SIGNATURES THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
ATLANTIC AMERICAN CORPORATION 401(K) RETIREMENT SAVINGS PLAN The following exhibits are filed herewith: Exhibit 1: Financial Statements and Supplemental Information for the years ended December 31, 2005 and 2004 together with Report of Independent Registered Public Accounting Firm. Exhibit 2: Consent of Gifford , Hillegass & Ingwersen, LLP Independent Registered Public Accounting Firm.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report for the Atlantic American Corporation
401(k) Retirement Savings Plan (the "Plan") on Form 11-K for the period ended
December 31, 2005 as filed with the Securities and Exchange Commission on the
date hereof (the "Report"), I, John G. Sample, Jr., on behalf of Atlantic
American Corporation, as Senior Vice President & CFO, certify, pursuant to 18
U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002, that:
(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all material
respects, the net assets available for the benefits and changes in net assets
available for benefits of the Plan.
/s/ John G. Sample, Jr.
John G. Sample, Jr.
Senior Vice President & CFO for Atlantic American Corporation
June 15, 2006
Exhibit 1
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
FINANCIAL STATEMENTS
AND
SUPPLEMENTAL SCHEDULE
For the Years Ended December 31, 2005 and 2004
with
Report of Independent Registered Public Accounting Firm
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT PLAN
TABLE OF CONTENTS
December 31, 2005
- --------------------------------------------------------------------------------
Report of Independent Registered Public Accounting Firm........................1
Statements of Net Assets Available for Benefits................................2
Statement of Changes in Net Assets Available for Benefits......................3
Notes to Financial Statements..................................................4
Supplemental Schedule:
Schedule H, Line 4i: Schedule of Assets (Held at End of Year)...........16
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Plan Administrator and Plan Participants Atlantic American Corporation
401(k) Retirement Savings Plan:
We have audited the accompanying statements of net assets available for benefits
of the Atlantic American Corporation 401(k) Retirement Savings Plan as of
December 31, 2005 and 2004, and the related statement of changes in net assets
available for benefits for the year ended December 31, 2005. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. We were not engaged to perform an
audit of the Plan's internal control over financial reporting. Our audits
included consideration of internal control over financial reporting as a basis
for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Plan's
internal control over financial reporting. Accordingly, we express no such
opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Atlantic
American Corporation 401(k) Retirement Savings Plan as of December 31, 2005 and
2004, and the changes in net assets available for benefits for the year ended
December 31, 2005, in conformity with accounting principles generally accepted
in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information listed in
the index is presented for the purpose of additional analysis and is not a
required part of the basic financial statements but is supplementary information
required by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. The
supplemental information is the responsibility of the Plan's management. The
supplemental information has been subjected to the auditing procedures applied
in the audits of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
GIFFORD, HILLEGASS & INGWERSEN, LLP
June 14, 2006
Atlanta, Georgia
1
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2005 and 2004
- --------------------------------------------------------------------------------
2005 2004
------------------ ------------------
Investments, at fair value
Common/Collective Trusts $ 2,128,203 $ 1,652,256
Employer Securities 1,199,720 1,337,690
Registered Investment Companies 7,324,164 7,121,381
Participant Loans 146,308 127,105
----------------- ------------------
TOTAL INVESTMENTS 10,798,395 10,238,432
Employer Contribution Receivable 18,954 -
----------------- ------------------
NET ASSETS AVAILABLE
FOR BENEFITS $ 10,817,349 $ 10,238,432
================== =================
The accompanying notes are an integral part of these financial statements.
2
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2005
- --------------------------------------------------------------------------------
Additions to Net Assets
Contributions:
Participants $ 800,275
Company 269,077
Rollover 102,772
-----------------
TOTAL CONTRIBUTIONS 1,172,124
Interest and dividend income 357,480
Net depreciation in fair market value of investments (17,806)
-----------------
TOTAL ADDITIONS TO NET ASSETS 1,511,798
Deductions from Net Assets
Benefit payments to participants 925,886
Fees 6,995
-----------------
TOTAL DEDUCTIONS 932,881
-----------------
Net Increase 578,917
Net Assets Available for Benefits at Beginning of Year 10,238,432
-----------------
Net Assets Available for Benefits at End of Year $ 10,817,349
=================
The accompanying notes are an integral part of these financial statements.
3
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005
NOTE 1-DESCRIPTION OF THE PLAN
The following description of the Atlantic American Corporation 401(k) Retirement
Savings Plan (the "Plan") provides only general information. Participating
members ("Participants") should refer to the Plan document for a more complete
description of the Plan's provisions. Information with regard to eligibility,
contributions, distributions, vesting, withdrawals, restoration, loans, fund
redistribution, and definitions of all terms are contained in that document.
General: The Plan is a defined contribution plan available to all U.S. employees
of Atlantic American Corporation (the "Company"). All employees of the Company,
except collective bargaining employees, nonresident aliens, and leased employees
are eligible to participate, until December 31, 2005, on the first day of the
upcoming calendar quarter in which the individual became an employee of the
Company. Effective January 1, 2006, the Plan adopted an automatic enrollment
feature for all new employees to be effective on the date of employment. The
Plan is subject to the provisions of the Employee Retirement Income Security Act
of 1974 ("ERISA"), as amended.
Plan Administration: AMVESCAP National Trust Company (the "Trustee") is the
Trustee of the Plan and has custodial responsibility for the Plan's assets,
except for company stock that is held by State Street Bank and Trust Company,
including the authority and power to, among other things, invest the principal
and income of the Plan's assets. Subsequent to year end, the Company signed a
contract with Merrill Lynch Trust Company FSB to serve as Trustee of the Plan,
due to Merrill Lynch's purchase of AMVESCAP Retirement, Inc.
Contributions: Participants may elect to contribute in 1% increments up to 25%
of their annual compensation, as defined by the Plan, subject to certain
limitations under the Internal Revenue Code (the "Code"), into any of the
investment funds offered by the Plan. A participant may change his or her
deferral percentage at any time. Participants may also contribute amounts
representing distributions from other qualified benefit plans. These
contributions are classified as rollover contributions in the statement of
changes in net assets available for benefits for the year ended December 31,
2005. The Company provides a matching contribution equal to a certain percentage
of the participant's contributions. For the year ended December 31, 2005, the
Company's matching contribution equaled 50% of the first 6% of each
participant's tax deferred contribution. All Company matching contributions are
in Company common stock. A participant can elect to transfer the Company
contributions into another investment fund only after the participant is fully
vested in the Company matching contributions. The Company may also elect to make
additional discretionary matching and/or profit sharing contributions. There
were no such discretionary contributions made during 2005.
4
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005
NOTE 1--DESCRIPTION OF THE PLAN--Continued
Vesting: Participants are always fully vested in their own contributions. Each
participant becomes vested in the Company contributions based on years of
continuous service. The vesting percentage for the Company matching
contributions are as follows:
Years of service:
Less than one 0%
One 20%
Two 40%
Three 60%
Four 80%
Five 100%
In addition, participants become fully vested upon retirement, death, or
disability.
Benefits: Upon termination of service due to death, disability, retirement, or
separation from service, a participant or his or her beneficiary with a vested
balance greater than $5,000 may elect to receive an amount equal to the value of
the participant's vested interest in his or her account. The form of payment,
selected by the participant or his or her beneficiary, is either a lump-sum
distribution, an annuity to be paid in monthly installments over a fixed number
of years, or a direct rollover into a qualified retirement plan or individual
retirement account. Terminated participants with a vested balance less than
$5,000 will be distributed after termination.
Participant Accounts: Individual accounts are maintained for each of the Plan's
participants and reflect the participant's contributions, employer
contributions, and the participant's share of the Plan's investment income
(loss). Allocations of income (loss) are based on the proportion that each
participant's account balance bears to the total of all participant account
balances and their investment elections.
5
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005
NOTE 1--DESCRIPTION OF THE PLAN--Continued
Investment Options: Participants may direct their contributions and any related
earnings into several investment options in 1% increments. Participants may
change their investment elections at any time. The participants in the Plan can
invest in any of the following investment options:
INVESCO Stable Value Trust - seeks the preservation of principal and
interest income reasonably obtained under prevailing market conditions and
rates, consistent with seeking to maintain required liquidity.
INVESCO Core Fixed Income Trust - seeks current income, with a secondary
objective of capital appreciation. Under normal market conditions, this
Fund will primarily invest in investment grade fixed income securities of
varying maturities, coupon rates, issuer classes, yield characteristics,
and other characteristics. However, this Fund also may invest in money
market instruments or other securities.
AIM Income Fund - seeks current income consistent with safety of principal.
The Fund invests primarily in investment-grade corporate debt, convertibles
and U.S. government debt. It may invest up to 35% of assets in lower-rated
debt. The Fund may also invest in dividend-paying stocks. It may invest up
to 40% of assets in foreign securities.
Fidelity Puritan Fund - seeks income consistent with preservation of
capital. The Fund invests in a diversified array of high-yielding
securities such as common stocks, preferred stocks, and bonds. The relative
holdings vary in response to changing market conditions. The bonds may have
any quality rating or maturity; the Fund may invest up to 35% of assets in
lower-quality, higher-yielding assets. The Fund may purchase foreign
securities, zero-coupon bonds and indexed securities. It may also engage in
futures contracts, short sales, and swap agreements.
AIM Basic Balanced Fund - seeks long-term growth of capital and current
income. The Fund invests in a broadly diversified portfolio of common
stocks, preferred stocks, convertible securities and bonds. It invests
without regard to market capitalization. The Fund normally invests a
minimum of 30% and a maximum of 70% of total assets in equity securities
and a maximum of 70% of total assets in investment-grade non- convertible
debt securities. It may also invest up to 25% of total assets in
convertible securities and up to 25% of total assets in foreign securities.
6
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005
NOTE 1--DESCRIPTION OF THE PLAN--Continued
American Funds American Balanced Fund - seeks capital preservation, current
income, and long-term growth of capital and income. The Fund normally
invests in a diversified array of equities, debt and cash instruments. The
purchases may include common stocks, preferred stocks, corporate bonds or
U.S. government securities. The equity portion includes foreign and
domestic issues. Fixed-income securities must be rated investment- grade at
the time of purchase. The Fund primarily seeks securities that management
believes demonstrate fundamental values at reasonable prices.
AIM Basic Value Fund - seeks long-term capital appreciation. The Fund
normally invests at least 65% of assets in equities of U.S. companies with
market capitalizations of more than $500 million. It may invest the balance
in companies with market capitalizations smaller than $500 million,
investment-grade convertibles and U.S. government securities. Up to 25% of
assets may be invested in foreign securities.
American Funds Washington Mutual Investors Fund - seeks income and the
opportunity for growth of principal. The Fund invests in common stocks or
equivalent securities that are legal for the investment of trust funds in
the District of Columbia. It intends to be fully invested and well
diversified. Management tries to select a portfolio that an investor with
fiduciary responsibility might select under the Prudent Investor Rule of
the Superior Court of the District of Columbia.
INVESCO 500 Index Trust - holds all of the 500 stocks that make up Standard
& Poor's 500 Composite Stock Price Index in proportion to their weighting
in the Index. The Fund attempts to match the performance of the Index and
remains fully invested in stocks at all times. Its management does not
speculate on the direction of the Index. Though the Fund seeks to match the
Index, its performance typically can be expected to fall short by a small
percentage representing operating costs.
AIM Diversified Dividend Fund - primary objective is growth of capital with
a secondary objective of current income. The Fund invests, normally, at
least 80% of its assets in dividend-paying equity securities. The Fund may
invest 20% of assets in master limited partnerships or in investment-grade
debt securities of U.S. issuers. The Fund also has the option to invest up
to 25% of its total assets in foreign securities.
7
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005
NOTE 1-DESCRIPTION OF THE PLAN-Continued
American Century Ultra Investor Fund - typically invest at least 90% of
assets in equity securities selected for their appreciation potential. The
majority of these securities are common stocks issued by companies that
meet management's standards for earnings and revenue growth. The Fund may
only purchase securities of companies that have operated continuously for
three or more years. It may invest without limit in foreign securities,
including depository receipts.
Janus Twenty Fund - seeks capital appreciation consistent with preservation
of capital. The Fund invests primarily in a concentrated portfolio of
between 20 and 30 common stocks. The advisor also seeks stocks with strong
current financial positions and the potential for future growth. It may
invest without limit in foreign securities.
American Funds Growth Fund of America - seeks capital growth. The Fund
normally invests at least 65% of assets in common stocks and convertible
securities. It may invest in a wide range of companies, including growing
and profitable companies, turnaround situations and unseasoned companies.
The Fund may invest up to 15% of assets in foreign securities. It may also
invest up to 10% of assets in debt securities rated below investment-grade.
Janus Mid Cap Value Fund - seeks capital appreciation. The Fund normally
invests at least 65% of assets in equity securities of companies whose
market capitalization falls within a range of $1 billion to the 12-month
average of the maximum market capitalization for companies included in the
S&P Mid-Cap 400 Index. It may invest the balance of assets in companies
with smaller or larger market capitalizations, government securities or
other short-term investments.
AIM Dynamics Fund - seeks long-term capital appreciation. The Fund invests
primarily in common stocks of mid-capitalization companies. Management
targets companies with rapidly accelerating earnings growth that have
leadership positions in their respective markets. The Fund may also invest
a limited amount in foreign securities.
8
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005
NOTE 1-DESCRIPTION OF THE PLAN-Continued
AIM Capital Development Fund - seeks long-term capital appreciation. Income
is incidental. The Fund invests primarily in securities of small- and
medium-size companies. To select investments, the advisor considers a
company's prospects for product growth; the economic outlook for its
industry; new products; management skill; the relationship between the
security price and its estimated fundamental value; market, economic and
political environments; and balance-sheet analyses and return on assets. It
may also invest in initial public offerings.
Fidelity Advisor Mid Cap Fund - seeks long-term growth of capital. The Fund
normally invests at least 65% of assets in companies with medium market
capitalizations. These companies generally have market capitalizations that
fall within the ranges of the S&P Mid-Cap 400 Index. The Fund may invest
the balance of assets in other types of securities and in issuers of other
sizes.
INVESCO Structured Small Cap Value Equity Trust - seeks long-term capital
appreciation. The Fund is designed to: (1) outperform the Russell 2000
Small Cap Value Index over time, based on the performance of the stocks
ranked by a proprietary Stock Selection Model, and (2) control risk by
having an overall risk profile, which is similar to that of the Russell
2000 Small Cap Value Index in terms of beta, styles and industries.
AIM Small Company Growth Fund - seeks long-term growth of capital. The Fund
normally invests at least 65% of assets in equities of companies with
market capitalizations of less than $1 billion. Management typically
selects undervalued companies it judges to have the potential for
accelerating earnings growth resulting from management changes, rapid sales
growth or new products. The Fund may invest up to 25% of assets in foreign
securities; American Depository Receipts are not subject to this
limitation.
Baron Growth Fund - seeks capital appreciation; investment income is not a
consideration. The Fund invests primarily in common stocks but may also
invest in other equity-type securities, such as convertible bonds and
debentures, preferred stocks, warrants and convertible preferred stocks. It
invests primarily in small sized companies with market values under $1.5
billion.
9
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005
NOTE 1-DESCRIPTION OF THE PLAN-Continued
Janus Advisor Worldwide Growth Fund - seeks long-term capital growth. The
Fund invests primarily in foreign and domestic stocks. It normally invests
in at least five countries, including the United States. It typically
invests no more than 35% of assets in high-yielding securities. It may
invest up to 25% of assets in mortgage- and asset-backed securities and
step coupon securities. It may invest without limit in index/structured
securities. The Fund may also invest in preferred stocks, warrants
convertibles and debt.
AIM International Core Equity Fund - seeks high total return. The Fund
normally invests at least 65% of assets in securities of blue chip foreign
companies identified by applying both a quantitative analysis and an
individual company analysis. Such securities may take the form of American
depository receipts. The Fund may invest in companies located in various
areas of the world.
Atlantic American Corporation Common Stock Fund - is comprised of Atlantic
American common stock and a small percentage of cash to allow for daily
transfers in and out of the Fund. Fund performance will differ from the
actual performance of Atlantic American common stock because of the cash
held in the Fund for liquidity.
Forfeitures: Amounts forfeited from non-vested accounts are used to reduce
future employer contributions. Forfeitures of $14,375 were used in 2005 to
reduce employer contributions. At December 31, 2005, $36,209 was available to be
used in the future.
Participant Loans: Participants may borrow from their fund accounts a minimum of
$1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested
account balance. Participants may elect to have their loans disbursed from
specific investment funds. Loan terms range from six months to five years or
within a reasonable time if used for the purchase of a primary residence. The
loans are secured by the vested value of the participants' account balance and
bear interest at the prime rate of interest on the date of the loan plus 1%.
Principal and interest are paid ratably through payroll deductions.
10
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005
NOTE 1-DESCRIPTION OF THE PLAN-Continued
Administrative Expenses: The Company pays all separately charged administrative
expenses of the Plan, including trustee fees. Fees resulting from individual
participant transactions, such as loan origination and benefit payments, or
certain investment elections, are paid by the participant and are included in
the fee amount on the statement of changes in net assets available for benefits.
NOTE 2-ACCOUNTING POLICIES
Basis of Accounting: The financial statements of the Plan are prepared in
conformity with the basis of accounting prescribed by U.S. generally accepted
accounting principles (GAAP).
Use of Estimates: The preparation of the financial statements in conformity with
accounting principles generally accepted in the United States requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities at the date of the financial statements and the reported
additions and deductions during the reporting period. Actual results could
differ from those estimates.
Investment Valuation: All investments are stated at fair value. Securities
traded on national securities exchanges are valued at the closing price on a
daily basis. Investments traded in over-the-counter markets and listed
securities for which no sale was reported on that date are valued at the last
reported bid price. Purchases and sales of securities and mutual funds are
reflected on a trade-date basis. Participant loans are valued at the discounted
value of expected future cash flows, which approximates market value.
Investment securities, in general, are exposed to various risks, including
interest rate, credit, and overall market volatility risks. Due to the level of
risk associated with certain investment securities, it is reasonably possible
that changes in the values of investment securities will occur in the near term,
and such changes could materially affect the amounts reported in the statements
of net assets available for benefits.
Interest and Dividend Income: Interest income is recorded on an accrual basis.
Dividend income is recorded on the ex-dividend date.
Net Appreciation (Depreciation): Net realized gains (losses) and unrealized
appreciation (depreciation) are recorded in the accompanying statement of
changes in net assets available for benefits as net appreciation (depreciation)
in fair market value of investments.
11
ATLANTIC AMERICAN CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005
NOTE 3-INVESTMENTS
The fair market values of individual investments that represent 5% or more of
the Plan's net assets as of December 31, 2005 and 2004 are as follows:
ATLANTIC AMERICAN CORPORATION 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2005 NOTE 4-NONPARTICIPANT-DIRECTED INVESTMENTS Information about the net assets as of December 31, 2005 and 2004 and the significant components of the change in net assets for the years then ended relating to the Company's common stock (nonparticipant-directed investments) is as follows:
ATLANTIC AMERICAN CORPORATION 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2005 NOTE 7-PARTY-IN-INTEREST TRANSACTIONS The Plan held 425,178 and 412,854 shares of Atlantic American Corporation (the Plan Sponsor) as of December 31, 2005 and 2004 with a fair value of $1,199,720 and $1,337,690, respectively. Certain plan investments are shares of registered investment companies and collective trust funds managed by AMVESCAP National Trust Company. AMVESCAP National Trust Company is the trustee as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions. 14
SUPPLEMENTAL SCHEDULE 15
ATLANTIC AMERICAN CORPORATION 401(k) RETIREMENT SAVINGS PLAN PLAN NUMBER 001 58-1027114 SCHEDULE H, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2005 - --------------------------------------------------------------------------------
ATLANTIC AMERICAN CORPORATION 401(k) RETIREMENT SAVINGS PLAN PLAN NUMBER 001 58-1027114 SCHEDULE H, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR) - CONTINUED December 31, 2005 - --------------------------------------------------------------------------------
Exhibit 2
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 33-90890) pertaining to the Atlantic American Corporation 401(k)
Retirement Savings Plan of our report dated June 14, 2006, with respect to the
financial statements and schedule of Atlantic American Corporation 401(k)
Retirement Savings Plan included in this Annual Report (Form 11-K) for the year
ended December 31, 2005.
GIFFORD, HILLEGASS & INGWERSEN, LLP
Atlanta, Georgia
June 14, 2006