8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 11, 2012

FEDERAL HOME LOAN BANK OF ATLANTA

(Exact name of registrant as specified in its charter)

Federally chartered corporation	000-51845	56-6000442
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)
1475 Peachtree Street, NE
Atlanta, GA 30309
(Address of principal executive offices)
(404) 888-8000
(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

On May 11, 2012, the Bank announced that it will repurchase up to $700 million of subclass B1 membership excess capital stock and B2 activity-based excess capital stock on May 30, 2012. The amount of excess stock to be repurchased from any individual shareholder will be based on the shareholder's total excess capital stock as of May 29, 2012, and an allocation methodology described in the notice. Attached as Exhibit 99.2 to this Current Report on Form 8-K is a copy of the form notice.

Item 8.01. Other Events.

On May 11, 2012, the board of directors of the Bank declared an annualized dividend rate for the first quarter of 2012 equal to 1.51 percent. Attached as Exhibit 99.3 to this Current Report on Form 8-K is a copy of the related press release.

Item 9.01. Exhibits.

99.1	Form of Notice to Current Shareholders, dated May 11, 2012
99.2	Press Release, dated May 11, 2012, regarding first quarter 2012 dividend

SIGNATURES

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 hereunto duly authorized.

	Federal Home Loan Bank of Atlanta
Date: May 11, 2012	By: _/s/ Kirk R. Malmberg__________
		Kirk R. Malmberg
		Executive Vice President and
		Chief Financial Officer

EX-99

[FHLBank Atlanta logo]

Shareholder Notice No. 2012-03

Subject: Repurchase of Subclass B1 Membership Excess Capital Stock and Subclass B2 Activity-based Excess Capital Stock

Dated: May 11, 2012

FHLBank Atlanta will repurchase up to $700 million of Subclass B1 Membership excess capital stock and Subclass B2 Activity-based excess capital stock on May 30, 2012 (the Repurchase Date). The amount of excess stock to be repurchased from any shareholder will be based on the shareholder's total excess capital stock as of May 29, 2012.¹

If a shareholder had no excess stock on May 29, 2012, or has no excess stock on the Repurchase Date, the Bank will not repurchase any excess stock from that shareholder on the Repurchase Date. Shareholders with excess stock on the Repurchase Date may not opt out of the repurchase.

The Bank will credit the proceeds from the repurchase of any excess stock to each shareholder's daily investment account at the close of business on May 30, 2012. Funds will be available on the next business day. The repurchase of excess capital stock is subject to the Bank continuing to meet all applicable statutory and regulatory conditions for an excess stock repurchase and all other conditions provided in the Bank's Capital Plan.

For questions about the excess stock repurchase, please call the Funding Desk at 800.536.9650, extension 8011.

___________________________

1 The Bank will use the following allocation methodology to determine the amount of excess stock to repurchase from each shareholder:

• Determine the amount of total B1 and B2 excess stock outstanding to all shareholders, including mandatorily redeemable capital stock, as of May 29, 2012

• Divide the maximum amount to be repurchased ($700 million) by total B1 and B2 excess stock outstanding (mentioned above) to determine each shareholder's percentage share of the repurchase amount

• Apply the percentage to each shareholder's total B1 and B2 excess stock as of May 29, 2012, to determine the shareholder's allocated amount to be repurchased

• Repurchase Subclass B1 excess stock equal to the lesser of the shareholder's allocated Subclass B1 amount or its May 29, 2012, Subclass B1 excess stock amount, not to exceed the amount of such shareholder's Subclass B1 excess stock on the Repurchase Date

• Repurchase Subclass B2 excess stock equal to the lesser of the shareholder's allocated Subclass B2 amount or its May 29, 2012, Subclass B2 excess stock amount, not to exceed the amount of such shareholder's Subclass B2 excess stock on the Repurchase Date

EX-99

[FHLBank Atlanta logo]

News Release

May 11, 2012

FOR IMMEDIATE RELEASE

CONTACT: Sharon Cook

Federal Home Loan Bank of Atlanta

scook@fhlbatl.com

(404) 888-8173

Federal Home Loan Bank of Atlanta Increases Dividend for First Quarter 2012,

Announces Quarterly Excess Stock Repurchase

ATLANTA, May 11, 2012 - The Board of Directors of Federal Home Loan Bank of Atlanta (the Bank) has approved an annualized dividend rate for the first quarter of 2012 of 1.51 percent.

"Our focus is on returning valueto our shareholders, while continuing to provide them with the funding they need to support housing and credit demands in their communities," said Scott C. Harvard, Chairman of the FHLBank Atlanta Board of Directors. "We are pleased to increase the shareholder dividend for the first quarter 2012 by 25 basis points."

The dividend rate is equal to average three-month LIBOR plus 1 percent for the period of January 1, 2012, to March 31, 2012. The dividend payout is applicable to capital stock held during that period. The dividend will be credited to shareholders' daily investment accounts at the close of business on May 16, 2012.

The Bank also announced that it will repurchase up to $700 million of membership excess capital stock and activity-based excess capital stock on May 30, 2012. The amount of excess stock to be repurchased from any shareholder will be based on the shareholder's total excess capital stock as of May 29, 2012. Shareholders will be notified regarding the details of this repurchase.

If you have questions, please contact FHLBank Atlanta's Funding Desk at 1.800.536.9650, ext. 8011.

About FHLBank Atlanta
FHLBank Atlanta offers competitively-priced financing, community development grants, and other banking services to help member financial institutions make affordable home mortgages and provide economic development credit to neighborhoods and communities. The Bank's members-its shareholders and customers-are commercial banks, credit unions, savings institutions, community development financial institutions, and insurance companies located in Alabama, Florida, Georgia, Maryland, North Carolina, South Carolina, Virginia, and the District of Columbia. FHLBank Atlanta is one of 12 district banks in the Federal Home Loan Bank System which since 1990 has contributed more than $4 billion to the Affordable Housing Program.

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