cash used by discontinued operations                 -        (1,836)
                                                       ----------   ----------
    Net cash provided (used) by investing activities     18,299         (492)
                                                       ----------   ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Preferred stock dividends                               (237)        (237)
   Proceeds from exercise of stock options                   44          600
   Repurchase of treasury shares                           (338)        (124)
   Repurchase of minority shares                           (814)          -
   Repayments of debt                                    (7,310)        (675)
                                                       ----------   ----------
    Net cash used by continuing operations               (8,655)        (436)
    Net cash provided by discontinued operations             -         6,909
                                                       ----------   ----------
    Net cash (used) provided by financing activities     (8,655)       6,473
                                                       ----------   ----------
Net increase in cash and cash equivalents                13,365        2,896

Cash and cash equivalents at beginning of period:
   Continuing operations                                 15,069        4,016
   Discontinued operations                                   -         2,383
                                                       ----------   ----------
    Total                                                15,069        6,399
                                                       ----------   ----------

Cash and cash equivalents at end of period:
   Continuing operations                                 28,434        8,975   
   Discontinued operations                                   -           320
                                                       ----------   ----------
    Total                                              $ 28,434     $  9,295
                                                       ==========   ==========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
   Cash paid for interest                              $  2,491     $  1,811
                                                       ==========   ==========
   Cash paid for income taxes                          $     71     $    128
                                                       ==========   ==========

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

                                     -4-

                ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                (In thousands)


Note 1.    Basis of presentation.
- -------

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information and with the  instructions to Form 10-Q and Article 10 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal recurring accruals)  considered necessary for a fair presentation have
been included. All significant  intercompany accounts and transactions have been
eliminated in consolidation and the interests of minority shareholders have been
recognized.  Operating  results for the nine month  period ended  September  30,
1996, are not necessarily indicative of the results that may be expected for the
year ending December 31, 1996. These operating results include American Southern
Insurance  Company for the first,  second,  and third quarters of 1996,  whereas
comparable 1995 operating results do not. For further information,  refer to the
financial  statements  and footnotes  thereto  included in the Company's  annual
report on Form 10-K for the year ended December 31, 1995.









































                                     -5-

Item 2.

                     MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Atlantic American  Corporation's  (the "Company" or "Parent Company") net income
from  continuing  operations for the third quarter of 1996 was $2.1 million,  or
$0.09 per share, compared to net income of $1.2 million, or $0.06 per share, for
the third quarter of 1995. The Company's net income from  continuing  operations
year-to-date  for 1996 was $5.8  million,  or $0.25 per share,  compared  to net
income of $2.1 million,  or $0.11 per share, in 1995. The primary reason for the
increase in earnings for the third  quarter and  year-to-date  was mainly due to
inclusion  of the  income of  American  Southern  Insurance  Company  ("American
Southern") in the Company's income beginning January 1, 1996.  American Southern
accounted  for $12.5 million of the $25.7 million of revenue for the quarter and
$35.1 million of the $74.9 million of revenue year-to-date.

At September 30, 1996,  the Company had a net  cumulative  deferred tax asset of
zero.  The net  cumulative  deferred  tax asset  consists  of $30.5  million  of
deferred tax assets,  offset by $9.2 million of deferred tax liabilities,  and a
$21.3  million  valuation  allowance.  SFAS No. 109  requires  that a  valuation
allowance  be recorded  against tax assets  which are not likely to be realized.
Specifically,  the Company's  carryforwards  expire at specific future dates and
utilization of certain  carryforwards  is limited to specific amounts each year.
However,  due to the uncertain nature of their ultimate  realization  based upon
past  performance  and  expiration  dates,  the Company has  established  a full
valuation  allowance  against these  carryforward  benefits and  recognizes  the
benefits only as reassessment  demonstrates  they are realizable.  The Company's
ability to generate  taxable  income from  operations is dependent  upon various
factors, many of which are beyond management's control.  Accordingly,  there can
be no assurance that the Company will generate future taxable income. Therefore,
the realization of the deferred tax assets will be assessed  periodically  based
on the Company's current and anticipated results of operations.

American  Southern had income  before taxes of $1.8 million in the third quarter
of 1996 and $4.7  million  year-to-date.  As  American  Southern  was  purchased
December 31, 1995, no income information is included for 1995.

Georgia Casualty & Surety Company  ("Georgia  Casualty") had income before taxes
of $94,000 in the third quarter of 1996 and $1.2 million year-to-date,  compared
to $823,000 in the third  quarter and $1.5  million  year-to-date  in 1995.  The
decrease in operating  income was largely due to a decline from 1995 in realized
investment gains of $293,000 in the third quarter and $356,000  year-to-date and
an increase of $397,000 in insurance  benefits and losses  incurred in the third
quarter.

Atlantic  American Life  Insurance  Company and Bankers  Fidelity Life Insurance
Company (collectively the "Life and Health Division") had net income of $884,000
and $2.4 million for the third quarter and year-to-date, respectively, for 1996,
compared to $1.1 million and $2.5 million, respectively, for 1995. This somewhat
flat net income was the result of premium  revenue  increases  of  $283,000  and
$730,000 for the third quarter and year-to-date, respectively, which were offset
mainly by increased life insurance policy reserves.

As previously reported,  the sale of Leath Furniture,  LLC ("Leath"),  which had
been reported as  discontinued  operations  beginning with the fourth quarter of
1995,  was  completed  on April 8, 1996.  Therefore,  the third  quarter of 1996
reported no results related to Leath, compared to a net loss of $1.4 million, or
$0.07 per  share,  for the  previous  third  quarter.  Results  of  discontinued
operations  for each of the nine month  periods,  ending  September 30, 1995 and
1996,  excluding losses previously accrued,  were a net loss of $4.4 million, or
$0.24 per share,  which, in each case, was  attributable to Leath for the period
prior to its sale.

RESULTS OF OPERATIONS

Total revenue  increased to $25.7 million and $74.9 million in the third quarter
and first  nine  months,  respectively,  of 1996 from  $13.6  million  and $38.3
million,  respectively,  for the  comparable  periods  in  1995.  Total  revenue
increased  in the third  quarter  and first nine months of 1996 mainly due to an
increase in premium  revenue of $11.5 million and $33.4  million,  respectively.
The  increase in premium  revenue was  attributed  to the  inclusion of American
Southern for the first time in 1996,  which  accounted  for $11.3 million in the
third quarter and $31.7 million in the first nine months of 1996.  The remaining
change in insurance  premiums came from a $78,000  decrease in the third quarter
offset by a  $947,000  increase  for the first  nine  months of 1996 in  Georgia
Casualty's  premiums and increases of $283,000 and $730,000 in the third quarter
and first nine months of 1996, respectively,  from the Life and Health Division.

                                     -6-

The decrease in Georgia Casualty's premiums for the quarter came from a decrease
in worker's compensation premiums of $564,000 offset by increases of $297,000 in
the business  automobile  market,  $138,000 in the general liability market, and
$52,000 in the property market.  The increase for the first nine months resulted
principally from an increase of $746,000 in the business automobile market.  The
increase  in the Life and  Health  Division's  premiums  was in the life line of
business which increased $453,000 for the quarter and $1.6 million for the first
nine  months of 1996,  offset by a decrease  of $171,000  and  $911,000  for the
quarter and nine  months,  respectively,  in accident and health  premiums.  The
balance of the increase in revenue was due to an increase in  investment  income
of $1.1  million in the third  quarter and $3.4 million  year-to-date,  of which
$1.1  million  and $3.1  million in the third  quarter  and first nine months of
1996, respectively, were attributed to the inclusion of American Southern.

Insurance  benefits  and losses  increased  to  $14.9   million  for  the  third
quarter of 1996 from $6.3 million for the same quarter of 1995, and year-to-date
increased to $42.9 million from $19.0 million in 1995. Increases of $8.3 million
in the third quarter and $22.9 million in the first nine months of the year were
attributed to Georgia Casualty and American Southern (collectively the "Casualty
Division"),  and $337,000 and $1.1  million  increases in the third  quarter and
first nine months of 1996, respectively,  were attributed to the Life and Health
Division.  The  Casualty  Division's  increase was due to $7.9 million and $22.7
million  additions  in  the  third  quarter  and  first  nine  months  of  1996,
respectively,  from the American  Southern  acquisition  and Georgia  Casualty's
increases of $397,000 and $170,000 in the third quarter and first nine months of
1996, respectively. The Life and Health Division's increase was mainly caused by
increased  life  premiums  generating  an increase  in  reserves,  whereas  1995
reflected a decrease in reserves from the elimination of a block of funeral home
business.

As a  percentage of premium  revenue,  insurance  benefits  and  losses incurred
increased  to  66.11% in the third  quarter  of 1996 from  56.99% in 1995 and to
65.68%  year-to-date  for 1996  compared to 59.51% for 1995.  The  percentage of
insurance  benefits and losses incurred to premium revenue for the third quarter
and  year-to  date in the  Life and  Health  Division  was  54.11%  and  54.86%,
respectively,  for 1996  compared  to 51.22% and  51.22%  for the same  periods,
respectively,  for 1995;  for  Georgia  Casualty,  73.38%  and  67.45%  for 1996
compared to 64.76% and 71.33% for 1995;  and for American  Southern,  70.20% for
the quarter and 71.57% year-to-date.

Commission  and  underwriting  expenses  in the  first nine months rose to $19.0
million in 1996 from $11.0  million in 1995.  This increase was primarily due to
an increase in commissions of $5.8 million, an increase in underwriting expenses
of $3.7 million, and a net deferral of acquisition costs of $1.5 million.  These
changes were  attributed  to the inclusion of American  Southern  which had $4.9
million of commissions,  $2.9 million of underwriting  expenses, and $256,000 of
net deferral of  acquisition  costs.  The balance of the nine month increase was
due to increased  premiums causing  commissions to increase for Georgia Casualty
by $446,000 and $390,000 in the Life and Health Division.  Underwriting expenses
increased  $292,000  for Georgia  Casualty  and  $538,000 in the Life and Health
Division.

Interest  expense  increased  to  $766,000  and  $2.5  million   for  the  third
quarter  and first nine months of 1996,  respectively,  from  $557,000  and $1.7
million,  respectively,  for the  comparable  1995 periods.  The increases  were
principally  attributable to borrowings  under the Company's new credit facility
with  Wachovia  Bank of Georgia,  N.A.,  partially  offset by a reduction in the
amount of outstanding debt to affiliates, which was canceled in exchange for the
issuance of preferred stock effective December 31, 1995.

LIQUIDITY AND CAPITAL RESOURCES

The Company's  insurance  subsidiaries  reported  a  combined  statutory  income
of $1.4  million and $5.4  million in the third  quarter and first nine  months,
respectively,  of 1996,  compared to $1.3  million and $2.5 million for the same
periods,  respectively,  in 1995. These statutory  results were due to income of
$237,000 in the Life and Health  Division,  $217,000 for Georgia  Casualty,  and
from the  addition of American  Southern,  whose income was $1.0 million for the
third  quarter of 1996.  Statutory  income for the first nine months of 1996 was
$711,000 in the Life and Health  Division,  $946,000 for Georgia  Casualty,  and
$3.7 million for American Southern.  Statutory results  approximate the previous
explanations of generally  accepted  accounting  principles  ("GAAP") results of
operations, with the exception of deferred acquisition costs and reserves in the
Life and Health Division.

The   primary  sources  of  funds  for  the   Company  are  dividends  from  its
subsidiaries  and management fees and borrowings from affiliates of the Company.
The Company believes that additional  funding would be available from certain of

                                     -7-

its affiliates to meet any additional liquidity needs,  although currently there
are no other arranged sources of unused borrowing.

The  Company  provides  certain  administrative  and  other services  to each of
its insurance subsidiaries.  The amounts charged to and paid by the subsidiaries
in 1996 remained  approximately  the same as in 1995. The Company  believes that
the fees and charges to its subsidiaries,  dividends, and, if needed, borrowings
from affiliates will enable the Company to meet its liquidity  requirements  for
the  foreseeable  future.  In  addition,  the Company  has a formal  tax-sharing
agreement between the Company and its insurance subsidiaries.  It is anticipated
that this agreement will continue to provide the Company with  additional  funds
from profitable  subsidiaries due to the  subsidiaries' use of the Company's tax
loss carryforward. Approximately 93.0% of the investment assets of the insurance
subsidiaries  are in marketable  securities  that can be converted into cash, if
required;  however,  use of such  assets  by the  Company  is  limited  by state
insurance  regulations.  Dividend  payments  to the  Company  by  its  insurance
subsidiaries are also limited by insurance  regulations.  At September 30, 1996,
Georgia Casualty had $7.7 million of accumulated  statutory  earnings,  American
Southern had $16.6 million, Bankers Fidelity Life had $5.8 million, and Atlantic
American Life had an  accumulated  statutory  deficit of $2.4 million.  American
Southern paid the Company  dividends  totaling $900,000 in each quarter of 1996.
Atlantic  American  Life  received  approval  in the second  quarter of 1996 for
payment of $2.25  million in dividends to the Parent  Company;  this payment was
made during the third quarter.

On December 31, 1995, the Company  acquired  all  of  the  outstanding  stock of
American  Southern  for an  aggregate  purchase  price  of  approximately  $34.0
million,  consisting  of $22.6  million in cash and the  execution  of a note in
favor of the seller of $11.4 million.  In connection with the  acquisition,  the
Company entered into a Credit Agreement with Wachovia Bank of Georgia,  N.A. The
Credit  Agreement  provides for  aggregate  borrowings  of  approximately  $34.0
million,  of which $22.6 million was immediately  drawn on December 31, 1995, to
finance the cash  portion of the purchase  price.  Subsequent  to September  30,
1996,  the  remaining  $11.4  million of the Credit  Agreement  was  borrowed on
October 11, 1996, in order to pay the balance due on the note to the seller. The
Company  intends  to repay its  obligations  under the  Credit  Agreement  using
dividend  payments  received from  American  Southern.  The Company  repaid $2.0
million on the Credit  Agreement in the first nine months of 1996, of which $1.8
million came from dividend payments from American Southern.

Net cash  provided  by  continuing  operations  totaled $3.7  million  for   the
nine  months  ended  September  30,  1996,  compared  to net  cash  provided  by
continuing  operations of $4.1 million for the same period of 1995. This decline
was the  result of changes  in the cash  flows of the  Parent  Company,  Georgia
Casualty,  and the Life and  Health  Division.  The  Parent  Company's  net cash
provided by operations  totaled $398,000,  while net cash used by operations was
$1.0 million for the same period last year.  This  increase was due primarily to
the  Parent  Company's  receipt  of  intercompany  tax  payments  from  American
Southern,  Georgia  Casualty,  and Bankers  Fidelity  Life in the amount of $2.1
million,  compared to receipts of $1.1  million for the same period in 1995.  In
addition,  Parent  Company  operating  expenses  declined from 1995 by $597,000.
Georgia  Casualty's  net cash used by operating  activities was $697,000 for the
nine months ended September 30, 1996, compared to net cash provided by operating
activities of $3.3 million for the same period in 1995. This was the result of a
$1.2  million  increase  from 1995 in claims  paid with a marginal  increase  of
$92,000  from  1995 in  collected  premiums.  For the  same  period  last  year,
collected  premiums  increased by $2.4 million over the prior year combined with
an increase in claims paid of only  $707,000  over the prior year.  The Life and
Health  Division's net cash provided by operating  activities  totaled $880,000,
compared to net cash  provided by operating  activities  of $1.8 million for the
same period in 1995.  This was  primarily  due to a slight  decline from 1995 in
benefit  expenses of $270,000.  Bankers  Fidelity Life experienced an additional
cash outflow due to costs  incurred in  acquiring  the  remaining  publicly-held
shares of the company's  stock, a transaction  which was consummated on April 1,
1996. The total  consideration  to be paid in that  transaction is approximately
$1.3  million,  of which  approximately  $814,000 was paid during the second and
third  quarters of 1996.  Cash and short-term  investments  increased from $15.0
million at December  31, 1995,  to $28.4  million at  September  30, 1996.  This
increase  was due to  American  Southern's  net  investment  proceeds  of  $11.8
million,  generated  mainly  from  the  purchases  and  sales  of  bonds.  Total
investments,  excluding short-term  investments,  decreased to $154.7 million at
September 30, 1996,  from $168.1  million at December 31, 1995, due primarily to
American  Southern's sale of tax free investments which have not been reinvested
in long-term investments, but instead remain in short-term investments.


                                     -8-



                          PART II. OTHER INFORMATION

                ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES


Item 6.  Exhibits and Report on Form 8-K.
- -----------------------------------------

   (a)  The following exhibits are filed herewith:

        Exhibit 11.   Computation of net income (loss) per common share.

        Exhibit 27.   Financial data schedule.

   (b)  No reports on Form 8-K were filed with the Securities and Exchange
        Commission during the third quarter of 1996.











































                                     -9-

                                  SIGNATURE
                                  ---------


Pursuant  to the  requirements  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.





                          ATLANTIC AMERICAN CORPORATION
                          -----------------------------
                                   (Registrant)



 

Date:  November 12, 1996     By:   /s/        
       -----------------        --------------------------------------------  
                                John W. Hancock
                                Senior Vice President-Treasurer
                                (Principal Financial and Accounting Officer)








































                                     -10-



                                                                    EXHIBIT 11

                 ATLANTIC AMERICAN CORPORATION AND SUBSIDIARIES
                COMPUTATION OF NET INCOME (LOSS) PER COMMON SHARE
                               SUPPORTING SCHEDULE


                                      Three Months Ended    Nine Months Ended
                                         September 30,        September 30,    
                                      -----------------------------------------
(In thousands, except per share data)   1996      1995         1996      1995  
                                        ----      ----         ----      ----

Net income (loss)                    $  2,068   $  (197)    $  1,388  $  (2,235)

Less preferred dividends to 
  affiliates                             (380)      (79)      (1,141)      (237)
                                     ---------  --------    ---------  ---------

Net income (loss) available to      
  common shareholders                $  1,688   $  (276)    $    247   $ (2,472)
                                     =========  ========    =========  =========

Weighted average common shares    
  outstanding                          18,869    18,732       18,860     18,627
                                     =========  ========    =========  =========

Net income (loss) per common share   $   0.09   $ (0.01)    $   0.01   $  (0.13)
                                     =========  ========    =========  =========


     NOTE: Fully diluted earnings per common share are not 
           presented because the effect of convertible 
           subordinated notes and preferred stock is anti-dilutive.

 

7 1000 3-MOS DEC-31-1996 SEP-30-1996 0 104246 104246 38895 6842 46 154655 28434 26859 16031 255668 122804 28153 3897 0 37921 0 164 18712 36052 255668 65384 8269 1004 211 42948 6243 12798 5995 (160) 5835 (4447) 0 0 1388 0.01 0.01 0 0 0 0 0 0 0