HANCOCK JOHN VARIABLE ANNUITY ACCOUNT JF, 485BPOS, 2000-05-01

HANCOCK JOHN VARIABLE ANNUITY ACCOUNT JF
485BPOS, 2000-05-01

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<PAGE>

As filed with the Securities and Exchange Commission on May 1, 2000
File Nos. 333-84767
811-07451
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM N-4

REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933 [ ]

PRE-EFFECTIVE AMENDMENT NO. [ ]
POST-EFFECTIVE AMENDMENT NO. 1 [X]

and/or

REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940

AMENDMENT NO. 10 [X]
(Check Appropriate Box or Boxes)

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF
(Exact Name of Registrant)

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY
(Name of Depositor)

JOHN HANCOCK PLACE, BOSTON, MA 02117
(Address Of Depositor's Principal Executive Offices) (Zip Code)
Depositor's Telephone Number, Including Area Code: (617) 572-9196

RONALD J. BOCAGE, ESQUIRE
JOHN HANCOCK MUTUAL LIFE INSURANCE COMPANY
JOHN HANCOCK PLACE
BOSTON, MA 02117
(Name and Address of Agent for Service)

It is proposed that this filing become effective (check appropriate box)

[_] immediately upon filing pursuant to paragraph (b) of Rule 485
[X] on May 1, 2000 pursuant to paragraph (b) of Rule 485
[_] 60 days after filing pursuant to paragraph (a)(1) of Rule 485
[_] on (date) pursuant to paragraph (a)(1) of Rule 485

If appropriate check the following box

[_] this post-effective amendment designates a new effective date for a
previously filed post-effective amendment

Pursuant to Rule 24f-2, Registrant has registered an indefinite amount of
securities under the Securities Act of 1933.
<PAGE>

PROSPECTUS DATED MAY 1, 2000

REVOLUTION EXTRA VARIABLE ANNUITY

a deferred combination fixed and variable annuity contract
issued by

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY ("JHVLICO")

The contract enables you to earn fixed rates of interest that we guarantee for
stated periods of time ("guarantee periods") and investment-based returns in the
following variable investment options:

Variable Investment Option Managed By:
- ---------------------------- ----------
<S> <C>
V.A. Sovereign Investors........................... John Hancock Advisers, Inc.
V.A. Core Equity................................... Independence Investment Associates, Inc.
Aggressive Balanced................................ Independence Investment Associates, Inc.
Fidelity VIP Contrafund(R)......................... Fidelity Management & Research Company
Equity Index....................................... State Street Global Advisors
Large Cap Value CORE............................... Goldman Sachs Asset Management
V.A. Relative Value................................ John Hancock Advisers, Inc.
V.A. Financial Industries.......................... John Hancock Advisers, Inc.
Large Cap Aggressive Growth........................ Alliance Capital Management L.P.
Fidelity VIP Growth................................ Fidelity Management & Research Company
MFS Growth......................................... MFS Investment Management(R)
V.A. Technology.................................... John Hancock Advisers, Inc.
Large/Mid Cap Value................................ Wellington Management Company, LLP
Mid Cap Blend...................................... Independence Investment Associates, Inc.
AIM V.I. Value..................................... A I M Advisors, Inc.
MFS Research....................................... MFS Investment Management(R)
AIM V.I. Growth.................................... A I M Advisors, Inc.
Fundamental Mid Cap Growth......................... OppenheimerFunds, Inc.
Mid Cap Growth..................................... Janus Capital Corporation
Small/Mid Cap CORE................................. Goldman Sachs Asset Management
Small/Mid Cap Value................................ The Boston Company Asset Management, LLC
Small/Mid Cap Growth............................... Wellington Management Company, LLP
Small Cap Growth................................... John Hancock Advisers, Inc.
MFS New Discovery.................................. MFS Investment Management(R)
Global Balanced.................................... Brinson Partners, Inc.
Templeton International Securities................. Templeton Investment Counsel, Inc.
International Equity............................... Goldman Sachs Asset Management
Fidelity VIP Overseas.............................. Fidelity Management & Research Company
Templeton Developing Markets Securities............ Templeton Asset Management, Ltd
Short-Term Bond.................................... Independence Investment Associates, Inc.
Bond Index......................................... Mellon Bond Associates, LLP
V.A. Bond.......................................... John Hancock Advisers, Inc.
V.A. Strategic Income.............................. John Hancock Advisers, Inc.
High Yield Bond.................................... Wellington Management Company, LLP
V.A. Money Market.................................. John Hancock Advisers, Inc.

</TABLE>
<PAGE>

The variable investment options shown on page 1 are those available as of the
date of this prospectus. We may add, modify or delete variable investment
options in the future.

When you select one or more of these variable investment options, we invest
your money in the corresponding investment option(s) of one or more of the
following: the John Hancock Declaration Trust, the John Hancock Variable Series
Trust I, AIM Variable Insurance Funds, Inc., the Franklin Templeton Variable
Insurance Products Trust (Class 2 Shares), Fidelity's Variable Insurance
Products Fund (Service Shares) and Variable Insurance Products Fund II (Service
Shares) and the MFS Variable Insurance Trust (together, "the Trusts"). In this
prospectus, the investment options of the Trusts are referred to as "Funds".
In the prospectuses for the Trusts, the investment options may also be
referred to as "funds", "portfolios" or "series".

Each Trust is a so-called "series" type mutual fund registered with the
Securities and Exchange Commission ("SEC"). The investment results of each
variable investment option you select will depend on those of the corresponding
fund of one of the Trusts. Each of the funds is separately managed and has its
own investment objective and strategies. Attached at the end of this prospectus
is a prospectus for each Trust. The Trust prospectuses contain detailed
information about each available fund. Be sure to read those prospectuses
before selecting any of the variable investment options shown on page 1.

For amounts you don't wish to invest in a variable investment option, you can
choose among several guarantee periods, each of which has its own guaranteed
interest rate and expiration date. If you remove money from a guarantee period
prior to its expiration, however, we may increase or decrease your contract's
value to compensate for changes in interest rates that may have occurred
subsequent to the beginning of that guarantee period. This is known as a "market
value adjustment".

JOHN HANCOCK ANNUITY SERVICING OFFICE
--------------------------------------

Mail Delivery Phone:
------------- -----
529 Main Street 1-800-824-0335
Charlestown, MA 02129
Fax:
----
1-617-886-3070

Contracts are not deposits or obligations of, or insured, endorsed, or
guaranteed by the U.S. Government, any bank, the Federal Deposit Insurance
Corporation, the Federal Reserve Board, or any other agency, entity or person,
other than JHVLICO. They involve investment risks including the possible loss of
principal.

***********************************************************************

Please note that the SEC has not approved or disapproved these securities, or
determined if this prospectus is truthful or complete. Any representation to the
contrary is a criminal offense.

<PAGE>

GUIDE TO THIS PROSPECTUS

This prospectus contains information that you should know before you buy a
contract or exercise any of your rights under the contract. We have arranged
the prospectus in the following way:

. The first section contains an "INDEX OF KEY WORDS."

. Behind the index is the "FEE TABLE." This section highlights the
various fees and expenses you will pay directly or indirectly, if you
purchase a contract.

. The next section is called "BASIC INFORMATION." It contains basic
information about the contract presented in a question and answer
format. You should read the Basic Information before reading any
other section of the prospectus.

. Behind the Basic Information is "ADDITIONAL INFORMATION." This
section gives more details about the contract. It generally does not
repeat information contained in the Basic Information.

The Trusts' prospectuses are attached at the end of this prospectus. You
should save these prospectuses for future reference.

IMPORTANT NOTICES

This is the prospectus - it is not the contract. The prospectus simplifies
many contract provisions to better communicate the contract's essential
features. Your rights and obligations under the contract will be determined by
the language of the contract itself. On request, we will provide the form of
contract for you to review. In any event, when you receive your contract, we
suggest you read it promptly.

We've also filed with the SEC a "Statement of Additional Information," dated
May 1, 2000. This Statement contains detailed information not included in the
prospectus. Although a separate document from this prospectus, the Statement
of Additional Information has the same legal effect as if it were a part of
this prospectus. We will provide you with a free copy of the Statement upon
your request. To give you an idea what's in the Statement, we have included a
copy of the Statement's table of contents on page 55.

The contracts are not available in all states. This prospectus does not
constitute an offer to sell, or a solicitation of an offer to buy, securities
in any state to any person to whom it is unlawful to make or solicit an offer
in that state.

3
<PAGE>

INDEX OF KEY WORDS

We define or explain each of the following key words used in this prospectus
on the pages shown below:

Key Word Page
-------- ----
<S> <C>
Accumulation units................................... 34
Annuitant............................................ 11
Annuity payments..................................... 11
Annuity period....................................... 35
Contract year........................................ 12
Date of issue........................................ 12
Date of maturity..................................... 15
Extra Credit......................................... 15
Free withdrawal amount............................... 21
Funds................................................ 2
Guarantee periods.................................... 2
Investment options................................... 16
Market value adjustment.............................. 14
Premium payments..................................... 11
Surrender value...................................... 23
Surrender............................................ 23
Variable investment options.......................... cover
Withdrawal charge.................................... 21
Withdrawal........................................... 23

</TABLE>

4
<PAGE>

FEE TABLE

The following fee table shows the various fees and expenses that you will pay,
either directly or indirectly, if you purchase a contract. The table does not
include charges for premium taxes (which may vary by state) or fees for any
optional benefit riders that you select.

OWNER TRANSACTION EXPENSES AND ANNUAL CONTRACT FEE

. Maximum Withdrawal Charge (as % of amount withdrawn) 7%
. Annual Contract Fee (applies only to contracts of less than $50,000) $30

ANNUAL CONTRACT EXPENSES (AS A % OF THE AVERAGE TOTAL VALUE OF THE CONTRACT)

. Asset-based Charge (for administration and mortality and expense risk)
1.25%

This charge doesn't apply to amounts held in the guarantee periods.

ANNUAL FUND EXPENSES (BASED ON % OF AVERAGE NET ASSETS)

The Funds must pay investment management fees and other operating expenses.
These fees and expenses are different for each Fund and reduce the investment
return of each Fund. Therefore, they also indirectly reduce the return you will
earn on any variable investment options you select.

The following figures for the Funds are based on historical Fund expenses, as
a percentage (rounded to two decimal places) of each Fund's average daily net
assets for 1999, except as indicated in the Notes beginning on page 6. Expenses
of the Funds are not fixed or specified under the terms of the contracts, and
expenses may vary from year to year.

Investment Distribution and Other Operating Total Fund Other Operating
Management Service Expenses With Operating Expenses Absent
Fund Name Fee (12b-1) Fees Reimbursement Expenses Reimbursement
- --------- ---------- ---------------- --------------- ---------- ------------------
<S> <C> <C> <C> <C> <C>
JOHN HANCOCK VARIABLE SERIES TRUST
(NOTE 1):
Aggressive Balanced . . . . . . . . . 0.68% N/A 0.10% 0.78% 0.29%
Equity Index . . . . . . . . . . . . 0.14% N/A 0.00% 0.14% 0.08%
Large Cap Value CORE . . . . . . . . 0.75% N/A 0.10% 0.85% 0.42%
Large Cap Aggressive Growth . . . . . 0.98% N/A 0.10% 1.08% 0.19%
Large/Mid Cap Value . . . . . . . . . 0.95% N/A 0.10% 1.05% 0.47%
Mid Cap Blend . . . . . . . . . . . . 0.75% N/A 0.10% 0.85% 0.45%
Mid Cap Growth . . . . . . . . . . . 0.82% N/A 0.10% 0.92% 0.11%
Fundamental Mid Cap Growth . . . . . 0.85% N/A 0.10% 0.95% 0.24%
Small/Mid Cap CORE . . . . . . . . . 0.80% N/A 0.10% 0.90% 0.66%
Small/Mid Cap Value . . . . . . . . . 0.95% N/A 0.10% 1.05% 1.44%
Small/Mid Cap Growth. . . . . . . . . 0.75% N/A 0.10% 0.85% 0.10%
Small Cap Growth. . . . . . . . . . . 0.75% N/A 0.10% 0.85% 0.14%
Global Balanced* . . . . . . . . . . 0.85% N/A 0.10% 0.95% 0.46%
International Equity . . . . . . . . 1.00% N/A 0.10% 1.10% 0.71%
Short-Term Bond . . . . . . . . . . . 0.30% N/A 0.10% 0.40% 0.13%
Bond Index . . . . . . . . . . . . . 0.15% N/A 0.10% 0.25% 0.20%
High Yield Bond . . . . . . . . . . . 0.65% N/A 0.10% 0.75% 0.39%

</TABLE>

5
<PAGE>

AIM VARIABLE INSURANCE FUNDS, INC.
AIM V.I. Growth . . . . . . . . . . . 0.63% N/A 0.10% 0.73% 0.10%
AIM V.I. Value . . . . . . . . . . . 0.61% N/A 0.15% 0.76% 0.15%

VARIABLE INSURANCE PRODUCTS FUND -
SERVICE CLASS (NOTE 3):
Fidelity VIP Growth . . . . . . . . . 0.58% 0.10% 0.07% 0.75% 0.09%
Fidelity VIP Overseas . . . . . . . . 0.73% 0.10% 0.15% 0.98% 0.18%

VARIABLE INSURANCE PRODUCTS FUND II -
SERVICE CLASS (NOTE 3):
Fidelity VIP Contrafund(R) . . . . . 0.58% 0.10% 0.07% 0.75% 0.10%

FRANKLIN TEMPLETON VARIABLE INSURANCE
PRODUCTS TRUST - CLASS 2 SHARES (NOTE
4):
Templeton International Securities . . 0.69% 0.25% 0.19% 1.13%
Templeton Developing Markets
Securities . . . . . . . . . . . . . 1.25% 0.25% 0.31% 1.81% 0.31%

MFS VARIABLE INSURANCE TRUST
(NOTE 5):
MFS Growth . . . . . . . . . . . . . 0.75% N/A 0.16% 0.91% 0.71%
MFS Research . . . . . . . . . . . . 0.75% N/A 0.11% 0.86% 0.11%
MFS New Discovery . . . . . . . . . . 0.90% N/A 0.17% 1.07% 1.59%

</TABLE>

NOTES TO ANNUAL FUND EXPENSES

(1) John Hancock Variable Series Trust I Funds' percentages reflect
management fees and other fund expenses based on the allocation
methodology and expense reimbursement policy adopted April 23, 1999.
Under the policy, John Hancock Life Insurance Company voluntarily
reimburses a Fund when the Fund's "other fund expenses" exceed 0.10% of
the Fund's average daily net assets (0.00% for Equity Index).

* Global Balanced was formerly "International Balanced."

(2) John Hancock Declaration Trust Funds' percentages reflect the investment
management fees currently payable and other fund expenses allocated in
1999. John Hancock Advisers, Inc., has agreed to limit temporarily other
expenses of each Fund to 0.25% of the fund's average daily assets.
Percentages for the V.A. Technology Fund are estimates for this fiscal
year because the Fund was not in operation

<PAGE>

prior to the date of this prospectus.

(3) A portion of the brokerage commissions that certain of the Fidelity VIP
Funds pay was used to reduce fund expenses. In addition, through
arrangements with certain Funds' custodian, credits realized as a result
of uninvested cash balances were used to reduce a portion of each
applicable Fund's expenses. Without these reductions, the operating
expenses of the Funds would have been higher, as shown in the last column
of this table.

(4) On February 8, 2000, shareholders of each Fund approved a merger and
reorganization that combined the Templeton International Equity Fund with
the Templeton International Securities Fund and combined the Templeton
Developing Markets Equity Fund with the Templeton Developing Markets
Securities Fund, effective May 1, 2000. Shareholders of the Templeton
International Securities Fund and shareholders of the Templeton
Developing Markets Securities Fund had approved new management fees,
which apply to each of the combined funds effective May 1, 2000. The
table shows restated total expenses for the Funds based on the new fees
and the assets, as of December 31, 1999, of either the Templeton
International Securities Fund or the Templeton Developing Markets
Securities Fund, as applicable. However, if the table reflected both the
new fees and the combined assets of the Templeton International Equity
Fund and the Templeton International Securities Fund, the estimated
expenses for that combined Fund after May 1, 2000 would be: Management
Fees 0.65%, Distribution and Service Fees 0.25%, Other Expenses 0.20%,
and Total Fund Operating Expenses 1.10%. If the table reflected both the
new fees and the combined assets of the Templeton Developing Markets
Equity Fund and the Templeton Developing Markets Securities Fund, the
estimated expenses for that combined Fund after May 1, 2000 would be:
Management Fees 1.25%, Distribution and Service Fees 0.25%, Other
Expenses 0.29%, and Total Fund Operating Expenses 1.79%.

(5) MFS Variable Insurance Trust Funds have an expense offset arrangement
which reduces each Fund's custodian fee based upon the amount of cash
maintained by the Fund with its custodian and dividend disbursing agent.
Each Fund may enter into other such arrangements and directed brokerage
arrangements, which would also have the effect of reducing the Fund's
expenses. Expenses do not take into account these expense reductions, and
are therefore higher than the actual expenses of the Fund. MFS Investment
Management(R) (also doing business as Massachusetts Financial Services
Company) has contractually agreed to bear expense for the Growth and New
Discovery Funds, subject to reimbursement by the Fund, such that each
such Fund's "other fund expenses" shall not exceed 0.15% of the average
daily net assets of the Fund during the current fiscal year.

We may receive payments from a Fund or its affiliates at an annual rate of up
to approximately 0.25% of the average net assets that holders of our variable
life insurance policies and variable annuity contracts have invested in that
Fund. Any such payments do not, however, result in any charge to you in
addition to what is disclosed above.

EXAMPLES

The following examples on pages 8 and 9 illustrate the current expenses you
would pay, directly or indirectly, on a $1,000 investment allocated to one of
the variable investment options, assuming a 5% annual return on assets. These
examples do not include any applicable premium taxes or any fees for optional
benefit riders. The examples should not be considered representations of past
or future expenses; actual charges may be greater or less than those shown
above. The examples assume Fund expenses at rates set forth above for 1999,
after reimbursements. The annual contract fee has been included as an annual
percentage of assets.

<PAGE>

If you "surrender" (turn in) your contract at the end of the applicable time
period, you would pay:

<TABLE>
<CAPTION>
1 Year 3 Years 5 Years 10 Years
------- ------- ------- --------
<S> <C> <C> <C> <C>
V.A. Sovereign Investors............................ $84 $129 $163 $243
V.A. Core Equity.................................... $86 $133 $170 $257
Aggressive Balanced................................. $85 $131 $167 $252
Fidelity VIP Contrafund(R).......................... $85 $131 $167 $252
Equity Index........................................ $78 $110 $131 $181
Large Cap Value CORE................................ $86 $133 $171 $259
V.A. Relative Value................................. $85 $131 $167 $251
V.A. Financial Industries........................... $86 $135 $174 $264
Large Cap Aggressive Growth......................... $88 $140 $184 $283
Fidelity VIP Growth................................. $85 $131 $167 $251
MFS Growth.......................................... $86 $135 $174 $265
V.A. Technology..................................... $88 $140 $182 $280
Large/Mid Cap Value................................. $88 $140 $182 $280
Mid Cap Blend....................................... $86 $133 $171 $259
AIM V.I. Value...................................... $85 $130 $166 $249
MFS Research........................................ $86 $134 $172 $260
AIM V.I. Growth..................................... $85 $130 $164 $246
Fundamental Mid Cap Growth.......................... $87 $136 $177 $270
Mid Cap Growth...................................... $87 $136 $175 $268
Small/Mid Cap CORE.................................. $88 $140 $182 $280
Small/Mid Cap Value................................. $86 $135 $174 $264
Small/Mid Cap Growth................................ $86 $133 $171 $259
Small Cap Growth.................................... $86 $133 $171 $259
MFS New Discovery................................... $88 $140 $183 $282
Global Balanced..................................... $87 $136 $177 $270
Templeton International Securities.................. $89 $142 $186 $288
International Equity................................ $88 $141 $185 $285
Fidelity VIP Overseas............................... $87 $138 $180 $276
Templeton Developing Markets Securities............. $96 $163 $339 $356
Short-Term Bond..................................... $81 $119 $146 $210
Bond Index.......................................... $80 $114 $137 $193
V.A. Bond........................................... $85 $130 $166 $248
V.A. Strategic Income............................... $86 $133 $171 $259
High Yield Bond..................................... $85 $130 $166 $248
V.A. Money Market................................... $84 $127 $161 $239

</TABLE>

<PAGE>

If you begin receiving payments under one of our annuity payment options at
the end of the applicable time period, or if you do not surrender your contact,
you would pay:

1 Year 3 Years 5 Years 10 Years
------- ------- ------- --------
<S> <C> <C> <C> <C>
V.A. Sovereign Investors............................ $21 $ 66 $113 $243
V.A. Core Equity.................................... $23 $ 70 $119 $257
Aggressive Balanced................................. $22 $ 68 $117 $252
Fidelity VIP Contrafund(R).......................... $22 $ 67 $115 $248
Equity Index........................................ $15 $ 48 $ 83 $181
Large Cap Value CORE................................ $23 $ 70 $121 $259
V.A. Relative Value................................. $22 $ 68 $116 $251
V.A. Financial Industries........................... $23 $ 72 $123 $264
Large Cap Aggressive Growth......................... $25 $ 77 $133 $283
Fidelity VIP Growth................................. $22 $ 67 $115 $248
MFS Growth.......................................... $23 $ 72 $124 $265
V.A. Technology..................................... $25 $ 77 $131 $280
Large/Mid Cap Value................................. $25 $ 77 $131 $280
Mid Cap Blend....................................... $23 $ 70 $121 $259
AIM V.I. Value...................................... $22 $ 67 $116 $249
MFS Research........................................ $23 $ 71 $121 $260
AIM V.I. Growth..................................... $22 $ 67 $114 $246
Fundamental Mid Cap Growth.......................... $24 $ 73 $126 $270
Mid Cap Growth...................................... $24 $ 72 $124 $266
Small/Mid Cap CORE.................................. $23 $ 72 $123 $264
Small/Mid Cap Value................................. $25 $ 77 $131 $280
Small/Mid Cap Growth................................ $23 $ 70 $121 $259
Small Cap Growth.................................... $23 $ 70 $121 $259
MFS New Discovery................................... $25 $ 77 $132 $282
Global Balanced..................................... $24 $ 73 $126 $270
Templeton International Securities.................. $26 $ 79 $135 $288
International Equity................................ $25 $ 78 $134 $285
Fidelity VIP Overseas............................... $24 $ 74 $127 $273
Templeton Developing Markets Securities............. $33 $100 $170 $356
Short-Term Bond..................................... $18 $ 56 $ 97 $210
Bond Index.......................................... $17 $ 51 $ 89 $193
V.A. Bond........................................... $22 $ 67 $115 $248
V.A. Strategic Income............................... $23 $ 70 $121 $259
High Yield Bond..................................... $22 $ 67 $115 $248
V.A. Money Market................................... $21 $ 64 $110 $239

</TABLE>

<PAGE>

BASIC INFORMATION

This "Basic Information" section provides answers to commonly asked questions
about the contract. Here are the page numbers where the questions and answers
appear:

Question Pages to See
-------- ------------
<S> <C>
What is the contract?.......................................................... 11

Who owns the contract?......................................................... 11

Is the owner also the annuitant?............................................... 11

How can I invest money in a contract?.......................................... 11

How will the value of my investment in the contract change over time?.......... 14

What annuity benefits does the contract provide?............................... 15

What are the tax consequences of owning a contract?............................ 15

How can I change my contract's investment allocations?......................... 16

What fees and charges will be deducted from my contract?....................... 20

How can I withdraw money from my contract?..................................... 23

What happens if the annuitant dies before my contract's date of maturity?...... 25

What other benefits can I purchase under a contract?........................... 27

Can I return my contract?...................................................... 29

</TABLE>

<PAGE>

WHAT IS THE CONTRACT?

The contract is a "deferred payment variable annuity contract." An annuity
contract provides a person (known as the "annuitant" or "payee") with a series
of periodic payments. Because this contract is also a deferred payment contract,
the "annuity payments" will begin on a future date, called the contract's "date
of maturity." Under a variable annuity contract, the amount you have invested
can increase or decrease in value daily based upon the value of the variable
investment options chosen. If your annuity is provided under a master group
contract, the term "contract" as used in this prospectus refers to the
certificate you will be issued and not to the master group contract.

WHO OWNS THE CONTRACT?

That's up to you. Unless the contract provides otherwise, the owner of the
contract is the person who can exercise the rights under the contract, such as
the right to choose the investment options or the right to surrender the
contract. In many cases, the person buying the contract will be the owner.
However, you are free to name another person or entity (such as a trust) as
owner. In writing this prospectus, we've assumed that you, the reader, are the
person or persons entitled to exercise the rights and obligations under
discussion. If a contract has joint owners, both must join in any written
notice or request.

IS THE OWNER ALSO THE ANNUITANT?

Again, that's up to you. The annuitant is the person upon whose death the
contract's death benefit becomes payable. Also, the annuitant receives payments
from us under any annuity option that commences during the annuitant's lifetime.
In many cases, the same person is both the annuitant and the owner of a
contract. However, you are free to name another person as annuitant or joint
annuitant. You could also name as joint annuitants two persons other than
yourself.

HOW CAN I INVEST MONEY IN A CONTRACT?

Premium payments

We call the investments you make in your contract "premiums" or "premium
payments." In general, you need at least a $10,000 initial premium payment to
purchase a contract. If you purchase your contract under any of the
tax-qualified plans shown on page 31 or if you purchase your contract through
the automatic investment plan, different minimums will apply. If you choose to
contribute more money into your contract, each subsequent premium payment must
be at least $200 ($100 for the annuity direct deposit program). If your
contract's total value ever falls to zero, we may terminate it. Therefore, you
may need to pay more premiums to keep the contract in force.

<PAGE>

Applying for a contract

An authorized representative of the broker-dealer or financial institution
through whom you purchase your contract will assist you in (1) completing an
application or placing an order for a contract and (2) transmitting it, along
with your initial premium payment, to the John Hancock Annuity Servicing Office.

Once we receive your initial premium payment and all necessary information, we
will issue your contract and invest your initial premium payment within two
business days. If the information is not in good order, we will contact you to
get the necessary information. If for some reason, we are unable to complete
this process within 5 business days, we will either send back your money or get
your permission to keep it until we get all of the necessary information.

In certain situations, we will issue a contract upon receiving the order of
your broker-dealer or financial institution but delay the effectiveness of the
contract until we receive your signed application. (What we mean by "delaying
effectiveness" is that we will not allow allocations to the variable investment
options until we receive your signed application.) In those situations, if we do
not receive your signed application within our required time period, we will
deem the contract void from the beginning and return your premium payment.

We measure the years and anniversaries of your contract from its date of
issue. We use the term "contract year" to refer to each period of time between
anniversaries of your contract's date of issue.

Limits on premium payments

You can make premium payments of up to $1,000,000 in any one contract year.
The total of all new premium payments and transfers that you allocate to any
one variable investment option in any one contract year may not exceed
$1,000,000. While the annuitant is alive and the contract is in force, you can
make premium payments at any time before the date of maturity. However,

YOU MAY NOT MAKE ANY
PREMIUM PAYMENTS AFTER THE
IF YOUR CONTRACT IS USED TO FUND ANNUITANT REACHES AGE
-------------------------------- --------------------------
<S> <C>
a "tax qualified plan"*..................... 70 1/2**
a non-tax qualified plan.................... 85

</TABLE>

* as that term is used in "Tax Information," beginning on page 39.
** except for a Roth IRA, which has no age limit.

We will not issue a contract if the proposed annuitant is older than age 84.
We may waive any of these limits, however.

<PAGE>

Ways to make premium payments

Premium payments made by check or money order must be:

. drawn on a U.S. bank,

. drawn in U.S. dollars, and

. made payable to "John Hancock."

Premium payments after the initial premium payment should be sent to the John
Hancock Annuity Servicing Office at the address shown on page 2 of this
prospectus. We will also accept premium payments by wire. We will accept your
initial premium payment by exchange from another insurance company. You can
find information about wire payments under "Premium payments by wire," below.
You can find information about other methods of premium payment by contacting
your broker-dealer or by contacting the John Hancock Annuity Servicing Office.

Once we have issued your contract and it becomes effective, we credit you with
any additional premiums you pay as of the day we receive them at the John
Hancock Annuity Servicing Office.

Premium payments by wire

If you purchase your contract through a broker-dealer firm or financial
institution, you may transmit your initial premium payment by wire order. Your
wire orders must include information necessary to allocate the premium payment
among your selected investment options.

If your wire order is complete, we will invest the premium payment in your
selected investment options as of the day we received the wire order. If the
wire order is incomplete, we may hold your initial premium payment for up to 5
business days while attempting to obtain the missing information. If we can't
obtain the information within 5 business days, we will immediately return your
premium payment, unless you tell us to hold the premium payment for 5 more days
pending completion of the application. Nevertheless, until we receive and
accept a properly completed and signed application, we will not:

. issue a contract;

. accept premium payments; or

. allow other transactions.

After we issue your contract, subsequent premium payments may be transmitted
by wire through your bank. Information about our bank, our account number, and
the ABA routing

<PAGE>

number may be obtained from the John Hancock Annuity Servicing Office. Banks
may charge a fee for wire services.

HOW WILL THE VALUE OF MY INVESTMENT IN THE CONTRACT CHANGE OVER TIME?

Prior to a contract's date of maturity, the amount you've invested in any
VARIABLE INVESTMENT OPTION will increase or decrease based upon the investment
experience of the corresponding Fund. Except for certain charges we deduct,
your investment experience will be the same as if you had invested in the Fund
directly and reinvested all Fund dividends and distributions in additional
shares.

Like a regular mutual fund, each Fund deducts investment management fees and
other operating expenses. These expenses are shown in the fee table beginning
on page 5. However, unlike a mutual fund, we will also deduct charges relating
to the annuity guarantees and other features provided by the contract. These
charges reduce your investment performance and the amount we have credited to
your contract in any variable investment option. We describe these charges
under "What fees and charges will be deducted from my contract?" beginning on
page 20.

The amount you've invested in a GUARANTEE PERIOD will earn interest at the
rate we have set for that period. The interest rate depends upon the length of
the guarantee period you select. We currently make available various guarantee
periods with durations of up to ten years. As long as you keep your money in a
guarantee period until its expiration date, we bear all the investment risk on
that money.

However, if you prematurely transfer, "surrender" or otherwise withdraw money
from a guarantee period we will increase or reduce the remaining value in your
contract by an amount that approximates the impact that any changes in interest
rates would have had on the market value of a debt instrument with terms
comparable to that guarantee period. This "market value adjustment" (or "MVA")
imposes investment risks on you. We describe how the market value adjustments
work in "Calculation of market value adjustment ("MVA")" beginning on page 33.

At any time before the date of maturity, the "TOTAL VALUE OF YOUR CONTRACT"
equals

. the total amount you invested,

. plus the amount(s) credited to your contact under the "Extra Credit
feature" described below,

. minus all charges we deduct,

. minus all withdrawals you have made,

. plus or minus any positive or negative MVAs that we have made at the
time of any premature withdrawals or transfers you have made from a
guarantee period,

<PAGE>

. plus or minus each variable investment option's positive or negative
investment return that we credit daily to any of your contract's
value while it is in that option, and

. plus the interest we credit to any of your contract's value while it
is in a guarantee period.

Extra Credit feature

Each time you make a premium payment, we will credit an extra amount to the
total value of your contract in addition to the amount of the premium payment.
If your premium payment is greater than $10,000 and less than $2.5 million, the
extra amount will be equal to 3.5% of the premium payment. If your premium
payment is $2.5 million or more, the extra amount will be equal to 5.0% of the
premium payment. These extra amounts are referred to as "extra credits." Each
extra credit will be credited to your contract at the same time the premium
payment is credited and will be allocated among the variable investment options
and the guarantee periods in the same way that the premium payment is allocated
(see "Allocation of premium payments" on page 16). However, each extra credit
will be treated for all purposes as "earnings" under your contract, not as a
premium payment.

WHAT ANNUITY BENEFITS DOES THE CONTRACT PROVIDE?

If your contract is still in effect on its date of maturity, it enters what is
called the "annuity period". During the annuity period, we make a series of
fixed or variable payments to you as provided under one of our several annuity
options. The form in which we will make the annuity payments, and the
proportion of such payments that will be on a fixed basis and on a variable
basis, depend on the elections that you have in effect on the date of maturity.
Therefore you should exercise care in selecting your date of maturity and your
choices that are in effect on that date.

You should carefully review the discussion under "The annuity period,"
beginning on page 35, for information about all of these choices you can make.

WHAT ARE THE TAX CONSEQUENCES OF OWNING A CONTRACT?

In most cases, no income tax will have to be paid on amounts you earn under a
contract until these earnings are paid out. All or part of the following
distributions from a contract may constitute a taxable payout of earnings:

. partial withdrawal (including systematic withdrawals)

. full withdrawal ("surrender")

. payment of death benefit proceeds as a single sum upon the
annuitant's death

. periodic payments under one of our annuity payment options

<PAGE>

In addition, if you elect the accumulated value enhancement rider, the
Internal Revenue Service might take the position that the annual charge for this
rider is deemed a withdrawal from the contract which is subject to income tax
and, if applicable, the special 10% penalty tax for withdrawals before the age
of 59 1/2.

How much you will be taxed on a distribution is based upon complex tax rules
and depends on matters such as

. the type of the distribution,

. when the distribution is made,

. the nature of any tax qualified retirement plan for which the
contract is being used, if any, and

. the circumstances under which the payments are made.

If your contract is issued in connection with a tax-qualified retirement plan,
all or part of your premium payments may be tax-deductible.

Special 10% tax penalties apply in many cases to the taxable portion of any
distributions from a contract before you reach age 59 1/2. Also, most
tax-qualified plans require that distributions from a contract commence and/or
be completed by a certain period of time. This effectively limits the period of
time during which you can continue to derive tax deferral benefits from any
tax-deductible premiums you paid or on any earnings under the contract.

THE FAVORABLE TAX BENEFITS AVAILABLE FOR ANNUITY CONTRACTS ISSUED IN
CONNECTION WITH TAX-QUALIFIED PLANS ARE ALSO GENERALLY AVAILABLE FOR OTHER TYPES
OF INVESTMENTS OF TAX-QUALIFIED PLANS, SUCH AS INVESTMENTS IN MUTUAL FUNDS,
EQUITIES AND DEBT INSTRUMENTS. YOU SHOULD CAREFULLY CONSIDER WHETHER THE
EXPENSES UNDER AN ANNUITY CONTRACT ISSUED IN CONNECTION WITH A TAX-QUALIFIED
PLAN, AND THE INVESTMENT OPTIONS, DEATH BENEFITS AND LIFETIME ANNUITY INCOME
OPTIONS PROVIDED UNDER SUCH AN ANNUITY CONTRACT, ARE SUITABLE FOR YOUR NEEDS AND
OBJECTIVES.

HOW CAN I CHANGE MY CONTRACT'S INVESTMENT ALLOCATIONS?

Allocation of premium payments

When you apply for your contract, you specify the variable investment options
or guarantee periods (together, your "investment options") in which your premium
payments will be allocated. You may change this investment allocation for
future premium payments at any time. Any change in allocation will be effective
as of receipt of your request at the John Hancock Annuity Servicing Office.

<PAGE>

Currently, you may use a maximum of 18 investment options over the life of
your contract. For purposes of this limit, each contribution or transfer of
assets into a variable investment option or guarantee period that you are not
then using or have not previously used counts as one "use" of an investment
option. Renewing a guarantee period upon its expiration does not count as a new
use, however, if the new guarantee period has the same number of years as the
expiring one.

Transferring your assets

Up to 12 times during each year of your contract, you may transfer, free of
any charge,

. all or part of the assets held in one VARIABLE INVESTMENT OPTION to
any other available variable investment option or guarantee period,
or

. all or part of the assets held in one GUARANTEE PERIOD to any other
available guarantee period or variable investment option.

Currently, we impose no charge for transfers of more than 12 per contract year.
However, we reserve the right to impose a charge of up to $25 on any transfers
in excess of the 12 free transfers or to prohibit any such transfers altogether.
Transfers under our strategic rebalancing or dollar-cost averaging programs do
not count toward the 12 you are allowed each year. However, you may not:

. transfer more than $1,000,000 in a contract year from any one
variable investment option or guarantee period, without our prior
approval,

. make any transfer that would cause you to exceed the above-mentioned
maximum of 18 investment options,

. make any transfers, during the annuity period, to or from a guarantee
period, or

. make any transfer during the annuity period that would result in more
than four investment options being used at once.

We reserve the right to prohibit a transfer less than 30 days prior to the
contract's date of maturity.

The contract you are purchasing was not designed for professional market
timing organizations or other persons or entities that use programmed or
frequent transfers. The use of such transfers may be disruptive to a Fund. We
reserve the right to reject any premium payment or transfer request from any
person, if in our judgment, a Fund would be unable to invest effectively in
accordance with its investment objectives and policies, or would otherwise be
potentially adversely affected.

<PAGE>

Procedure for transferring your assets

You may request a transfer in writing or, if you have authorized telephone
transfers, by telephone or fax. All transfer requests should be directed to the
John Hancock Annuity Servicing Office at the location shown on page 2. Your
request should include:

. your name,

. daytime telephone number,

. contract number,

. the names of the investment options to and from which assets are
being transferred, and

. the amount of each transfer.

The request becomes effective on the day we receive your request, in proper
form, at the John Hancock Annuity Servicing Office.

Telephone transfers

Once you have completed a written authorization, you may request a transfer by
telephone or by fax. If the fax request option becomes unavailable, another
means of telecommunication will be substituted.

If you authorize telephone transactions, you will be liable for any loss,
expense or cost arising out of any unauthorized or fraudulent telephone
instructions which we reasonably believe to be genuine, unless such loss,
expense or cost is the result of our mistake or negligence. We employ procedures
which provide safeguards against the execution of unauthorized transactions, and
which are reasonably designed to confirm that instructions received by telephone
are genuine. These procedures include requiring personal identification, tape
recording calls, and providing written confirmation to the owner. If we do not
employ reasonable procedures to confirm that instructions communicated by
telephone are genuine, we may be liable for any loss due to unauthorized or
fraudulent instructions.

The contract you are purchasing was not designed for professional market
timing organizations or other persons or entities that use programmed or
frequent transfers. For reasons such as that, we reserve the right to change our
telephone transaction policies or procedures at any time. We also reserve the
right to suspend or terminate the privilege altogether.

Dollar-cost averaging program

You may elect, at no cost, to automatically transfer assets from any variable
investment option to one or more other variable investment options on a monthly,
quarterly, semiannual, or annual basis. The following conditions apply to the
dollar-cost averaging program:

<PAGE>

. You may elect the program only if the total value of your contract
equals $15,000 or more.

. The amount of each transfer must equal at least $250.

. You may change your dollar-cost averaging instructions at any time in
writing or, if you have authorized telephone transfers, by telephone.

. You may discontinue the program at any time.

. The program automatically terminates when the variable investment
option from which we are taking the transfers has been exhausted.

. Automatic transfers to or from guarantee periods are not permitted.

. We reserve the right to suspend or terminate the program at any time.

Strategic rebalancing

This program automatically re-sets the percentage of your account value
allocated to the variable investment options. Over time, the variations in the
investment results for each variable investment option you've elected will shift
the percentage allocations among them. The strategic rebalancing program will
periodically transfer your account value among the variable investment options
to reestablish the preset percentages you have chosen. Strategic rebalancing
would usually result in transferring amounts from a variable investment option
with relatively higher investment performance since the last rebalancing to one
with relatively lower investment performance. However, rebalancing can also
result in transferring amounts from a variable investment option with relatively
lower current investment performance to one with relatively higher current
investment performance.

This program can be elected by sending the appropriate form to our Annuity
Servicing Office. You must specify the frequency for rebalancing (monthly,
quarterly, semi-annually or annually), the preset percentage for each variable
investment option, and a future beginning date.

Once elected, strategic rebalancing will continue until we receive notice of
cancellation of the option or notice of the death of the insured person.

The guarantee periods do not participate in and are not affected by strategic
rebalancing. We reserve the right to modify, terminate or suspend the strategic
rebalancing program at any time.

<PAGE>

WHAT FEES AND CHARGES WILL BE DEDUCTED FROM MY CONTRACT?

Asset-based charge

We deduct a daily asset-based charge that compensates us primarily for our
administrative expense and for the mortality and expense risks that we assume
under the contracts. On an annual basis, this charge equals 1.25% of the value
of the assets you have allocated to the variable investment options. (This
charge does not apply to assets you have in our guarantee periods.)

In return for the mortality risk charge, we assume the risk that annuitants as
a class will live longer than expected, requiring us to pay a greater number of
annuity payments. In return for the expense risk charge, we assume the risk
that our expenses relating to the contracts may be higher than we expected when
we set the level of the contracts' other fees and charges, or that our revenues
from such other sources will be less than expected.

Annual contract fee

Prior to the date of maturity of your contract, we will deduct $30 each year
from your contract if it has a total value on the contract anniversary of less
than $50,000. We deduct this annual contract fee at the beginning of each
contract year after the first contract year. We also deduct it if you surrender
your contract, unless your total value is $50,000 or more at the time of
surrender. We take the deduction proportionally from each variable investment
option and each guarantee period you are then using. We reserve the right to
increase the annual contract fee to up to $50.

Premium taxes

We make deductions for any applicable premium or similar taxes based on the
amount of a premium payment. Currently, certain local jurisdictions assess a
tax of up to 5% of each premium payment.

In most cases, we deduct a charge in the amount of the tax from the total
value of the contract only at the time of annuitization, death, surrender, or
withdrawal. We reserve the right, however, to deduct the charge from each
premium payment at the time it is made. We compute the amount of the charge by
multiplying the applicable premium tax percentage times the amount you are
withdrawing, surrendering, annuitizing or applying to a death benefit.

Withdrawal charge

If you withdraw some of your premiums from your contract prior to the date of
maturity ("partial withdrawal") or if you surrender (turn in) your contract, in
its entirety, for cash prior to the date of maturity ("total withdrawal" or
"surrender"), we may assess a withdrawal charge. Some people refer to this
charge as a "contingent deferred sales load." We use this charge to help defray
expenses relating to the sales of the contracts, including commissions paid and
other distribution costs.

20
<PAGE>

Free withdrawal amounts: If you have any profit in your contract, you can
-----------------------
always withdraw that profit without any withdrawal charge. By "profit," we mean
the amount by which your contract's total value exceeds the premiums you have
paid and have not (as discussed below) already withdrawn. If your contract
doesn't have any profit (or you have withdrawn it all) you can still make
charge-free withdrawals, unless and until all of your withdrawals during the
same contract year exceed 10% of all of the premiums you have paid to date.

Here's how we determine the charge: If the amount you withdraw or surrender
----------------------------------
totals more than the free withdrawal amount during the contract year, we will
assess a withdrawal charge on any amount of the excess that we attribute to
premium payments you made within seven years of the date of the withdrawal or
surrender.

The withdrawal charge percentage depends upon the number of years that have
elapsed from the date you paid the premium to the date of its withdrawal, as
follows:

<TABLE>
<CAPTION>
YEARS FROM DATE OF PREMIUM PAYMENT TO DATE OF SURRENDER OR WITHDRAWAL WITHDRAWAL CHARGE*
- ------------------------------------------------------------------------------------------------
<S> <C>
7 or more. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0%
- ------------------------------------------------------------------------------------------------
6 but less than 7. . . . . . . . . . . . . . . . . . . . . . . . . . . 4%
- ------------------------------------------------------------------------------------------------
5 but less than 6. . . . . . . . . . . . . . . . . . . . . . . . . . . 5%
- ------------------------------------------------------------------------------------------------
4 but less than 5. . . . . . . . . . . . . . . . . . . . . . . . . . . 6%
- ------------------------------------------------------------------------------------------------
3 but less than 4. . . . . . . . . . . . . . . . . . . . . . . . . . . 7%
- ------------------------------------------------------------------------------------------------
2 but less than 3. . . . . . . . . . . . . . . . . . . . . . . . . . . 7%
- ------------------------------------------------------------------------------------------------
1 but less than 2. . . . . . . . . . . . . . . . . . . . . . . . . . . 7%
- ------------------------------------------------------------------------------------------------
less than 1. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7%
- ------------------------------------------------------------------------------------------------
</TABLE>

* AS A PERCENTAGE OF THE AMOUNT OF SUCH PREMIUM THAT WE CONSIDER TO HAVE
BEEN WITHDRAWN (INCLUDING THE WITHDRAWAL CHARGE), AS EXPLAINED IN THE TEXT
IMMEDIATELY BELOW.

Solely for purposes of determining the amount of the withdrawal charge, we
assume that the amount of each withdrawal that exceeds the free withdrawal
amount (together with any associated withdrawal charge) is a withdrawal first
from the earliest premium payment, and then from the next earliest premium
payment, and so forth until all payments have been exhausted. Once a premium
payment has been considered to have been "withdrawn" under these procedures,
that premium payment will not enter into any future withdrawal charge
calculations.

Here's how we deduct the withdrawal charge: We deduct the withdrawal charge
------------------------------------------
proportionally from each variable investment option and each guarantee period
being reduced by the surrender or withdrawal. For example, if 60% of the
withdrawal amount comes from a Growth option and 40% from the V.A. Money Market
option, then we will deduct 60% of the withdrawal charge from the Growth option
and 40% from the V.A. Money Market option. If any such option has insufficient
remaining value to cover the charge, we will deduct any shortfall from all of
your other investment options, pro-rata based on the value in each. If your
contract as a whole has insufficient surrender value to pay the entire charge,
we will pay you no more than the surrender value.

21
<PAGE>

You will find examples of how we compute the withdrawal charge in Appendix B
to this prospectus.

When withdrawal charges don't apply: We don't assess a withdrawal charge in
-----------------------------------
the following situations:

. on amounts applied to an annuity option at the contract's date of
maturity or to pay a death benefit;

. on certain withdrawals if you have elected the rider that waives the
withdrawal charge; and

. on amounts withdrawn to satisfy the minimum distribution requirements
for tax qualified plans. (Amounts above the minimum distribution
requirements are subject to any applicable withdrawal charge,
however.)

How an MVA affects the withdrawal charge: If you make a withdrawal from a
----------------------------------------
guarantee period at a time when the related MVA results in an upward adjustment
in your remaining value, we will calculate the withdrawal charge as if you had
withdrawn that much more. Similarly, if the MVA results in a downward
adjustment, we will compute any withdrawal charge as if you had withdrawn that
much less.

Other charges

We offer, subject to state availability, four optional benefit riders. We
charge a separate monthly charge for each rider selected. At the beginning of
each month, we charge an amount equal to 1/12th of the following annual
percentages:

<TABLE>
<S> <C>
Waiver of withdrawal charge 0.10% of that portion of your
contract's total value attributable
to premiums you contributed and
extra credits credited within 7
years prior to the date of
deduction
- -------------------------------------------------------------------------------
Enhanced death benefit 0.15% of your contract's total
value
- -------------------------------------------------------------------------------
Accumulated value enhancement* 0.35% of your initial premium
payment (we reserve the right to
increase this percentage on a
uniform basis for all riders issued
in the same state)
- -------------------------------------------------------------------------------
Guaranteed retirement income benefit 0.30% of your contract's total
value
- -------------------------------------------------------------------------------
</TABLE>
* If you choose the accumulated value enhancement, you must also choose
the waiver of withdrawal charge.

We deduct the charge proportionally from each of your investment options,
based on your value in each.

22
<PAGE>

HOW CAN I WITHDRAW MONEY FROM MY CONTRACT?

Surrenders and partial withdrawals

Prior to your contract's date of maturity, if the annuitant is living, you
may:

. surrender your contract for a cash payment of its "surrender value,"
or

. make a partial withdrawal of the surrender value.

The "surrender value" of a contract is the total value of a contract, after
any market value adjustment, MINUS the annual contract fee, any applicable
premium tax, any withdrawal charges, and any applicable rider charges. We will
determine the amount surrendered or withdrawn as of the date we receive your
request at the John Hancock Annuity Servicing Office.

Certain surrenders and withdrawals may result in taxable income to you or
other tax consequences as described under "Tax information," beginning on page
39. Among other things, if you make a full surrender or partial withdrawal from
your contract before you reach age 59 1/2, an additional federal penalty of 10%
generally applies to any taxable portion of the withdrawal.

We will deduct any partial withdrawal proportionally from each of your
investment options based on the value in each, unless you direct otherwise.

Without our prior approval, you may not make a partial withdrawal

. for an amount less than $100, or

. if the remaining total value of your contract would be less than
$1,000.

We reserve the right to terminate your contract if the value of your contract
becomes zero.

You generally may not make any surrenders or partial withdrawals once we begin
making payments under an annuity option.

Waiver of withdrawal charge rider

If your state permits, you may purchase an optional waiver of withdrawal
charge rider at the time of application. The "covered persons" under the rider
are the owner and the owner's spouse, unless the owner is a trust. If the owner
is a trust, the "covered persons" are the annuitant and the annuitant's spouse.
Under this rider, we will waive withdrawal charge on any withdrawals, if a
"covered person" has been diagnosed with one of the critical illnesses listed in
the rider, or if all the following conditions apply:

. a covered person become confined to a nursing home beginning at least
30 days after we issue your contract;

23
<PAGE>

. such covered person remains in the nursing home for at least 90
consecutive days receiving nursing care; and

. the covered person's confinement is prescribed by a doctor and
medically necessary because of a covered physical or mental
impairment.

You may not purchase this rider if either of the covered persons (1) is older
than 74 years at application or (2) was confined to a nursing home within the
past two years.

There is a charge for this rider, as set forth under "Other charges" on page
22, above. This rider (and the related charges) will terminate on the
contract's date of maturity, upon your surrendering the contract, or upon your
written request that we terminate it.

For a more complete description of the terms and conditions of this benefit,
you should refer directly to the rider. We will provide you with a copy on
request. In certain marketing materials, this rider may be referred to as
"CARESolutions."

If you purchase this rider:

. you and your immediate family will also have access to a national
program designed to help the elderly maintain their independent
living by providing advice about an array of elder care services
available to seniors, and

. you will have access to a list of long-term care providers in your
area who provide special discounts to persons who belong to the
national program.

Systematic withdrawal plan

Our optional systematic withdrawal plan enables you to preauthorize periodic
withdrawals. If you elect this plan, we will withdraw a percentage or dollar
amount from your contract on a monthly, quarterly, semiannual, or annual basis,
based upon your instructions. Unless otherwise directed, we will deduct the
requested amount from each applicable investment option in the ratio that the
value of each bears to the total value of your contract. Each systematic
withdrawal is subject to any withdrawal charge or market value adjustment that
would apply to an otherwise comparable non-systematic withdrawal. See "How will
the value of my investment in the contract change over time?" beginning on page
14, and "What fees and charges will be deducted from my contract?" beginning on
page 20. The same tax consequences also generally will apply.

The following conditions apply to systematic withdrawal plans:

. You may elect the plan only if the total value of your contract
equals $25,000 or more.

. The amount of each systematic withdrawal must equal at least $100.

24
<PAGE>

. If the amount of each withdrawal drops below $100 or the total value
of your contract becomes less that $5,000, we will suspend the plan
and notify you.

. You may cancel the plan at any time.

. We reserve the right to modify the terms or conditions of the plan at
any time without prior notice.

WHAT HAPPENS IF THE ANNUITANT DIES BEFORE MY CONTRACT'S DATE OF MATURITY?

If the annuitant dies before your contract's date of maturity, we will pay a
death benefit to the contract's beneficiary. If you have named more than one
annuitant, the death benefit will be payable upon the death of the surviving
annuitant prior to the date of maturity.

If your contract has joint owners, each owner will automatically be deemed to
be the beneficiary of the other. This means that any death benefit payable upon
the death of one owner who is the annuitant will be paid to the other owner. In
that case, any other beneficiary you have named would receive the death benefit
only if neither joint owner remains alive at the time the death benefit becomes
payable. (For a description of what happens upon the death of an owner who is
not the annuitant, see "Distribution requirements following death of owner,"
beginning on page 38.)

We will pay a "standard" death benefit, unless you have chosen an "enhanced
death benefit rider," as discussed below.

Standard death benefit

The standard death benefit is the greater of:

. the total value of your contract, adjusted by any then-applicable
market value adjustment, or

. the total amount of premium payments made and extra credits credited,
minus any partial withdrawals and related withdrawal charges.

We calculate the death benefit value as of the day we receive, in proper order
you and your immediate family will also have access toat the John Hancock
Annuity Servicing Office:

. proof of the annuitant's death, and

. any required instructions as to method of settlement.

Unless you have elected an optional method of settlement, we will pay the
death benefit in a single sum to the beneficiary you chose prior to the
annuitant's death. If you have not elected an optional method of settlement,
the beneficiary may do so. However, if the death benefit is

25
<PAGE>

less than $5,000, we will pay it in a lump sum, regardless of any election. You
can find more information about optional methods of settlement under "Annuity
options," beginning on page 37.

Enhanced death benefit rider

If you are under age 80 when you apply for your contract, you may elect to
enhance the standard death benefit by purchasing an enhanced death benefit
rider. Under this rider, if the annuitant dies before the contract's date of
maturity, we will pay the beneficiary the greatest of:

. the amount of each premium you have paid, accumulated at 5% effective
annual interest (less any partial withdrawals you have taken and not
including any interest on such amounts after they are withdrawn);

. the highest total value of your contract (adjusted by any market
value adjustment) as of any anniversary of your contract to date,
PLUS any premium payments you have made since that anniversary, MINUS
any withdrawals you have taken (and any related withdrawal charges)
since that anniversary; or

. the total value of your contract (adjusted by any market value
adjustment) as of the date we receive due proof of the annuitant's
death.

For these purposes, however, we count only those contract anniversaries that
occur (1) BEFORE we receive proof of death and (2) BEFORE the annuitant attains
age 80 1/2.

You may elect this rider ONLY when you apply for the contract and only if this
rider is available in your state. As long as the rider is in effect, you will
pay a monthly charge for this benefit. For a description of this charge, refer
to page 20 under "Other charges." For a more complete description of the terms
and conditions of this benefit, you should refer directly to the rider. We will
provide you with a copy on request.

This rider (and related charges) will terminate on the contract's date of
maturity, upon your surrendering the contract, or upon your written request that
we terminate it.

26
<PAGE>

WHAT OTHER BENEFITS CAN I PURCHASE UNDER A CONTRACT?

In addition to the enhanced death benefit and waiver of withdrawal charge
riders discussed above, we currently make available two other optional benefits
if your state permits and if you are under age 75 when you apply for a contract.
These optional benefits are provided under riders that contain many terms and
conditions not set forth below. Therefore, you should refer directly to each
rider for more complete information. We will provide you with a copy on
request.

Accumulated value enhancement. Under this rider, we will make a contribution
-----------------------------
to the total value of the contract on a monthly basis if the covered person (who
must be the annuitant):

. is unable to perform at least 2 activities of daily living without
human assistance or has a cognitive impairment, and

. is receiving certain qualified services described in the rider.

The amount of the contribution (called the "Monthly Benefit") is shown in the
specifications page of the contract. However, the rider contains an inflation
protection feature that will increase the Monthly Benefit by 5% each year after
the 7th contract year. The specifications page of the contract also contains a
limit on how much the total value of the contract can be increased by this rider
(the "benefit limit"). The rider must be in effect for 7 years before any
increase will occur.

You may elect this rider only when you apply for the contract. You cannot
elect this rider unless you have also elected the waiver of withdrawal charge
rider. There is a monthly charge for this rider. The charge is described under
"Other charges" on page 22.

The rider will terminate if the contract terminates, if the covered person
dies, if the benefit limit is reached, if the owner is the covered person and
the ownership of the contract changes, or if, before annuity payments start, the
total value of the contract falls below an amount equal to 25% of your initial
premium payment. You may cancel the rider by written notice at any time. The
rider charge will terminate when the rider terminates.

If you choose to continue the rider after the contract's date of maturity,
charges for the rider will be deducted from annuity payments and any Monthly
Benefit for which the covered person qualifies will be added to the next annuity
payment.

In certain marketing materials, this rider may be referred to as
"CARESolutions Plus."

27
<PAGE>

Guaranteed retirement income benefit. Under this rider, we will guarantee the
------------------------------------
amount of annuity payments you receive, if the following conditions are
satisfied:

. The date of maturity must be within the 30 day period following a
contract anniversary.

. If the annuitant was age 45 or older on the date of issue, the
contract must have been in effect for at least 10 contract years on
the date of maturity and the date of maturity must be on or after the
annuitant's 60th birthday and on or before the annuitant's 90th
birthday.

. If the annuitant was less than age 45 on the date of issue, the
contract must have been in effect for at least 15 contract years on
the date of maturity and the date of maturity must be on or before
the annuitant's 90th birthday.

You cannot elect this rider at any time after your contract is issued. If you
elect this rider you need not choose to receive the guaranteed income benefit
that it provides. Rather, unless and until such time as you exercise your
option to receive a guaranteed income benefit under this rider, you will
continue to have the option of exercising any other right or option that you
would have under the contract (including withdrawal and annuity payment options)
if the rider had not been added to it.

If you do decide to add this rider to your contract, and if you do ultimately
decide to take advantage of the guaranteed income it provides, we will
automatically provide that guaranteed income in the form of fixed payments under
our "Option A: life annuity with payments for guaranteed period" described
under "Annuity options" on page 37. The guaranteed period will automatically be
a number of years that the rider specifies, based on the annuitant's age at the
annuity date and whether your contract is purchased in connection with a
tax-qualified plan. (These specified periods range from 5 to 10 years.) You
will have no discretion to vary this form of payment, if you choose the
guaranteed income benefit under this rider.

If you exercise your rights under this rider, we guarantee that the amount we
apply to this annuity payment option will be the same amount as if your premium
payments had earned a return prescribed by the rider, rather than the return
they earned in the subaccounts you actually chose. Under this rider, we would
apply that guaranteed amount to the fixed annuity payment option specified in
the rider in the same manner and on the same terms as if you had, in the absence
of this rider, elected to apply total contract value in the same amount to that
same annuity payment option.

There is a monthly charge for this rider, which is described at page 22 under
"Other charges." The rider (and the related charges) automatically terminate if
your contract is surrendered or the annuitant dies. After you've held your
contract for 10 years, you can terminate the rider by written request.

28
<PAGE>

CAN I RETURN MY CONTRACT?

In most cases, you have the right to cancel your contract within 10 days (or
longer in some states and for contracts issued as "IRAs" ) after you receive it.
To cancel your contract, simply deliver or mail it to:

. JHVLICO at the address shown on page 2, or

. the JHVLICO representative who delivered the contract to you.

In most states, you will receive a refund equal to the total value of your
contract on the date of cancellation minus the extra credit deduction (as
defined below), adjusted by any then-applicable market value adjustments and
increased by any charges for premium taxes deducted by us to that date. The
"extra credit deduction" is equal to the lesser of (1) the portion of the total
value of your contract that is attributable to any extra credits and (2) the
amount of all extra credits. Thus, you receive any gain and we bear any loss on
extra credits if you return your contract within the time period specified
above. In some states, or if your contract was issued as an "IRA", you will
receive a refund of any premiums you've paid. The date of cancellation will be
the date we receive the contract.

29
<PAGE>

ADDITIONAL INFORMATION

CONTENTS OF THIS SECTION PAGES TO SEE

Description of JHVLICO . . . . . . . . . . . . . . . . . 31

Who should purchase a contract?. . . . . . . . . . . . . 31

How we support the variable investment options . . . . . 32

How we support the guarantee periods . . . . . . . . . . 32

How the guarantee periods work . . . . . . . . . . . . . 32

The accumulation period. . . . . . . . . . . . . . . . . 34

The annuity period . . . . . . . . . . . . . . . . . . . 35

Variable investment option valuation procedures. . . . . 38

Distribution requirements following death of owner . . . 38

Miscellaneous provisions . . . . . . . . . . . . . . . . 39

Tax information. . . . . . . . . . . . . . . . . . . . . 39

Further information about JHVLICO. . . . . . . . . . . . 44

Management's discussion and analysis . . . . . . . . . . 46

Performance information. . . . . . . . . . . . . . . . . 53

Reports. . . . . . . . . . . . . . . . . . . . . . . . . 54

Voting privileges. . . . . . . . . . . . . . . . . . . . 54

Certain changes. . . . . . . . . . . . . . . . . . . . . 54

Distribution of contracts. . . . . . . . . . . . . . . . 54

Experts. . . . . . . . . . . . . . . . . . . . . . . . . 54

Registration statement . . . . . . . . . . . . . . . . . 54

Condensed Financial Information. . . . . . . . . . . . . 56

JHVLICO financial statements . . . . . . . . . . . . . . 60

Appendix A - Details About Our Guarantee Periods . . . . 77

Appendix B - Example of Withdrawal Charge Calculation. . 81

30
<PAGE>

DESCRIPTION OF JHVLICO

We are JHVLICO, a stock life insurance company organized, in 1979, under the
laws of the Commonwealth of Massachusetts. We have authority to transact
business in all states, except New York. We are a wholly-owned subsidiary of
John Hancock Life Insurance Company ("John Hancock"), a Massachusetts stock life
insurance company. On February 1, 2000, John Hancock Mutual Life Insurance
Company (which was chartered in Massachusetts in 1862) converted to a stock
company by "demutualizing" and changed its name to John Hancock Life Insurance
Company. As part of the demutualization process, John Hancock became a
subsidiary of John Hancock Financial Services, Inc., a newly formed
publicly-traded corporation. John Hancock's home office is at John Hancock
Place, Boston, Massachusetts 02117. At year end 1999, John Hancock's assets were
approximately $ 71 billion and it had invested approximately $575 million in
JHVLICO in connection with JHVLICO's organization and operation.

It is anticipated that John Hancock will from time to time make additional
capital contributions to JHVLICO to enable us to meet our reserve requirements
and expenses in connection with our business. John Hancock is committed to make
additional capital contributions if necessary to ensure that we maintain a
positive net worth.

WHO SHOULD PURCHASE A CONTRACT?

We designed these contracts for individuals doing their own retirement
planning, including purchases under plans and trusts that do not qualify for
special tax treatment under the Internal Revenue Code of 1986 (the "Code"). We
provide general federal income tax information for contracts not purchased in
connection with a tax qualified retirement plan beginning on page 39.

We also designed the contracts for purchase under:

. traditional individual retirement annuity ("IRA") plans satisfying
the requirements of Section 408 of the Code;

. non-deductible IRA plans ("Roth IRAs") satisfying the requirements of
Section 408A of the Code;

. SIMPLE IRA plans adopted under Section 408(p) of the Code;

. Simplified Employee Pension plans ("SEPs") adopted under Section
408(k) of the Code;

. annuity purchase plans adopted under Section 403(b) of the Code by
public school systems and certain other tax-exempt organizations; and

. pension or profit-sharing plans qualified under section 401(a) of
the Code.

When a contract forms part of a tax-qualified plan it becomes subject to
special tax law requirements, as well as the terms of the plan documents
themselves, if any. Additional requirements may apply to plans that cover a
"self-employed individual" or an "owner-employee". Also, in some cases, certain
requirements under "ERISA" (the Employee Retirement Income Security Act of 1974)
may apply. Requirements from any of these sources may, in effect, take
precedence over (and in that sense modify) the rights and privileges that an
owner otherwise would have under a contract. Some such requirements may also
apply to certain retirement plans that are not tax-qualified.

31
<PAGE>

We may include certain requirements from the above sources in endorsements or
riders to the affected contracts. In other cases, we do not. In no event,
however, do we undertake to assure a contract's compliance with all plan, tax
law, and ERISA requirements applicable to a tax-qualified or non tax-qualified
retirement plan. Therefore, if you use or plan to use a contract in connection
with such a plan, you must consult with competent legal and tax advisers to
ensure that you know of (and comply with) all such requirements that apply in
your circumstances.

To accommodate "employer-related" pension and profit-sharing plans, we provide
"unisex" purchase rates. That means the annuity purchase rates are the same for
males and females. Any questions you have as to whether you are participating
in an "employer-related" pension or profit-sharing plan should be directed to
your employer. Any question you or your employer have about unisex rates may be
directed to the John Hancock Annuity Servicing Office.

HOW WE SUPPORT THE VARIABLE INVESTMENT OPTIONS

We hold the Fund shares that support our variable investment options in John
Hancock Variable Annuity Account JF (the "Account"), a separate account
established by JHVLICO under Massachusetts law. The Account is registered as a
unit investment trust under the Investment Company Act of 1940 ("1940 Act").

The Account's assets, including the Trusts' shares, belong to JHVLICO. Each
contract provides that amounts we hold in the Account pursuant to the contracts
cannot be reached by any other persons who may have claims against us.

All of JHVLICO's general assets also support JHVLICO's obligations under the
contracts, as well as all of its other obligations and liabilities. These
general assets consist of all JHVLICO's assets that are not held in the Account
(or in another separate account) under variable annuity or variable life
insurance contracts that give their owners a preferred claim on those assets.

HOW WE SUPPORT THE GUARANTEE PERIODS

All of JHVLICO's general assets (discussed above) support its obligations
under the guarantee periods (as well as all of its other obligations and
liabilities). To hold the assets that support primarily the guarantee periods,
we have established a "non-unitized" separate account. With a non-unitized
separate account, you have no interest in or preferential claim on any of the
assets held in the account. The investments we purchase with amounts you
allocated to the guarantee periods belong to us; any favorable investment
performance on the assets allocated to the guarantee periods belongs to us.
Instead, you earn interest at the guaranteed interest rate you selected,
provided that you don't surrender, transfer, or withdraw your assets prior to
the end of your selected guarantee period.

HOW THE GUARANTEE PERIODS WORK

Amounts you allocate to the guarantee periods earn interest at a guaranteed
rate commencing with the date of allocation. At the expiration of the guarantee
period, we will automatically transfer its total value to the Money Market
option under your contract, unless you elect to:

. withdraw all or a portion of any such amount from the contract,

. allocate all or a portion of such amount to a new guarantee period or
periods of the same or different duration as the expiring guarantee
period, or

. allocate all or a portion of such amount to one or more of the
variable investment options.

You must notify us of any such election, by mailing a request to us at the
John Hancock Annuity Servicing Office at least 30 days prior to the end of the
expiring guarantee period. We will notify you of

32
<PAGE>

the end of the guarantee period at least 30 days prior to its expiration. The
first day of the new guarantee period or other reallocation will begin the day
after the end of the expiring guarantee period.

We currently make available guarantee periods with durations up to ten years.
If you select a guarantee period that extends beyond your contract's date of
maturity, your maturity date will automatically be changed to the annuitant's
95th birthday (or a later date, if we approve). We reserve the right to add or
delete guarantee periods for new allocations to or from those that are available
at any time.

Guaranteed interest rates

Each guarantee period has its own guaranteed rate. We may, at our discretion,
change the guaranteed rate for future guarantee periods. These changes will not
affect the guaranteed rates being paid on guarantee periods that have already
commenced. Each time you allocate or transfer money to a guarantee period, a
new guarantee period, with a new interest rate, begins to run with respect to
that amount. The amount allocated or transferred earns a guaranteed rate that
will continue unchanged until the end of that period. We will not make available
any guarantee period offering a guaranteed rate below 3%.

- ---------------------------------------------------------
We make the final determination of guaranteed rates to
be declared. We cannot predict or assure the level of
any future guaranteed rates.
- ---------------------------------------------------------

You may obtain information concerning the guaranteed rates applicable to the
various guarantee periods, and the durations of the guarantee periods offered at
any time, by calling the John Hancock Annuity Servicing Office at the telephone
number shown on page 2.

Calculation of market value adjustment ("MVA")

If you withdraw, surrender, transfer, or otherwise remove money from a
guarantee period prior to its expiration date, we will apply a market value
adjustment. A market value adjustment also generally applies to:

. death benefits pursuant to your contract,

. amounts you apply to an annuity option, and

. amounts paid in a single sum in lieu of an annuity.

The market value adjustment increases or decreases your remaining value in the
guarantee period. If the value in that guarantee period is insufficient to pay
any negative MVA, we will deduct any excess from the value in your other
investment options pro-rata based on the value in each. If there is
insufficient value in your other investment options, we will in no event pay out
more than the surrender value of the contract. Here is how the MVA works:

- ---------------------------------------------------------------------------
We compare

. the guaranteed rate of the guarantee period from which the
assets are being taken WITH

. the guaranteed rate we are currently offering for guarantee
periods of the same duration as remains on the guarantee period
from which the assets are being taken.

If the first rate exceeds the second by more than 1/2%, the market value
adjustment produces an increase in your contract's value.

If the first rate does not exceed the second by at least 1/2%, the market
value adjustment produces a decrease in your contract's value.
- --------------------------------------------------------------------------

33
<PAGE>

For this purpose, we consider that the amount withdrawn from the guarantee
period includes the amount of any negative MVA and is reduced by the amount of
any positive MVA.

The mathematical formula and sample calculations for the market value
adjustment appear in Appendix A.

THE ACCUMULATION PERIOD

Your value in our variable investment options

Each premium payment, extra credit or transfer that you allocate to a variable
investment option purchases "accumulation units" of that variable investment
option. Similarly, each withdrawal or transfer that you take from a variable
investment option (as well as certain charges that may be allocated to that
option) result in a cancellation of such accumulation units.

Valuation of accumulation units

To determine the number of accumulation units that a specific transaction will
purchase or cancel, we use the following formula:

- -----------------------------------------------
dollar amount of transaction
DIVIDED BY
value of one accumulation unit for the
applicable variable investment option at the
time of such transaction
- -----------------------------------------------

The value of each accumulation unit will change daily depending upon the
investment performance of the Fund that corresponds to that variable investment
option and certain charges we deduct from such investment option. (See below
under "Variable investment option valuation procedures.")

Therefore, at any time prior to the date of maturity, the total value of your
contract in a variable investment option can be computed according to the
following formula:

- --------------------------------------------
number of accumulation units in the
variable investment options
TIMES
value of one accumulation unit for the
applicable variable investment option at
that time
- -------------------------------------------

Your value in the guarantee periods

On any date, the total value of your contract in a guarantee period equals:

. the amount of premium payments, extra credits or transferred amounts
allocated to the guarantee period, MINUS

. the amount of any withdrawals or transfers paid out of the guarantee
period, MINUS

. the amount of any negative market value adjustments resulting from
such withdrawals or transfers, PLUS

. the amount of any positive market value adjustments resulting from
such withdrawals and transfers, MINUS

. the amount of any charges and fees deducted from that guarantee
period, PLUS

. interest compounded daily on any amounts in the guarantee period from
time to time at the effective annual rate of interest we have
declared for that guarantee period.

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<PAGE>

THE ANNUITY PERIOD

Annuity payments are made to the annuitant, if still living. If more than one
annuitant is living at the date of maturity, the payments are made to the
younger of them.

Date of maturity

Your contract specifies the date of maturity, when payments from one of our
annuity options are scheduled to begin. You initially choose a date of maturity
when you complete your application for a contract. Unless we otherwise permit,
the date of maturity must be

. at least 6 months after the date the first premium payment is applied
to your contract, and

. no later than the maximum age specified in your contract (normally
age 95).

Subject always to these requirements, you may subsequently change the date of
maturity. The John Hancock Annuity Servicing Office must receive your new
selection at least 31 days prior to the new date of maturity, however. Also, if
you are selecting or changing your date of maturity for a contract issued under
a tax qualified plan, special limits apply. (See "Contracts purchased for a
tax-qualified plan," beginning on page 41.)

Choosing fixed or variable annuity payments

During the annuity period, the total value of your contract must be allocated
to no more than four investment options. During the annuity period, we do not
offer the guarantee periods. Instead, we offer annuity payments on a fixed
basis as one investment option, and annuity payments on a variable basis for
EACH variable investment option.

We will generally apply (1) amounts allocated to the guarantee periods as of
the date of maturity to provide annuity payments on a fixed basis and (2)
amounts allocated to variable investment options to provide annuity payments on
a variable basis. If you are using more than four investment options on the
date of maturity, we will divide your contract's value among the four investment
options with the largest values (considering all guarantee periods as a single
option), pro-rata based on the amount of the total value of your contract that
you have in each.

We will make a market value adjustment to any remaining guarantee period
amounts on the date of maturity, before we apply such amounts to an annuity
payment option. We will also deduct any premium tax charge.

Once annuity payments commence, you may not make transfers from fixed to
variable or from variable to fixed.

Selecting an annuity option

Each contract provides, at the time of its issuance, for annuity payments to
commence on the date of maturity pursuant to Option A: "life annuity with 10
years guaranteed" (discussed under "Annuity options" on page 37).

Prior to the date of maturity, you may select a different annuity option.
However, if the total value of your contract on the date of maturity is not at
least $5,000, Option A: "life annuity with 10 years guaranteed" will apply,
regardless of any other election that you have made. You may not change the
form of annuity option once payments commence.

35
<PAGE>

If the initial monthly payment under an annuity option would be less than $50,
we may make a single sum payment equal to the total surrender value of your
contract on the date the initial payment would be payable. Such single payment
would replace all other benefits.

Subject to that $50 minimum limitation, your beneficiary may elect an annuity
option if

. you have not made an election prior to the annuitant's death;

. the beneficiary is entitled to payment of a death benefit of at least
$5,000 in a single sum; and

. the beneficiary notifies us of the election prior to the date the
proceeds become payable.

Variable monthly annuity payments

We determine the amount of the first variable monthly payment under any
variable investment option by using the applicable annuity purchase rate for the
annuity option under which the payment will be made. The contract sets forth
these annuity purchase rates. In most cases they vary by the age and gender of
the annuitant or other payee.

The amount of each subsequent variable annuity payment under that variable
investment option depends upon the investment performance of that variable
investment option. Here's how it works:

. we calculate the actual net investment return of the variable
investment option (after deducting all charges) during the period
between the dates for determining the current and immediately
previous monthly payments.

. if that actual net investment return exceeds the "assumed investment
rate" (explained below), the current monthly payment will be larger
than the previous one.

. if the actual net investment return is less than the assumed
investment rate, the current monthly payment will be smaller than the
previous one.

Assumed investment rate

The assumed investment rate for any variable portion of your annuity payments
will be 3 1/2 % per year, except as follows.

You may elect an assumed investment rate of 5% or 6%, provided such a rate is
available in your state. If you elect a higher assumed investment rate, your
initial variable annuity payment will also be higher. Eventually, however, the
monthly variable annuity payments may be smaller than if you had elected a lower
assumed investment rate.

Fixed monthly annuity payments

The dollar amount of each fixed monthly annuity payment is specified during
the entire period of annuity payments, according to the provisions of the
annuity option selected. To determine such dollar amount we first, in
accordance with the procedures described above, calculate the amount to be
applied to the fixed annuity option as of the date of maturity. We then divide
the difference by $1,000 and multiply the result by the greater of

. the applicable fixed annuity purchase rate shown in the appropriate
table in the contract; or

. the rate we currently offer at the time of annuitization. (This
current rate may be based on the sex of the annuitant, unless
prohibited by law.)

36
<PAGE>

Annuity options

Here are some of the annuity options that are available, subject to the terms
and conditions described above. We reserve the right to make available optional
methods of payment in addition to those annuity options listed here and in your
contract.

OPTION A: LIFE ANNUITY WITH PAYMENTS FOR A GUARANTEED PERIOD - We will make
monthly payments for a guaranteed period of 5, 10, or 20 years, as selected by
you or your beneficiary, and after such period for as long as the payee lives.
If the payee dies prior to the end of such guaranteed period, we will continue
payments for the remainder of the guarantee period to a contingent payee,
subject to the terms of any supplemental agreement issued.

Federal income tax requirements currently applicable to contracts used with
H.R. 10 plans and individual retirement annuities provide that the period of
years guaranteed under Option A cannot be any greater than the joint life
expectancies of the payee and his or her designated beneficiary.

OPTION B: LIFE ANNUITY WITHOUT FURTHER PAYMENT ON DEATH OF PAYEE - We will
make monthly payments to the payee as long as he or she lives. We guarantee no
minimum number of payments.

OPTION C: JOINT AND LAST SURVIVOR - We will provide payments monthly,
quarterly, semiannually, or annually, for the payee's life and the life of the
payee's spouse/joint payee. Upon the death of one payee, we will continue
payments to the surviving payee. All payments stop at the death of the
surviving payee.

OPTION D: JOINT AND 1/2 SURVIVOR; OR JOINT AND 2/3 SURVIVOR - We will provide
payments monthly, quarterly, semiannually, and annually for the payee's life and
the life of the payee's spouse/joint payee. Upon the death of one payee, we
will continue payments (reduced to 1/2 or 2/3 the full payment amount) to the
surviving payee. All payments stop at the death of the surviving payee.

OPTION E: LIFE INCOME WITH CASH REFUND - We will provide payments monthly,
quarterly, semiannually, or annually for the payee's life. Upon the payee's
death, we will provide a contingent payee with a lump-sum payment, if the total
payments to the payee were less than the accumulated value at the time of
annuitization. The lump-sum payment, if any, will be for the balance.

OPTION F: INCOME FOR A FIXED PERIOD - We will provide payments monthly,
quarterly, semiannually, or annually for a pre-determined period of time to a
maximum of 30 years. If the payee dies before the end of the fixed period,
payments will continue to a contingent payee until the end of the period.

OPTION G: INCOME OF A SPECIFIC AMOUNT - We will provide payments for a
specific amount. Payments will stop only when the amount applied and earnings
have been completely paid out. If the payee dies before receiving all the
payments, we will continue payments to a contingent payee until the end of the
contract.

With Options A, B, C, and D, we offer both fixed and/or variable annuity
payments. With Options E, F, and G, we offer only fixed annuity payments.
Payments under Options F and G must continue for 10 years, unless your contract
has been in force for 5 years or more.

If the payee is more than 85 years old on the date of maturity, the following
two options are not available without our consent:

. Option A: "life annuity with 5 years guaranteed" and

. Option B: "life annuity without further payment on the death of
payee."

37
<PAGE>

VARIABLE INVESTMENT OPTION VALUATION PROCEDURES

We compute the net investment return and accumulation unit values for each
variable investment option as of the end of each business day. A business day
is any date on which the New York Stock Exchange is open for regular trading.
Each business day ends at the close of regular trading for the day on that
exchange. Usually this is 4:00 p.m., Eastern time. On any date other than a
business day, the accumulation unit value or annuity unit value will be the same
as the value at the close of the next following business day.

DISTRIBUTION REQUIREMENTS FOLLOWING DEATH OF OWNER

If you did not purchase your contract under a tax qualified plan (as that term
is used below), the Code requires that the following distribution provisions
apply if you die. We summarize these provisions in the adjacent box. (If your
contract has joint owners, these provisions apply upon the death of the first to
die.)

In most cases, these provisions do not cause a problem if you are also the
annuitant under your policy. If you have designated someone other than yourself
as the annuitant, however, your heirs will have less discretion than you would
have had in determining when and how the contract's value would be paid out.

The Code imposes very similar distribution requirements on contracts used to
fund tax qualified plans. We provide the required provisions for tax qualified
plans in separate disclosures and endorsements.

Notice of the death of an owner or annuitant should be furnished promptly to
the John Hancock Annuity Servicing Office.

- ---------------------------------------------------------
IF YOU DIE BEFORE ANNUITY PAYMENTS HAVE BEGUN:

. if the contract's designated beneficiary is
your surviving spouse, your spouse may continue
the contract in force as the owner.

. if the beneficiary is not your surviving spouse
OR if the beneficiary is your surviving spouse
but chooses not to continue the contract, the
entire interest (as discussed below) in the
contract on the date of your death must be:

(1) paid out in full within five years of your
death or

(2) applied in full towards the purchase of a life
annuity on the beneficiary with payments
commencing within one year of your death

If you are the annuitant, as well as the owner, the
entire interest in the contract on the date of your death
equals the death benefit that then becomes payable. If
you are the owner but not the annuitant, the entire
interest equals

. the surrender value if paid out in full within
five years of your death, or

. the total value of your contract applied in
full towards the purchase of a life annuity on
the beneficiary with payments commencing within
one year of your death.

IF YOU DIE ON OR AFTER ANNUITY PAYMENTS HAVE BEGUN

. any remaining amount that we owe must be paid
out at least as rapidly as under the method of
making annuity payments that is then in use.
- ----------------------------------------------------------

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<PAGE>

MISCELLANEOUS PROVISIONS

Assignment; change of owner or beneficiary

To qualify for favorable tax treatment, certain contracts can't be sold;
assigned; discounted; or pledged as collateral for a loan, as security for
the performance of an obligation, or for any other purpose, unless the owner is
a trustee under section 401(a) of the Internal Revenue Code.

Subject to these limits, while the annuitant is alive, you may designate
someone else as the owner by written notice to the John Hancock Annuity
Servicing Office. You choose the beneficiary in the application for the
contract. You may change the beneficiary by written notice no later than
receipt of due proof of the death of the annuitant. Changes of owner or
beneficiary will take effect when we receive them, whether or not you or the
annuitant is then alive. However, these changes are subject to:

. the rights of any assignees of record and

. certain other conditions referenced in the contract.

An assignment, pledge, or other transfer may be a taxable event. See "Tax
information" below. Therefore, you should consult a competent tax adviser
before taking any such action.

TAX INFORMATION

Our income taxes

We are taxed as a life insurance company under the Internal Revenue Code (the
"Code"). The Account is taxed as part of our operations and is not taxed
separately.

The contracts permit us to deduct a charge for any taxes we incur that are
attributable to the operation or existence of the contracts or the Account.
Currently, we do not anticipate making a charge for such taxes. If the level
of the current taxes increases, however, or is expected to increase in the
future, we reserve the right to make a charge in the future.

Contracts not purchased to fund a tax qualified plan

Undistributed gains

We believe the contracts will be considered annuity contracts under Section 72
of the Code. This means that, ordinarily, you pay no federal income tax on any
gains in your contract until we actually distribute assets to you.

However, a contract owned other than by a natural person does not generally
qualify as an annuity for tax purposes. Any increase in value therefore would
constitute ordinary taxable income to such an owner in the year earned.

39
<PAGE>

Annuity payments

When we make payments under a contract in the form of an annuity, each payment
will result in taxable ordinary income to the payee, to the extent that each
such payment exceeds an allocable portion of your "investment in the contract"
(as defined in the Code). In general, your "investment in the contract" equals
the aggregate amount of premium payments you have made over the life of the
contract, reduced by any amounts previously distributed from the contract that
were not subject to tax.

The Code prescribes the allocable portion of each such annuity payment to be
excluded from income according to one formula if the payments are variable and a
somewhat different formula if the payments are fixed. In each case, speaking
generally, the formula seeks to allocate an appropriate amount of the investment
in the contract to each payment. After the entire "investment in the contract"
has been distributed, any remaining payment is fully taxable.

Surrenders and withdrawals before date of maturity

When we make a single sum payment from a contract, you have ordinary taxable
income, to the extent the payment exceeds your "investment in the contract"
(discussed above). Such a single sum payment can occur, for example, if you
surrender your contract or if no annuity payment option is selected for a death
benefit payment.

When you take a partial withdrawal from a contract, including a payment under
a systematic withdrawal plan, all or part of the payment may constitute taxable
ordinary income to you. If, on the date of withdrawal, the total value of your
contract exceeds the investment in the contract, the excess will be considered
"gain" and the withdrawal will be taxable as ordinary income up to the amount of
such "gain". Taxable withdrawals may also be subject to the special penalty tax
for premature withdrawals as explained below. When only the investment in the
contract remains, any subsequent withdrawal made before the date of maturity
will be a tax-free return of investment. If you assign or pledge any part of
your contract's value, the value so pledged or assigned is taxed the same way as
if it were a partial withdrawal.

For purposes of determining the amount of taxable income resulting from a
single sum payment or a partial withdrawal, all annuity contracts issued by
JHVLICO or its affiliates to the owner within the same calendar year will be
treated as if they were a single contract.

Penalty for premature withdrawals

The taxable portion of any withdrawal or single sum payment may also trigger
an additional 10% penalty tax. The penalty tax does not apply to payments made
to you after age 59 1/2, or on account of your death or disability. Nor will it
apply to withdrawals in substantially equal periodic payments over the life of
the payee (or over the joint lives of the payee and the payee's beneficiary).

Accumulated value enhancement rider

If you have elected the accumulated value enhancement rider, the Internal
Revenue Service might take the position that each charge associated with this
rider is deemed a withdrawal from the contract which would be subject to income
tax and, if you have not yet attained age 59 1/2, the special 10% penalty tax
for withdrawals from contracts before the age of 59 1/2. You should consult a
competent tax adviser before electing this rider.

Diversification requirements

Each of the Funds of the Trusts intends to qualify as a regulated investment
company under Subchapter M of the Code and meet the investment diversification
tests of Section 817(h) of the Code and the underlying regulations. Failure to
do so could result in current taxation to you on gains in your contract for the
year in which such failure occurred and thereafter.

The Treasury Department or the Internal Revenue Service may, at some future
time, issue a

<PAGE>

ruling or regulation presenting situations in which it will deem contract owners
to exercise "investor control" over the Fund shares that are attributable to
their contracts. The Treasury Department has said informally that this could
limit the number or frequency of transfers among variable investment options.
This could cause you to be taxed as if you were the direct owner of your
allocable portion of Fund shares. We reserve the right to amend the contracts
or the choice of investment options to avoid, if possible, current taxation to
the owners.

Contracts purchased for a tax qualified plan

We have no responsibility for determining whether a particular retirement plan
satisfies the applicable requirements of the Code or whether a particular
employee is eligible for inclusion under a plan.

Withholding on rollover distributions

The tax law requires us to withhold 20% from certain distributions from tax
qualified plans. We do not have to make the withholding, however, if you
rollover your entire distribution to another plan and you request us to pay it
directly to the successor plan. Otherwise, the 20% mandatory withholding will
reduce the amount you can rollover to the new plan, unless you add funds to the
rollover from other sources. Consult a qualified tax adviser before making such
a distribution.

Contracts purchased as traditional IRAs

A traditional individual retirement annuity (as defined in Section 408 of the
Code) generally permits an eligible purchaser to make annual contributions which
cannot exceed the lesser of (a) 100% of compensation includable in your gross
income, or (b) $2,000 per year. You may also purchase an IRA contract for the
benefit of your spouse (regardless of whether your spouse has a paying job).
You can generally contribute up to $2,000 for each of you and your spouse (or,
if less, your combined compensation).

You may be entitled to a full deduction, a partial deduction or no deduction
for your traditional IRA contribution on your federal income tax return. The
amount of your deduction is based on the following factors:

. whether you or your spouse is an active participant in an employer
sponsored retirement plan,

. your federal income tax filing status, and

. your "Modified Adjusted Gross Income".

Your traditional IRA deduction is subject to phase out limits, based on your
Modified Adjusted Gross Income, which are applicable according to your filing
status and whether you or your spouse are active participants in an employer
sponsored retirement plan. You can still contribute to a traditional IRA even
if your contributions are not deductible.

If you have made any non-deductible contributions to an IRA contract, all or
part of any withdrawal or surrender proceeds, single sum death benefit or any
annuity payment, may be excluded from your taxable income when you receive the
proceeds. In general, all other amounts paid out from a traditional IRA
contract (in the form of an annuity, a single sum, or partial withdrawal), are
taxable to the payee as ordinary income. As in the case of a contract not
purchased under a tax-qualified plan, you may incur additional adverse tax
consequences if you make a surrender or withdrawal before you reach age 59 1/2
(unless certain exceptions apply similar to those described above for such
non-qualified contracts).

The tax law requires that annuity payments under a traditional IRA contract
begin no later than April 1 of the year following the year in which the owner
attains age 70 1/2.

<PAGE>

Contracts purchased as Roth IRAs

In general, you may make purchase payments of up to $2,000 each year for a
type of non-deductible IRA contract, known as a Roth IRA. Any contributions made
during the year for any other IRA you have will reduce the amount you otherwise
could contribute to a Roth IRA. Also, the $2000 maximum for a Roth IRA phases
out for single taxpayers with adjusted gross incomes between $95,000 and
$110,000, for married taxpayers filing jointly with adjusted gross incomes
between $150,000 and $160,000, and for a married taxpayer filing separately with
adjusted gross income between $0 and $10,000.

If you hold your Roth IRA for at least five years the payee will not owe any
federal income taxes or early withdrawal penalties on amounts paid out from the
contract:

. after you reach age 59 1/2,

. on your death or disability, or

. to qualified first-time homebuyers (not to exceed a lifetime
limitation of $10,000) as specified in the Code.

The Code treats payments you receive from Roth IRAs that do not qualify for
the above tax free treatment first as a tax-free return of the contributions you
made. However, any amount of such non-qualifying payments or distributions that
exceed the amount of your contributions is taxable to you as ordinary income and
possibly subject to the 10% penalty tax.

You can convert a traditional IRA to a Roth IRA, unless

. you have adjusted gross income over $100,000, or

. you are a married taxpayer filing a separate return.

The $2,000 Roth IRA contribution limit does not apply to converted amounts.

You must, however, pay tax on any portion of the converted amount that would
have been taxed if you had not converted to a Roth IRA. No similar limitations
apply to rollovers from one Roth IRA to another Roth IRA.

Contracts purchased under SIMPLE IRA plans

In general, a small business employer may establish a SIMPLE IRA retirement
plan if the employer employed 100 or fewer employees earning at least $5,000
during the preceding year. As an eligible employee of the business, you may
make pre-tax contibutions to the SIMPLE IRA plan. You may specify the
percentage of compensation that you want to contribute under a qualified salary
reduction arrangement, provided the amount does not exceed certain contribution
limits (currently $6,000 a year). Your employer must elect to make a matching
contribution of up to 3% of your compensation or a non-elective contribution
equal to 2% of your compensation.

Contracts purchased under Simplified Employee Pension plans (SEPs)

SEPs are employer sponsored plans that may accept an expanded rate of
contributions from one or more employers. Employer contributions are flexible,
subject to certain limits under the Code, and are made entirely by the business
owner directly to a SEP-IRA owned by the employee. Contributions are
tax-deductible by the business owner and are not includable in income by
employees until withdrawn. The maximum amount that may be contributed to an SEP
is the lesser of 15% of compensation or the IRS compensation limit for the year
($170,000 for the year 2000).

<PAGE>

Contracts purchased under Section 403(b) plans

Under these tax-sheltered annuity arrangements, public school systems and
certain tax-exempt organizations can make premium payments into contracts owned
by their employees that are not taxable currently to the employee.

The amount of such non-taxable contributions each year:

. is limited by a maximum (called the "exclusion allowance") that is
computed in accordance with a formula prescribed under the Code;

. may not, together with all other deferrals the employee elects under
other tax-qualified plans, exceed $10,500 (subject to cost of living
increases); and

. is subject to certain other limits (described in Section 415 of the
Code).

When we make payments from a 403(b) contract on surrender of the contract,
partial withdrawal, death of the annuitant, or commencement of an annuity
option, the payee ordinarily must treat the entire payment as ordinary taxable
income.

Moreover, the Code prohibits distributions from a 403(b) contract before the
employee reaches age 59 1/2, except:

. on the employee's separation from service, death, or disability,

. with respect to distributions of assets held under a 403(b) contract
as of December 31, 1988, and

. transfers and exchanges to other products that qualify under Section
403(b).

Contracts purchased for pension and profit sharing plans qualified under
Section 401(a)

In general, an employer may deduct from its taxable income premium payments it
makes under a qualified pension or profit-sharing plan described in Section
401(a) of the Code. Employees participating in the plan generally do not have to
pay tax on such contributions when made. Special requirements apply if a 401(a)
plan covers an employee classified under the Code as a "self-employed
individual" or as an "owner-employee."

Annuity payments (or other payments, such as upon withdrawal, death or
surrender) generally constitute taxable income to the payee; and the payee must
pay income tax on the amount by which a payment exceeds its allocable share of
the employee's "investment in the contract" (as defined in the Code), if any.
In general, an employee's "investment in the contract" equals the aggregate
amount of premium payments made by the employee.

The non-taxable portion of each annuity payment is determined, under the Code,
according to one formula if the payments are variable and a somewhat different
formula if the payments are fixed. In each case, speaking generally, the
formula seeks to allocate an appropriate amount of the investment in the
contract to each payment. Favorable procedures may also be available to
taxpayers who had attained age 50 prior to January 1, 1986.

IRS required minimum distributions to the employee must begin no later than
April 1 of the year following the year in which the employee reaches age 70 1/2
or, if later, retires.

Contracts purchased for "top-heavy" plans

Certain plans may fall within the definition of "top-heavy plans" under
Section 416 of the Code. This can happen if the plan holds a significant amount
of its assets for the benefit of "key employees" (as defined in the Code). You
should consider whether your plan meets the definition. If so, you should take
care to consider the special limitations applicable to

<PAGE>

top-heavy plans and the potentially adverse tax consequences to key employees.

Tax-free rollovers

The discussion above covers certain fully or partially tax-free "rollovers"
from a regular IRA to a Roth IRA. You may also make a tax-free rollover from:

. a traditional IRA to another traditional IRA,

. any tax-qualified plan to a traditional IRA, and

. any tax-qualified plan to another tax-qualified plan of the same type
(i.e. 403(b) to 403(b), corporate plan to corporate plan, etc.)

We do not have to withhold tax if you roll over your entire distribution and
you request us to pay it directly to the successor plan. Otherwise, 20%
mandatory withholding will apply and reduce the amount you can roll over to the
new plan, unless you add funds to the rollover from other sources. Consult a
qualified tax adviser before taking such a distribution.

See your own tax adviser

The above description of Federal income tax consequences to owners of and
payees under contracts, and of the different kinds of tax qualified plans which
may be funded by the contracts, is only a brief summary and is not intended as
tax advice. The rules under the Code governing tax qualified plans are extremely
complex and often difficult to understand. Changes to the tax laws may be
enforced retroactively. Anything less than full compliance with the applicable
rules, all of which are subject to change from time to time, can have adverse
tax consequences. The taxation of an annuitant or other payee has become so
complex and confusing that great care must be taken to avoid pitfalls. For
further information you should consult a qualified tax adviser.

FURTHER INFORMATION ABOUT JHVLICO

Description of JHVLICO

We are JHVLICO, a stock life insurance company, organized in 1979 under the
laws of the Commonwealth of Massachusetts. JHVLICO commenced operations in
1980. Currently, JHVLICO writes variable and universal life insurance policies
and variable annuity contracts in all states except New York. JHVLICO is
wholly-owned by John Hancock Life Insurance Company (formerly known as John
Hancock Mutual Life Insurance Company, hereinafter referred to as "JHLICO" or
"John Hancock"), a life insurance company organized under the laws of
Massachusetts in 1862. Pursuant to a Plan of Reorganization approved by the
policyholders of John Hancock and the Commonwealth of Massachusetts Division of
Insurance, effective February 1, 2000, John Hancock converted from a mutual life
insurance company to a stock life insurance company (i.e. demutualized) and
became a wholly owned subsidiary of John Hancock Financial Services, Inc. which
is a holding company. In connection with the reorganization, John Hancock
changed its name to John Hancock Life Insurance Company. In addition, on
February 1, 2000, John Hancock Financial Services, Inc. completed its initial
public offering price of $17 per share. At December 31, 1999, JHVLICO had $74.8
billion of life insurance in force.

JHVLICO markets its policies through

. John Hancock's sales organization, which includes a career agency
system composed of company-supported independent general agencies
and,

. various unaffiliated broker-dealers and certain financial
institutions with which John Hancock and JHVLICO have sales
agreements.

<PAGE>

In 1993, JHVLICO acquired Colonial Penn Annuity and Life Insurance Company and
renamed it John Hancock Life Insurance Company of America. On March 5, 1998,
the name of the company was changed from John Hancock Life Insurance Company of
America to Investors Partner Life Insurance Company ("IPL"). At December 31,
1998, IPL's principal business consisted of a run-off of a block of single
premium whole life insurance. More information about IPL is contained in Note 2
to JHVLICO's Financial Statements, beginning on page 64.

Selected financial data

You should read the following financial data for JHVLICO along with

. "Management's Discussion and Analysis of Financial Condition and
Results of Operations", immediately following this section, and

. JHVLICO's financial statements and the notes to the financial
statements, beginning on page 60.

Past results do not necessarily indicate future results. The selected
financial data and financial statements have been prepared on the basis of
accounting practices prescribed or permitted by the Commonwealth of
Massachusetts Division of Insurance and in conformity with the practices of the
National Association of Insurance Commissioners ("NAIC") ("statutory accounting
practices."). See Note 1 to JHVLICO's financial statements, beginning on page
61, for additional information about the accounting practices.

SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>

Year ended Year ended Year ended Year ended Year ended
December 31, December 31, December 31, December 31, December 31,
1999 1998 1997 1996 1995
(in millions) (in millions) (in millions) (in millions) (in millions)
------------- ------------- ------------- ------------ -------------
<S> <C> <C> <C> <C> <C>
INCOME STATEMENT DATA
Premiums $ 950.8 $ 1,272.3 $ 872.7 $ 820.6 $ 570.9
Net investment income 136.0 122.8 89.7 76.1 62.1
Other income, net 605.4 618.1 449.1 427.7 98.7
--------- --------- --------- -------- ---------
TOTAL REVENUES $ 1,692.2 2,013.2 1,411.5 1,324.4 731.7
Total benefits and expenses $ 1,573.6 1,963.9 1,342.5 1,249.0 672.2
Income tax expense 42.9 33.1 38.5 38.6 28.4
Net realized capital gains (losses) (1.7) (0.6) (3.0) (1.5) 0.5
Net gain 74.0 $ 15.6 $ 27.5 $ 35.3 $ 31.6
--------- --------- --------- -------- ---------
BALANCE SHEET DATA
Total assets $10,613.0 $ 8,599.0 $ 6,521.5 $4,567.8 $ 3,446.3
Total obligations 10,216.0 8,268.2 6,199.8 4,284.7 3,197.6
--------- --------- --------- -------- ---------
Total stockholder's equity 397.0 $ 330.8 $ 321.7 $ 283.1 $ 248.7
</TABLE>

45
<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS

Financial condition

During the past fiscal year, JHVLICO's total assets grew primarily due to the
growth in the total assets of the JHVLICO's separate accounts due to increased
sales of variable life and variable annuity products as well as market
appreciation on separate account assets as a result of strong market
performance.

Likewise, its total obligations grew. Total stockholder's equity also grew
during this period. The following chart shows percentage growth in total
assets, total obligations and total stockholder's equity for the twelve-month
period ended December 31, 1999:

<TABLE>
<CAPTION>
Year ended Year ended
December 31, December 31,
1999 1998
(in millions) (in millions) % change
------------- ------------- --------
<S> <C> <C> <C>
Total assets - JHVLICO $10,613.0 $ 8,599.0 23.4%
Total assets - JHVLICO separate accounts $ 8,268.2 $ 6,595.2 25.4%
Total obligations - JHVLICO $10,216.0 $ 8,268.2 23.6%
Total obligations - JHVLICO separate accounts $ 8,261.6 $ 6,589.4 25.4%
Total stockholder's equity $ 397.0 $ 330.8 20.0%

</TABLE>

Separate account assets and liabilities consist primarily of the fund balances
associated with JHVLICO's variable life and annuity business. The asset holdings
include fixed income, equity, growth, total return, real estate, global, and
international mutual funds with liabilities representing amounts due to
policyholders.

During the 1998 fiscal year, a similar pattern of growth occurred. It is
shown on the following chart:

<TABLE>
<CAPTION>
Year ended Year ended
December 31, December 31,
1998 1997
(in millions) (in millions) % change
------------- ------------- --------
<S> <C> <C> <C>
Total assets - JHVLICO $ 8,599.0 $ 6,521.5 31.9%
Total assets - JHVLICO separate accounts $ 6,595.2 $ 4,691.1 40.6%
Total obligations - JHVLICO $ 8,268.2 $ 6,199.8 33.4%
Total obligations - JHVLICO separate accounts $ 6,589.4 $ 4,685.7 40.6%
Total stockholder's equity $ 330.8 $ 321.7 2.8%
</TABLE>

JHVLICO's bond portfolio remains highly diversified. It maintains the
diversity of its bond portfolio by:

. investing in a wide variety of geographic regions and industry
groups, and

. limiting the size of individual investment relative to the total
portfolio.

<PAGE>

JHVLICO invests new money predominantly in long-term investment grade
corporate bonds. As a result, 86.0% of JHVLICO's general account bonds were
investment grade bonds, and 9.8% were medium grade bonds as of December 31,
1999. The corresponding percentages as of December 31, 1998, were 86.1% and
10.8%, respectively. For medium grade bonds, JHVLICO invests mostly in private
placements that provide long-term financing for medium size companies. These
bonds typically are protected by individually negotiated financial covenants
and/or collateral. As of December 31, 1999, the remaining 4.2% of JHVLICO's
total general account bonds consisted of lower grade bonds and bonds in default.
Bonds in default represent 0.8% of JHVLICO's general account bonds.

Management believes JHVLICO's commercial mortgage lending practices continue
to be strong. JHVLICO generally makes mortgage loans against properties with
proven track records and high occupancy levels. Typically, JHVLICO does not
make construction or condominium loans nor lend more than 75% of the property's
value at the time of the loan. JHVLICO uses a computer based mortgage risk
analysis system in managing the credit risk related to its mortgage loans.

JHVLICO has outstanding commitments to purchase long-term bonds and issue real
estate mortgages totaling $15.4 million and $3.5 million, respectively, at
December 31, 1999. The corresponding amounts at December 31, 1998 were $5.9
million and $24.8 million, respectively. JHVLICO monitors the creditworthiness
of borrowers under long-term bond commitments and requires collateral as deemed
necessary. If funded, loans related to real estate mortgages would be fully
collateralized by the related properties. Most of the commitments at December
31, 1999 expire in 2000.

Reserves and obligations

JHVLICO's obligations consist primarily of aggregate reserves for life
policies and annuity contracts. As of December 31, 1999, JHVLICO's general
account reserves totaled $1,866.6 million and its separate account obligations
totaled $8,261.6 million. As of December 31, 1998, the corresponding amounts
were $1,652.0 million and $6,589.4 million, respectively. JHVLICO computes
these liabilities in accordance with commonly accepted actuarial standards. Its
actuarial assumptions are in accordance with, or more conservative than, those
called for in state regulations. Total reserves meet the requirements of
Massachusetts insurance laws.

Every year, JHVLICO performs reserve adequacy testing, usually during the
fourth quarter. Intensive asset adequacy testing was performed in 1999 for the
vast majority of reserves. During 1999 and 1998, JHVLICO made no refinements to
reserves.

JHVLICO's investment reserves include the asset valuation reserve ("AVR") and
interest maintenance reserve ("IMR") required by the NAIC and state insurance
regulatory authorities. The AVR stabilizes statutory surplus from non-interest
related fluctuations in the market value of bonds, stocks, mortgage loans, real
estate and other invested assets. The AVR generally captures realized and
unrealized capital gains or losses on such assets, other than those resulting
from interest rate changes.

Each year, the amount of an insurer's AVR will fluctuate as the non-interest
related capital gains and/ or losses are absorbed by the reserve. To adjust for
such changes over time, an annual contribution must be made to the AVR equal to
20% of the difference between the AVR reserve objective (as determined annually
according to the type and quality of an insurer's assets) and the actual AVR.

<PAGE>

JHVLICO includes the AVR in its obligations. Its AVR was $23.1 million at
December 31, 1999, and $21.9 million as of December 31, 1998. During 1998,
JHVLICO made a voluntary contribution of $0.7 million to the AVR. Such
contributions may result in a slower rate of growth of, or a reduction to,
stockholder's equity. During 1999, there have been no voluntary contributions
to the AVR. Changes in the AVR are accounted for as direct increases or
decreases in stockholder's equity. The impact of the AVR on JHVLICO's
stockholder's equity position will depend, in part, on JHVLICO's investment
portfolio.

The IMR captures realized capital gains and losses (net of taxes) on fixed
income investments (primarily bonds and mortgage loans) resulting from changes
in interest rate levels. JHVLICO does not reflect these amounts in its
stockholder equity account but amortizes them into net investment income over
the estimated remaining lives of the investments disposed. At December 31, 1999
and December 31, 1998, JHVLICO's IMR balance was $7.4 million and $10.7 million,
respectively. The impact on the IMR on JHVLICO's stockholder's equity depends
upon the amount of future interest related capital gains and losses on fixed
income investments.

Results of operations

1999 compared to 1998

Net gains from operations, before net realized capital gains/losses, totaled
$75.7 million in 1999, a $59.5 million increase over 1998. The increase in the
net gain is due principally to continued growth in the annuity line of business
within JHVLICO. This line of business had a growth in net gain of $25.6 million
due to higher separate account fees and expense allowances on business reinsured
with John Hancock. The remaining $33.9 million increase in net gain is due to
the Universal Life line of business which had higher net investment income and
lower premium taxes during 1999 compared with 1998.

During 1999, total revenues decreased by 15.9% (or $321.0 million) to $1,692.2
million. Premium, net of premium ceded to reinsurers, decreased by 25.3% (or
$321.5 million) to $950.8 million. This decrease in premium is primarily due to
large single premium ($340.0 million) bank owned life insurance sales that
occurred during 1998 which have not recurred during 1999. Net investment income
increased by 10.7% (or $13.2 million) to $136.0 million. This increase is
primarily due to a 4.6% (or $4.4 million) increase in gross income on long-term
bonds, and a 25.3% (or $6.3 million) increase in gross income on commercial and
agricultural mortgages. The increases can both be attributed to an increased
asset base. Other income decreased by $12.7 million primarily as a result of
reserve adjustments on reinsurance ceded.

During 1999, total benefits and expenses decreased by 19.9% (or $390.3
million) to $1,573.6 million. Benefit payments and additions to reserves
decreased by 25.5% (or $422.9 million) to $1,238.7 million. This decrease is
primarily the result of a bank owned life insurance reserve increase in 1998 of
$380.1 million that did not recur in 1999. Insurance expenses increased by
14.7% (or $40.2 million) to $314.4 million. This consists of an $11.3 million
increase in commission expenses resulting from the sale of new and renewal
business, and a $28.9 million increase in the expenses of providing services to
policyholders.

1998 compared to 1997

Net gain from operations , before net realized capital losses, totaled $16.2
million in 1998, $14.3 million lower than in 1997. A net loss of $9.8 million
in 1998 resulting from the individual annuity line of business contributed
significantly to this decrease in operating gain. First year commissions and
taxes on sales of $340.0 million of bank owned life insurance further diminished
the gain.

<PAGE>

During 1998, total revenues increased by 42.6% (or $601.7 million) to $2,013.2
million. Premium, net of premium ceded to reinsurers, increased by 45.8% (or
$399.6 million) to $1,272.3 million. This increase is principally due to the
sale of a single-premium bank owned life insurance policy with a premium of
$340.0 million. Net investment income increased by 36.9% (or $33.1 million) to
$122.8 million. This increase is primarily due to a 47.8% (or $31.0 million)
increase in gross income on long-term bonds, and a 27.8% (or $5.4 million)
increase in gross income on commercial mortgages. The increases can both be
attributed to an increased asset base. Other income increased by $169.0 million
as a result of reserve adjustments on reinsurance ceded.

During 1998, total benefits and expenses increased by 46.3% (or $621.4
million) to $1,963.9 million. Benefit payments and additions to reserves
increased by 52.4% (or $571.4 million) to $1,661.6 million. This increase is
largely the result of an increase in reserves of $297.4 million associated with
the sale of bank owned life insurance. Insurance expenses increased by 17.6%
(or $41.0 million) to $274.2 million. This consists of a $27.3 million increase
in commission expenses resulting from the sale of new and renewal business, and
a $13.7 million increase in the expenses of providing services to policyholders.

Liquidity and capital resources

JHVLICO's liquidity resources for the past two fiscal years were as follows:

<TABLE>
<CAPTION>
Year ended Year ended
December 31, December 31,
1999 1998
Type of Investments (in millions) (in millions)
------------------- ------------- -------------
<S> <C> <C>
Cash and short-term investments $ 250.1 $ 19.9
Public bonds $ 454.1 $ 461.9
Investment-grade private placement bonds $ 609.4 $ 619.9
</TABLE>

In addition, JHVLICO's separate accounts are highly liquid and available to
meet most outflow needs for variable life insurance.

JHVLICO's management believes the liquidity resources of $1,313.6 million as
of December 31, 1999, strongly position JHVLICO to meet all its obligations to
policyholders and others. Funds provided by normal operations generally satisfy
JHVLICO's financing needs. There were no outstanding borrowings as of December
31, 1999. As of December 31, 1998, JHVLICO had $61.9 million in outstanding
borrowings from an affiliate. Total surplus, also know as stockholder's equity,
plus the AVR, amounted to $420.1 million as of December 31, 1999, and $352.7
million as of December 31, 1998. The current statutory accounting treatment of
taxes for deferred acquisition costs ("DAC taxes") currently results in a
reduction to JHVLICO's surplus. This reduction will persist during periods of
growth in new business. DAC taxes result from federal income tax law that
approximates acquisition expenses, and then spreads the corresponding tax
deduction over a period of years. As a result, the DAC tax is collected
immediately and subsequently returned through tax deductions in later years.

Since it began operations, JHVLICO has received a total of $576.7 million in
capital contributions from John Hancock, of which $572.4 million is credited to
paid-in capital and $2.5 million was credited to capital stock as of December
31, 1999. In 1993, JHVLICO returned $1.8 million of capital to John Hancock.
To support JHVLICO's operations, for the indefinite future, John Hancock will
continue to make capital contributions, if necessary, to ensure that JHVLICO
maintains shareholder's equity of at least $1.0 million. JHVLICO's
stockholder's equity, net of unassigned deficit, amounted to $397.0 million at
December 31, 1999 and $330.8 million at December 31, 1998.

In December, 1992, the NAIC approved risk-based capital ("RBC") standards for
life insurance companies. It also approved a model act (the "RBC Model Act") to
apply such standards at the state level.

<PAGE>

The RBC Model Act requires life insurers to submit an annual RBC report
comparing the company's total adjusted capital (statutory surplus plus AVR,
voluntary investment reserves, and one-half the apportioned dividend liability)
with its risk-based capital as calculated by an RBC formula. The formula takes
into account the risk characteristics of the company's investments and products.
Insurance regulators use the formula as an early warning tool to identify
possible weakly capitalized companies for purposes of initiating further
regulatory action, not as a means to rank insurers. As of December 31, 1999,
JHVLICO's total adjusted capital as defined by the NAIC was well in excess of
the RBC standards.

Reinsurance

To reduce its exposure to large losses under its insurance policies, JHVLICO
enters into reinsurance arrangements with its parent, John Hancock, and other
non-affiliated insurance companies. For more information about JHVLICO's
reinsurance arrangements, see Notes 5 and 7 of the Notes to Financial
Statements.

Separate Accounts

State laws permit insurers to establish separate accounts in which to hold
assets backing certain policies or contracts, including variable life insurance
policies and variable annuity contracts. The insurance company maintains the
investments in each separate account apart from other separate accounts and the
general account. The investment results of the separate account assets are
passed through directly to the account's policyholders or contract owners. The
insurance company derives certain fees from, but bears no investment risk on,
these assets. Other than amounts derived from or otherwise attributable to
JHVLICO's general account, assets of its separate accounts are not available to
fund the liabilities of its general account.

Competition

The life insurance business is highly competitive. There are approximately
1,300 stock and other types of insurers in the life/health insurance business in
the United States. According to the July, 1999 issue of Best's Review
Life/Health, JHVLICO ranks 82nd in terms of net premiums written during 1998.
JHVLICO's parent, JHLICO, ranks 9th.

Best's Company Report, dated June 1, 1999, affirms JHVLICO's financial
stability rating from A.M. Best Company, Inc. of A++, its highest, based on the
strength of its parent company and the capital guarantee discussed below.
Standard & Poor's Corporation and Duff & Phelps Credit Rating Company have
assigned insurance claims-paying ability ratings to JHVLICO of AA+ and AAA,
respectively, which place JHVLICO in the second highest and highest categories,
respectively, by these rating agencies. Moody's Investors Service, Inc. has
assigned JHVLICO a financial strength rating of Aa2, which is its third highest
rating.

Employees and Facilities

JHLICO provides JHVLICO with personnel, property, and facilities for the
performance of certain of JHVLICO's corporate functions. John Hancock annually
determines a fee for these services and facilities based on a number of criteria
which were revised in 1999, 1998 and 1997 to reflect continuing changes in
JHVLICO's operations. The amount of service fee charged to JHVLICO was $188.3
million, $157.5 million, and $123.6 million in 1999, 1998 and 1997,
respectively.

Transactions with John Hancock

As indicated, property, personnel and facilities are provided, at a service
fee, by JHLICO for purposes of JHVLICO's operations, and the two companies have
entered into certain reinsurance arrangements. In addition, JHLICO has
contributed all of JHVLICO's capital, of which $1.8 million of paid-in capital
was returned to JHLICO during 1993. It is expected that arrangements and
transactions such as the foregoing will continue in the future to an
indeterminate extent. (See Notes 2 and 5 of the Notes to Financial Statements.)

<PAGE>

JHLICO receives no additional compensation for its services as underwriter
and distributor of the contracts issued by JHVLICO. See Note 5 of JHVLICO's
Notes to Financial Statements for additional information.

Legal Proceedings

In the normal course of its business operations, JHVLICO is involved with
litigation from time to time with claimants, beneficiaries and others, and a
number of litigation matters were pending as of December 31, 1999. JHVLICO does
not believe that this ordinary routine litigation or any other matters that are
currently pending, either individually or in the aggregate, will have a material
adverse effect on its business, financial condition or results of operations.

Over the past several years, companies engaged in the life insurance business
have faced extensive claims, including class-action lawsuits, alleging improper
marketing and sales of individual life insurance policies or annuities. On
December 31, 1997, the United States District Court for the District of
Massachusetts approved settlement of a nationwide class action lawsuit regarding
sales practices against John Hancock, JHVLICO and John Hancock Distributors,
Inc. (Duhaime, et al v. John Hancock Mutual Life Insurance Company, John Hancock
Variable Life Insurance Company and John Hancock Distributors, Inc.)

During 1999, in conjunction with this settlement, JHVLICO recorded a related
reserve of $194.9 million representing our share of the settlement and received
a capital contribution from John Hancock of $194.9 million. The reserve held at
December 31, 1999 amounted to $136.5 million. Given the uncertainties
associated with estimating the reserve, it is reasonably possible that the final
cost of the settlement could differ materially from the amounts presently
provided for by JHVLICO. John Hancock and JHVLICO will continue to update their
estimate of the final cost of the settlement as the claims are processed and
more specific information is developed, particularly as the actual cost of the
claims subject to alternative dispute resolution becomes available. However,
based on information available at this time, and the uncertainties associated
with the final claim processing and alternative dispute resolution, the range of
any additional costs related to the settlement cannot be reasonably estimated.
If JHVLICO's share of the settlement increases, John Hancock will contribute
additional capital to JHVLICO so that JHVLICO's total stockholder's equity
would not be impacted.

Regulations

JHVLICO complies with extensive state regulation in the jurisdictions in which
it does business. This extensive state regulation along with proposals to adopt
a federal regulatory framework may in the future adversely affect JHVLICO's
ability to sustain adequate returns. JHVLICO's business also could be adversely
affected by:

. changes in state law relating to asset and reserve valuation
requirements;

. limitations on investments and risk-based capital requirements; and,

. at the federal level, laws and regulations that may affect certain
aspects of the insurance industry.

States levy assessments against John Hancock companies as a result of
participation in various types of state guaranty associations, state insurance
pools for the uninsured or other arrangements.

Regulators have discretionary authority to limit or prohibit an insurer from
issuing new business to policyholders if the regulators determine that

. such insurer is not maintaining minimum statutory surplus or capital,
or

. further transaction of business would be hazardous to the
policyholders.

<PAGE>

Based upon their current or anticipated levels if statutory surplus and the
volume of their new sales, JHVLICO and its affiliates do not believe regulations
will limit their issuance of new insurance business.

Although the federal government does not directly regulate the business of
insurance, federal initiatives often have an impact on the business in a variety
of ways. Current and proposed federal laws and regulations may significantly
affect the insurance business by removing barriers preventing banks from
engaging in the insurance business, limiting medical testing for insurability,
changing the tax laws affecting the taxation of insurance companies and
insurance products, and prohibiting the use of gender in determining insurance
and pension rates and benefits. Such initiatives could impact the relative
desirability of various personal investment vehicles.

Directors

The directors and executive officers of JHVLICO are as follows:

<TABLE>
<CAPTION>
Name Age Position with JHVLICO Other business within past 5 years
---- --- --------------------- ----------------------------------
<S> <C> <C>
David D'Alessandro, 49 Chairman President, Chief Operations Officer, and Chief Executive
Director Officer-Elect, John Hancock Life Insurance Company
Michele G. Van Leer, 42 Vice Chairman & President Senior Vice President, Life Product Management, John
Director Hancock
Robert S. Paster, 47 Vice President Second Vice President, Direct Distribution, John Hancock
Director
Robert R. Reitano, 49 Vice President & CIO Vice President, Investment Policy & Research, John
Director Hancock
Barbara L. Luddy, 48 Vice President & Actuary Senior Vice President, Financial Reporting & Analysis,
Director John Hancock
Bruce M. Jones 42 Vice President Vice President, Annuity Product Management, John
Director Hancock; Prior to July, 1999, Senior Vice President &
Chief Operation Officer, Phoenix Home Life Insurance
Company; Vice President, Marketing Department, Phoenix
Home Life Insurance Company
Ronald J. Bocage, 54 Vice President & Counsel Vice President & Counsel, Insurance and Separate Account
Director Products Division, John Hancock
Thomas J. Lee, 45 Vice President Vice President, Life Product and Systems Management,
Director John Hancock
Paul J. Strong 53 Vice President Vice President, Retail Life Product Management, John
Director Hancock; Prior to September, 1999, Senior Vice President,
Product Management, Jefferson Pilot Financial Insurance
Company; Senior Vice President, Marketing, Chubb Life
Insurance Company of America
Daniel L. Ouellette 50 Vice President Senior Vice President, Retail Marketing, John Hancock
Patrick F. Smith 57 Controller Senior Associate Controller, Controller's Department, John
Hancock
Julie H. Indge 46 Treasurer Financial Officer, Financial Sector Management, John
Hancock
Peter H. Scavongelli 42 Secretary State Compliance Officer, John Hancock
</TABLE>

<PAGE>

Executive Compensation

Executive officers of JHVLICO also serve one or more of the affiliated
companies of JHLICO. Allocations have been made as to each individual's time
devoted to his or her duties as an executive officer of JHVLICO.

The following table provides information on the allocated compensation paid to
the chief executive officer for 1999. There were no executive officers of
JHVLICO whose allocated compensation exceeded $100,000 during 1999. Directors
of JHVLICO receive no compensation in addition to their compensation as
employees of JHLICO.

<TABLE>
<CAPTION>
Annual Compensation Long-Term Compensation
---------------------------- -------------------------------
Name Title Salary Bonus Other LTIP All Other
---- ----- ------ ----- ----- ---- ---------
<S> <C> <C> <C> <C> <C> <C>
David F. D'Alessandro Chairman $29,723 $19,320 $1,912 $32,362 $0

</TABLE>

PERFORMANCE INFORMATION

We may advertise total return information about investments made in the
variable investment options. We refer to this information as "Account level"
performance. In our Account level advertisements, we usually calculate total
return for 1, 5, and 10 year periods or since the beginning of the applicable
variable investment option. Total return at the Account level is the percentage
change between

. the value of a hypothetical investment in a variable investment
option at the beginning of the relevant period, and

. the value at the end of such period.

At the Account level, total return reflects adjustments for

. the mortality and expense risk charges,

. the annual contract fee, and

. any withdrawal charge payable if the owner surrenders his contract at
the end of the relevant period.

Total return at the Account level does not, however, reflect any premium tax
charges or any charges for optional benefit riders. Total return at the Account
level will be lower than that at the Trust level where comparable charges are
not deducted.

We may also advertise total return in a non-standard format in conjunction
with the standard format described above. The non-standard format is generally
the same as the standard format except that it will not reflect any withdrawal
charge and it may be for additional durations.

We may advertise "current yield" and "effective yield" for investments in the
Money Market investment option. CURRENT YIELD refers to the income earned on
your investment in the Money Market investment option over a 7-day period and
then annualized. In other words, the income earned in the period is assumed to
be earned every 7 days over a 52-week period and stated as a percentage of the
investment.

EFFECTIVE YIELD is calculated in a similar manner but, when annualized, the
income earned by your investment is assumed to be reinvested and thus compounded
over the 52-week period. Effective yield will be slightly higher than current
yield because of this compounding effect of reinvestment.

<PAGE>

Current yield and effective yield reflect all the recurring charges at the
Account level, but will not reflect any premium tax, any withdrawal charge, or
any charge for optional benefit riders.

REPORTS

At least annually, we will send you (1) a report showing the number and value
of the accumulation units in your contract and (2) the financial statements of
the Trusts.

VOTING PRIVILEGES

At meetings of the Trusts' shareholders, we will generally vote all the shares
of each Fund that we hold in the Account in accordance with instructions we
receive from the owners of contracts that participate in the corresponding
variable investment option.

CERTAIN CHANGES

We reserve the right, subject to applicable law, including any required
shareholder approval,

. to transfer assets that we determine to be your assets from the
Account to another separate account or investment option by
withdrawing the same percentage of each investment in the Account
with proper adjustments to avoid odd lots and fractions,

. to add or delete variable investment options,

. to change the underlying investment vehicles,

. to operate the Account in any form permitted by law, and

. to terminate the Account's registration under the 1940 Act, if such
registration should no longer be legally required.

Unless otherwise required under applicable laws and regulations, notice to or
approval of owners will not be necessary for us to make such changes.

DISTRIBUTION OF CONTRACTS

John Hancock Funds, Inc. ("JHFI") acts as principal distributor of the
contracts sold through this prospectus. JHFI is registered as a broker-dealer
under the Securities Exchange Act of 1934 and a member of the National
Association of Securities Dealers, Inc. Its address is 101 Huntington Avenue,
Boston, Massachusetts 02199.

You can purchase a contract through broker-dealers and certain financial
institutions who have entered into selling agreements with JHFI and JHVLICO and
whose representatives are authorized by applicable law to sell annuity products.
We do not expect the compensation to such broker-dealers and financial
institutions to exceed 8.0% of premium payments (on a present value basis).
For limited periods of time, we may pay additional compensation to
broker-dealers as part of special sales promotions. We offer these contracts on
a continuous basis, but neither JHVLICO nor JHFI is obligated to sell any
particular amount of contracts. We reimburse JHFI for direct and indirect
expenses actually incurred in connection with the marketing and sale of these
contracts. JHFI is a subsidiary of John Hancock Life Insurance Company.

EXPERTS

Ernst & Young LLP, independent auditors, have audited the financial statements
of John Hancock Variable Life Insurance Company that appear herein and the
financial statements of the Account that appear in the Statement of Additional
Information, which also is a part of the registration statement that contains
this prospectus. Those financial statements are included in the registration
statement in reliance upon Ernst & Young's reports given upon the firm's
authority as experts in accounting and auditing.

<PAGE>

REGISTRATION STATEMENT

JHVLICO complies with the reporting requirements of the Securities Act of
1934. You can get more details from the SEC upon payment of prescribed fees or
through the SEC's internet web site (www.sec.gov).

This prospectus omits certain information contained in the registration
statement that we filed with the SEC. Among other things, the registration
statement contains a "Statement of Additional Information" that we will send you
without charge upon request. The Table of Contents of the Statement of
Additional Information lists the following subjects that it covers:

page of SAI
VARIATIONS IN CHARGES................................... 2
DISTRIBUTION............................................ 2
CALCULATION OF PERFORMANCE DATA......................... 2
CALCULATION OF ANNUITY PAYMENTS......................... 4
ADDITIONAL INFORMATION ABOUT DETERMINING UNIT VALUES.... 7
PURCHASES AND REDEMPTIONS OF FUND SHARES................ 7
THE ACCOUNT............................................. 8
DELAY OF CERTAIN PAYMENTS............................... 8
LIABILITY FOR TELEPHONE TRANSFERS....................... 8
VOTING PRIVILEGES....................................... 9
FINANCIAL STATEMENTS.................................... 10

<PAGE>

CONDENSED FINANCIAL INFORMATION
JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

The following table provides selected data for Revolution accumulation shares
for the first year of operation, beginning on August 10, 1999, for each
investment option that was available through the contracts on December 31, 1999.

<TABLE>
<CAPTION>
Year Ended
December 31,
1999
<S> <C>
V.A. SOVEREIGN INVESTORS
Accumulation share value:
Beginning of period......................................................... $15.78
End of period.............................................................. $16.19
Number of Accumulation Shares outstanding at end of period.................. 130,910
V.A. CORE EQUITY
Accumulation share value:
Beginning of period......................................................... --
End of period.............................................................. --
Number of Accumulation Shares outstanding at end of period.................. --
AGGRESSIVE BALANCED
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $10.66
Number of Accumulation Shares outstanding at end of period.................. 3,836
FIDELITY VIP CONTRAFUND(R)
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $11.61
Number of Accumulation Shares outstanding at end of period.................. 237,990
EQUITY INDEX
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $22.54
Number of Accumulation Shares outstanding at end of period.................. 76,098
LARGE CAP VALUE CORE
Accumulation share value:
Beginning of period.........................................................
End of period.............................................................. $10.31
Number of Accumulation Shares outstanding at end of period.................. 92,493
V.A. FINANCIAL INDUSTRIES
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $14.25
Number of Accumulation Shares outstanding at end of period.................. 113,876
LARGE CAP AGGRESSIVE GROWTH
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $11.97
Number of Accumulation Shares outstanding at end of period.................. 178,388
FIDELITY VIP GROWTH
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $12.04
Number of Accumulation Shares outstanding at end of period.................. 205,097
MFS GROWTH
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $12.36
Number of Accumulation Shares outstanding at end of period.................. 158,192
</TABLE>

56
<PAGE>

<TABLE>
<CAPTION>
Year Ended
December 31,
1999
<S> <C>
LARGE/MID CAP VALUE
Accumulation share value:
Beginning of period......................................................... $10.00
End of period............................................................. $10.43
Number of Accumulation Shares outstanding at end of period.................. 64,904
MID CAP BLEND
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $11.11
Number of Accumulation Shares outstanding at end of period.................. 1,696
AIM V.I. VALUE
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $11.77
Number of Accumulation Shares outstanding at end of period.................. 302,772
MFS RESEARCH
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $11.86
Number of Accumulation Shares outstanding at end of period.................. 73,452
AIM V.I. GROWTH
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $12.30
Number of Accumulation Shares outstanding at end of period.................. 102,211
FUNDAMENTAL MID CAP GROWTH
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $15.39
Number of Accumulation Shares outstanding at end of period................... 38,912
SMALL/MID CAP CORE
Accumulation share value:
Beginning of period......................................................... $11.00
End of period.............................................................. 12.73
Number of Accumulation Shares outstanding at end of period.................. 9,532
SMALL/MID CAP VALUE
Accumulation share value:
Beginning of period......................................................... --
End of period.............................................................. --
Number of Accumulation Shares outstanding at end of period.................. --
SMALL/MID CAP GROWTH
Accumulation share value:
Beginning of period......................................................... $18.07
End of period.............................................................. $18.98
Number of Accumulation Shares outstanding at end of period.................. 14,779
SMALL CAP GROWTH
Accumulation share value:
Beginning of period......................................................... $14.27
End of period.............................................................. $21.19
Number of Accumulation Shares outstanding at end of period.................. 59,529
MFS NEW DISCOVERY
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $15.26
Number of Accumulation Shares outstanding at end of period.................. 36,557
</TABLE>

57
<PAGE>

<TABLE>
<CAPTION>
Year Ended
December 31,
1999
<S> <C>
GLOBAL BALANCED
Accumulation share value:
Beginning of period......................................................... $12.24
End of period.............................................................. $12.98
Number of Accumulation Shares outstanding at end of period.................. 5,361
TEMPLETON INTERNATIONAL
Accumulation share value (1):
Beginning of period......................................................... $10.00
End of period.............................................................. $11.02
Number of Accumulation Shares outstanding at end of period.................. 30,062
INTERNATIONAL EQUITY
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $12.06
Number of Accumulation Shares outstanding at end of period.................. 11,123
FIDELITY VIP OVERSEAS
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $12.48
Number of Accumulation Shares outstanding at end of period.................. 30,517
TEMPLETON DEVELOPING MARKETS
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $11.86
Number of Accumulation Shares outstanding at end of period.................. 13,735
SHORT TERM BOND
Accumulation share value:
Beginning of period......................................................... $12.34
End of period.............................................................. $12.48
Number of Accumulation Shares outstanding at end of period.................. 15,433
BOND INDEX
Accumulation share value:
Beginning of period......................................................... $9.65
End of period.............................................................. $9.63
Number of Accumulation Shares outstanding at end of period.................. 47,232
V.A. BOND
Accumulation share value:
Beginning of period......................................................... $11.94
End of period.............................................................. $20.49
Number of Accumulation Shares outstanding at end of period.................. 51,454
V.A. STRATEGIC INCOME
Accumulation share value:
Beginning of period......................................................... $12.25
End of period.............................................................. $12.62
Number of Accumulation Shares outstanding at end of period.................. 58,942
HIGH YIELD BOND
Accumulation share value:
Beginning of period......................................................... $10.00
End of period.............................................................. $10.27
Number of Accumulation Shares outstanding at end of period.................. 48,898
V.A. MONEY MARKET
Accumulation share value:
Beginning of period......................................................... $1.11
End of period.............................................................. $1.12
Number of Accumulation Shares outstanding at end of period.................. 1,379,705
</TABLE>

58
<PAGE>

REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

To the Directors and Policyholders
John Hancock Variable Life Insurance Company

We have audited the accompanying statutory-basis statements of financial
position of John Hancock Variable Life Insurance Company as of December 31, 1999
and 1998, and the related statutory-basis statements of operations and
unassigned deficit and cash flows for the years then ended. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with auditing standards generally
accepted in the 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. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

As described in Note 1 to the financial statements, the Company presents its
financial statements in conformity with accounting practices prescribed or
permitted by the Commonwealth of Massachusetts Division of Insurance, which
practices differ from accounting principles generally accepted in the United
States. The variances between such practices and accounting principles generally
accepted in the United States also are described in Note 1. The effects on the
financial statements of these variances are not reasonably determinable but are
presumed to be material.

In our opinion, because of the effects of the matter described in the
preceding paragraph, the financial statements referred to above do not present
fairly, in conformity with accounting principles generally accepted in the
United States, the financial position of John Hancock Variable Life Insurance
Company at December 31, 1999 and 1998, or the results of its operations or its
cash flows for the years then ended.

However, in our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of John Hancock
Variable Life Insurance Company at December 31, 1999 and 1998, and the results
of its operations and its cash flows for the years then ended in conformity with
accounting practices prescribed or permitted by the Commonwealth of
Massachusetts Division of Insurance.

ERNST & YOUNG LLP

Boston, Massachusetts
March 10, 2000

<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

STATUTORY-BASIS STATEMENTS OF FINANCIAL POSITION

<TABLE>
<CAPTION>
DECEMBER 31,
---------------------
1999 1998
---------- -----------
(IN MILLIONS)
<S> <C> <C>
ASSETS
Bonds--Note 6 . . . . . . . . . . . . . . . . . . . . $ 1,216.3 $1,185.8
Preferred stocks . . . . . . . . . . . . . . . . . . 35.9 36.5
Common stocks . . . . . . . . . . . . . . . . . . . . 3.2 3.1
Investment in affiliates . . . . . . . . . . . . . . 80.7 81.7
Mortgage loans on real estate--Note 6 . . . . . . . . 433.1 388.1
Real estate . . . . . . . . . . . . . . . . . . . . . 25.0 41.0
Policy loans . . . . . . . . . . . . . . . . . . . . 172.1 137.7
Cash items:
Cash in banks . . . . . . . . . . . . . . . . . . 27.2 11.4
Temporary cash investments . . . . . . . . . . . . 222.9 8.5
--------- --------
250.1 19.9

Premiums due and deferred . . . . . . . . . . . . . . 29.9 32.7
Investment income due and accrued . . . . . . . . . . 33.2 29.8
Other general account assets . . . . . . . . . . . . 65.3 47.5
Assets held in separate accounts . . . . . . . . . . 8,268.2 6,595.2
--------- --------

Total assets . . . . . . . . . . . . . . . . . . . . $10,613.0 $8,599.0
========= ========

OBLIGATIONS AND STOCKHOLDER'S EQUITY
Obligations
Policy reserves . . . . . . . . . . . . . . . . . . $ 1,866.6 $1,652.0
Federal income and other taxes payable--Note 1 . . 67.3 44.3
Other general account obligations . . . . . . . . . 219.0 150.9
Transfers from separate accounts, net . . . . . . . (221.6) (190.3)
Asset valuation reserve--Note 1 . . . . . . . . . . 23.1 21.9
Obligations related to separate accounts . . . . . 8,261.6 6,589.4
--------- --------
Total obligations . . . . . . . . . . . . . . . . .
10,216.0 8,268.2

Stockholder's equity
Common Stock, $50 par value; authorized 50,000
shares; issued and outstanding 50,000 shares. . . 2.5 2.5
Paid-in capital . . . . . . . . . . . . . . . . . . 572.4 377.5
Unassigned deficit--Note 10 . . . . . . . . . . . . (177.9) (49.2)
--------- --------
Total stockholder's equity . . . . . . . . . . . . 397.0 330.8
--------- --------

Total obligations and stockholder's equity . . . . . $10,613.0 $8,599.0
========= ========
</TABLE>

The accompanying notes are an integral part of the statutory-basis financial
statements.

60
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

STATUTORY-BASIS STATEMENTS OF OPERATIONS AND UNASSIGNED DEFICIT

<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
1999 1998
--------- ---------
(IN MILLIONS)
<S> <C> <C>
INCOME
Premiums . . . . . . . . . . . . . . . . . . . . . . . . . . $ 950.8 $1,272.3
Net investment income--Note 3 . . . . . . . . . . . . . . . 136.0 122.8
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . 605.4 618.1
-------- --------
1,692.2 2,013.2

BENEFITS AND EXPENSES
Payments to policyholders and beneficiaries . . . . . . . . 349.9 301.4
Additions to reserves to provide for future payments to
policyholders and beneficiaries . . . . . . . . . . . . . 888.8 1,360.2
Expenses of providing service to policyholders and
obtaining new insurance--Note 5 . . . . . . . . . . . . . . 314.4 274.2
State and miscellaneous taxes. . . . . . . . . . . . . . . . 20.5 28.1
-------- --------
1,573.6 1,963.9
-------- --------
Gain from operations before federal income. . . . . . . . .
taxes and net realized capital losses. . . . . . . . . . . 118.6 49.3
Federal income taxes--Note 1 . . . . . . . . . . . . . . . . 42.9 33.1
-------- --------
Gain from operations before net realized capital losses 75.7 16.2
Net realized capital losses--Note 4 . . . . . . . . . . . . (1.7) (0.6)
-------- --------
Net income . . . . . . . . . . . . . . . . . . . . . . . 74.0 15.6

Unassigned deficit at beginning of year . . . . . . . . . . (49.2) (58.3)
Net unrealized capital losses and other adjustments--Note 4. (3.8) (6.0)
Other reserves and adjustments--Note 10 . . . . . . . . . . (198.9) (0.5)
-------- --------

Unassigned deficit at end of year . . . . . . . . . . . $ (177.9) $ (49.2)
======== ========
</TABLE>

The accompanying notes are an integral part of the statutory-basis financial
statements.

61
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

STATUTORY-BASIS STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
-----------------------
1999 1998
-------- --------
(IN MILLIONS)
<S> <C> <C>

Cash flows from operating activities:
Insurance premiums . . . . . . . . . . . . . . $ 958.5 $1,275.3
Net investment income . . . . . . . . . . . 134.2 118.2
Benefits to policyholders and beneficiaries . (321.6) (275.5)
Dividends paid to policyholders . . . . . . . . . (25.6) (22.3)
Insurance expenses and taxes . . . . . . . . . (344.8) (296.9)
Net transfers to separate accounts . . . . . . . (705.3) (874.4)
Other, net . . . . . . . . . . . . . . . . . . 540.6 551.3
-------- --------
NET CASH PROVIDED FROM OPERATIONS . . . . . . 236.0 475.7
-------- --------
Cash flows used in investing activities:
Bond purchases . . . . . . . . . . . . . . . . (240.7) (618.8)
Bond sales . . . . . . . . . . . . . . . . . . 108.3 340.7
Bond maturities and scheduled redemptions . . 78.4 111.8
Bond prepayments . . . . . . . . . . . . . . . 18.7 76.5
Stock purchases . . . . . . . . . . . . . . . (3.9) (23.4)
Proceeds from stock sales . . . . . . . . . . 3.6 1.9
Real estate purchases . . . . . . . . . . . . (2.2) (4.2)
Real estate sales . . . . . . . . . . . . . . 17.8 2.1
Other invested assets purchases . . . . . . . (4.5) 0.0
Mortgage loans issued. . . . . . . . . . . . . (70.7) (145.5)
Mortgage loan repayments . . . . . . . . . . . 25.3 33.2
Other, net . . . . . . . . . . . . . . . . . . (68.9) (435.2)
-------- --------
NET CASH USED IN INVESTING ACTIVITIES . . . . (138.8) (660.9)
-------- --------

Cash flows from financing activities:

Capital contribution . . . . . . . . . . . . . 194.9
Net (decrease) increase in short-term note
payable. . . . . . . . . . . . . . . . . . . (61.9) 61.9
-------- --------
NET CASH PROVIDED FROM FINANCING ACTIVITIES . . 133.0 61.9
-------- --------
INCREASE (DECREASE) IN CASH AND TEMPORARY CASH
INVESTMENTS 230.2

Cash and temporary cash investments at beginning
of year. . . . . . . . . . . . . . . . . . . . . 19.9 143.2
-------- --------
CASH AND TEMPORARY CASH INVESTMENTS AT END OF
YEAR. . . . . . . . . . . . . . . . . . . . . $ 250.1 $ 19.9
======== ========

</TABLE>

The accompanying notes are an integral part of the statutory-basis financial
statements.

62
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS

1. NATURE OF OPERATIONS AND SIGNIFICANT ACCOUNTING PRACTICES

John Hancock Variable Life Insurance Company (the Company) is a wholly-owned
subsidiary of John Hancock Life Insurance Company (formerly John Hancock Mutual
Life Insurance Company) (John Hancock). The Company, domiciled in the
Commonwealth of Massachusetts, principally writes variable and universal life
insurance policies. Those policies primarily are marketed through John
Hancock's sales organization, Signator Insurance Agency, which includes a career
agency system composed of Company-supported independent general agencies and a
direct brokerage system that markets directly to external independent brokers.
Policies also are sold through various unaffiliated securities broker-dealers
and certain other financial institutions. Currently, the Company writes
business in all states except New York.

The preparation of financial statements requires management to make estimates
and assumptions that affect amounts reported in the financial statements and
accompanying notes. Such estimates and assumptions could change in the future
as more information becomes known, which could impact the amounts reported and
disclosed herein.

Basis of Presentation

The financial statements have been prepared using accounting practices
prescribed or permitted by the Commonwealth of Massachusetts Division of
Insurance and in conformity with the practices of the National Association of
Insurance Commissioners (NAIC), which practices differ from generally accepted
accounting principles (GAAP).

The significant differences from GAAP include: (1) policy acquisition costs
are charged to expense as incurred rather than deferred and amortized in
relation to future estimated gross profits; (2) policy reserves are based on
statutory mortality, morbidity, and interest requirements without consideration
of withdrawals and Company experience; (3) certain assets designated as
"nonadmitted assets" are excluded from the balance sheet by direct charges to
surplus; (4) reinsurance recoverables are netted against reserves and claim
liabilities rather than reflected as an asset; (5) bonds held as available for
sale are recorded at amortized cost or market value as determined by the NAIC
rather than at fair value; (6) an Asset Valuation Reserve and Interest
Maintenance Reserve as prescribed by the NAIC are not calculated under GAAP.
Under GAAP, realized capital gains and losses are reported in the income
statement on a pretax basis as incurred and investment valuation allowances are
provided when there has been a decline in value deemed other than temporary; (7)
investments in affiliates are carried at their net equity value with changes in
value being recorded directly to unassigned deficit rather than consolidated in
the financial statements; (8) no provision is made for the deferred income tax
effects of temporary differences between book and tax basis reporting; and (9)
certain items, including modifications to required policy reserves resulting
from changes in actuarial assumptions, are recorded directly to unassigned
deficit rather than being reflected in income. The effects of the foregoing
variances from GAAP have not been determined but are presumed to be material.

The significant accounting practices of the Company are as follows:

Pending Statutory Standards

During March 1998, the NAIC adopted codified statutory accounting principles
("Codification") effective January 1, 2001. Codification will likely change, to
some extent, prescribed statutory accounting practices and may result in changes
to the accounting practices that the Company uses to prepare its statutory-basis
financial statements. Codification will require adoption by the various states
before it becomes the prescribed statutory basis of accounting for insurance
companies domesticated within those states. Accordingly, before Codification
becomes effective for the Company, the Commonwealth of Massachusetts must adopt
Codification as the prescribed basis of accounting on which domestic insurers
must report their statutory-basis results to the Division

63
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS--(CONTINUED)

of Insurance. At this time, it is anticipated that the Commonwealth of
Massachusetts will adopt Codification effective January 1, 2001. The impact of
any such changes on the Company's unassigned deficit is not expected to be
material.

Revenues and Expenses

Premium revenues are recognized over the premium-paying period of the policies
whereas expenses, including the acquisition costs of new business, are charged
to operations as incurred and policyholder dividends are provided as paid or
accrued.

Cash and Temporary Cash Investments

Cash includes currency on hand and demand deposits with financial
institutions. Temporary cash investments are short-term, highly-liquid
investments both readily convertible to known amounts of cash and so near
maturity that there is insignificant risk of changes in value because of changes
in interest rates.

Valuation of Assets

General account investments are carried at amounts determined on the following
bases:

Bond and stock values are carried as prescribed by the NAIC; bonds generally
at amortized amounts or cost, preferred stocks generally at cost and common
stocks at fair value. The discount or premium on bonds is amortized using the
interest method.

Investments in affiliates are included on the statutory equity method.

Loan-backed bonds and structured securities are valued at amortized cost using
the interest method including anticipated prepayments. Prepayment assumptions
are obtained from broker dealer surveys or internal estimates and are based on
the current interest rate and economic environment. The retrospective
adjustment method is used to value all such securities except for interest-only
securities, which are valued using the prospective method.

The net interest effect of interest rate and currency rate swap transactions
is recorded as an adjustment of interest income as incurred. The initial cost
of interest rate cap agreements is amortized to net investment income over the
life of the related agreement. Gains and losses on financial futures contracts
used as hedges against interest rate fluctuations are deferred and recognized in
income over the period being hedged.

Mortgage loans are carried at outstanding principal balance or amortized cost.

Investment real estate is carried at depreciated cost, less encumbrances.
Depreciation on investment real estate is recorded on a straight-line basis.
Accumulated depreciation amounted to $1.9 million in 1999 and $3.0 million in
1998.

Real estate acquired in satisfaction of debt and real estate held for sale are
carried at the lower of cost or fair value.

Policy loans are carried at outstanding principal balance, not in excess of
policy cash surrender value.

64
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS--(CONTINUED)

Asset Valuation and Interest Maintenance Reserves

The Asset Valuation Reserve (AVR) is computed in accordance with the
prescribed NAIC formula and represents a provision for possible fluctuations in
the value of bonds, equity securities, mortgage loans, real estate and other
invested assets. Changes to the AVR are charged or credited directly to the
unassigned deficit.

The Company also records the NAIC prescribed Interest Maintenance Reserve
(IMR) that represents that portion of the after tax net accumulated unamortized
realized capital gains and losses on sales of fixed income securities,
principally bonds and mortgage loans, attributable to changes in the general
level of interest rates. Such gains and losses are deferred and amortized into
income over the remaining expected lives of the investments sold. At December
31, 1999, the IMR, net of 1999 amortization of $2.3 million, amounted to $7.4
million, which is included in policy reserves. The corresponding 1998 amounts
were $2.4 million and $10.7 million, respectively.

Goodwill

The excess of cost over the statutory book value of the net assets of life
insurance business acquired was $8.9 million and $11.4 million at December 31,
1999 and 1998, respectively, and generally is amortized over a ten-year period
using a straight-line method.

Separate Accounts

Separate account assets and liabilities reported in the accompanying
statements of financial position represent funds that are separately
administered, principally for variable life insurance policies, and for which
the contractholder, rather than the Company, generally bears the investment
risk. Separate account obligations are intended to be satisfied from separate
account assets and not from assets of the general account. Separate accounts
generally are reported at fair value. The operations of the separate accounts
are not included in the statement of operations; however, income earned on
amounts initially invested by the Company in the formation of new separate
accounts is included in other income.

Fair Value Disclosure of Financial Instruments

Statement of Financial Accounting Standards (SFAS) No. 107, "Disclosure about
Fair Value of Financial Instruments," requires disclosure of fair value
information about certain financial instruments, whether or not recognized in
the statement of financial position, for which it is practicable to estimate the
value. In situations where quoted market prices are not available, fair values
are based on estimates using present value or other valuation techniques. SFAS
No. 107 excludes certain financial instruments and all nonfinancial instruments
from its disclosure requirements. Therefore, the aggregate fair value amounts
presented do not represent the underlying value of the Company. See Note 11.

The methods and assumptions utilized by the Company in estimating its fair
value disclosures for financial instruments are as follows:

The carrying amounts reported in the statement of financial position for cash
and temporary cash investments approximate their fair values.

Fair values for public bonds are obtained from an independent pricing service.
Fair values for private placement securities and publicly traded bonds not
provided by the independent pricing service are estimated by the

65
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS--(CONTINUED)

Company by discounting expected future cash flows using current market rates
applicable to the yield, credit quality and maturity of the investments.

The fair values for common and preferred stocks, other than its subsidiary
investments, which are carried at equity values, are based on quoted market
prices.

Fair values for futures contracts are based on quoted market prices. Fair
values for interest rate swap, cap agreements, an currency swap agreements are
based on current settlement values. The current settlement values are based on
brokerage quotes that utilize pricing models or formulas using current
assumptions.

The fair value for mortgage loan is estimated using discounted cash flow
analyses using interest rates adjusted to reflect the credit characteristics of
the underlying loans. Mortgage loans with similar characteristics and credit
risks are engaged into qualitative categories for purposes of the fair value
calculations.

The carrying amount in the statement of financial position for policy loans
approximates their fair value.

The fair value for outstanding commitments to purchase long-term bonds and
issue real estate mortgages is estimated using a discounted cash flow method
incorporating adjustments for the difference in the level of interest rates
between the dates the commitments were made and December 31, 1999.

Capital Gains and Losses

Realized capital gains and losses are determined using the specific
identification method. Realized capital gains and losses, net of taxes and
amounts transferred to the IMR, are included in net gain or loss. Unrealized
gains and losses, which consist of market value and book value adjustments, are
shown as adjustments to the unassigned deficit.

Policy Reserves

Life reserves are developed by actuarial methods and are determined based on
published tables using statutorily specified interest rates and valuation
methods that will provide, in the aggregate, reserves that are greater than or
equal to the minimum or guaranteed policy cash values or the amounts required by
the Commonwealth of Massachusetts Division of Insurance. Reserves for variable
life insurance policies are maintained principally on the modified preliminary
term method using the 1958 and 1980 Commissioner's Standard Ordinary (CSO)
mortality tables, with an assumed interest rate of 4% for policies issued prior
to May 1, 1983 and 4 1/2% for policies issued on or thereafter. Reserves for
single premium policies are determined by the net single premium method using
the 1958 CSO mortality table, with an assumed interest rate of 4%. Reserves for
universal life policies issued prior to 1985 are equal to the gross account
value which at all times exceeds minimum statutory requirements. Reserves for
universal life policies issued from 1985 through 1988 are maintained at the
greater of the Commissioner's Reserve Valuation Method (CRVM) using the 1958 CSO
mortality table, with 4 1/2% interest or the cash surrender value. Reserves for
universal life policies issued after 1988 and for flexible variable policies are
maintained using the greater of the cash surrender value or the CRVM method with
the 1980 CSO mortality table and 5 1/2% interest for policies issued from 1988
through 1992; 5% interest for policies issued in 1993 and 1994; and 4 1/2%
interest for policies issued in 1995 through 1999.

Federal Income Taxes

Federal income taxes are reported in the financial statements based on amounts
determined to be payable as a result of operations within the current accounting
period. The operations of the Company are consolidated with John Hancock in
filing a consolidated federal income tax return basis for the affiliated group.
The federal income

66
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS--(CONTINUED)

taxes of the Company are allocated on a separate return basis with certain
adjustments. The Company made federal income tax payments of $10.6 million in
1999 and $38.2 million in 1998.

Income before taxes differs from taxable income principally due to tax-exempt
investment income, the limitation placed on the tax deductibility of
policyholder dividends, accelerated depreciation, differences in policy reserves
for tax return and financial statement purposes, capitalization of policy
acquisition expenses for tax purposes and other adjustments prescribed by the
Internal Revenue Code.

Amounts for disputed tax issues relating to the prior years are charged or
credited directly to policyholders' contingency reserve.

Adjustments to Policy Reserves

From time to time, the Company finds it appropriate to modify certain required
policy reserves because of changes in actuarial assumptions. Reserve
modifications resulting from such determinations are recorded directly to
stockholder's equity. No such refinements were made during 1999 or 1998.

Reinsurance

Premiums, commissions, expense reimbursements, benefits and reserves related
to reinsured business are accounted for on bases consistent with those used in
accounting for the original policies issued and the terms of the reinsurance
contracts. Premiums ceded to other companies have been reported as a reduction
of premium income. Amounts applicable to reinsurance ceded for future policy
benefits, unearned premium reserves and claim liabilities have been reported as
reductions of these items.

2. ACQUISITION

On June 23, 1993, the Company acquired all of the outstanding shares of stock
of Colonial Penn Annuity and Life Insurance Company (CPAL) from Colonial Penn
Life Insurance Company for an aggregate purchase price of approximately $42.5
million. At the date of acquisition, assets of CPAL were approximately $648.5
million, consisting principally of cash and temporary cash investments and
liabilities were approximately $635.2 million, consisting principally of
reserves related to a block of interest sensitive single-premium whole life
insurance business assumed by CPAL from Charter National Life Insurance Company
(Charter). The purchase price includes contingent payments of up to
approximately $7.3 million payable between 1994 and 1998 based on the actual
lapse experience of the business in force on June 23, 1993. The Company made the
final contingent payment to CPAL of $1.5 million during 1998.

67
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS--(CONTINUED)

On June 24, 1993, the Company contributed $24.6 million in additional capital
to CPAL. CPAL was renamed John Hancock Life Insurance Company of America
(JHLICOA) on July 7, 1993. JHLICOA was subsequently renamed Investors Partner
Life Insurance Company (IPL) on March 5, 1998. IPL manages the business assumed
from Charter and began marketing term life and variable universal life products
through brokers in 1999. Summarized financial information for IPL for 1999 and
1998 is as follows:

<TABLE>
<CAPTION>
1999 1998
------ ------
(IN MILLIONS)
<S> <C> <C>

Total assets. . . . . . . . . . . . . . . . $ 570.7 $ 587.8
Total liabilities . . . . . . . . . . . . . 498.9 517.5
Total revenue . . . . . . . . . . . . . . . 35.6 38.8
Net income. . . . . . . . . . . . . . . . . 3.5 3.8
</TABLE>

3. NET INVESTMENT INCOME

Investment income has been reduced by the following amounts:
<TABLE>
<CAPTION>

1999 1998
------ -----
(IN MILLIONS)
<S> <C> <C>

Investment expenses . . . . . . . . . . . . $ 9.5 $ 8.3
Interest expense. . . . . . . . . . . . . . 1.7 2.4
Depreciation expense. . . . . . . . . . . . 0.6 0.8
Investment taxes. . . . . . . . . . . . . . 0.3 0.7
----- -----

$12.1 $12.2
===== =====
</TABLE>

68
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS--(CONTINUED)

4. NET CAPITAL GAINS (LOSSES) AND OTHER ADJUSTMENTS

Net realized capital gains (losses) consist of the following items:

<TABLE>
<CAPTION>
1999 1998
------ ------
(IN MILLIONS)
<S> <C> <C>
Net gains from asset sales . . . . . . . . . . . $(2.8) $ 7.6
Capital gains tax . . . . . . . . . . . . . . . . 0.2 (2.9)
Net capital gains transferred to IMR . . . . . . 0.9 (5.3)
----- -----

Net realized capital losses . . . . . . . . . . . $(1.7) $(0.6)
===== =====
</TABLE>

Net unrealized capital gains (losses) and other adjustments consist of the
following items:

<TABLE>
<CAPTION>
1999 1998
------ ------
(IN MILLIONS)

<S> <C> <C>
Net losses from changes in security values and book
value adjustments. . . . . . . . . . . . . . . $(2.6) $(2.7)
Increase in asset valuation reserve . . . . . . . . (1.2) (3.3)
----- -----

Net unrealized capital losses and other adjustments $(3.8) $(6.0)
===== =====
</TABLE>

5. TRANSACTIONS WITH PARENT

The Company's Parent provides the Company with personnel, property and
facilities in carrying out certain of its corporate functions. The Parent
annually determines a fee for these services and facilities based on a number of
criteria which were revised in 1999 and 1998 to reflect continuing changes in
the Company's operations. The amount of the service fee charged to the Company
was $188.3 million and $157.5 million in 1999 and 1998, respectively, which has
been included in insurance and investment expenses. The Parent has guaranteed
that, if necessary, it will make additional capital contributions to prevent the
Company's stockholder's equity from declining below $1.0 million.

The service fee charged to the Company by the Parent includes $0.2 million and
$0.7 million in 1999 and 1998, respectively, representing the portion of the
provision for retiree benefit plans determined under the accrual method,
including a provision for the 1993 transition liability which is being amortized
over twenty years, that was allocated to the Company.

The Company has a modified coinsurance agreement with John Hancock to reinsure
50% of 1994 through 1999 issues of flexible premium variable life insurance and
scheduled premium variable life insurance policies. In connection with this
agreement, John Hancock transferred $44.5 million and $4.9 million of cash for
tax, commission, and expense allowances to the Company, which increased the
Company's net gain from operations by $20.6 million and $22.2 million in 1999
and 1998, respectively.

Effective January 1, 1996, the Company entered into a modified coinsurance
agreement with John Hancock to reinsure 50% of the 1995 inforce block and 50% of
1996 and all future issue years of certain variable annuity contracts
(Independence Preferred, Declaration, Independence 2000, MarketPlace, and
Revolution). In connection

69
<PAGE>

with this agreement, the Company received a net cash payment of $40.0 million
and $12.7 million in 1999 and 1998, respectively, for surrender benefits, tax,
reserve increase, commission, expense allowances and premium, This agreement
increased the Company's net gain from operations by $26.9 million and $8.4
million in 1999 and 1998, respectively.

Effective January 1, 1997, the Company entered into a stop-loss agreement with
John Hancock to reinsure mortality claims in excess of 110% of expected
mortality claims in 1999 and 1998 for all policies that are not reinsured under
any other indemnity agreement. In connection with the agreement, John Hancock
received $0.8 million and 1.0 million in 1999 and 1998, respectively, for
mortality claims to the Company. This agreement decreased the Company's net
gain from operations in both 1999 and 1998 by $0.5 million.

At December 31, 1998 the Company had outstanding a short-term note of $61.9
million payable to an affiliate at a variable rate of interest. The note was
part of a revolving line of credit and was repaid in 1999. Interest paid in
1999 and 1998 was $1.7 million and $2.9 million, respectively. The note is
included in other general account obligations at December 31, 1998.

6. INVESTMENTS

The statement value and fair value of bonds are shown below:

<TABLE>
<CAPTION>
Statement Gross Unrealized Gross Unrealized Fair
Value Gains Losses Value
--------- ---------------- ---------------- -----
(In millions)
<S> <C> <C> <C> <C>
December 31, 1999
U.S. Treasury
securities and
obligations of U.S.
government
corporations and
agencies . . . . . . $ 5.9 $ 0.0 $ 0.1 $ 5.8
Obligations of states
and political
subdivisions . . . . 2.2 0.1 0.1 2.2
Debit securities
issued by foreign
governments. . . . . 13.9 0.8 0.1 14.6
Corporate securities 964.9 13.0 59.4 918.5
Mortgage-backed
securities . . . . . 229.4 0.5 7.8 222.1
-------- ----- ------ --------
Total bonds . . . . . $1,216.3 $14.4 $657.5 $1,163.2
======== ===== ====== ========

December 31, 1998
U.S. Treasury
securities and
obligations of U.S.
government
corporations and
agencies . . . . . . $ 5.1 $ 0.1 $ 0.0 $ 5.2
Obligations of states
and political
subdivisions . . . . 3.2 0.3 0.0 3.5
Corporate securities 925.2 50.4 15.0 960.6
Mortgage-backed
securities . . . . . 252.3 10.0 0.1 262.2
-------- ----- ------ --------
Total bonds . . . . . $1,185.8 $60.8 $ 15.1 $1,231.5
======== ===== ====== ========
</TABLE>

70
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS--(CONTINUED)

The statement value and fair value of bonds at December 31, 1999, by
contractual maturity, are shown below. Maturities will differ from contractual
maturities because eligible borrowers may exercise their right to call or prepay
obligations with or without call or prepayment penalties.

<TABLE>
<CAPTION>
STATEMENT FAIR
VALUE VALUE
--------- -----
(IN MILLIONS)

<S> <C> <C>
Due in one year or less. . . . . . . . . . . . . . $ 58.5 $ 58.2
Due after one year through five years. . . . . . . 286.8 282.0
Due after five years through ten years . . . . . . 425.4 405.6
Due after ten years. . . . . . . . . . . . . . . . 216.2 195.3
-------- --------
986.9 941.1

Mortgage-backed securities . . . . . . . . . . . . 229.4 222.1
-------- --------

$1,216.3 $1,163.2
======== ========

</TABLE>

Gross gains of $0.3 million in 1999 and $3.4 million in 1998 and gross losses
of $4.0 million in 1999 and $0.7 million in 1998 were realized from the sale of
bonds.

At December 31, 1999, bonds with an admitted asset value of $9.1 million were
on deposit with state insurance departments to satisfy regulatory requirements.

The cost of common stocks was $3.1 million and $2.1 million at December 31,
1999 and 1998, respectively. At December 31, 1999, gross unrealized
appreciation on common stocks totaled $1.2 million, and gross unrealized
depreciation totaled $1.1 million. The fair value of preferred stock totaled
$35.9 million at December 31, 1999 and $36.5 million at December 31, 1998.

Bonds with amortized cost of $0.4 million were non-income producing for the
twelve months ended December 31, 1999.

At December 31, 1999, the mortgage loan portfolio was diversified by
geographic region and specific collateral property type as displayed below. The
Company controls credit risk through credit approvals, limits and monitoring
procedures.

71
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS--(CONTINUED)

<TABLE>
<CAPTION>
<S> <C> <C> <C>
STATEMENT GEOGRAPHIC STATEMENT
PROPERTY TYPE VALUE CONCENTRATION VALUE
(IN MILLIONS) (IN MILLIONS)
Apartments. . . . . . . . $112.1 East North Central $ 71.3
Hotels. . . . . . . . . . 11.3 East South Central 7.4
Industrial. . . . . . . . 66.0 Middle Atlantic 28.5
Office buildings. . . . . 86.4 Mountain 21.0
Retail. . . . . . . . . . 25.5 New England 37.5
Agricultural. . . . . . . 99.6 Pacific 111.1
Other . . . . . . . . . . 32.2 South Atlantic 87.6
West North Central 16.6
West South Central 48.6
Other 3.5
------ -----

$433.1 $433.1
====== ======

</TABLE>

At December 31, 1999, the fair values of the commercial and agricultural
mortgage loans portfolios were $323.5 million and $98.2 million, respectively.
The corresponding amounts as of December 31, 1998 were approximately $331.3
million and $70.0 million, respectively.

The maximum and minimum lending rates for mortgage loans during 1999 were
14.24% and 6.84% for agricultural loans, 7.45% and 7.00% for other properties.
Generally, the maximum percentage of any loan to the value of security at the
time of the loan, exclusive of insured, guaranteed or purchase money mortgages,
is 75%. For city mortgages, fire insurance is carried on all commercial and
residential properties at least equal to the excess of the loan over the maximum
loan which would be permitted by law on the land without the building, except as
permitted by regulations of the Federal Housing Commission on loans fully
insured under the provisions of the National Housing Act. For agricultural
mortgage loans, fire insurance is not normally required on land based loans
except in those instances where a building is critical to the farming operation.
Fire insurance is required on all agri-business facilities in an aggregate
amount equal to the loan balance.

7. REINSURANCE

The Company cedes business to reinsurers to share risks under variable life,
universal life and flexible variable life insurance policies for the purpose of
reducing exposure to large losses. Premiums, benefits and reserves ceded to
reinsurers in 1999 were $594.9 million, $132.8 million, and $13.6 million,
respectively. The corresponding amounts in 1998 were $590.2 million, $63.2
million, and $8.2 million, respectively.

Reinsurance ceded contracts do not relieve the Company from its obligations to
policyholders. The Company remains liable to its policyholders for the portion
reinsured to the extent that any reinsurer does not meet its obligations for
reinsurance ceded to it under the reinsurance agreements. Failure of the
reinsurers to honor their obligations could result in losses to the Company;
consequently, estimates are established for amounts deemed or estimated to be
uncollectible. To minimize its exposure to significant losses from reinsurance
insolvencies, the Company evaluates the financial condition of its reinsurers
and monitors concentration of credit risk arising from similar characteristics
of the reinsurer.

Neither the Company, nor any of its related parties, control, either directly
or indirectly, any external reinsurers with which the Company conducts business.
No policies issued by the Company have been reinsured with a foreign company
which is controlled, either directly or indirectly, by a party not primarily
engaged in the business of insurance.

72
<PAGE>

The Company has not entered into any reinsurance agreement in which the
reinsurer may unilaterally cansel any reinsurance for reasons other than
nonpayment of premiums or other similar credits. The Company does not have any
reinsurance agreements in effect in which the amount of losses paid or accrued
thorugh December31, 1999 would result in a payment to the reinsurer of amounts
which, in the aggregate and allowing for offset of mutual credits from other
reinsurance agreements with the same reinsurer, exceed the total direct premiums
collected under the reinsured policies.

8. FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET RISK

The notional amounts, carrying values and estimated fail values of the
Company's derivative instruments were as follows at December 31:

Number of Contracts/ Assets (Liabiities)
Notional Amounts -------------------------------------------------------
1999 1998
Carrying Carrying
1999 1998 Value Fair Value Value Fair Value
------ ------ --------- ---------- --------- ----------
<S> <C> <C> <C> <S> <C> <C>
(In millions)
Futures contracts to $ (0.5)
sell securities 362.0 947.0 $0.6 $0.6 $(0.5)
Interest rate swap (17.7)
agreements $965.0 $365.0 -- 11.5 --
Interest rate cap
agreements 239.4 89.4 5.6 5.6 3.1 3.1
Currency rate swap
agreements 15.8 15.8 -- (1.6) -- (3.3)
</TABLE>

The Company uses futures contracts, interest rate swap, cap agreements, and
currency rate swap agreements for other than trading purposes to hedge and
manage its exposure to changes in interest rate levels, foreign exchange rate
fluctuations and to manage duration mismatch of assets and liabilities.

The futures contracts expire in 2000. The interest rate swap agreements
expire in 2000 to 2011. The interest rate cap agreements expire in 2006 to
2008. The currency rate swap agreements expire in 2006 to 2009.

The Company's exposure to credit risk is the risk of loss from a counterparty
failing to perform to the terms of the contract. The Company contimually
monitors its position and the credit ratings of the counterparties to these
derivative instruments. To limit exposure associated with counterparty
nonperformance on interest rate and currency swap agreements, the Company enters
into master netting agreements with its counterparties. The Company believes the
risk of incurring losses due to nonperformance by its counterparties is remote
and that such losses, if any, would be immaterial. Futures contracts trade o
organized exchanges and, therefore, have minimal credit risk.

73
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS--(CONTINUED)

9. POLICY RESERVES POLICYHOLDERS' AND BENIFICIARIES' FUNDS AND OBLIGATIONS
RELATED TO SEPARATE ACCOUNTS

The Company' annuity reserves and deposit fund liabilities that are subject to
discretionary withdrawal, with and without adjustment, are summarized as
follows.

<TABLE>
<CAPTION>
DECEMBER 31, 1999 PERCENT
---------------- ------
(IN MILLIONS)
<S> <C> <C>
Subject to discretionary withdrawal (with
adjustment)
With market value adjustment . . . . . . . . . $ 3.8 0.1%
At book value less surrender charge . . . . . . 40.5 1.5
At market value . . . . . . . . . . . . . . . . 2,326.6 87.1
-------- --------
Total with adjustment. . . . . . . . . . . 2,370.9 88.7
Subject to discretionary withdrawal
at book value (without adjustment) . . . . . 287.1 10.7
Not subject to discretionary withdrawal--general
account. . . . . . . . . . . . . . . . . . . . 15.4 0.6
-------- --------

Total annuity reserves and deposit liabilities $2,673.4 100.0%
======== ========
</TABLE>

10. COMMITMENTS AND CONTINGENCIES

The Company has extended commitments to purchase long-term bonds and issue
real estate mortgages totaling $15.4 million and $3.5 million, respectively, at
December 31, 1999. The Company monitors the creditworthiness of borrowers under
long-term bonds commitments and requires collateral as deemed necessary. If
funded, loans related to real estate mortgages would be fully collateralized by
the related properties. The estimated fair value of the commitments described
above is $19.4 million at December 31, 1999. The majority of these commitments
expire in 2000.

In the normal course of its business operations, the Company is involved with
litigation from time to time with claimants, beneficiaries and others, and a
number of litigation matters were pending as of December 31, 1999. It is the
opinion of management, after consultation with counsel, that the ultimate
liability with respect to these claims, if any, will not materially affect the
financial position or results of operations of the Company.

During 1997, John Hancock entered into a court-approved settlement relating to
a class action lawsuit involving certain individual life insurance policies sold
from 1979 through 1996. In entering into the settlement, John Hancock
specifically denied any wrongdoing. During 1999, the Company recorded a $194.9
million reserve, through a direct charge to its unassigned deficit, representing
the Company's share of the settlement and John Hancock contributed $194.9
million of capital to the Company. The reserve held at December 31, 1999
amounted to $136.5 million and is based on a number of factors, including the
estimated number of claims, the expected type of relief to be sought by class
members (general relief or alternative dispute resolution), the estimated cost
per claim and the estimated costs to administer the claims.

Given the uncertainties associated with estimating the reserve, it is
reasonably possible that the final cost of the settlement could differ
materially from the amounts presently provided for by the Company. John Hancock
and the Company will continue to update their estimate of the final cost of the
settlement as claims are processed and more specific information is developed,
particularly as the actual cost of the claims subject to alternative dispute
resolution becomes available. However, based on information available at this
time, and the uncertainties associated with the final claim processing and
alternative dispute resolution, the range of any additional costs

74
<PAGE>

related to the settlement cannot be reasonably estimated. If the Company's
share of the settlement increases, John Hancock will contribute additional
capital to the Company so that the Company's total stockholder's equity would
not be impacted.

11. FAIR VALUE OF FINANCIAL INSTRUMENTS

The following table presents the carrying amounts and fair values of the
Company's financial instruments:

<TABLE>
<CAPTION>
DECEMBER 31,
1999 1998
------------------- -------------------
CARRYING FAIR CARRYING FAIR
AMOUNT VALUE AMOUNT VALUE
-------- -------- -------- --------
(IN MILLIONS)
<S> <C> <C> <C> <C>
ASSETS
Bonds--Note 6 $1,216.3 $1,163.2 $1,185.8 $1,231.5
Preferred stocks--
Note 6 35.9 35.9 36.5 36.5
Common stocks--Note 6 3.2 3.2 3.1 3.1
Mortgage loans on real
estate--Note 6 433.1 421.7 388.1 401.3
Policy loans--Note 1 172.1 172.1 137.7 137.7
Cash items--Note 1 250.1 250.1 19.9 19.9

Derivatives assets
(liabilities) relating
to:--Note 8
Futures contracts 0.6 0.6 (0.5) (0.5)
Interest rate swaps -- 11.5 -- (17.7)
Currency rate swaps -- (1.6) -- (3.3)
Interest rate caps 5.6 5.6 3.1 3.1

LIABILITIES
Commitments--Note 10 -- 19.4 -- 32.1
</TABLE>

The carrying amounts in the table are included in the statutory-basis
statements of financial position. The method and assumptions utilized by the
Company in estimating its fair value disclosures are described in Note 1.

12. SUBSEQUENT EVENTS

REORGANIZATION AND INITIAL PUBLIC OFFERING

Pursuant to a Plan of Reorganization approved by the policyholders of John
Hancock and the Commonwealth of Massachusetts Division of Insurance, effective
February 1, 2000, John Hancock converted from a mutual life insurance company to
a stock life insurance company (i.e., demutualized) and became a wholly owned
subsidiary of John Hancock Financial Services, Inc., which is a holding company.
In connection with the reorganization, John Hancock changed its name to John
Hancock Life Insurance Company. In addition, on February 1, 2000, John Hancock
Financial Services, Inc. completed its initial public offering and 102 million
shares of common stock were issued at an initial public offering price of $17
per share.

75
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

NOTES TO STATUTORY-BASIS FINANCIAL STATEMENT--(CONTINUED)

13. IMPACT OF YEAR 2000 (UNAUDITED)

The Company participated in the Year 2000 remediation project of its parent,
John Hancock. By late 1999, John Hancock and the Company completed their Year
2000 readiness plan to address issues that could result from computer programs
written using two digits to define the applicable year rather than four to
define the applicable year and century. As a result, John Hancock and the
Company were prepared for the transition to the Year 2000 and did not experience
any significant Year 2000 problems with respect to mission critical information
technology ("IT") or non-IT systems, applications or infrastructure. During the
date rollover to the year 2000, John Hancock and the Company implemented and
monitored their millennium rollover plan and conducted business as usual on
Monday, January 3, 2000.

Since January 3, 2000, the information systems, including mission critical
systems, which in the event of a Year 2000 failure would have the greatest
impact on operations, have functioned properly. In addition, neither John
Hancock nor the Company have experienced any significant Year 2000 issues
related to interactions with material business partners. No disruptions have
occurred which impact John Hancock or the Company's ability to process claims,
update customer accounts, process financial transactions, or report accurate
data to management and no business interruptions due to Year 2000 issues have
been experienced. While John Hancock and the Company continue to monitor their
systems, and those of material business partners, closely to ensure that no
unexpected Year 2000 issues develop, neither John Hancock nor the Company have
reason to expect any such issues.

The costs of the Year 2000 project consist of internal IT personnel and
external costs such as consultants, programmers, replacement software, and
hardware. The costs of the Year 2000 project are expensed as incurred. The
project is funded partially through a reallocation of resources from
discretionary projects. Through December 31, 1999, John Hancock has incurred
and expensed approximately $20.8 million in related payroll costs for internal
IT personnel on the project. The estimated remaining IT personnel costs of the
project are approximately $1.0 million. Through December 31, 1999, John Hancock
has incurred and expensed approximately $47.0 million in external costs for the
project. John Hancock's estimated remaining external cost of the project is
approximately $2.0 million. The total costs of the Year 2000 project to John
Hancock, based on management's best estimates, include approximately $21.7
million in internal IT personnel, $14.6 million in the external modification of
software, $18.3 million for external solution providers, $9.1 million in
replacement costs of non-compliant IT systems and $6.9 million in oversight,
test facilities and other expenses. Accordingly, the estimated range of total
costs of the Year 2000 project to John Hancock, internal and external, is
approximately $70 to $72.5 million. John Hancock's total Year 2000 project
costs include the estimated impact of external solution providers based on
presently available information.

76
<PAGE>

APPENDIX A - DETAILS ABOUT OUR GUARANTEE PERIODS

INVESTMENTS THAT SUPPORT OUR GUARANTEE PERIODS

We back our obligations under the guarantee periods with JHVLICO's general
assets. Subject to applicable law, we have sole discretion over the investment
of our general assets (including those held in our "non-unitized" separate
account that primarily supports the guarantee periods). We invest these amounts
in compliance with applicable state insurance laws and regulations concerning
the nature and quality of our general investments.

We invest the non-unitized separate account assets, according to our detailed
investment policies and guidelines, in fixed income obligations, including:

. corporate bonds,

. mortgages,

. mortgage-backed and asset-backed securities, and

. government and agency issues.

We invest primarily in domestic investment-grade securities. In addition, we
use derivative contracts only for hedging purposes, to reduce ordinary business
risks associated with changes in interest rates, and not for speculating on
future changes in the financial markets. Notwithstanding the foregoing, we are
not obligated to invest according to any particular strategy.

GUARANTEED INTEREST RATES

We declare the guaranteed rates from time to time as market conditions and
other factors dictate. We advise you of the guaranteed rate for a selected
guarantee period at the time we:

. receive your premium payment,

. effectuate your transfer, or

. renew your guarantee period

We have no specific formula for establishing the guaranteed rates for the
guarantee periods. The rates may be influenced by interest rates generally
available on the types of investments acquired with amounts allocated to the
guarantee period. In determining guarantee rates, we may also consider, among
other factors, the duration of the guarantee period, regulatory and tax
requirements, sales and administrative expenses we bear, risks we assume, our
profitability objectives, and general economic trends.

77
<PAGE>

COMPUTATION OF MARKET VALUE ADJUSTMENT

We determine the amount of the market value adjustment by multiplying the
amount being taken from the guarantee period (before any applicable withdrawal
charge) by a factor expressed by the following formula:

[LOGO APPEARS HERE]

where,

. G is the guaranteed rate in effect for the current guarantee period.

. C is the current guaranteed rate in effect for new guarantee periods
with duration equal to the number of years remaining in the current
guarantee period (rounded to the nearest whole number of years). If
we are not currently offering such a guarantee period, we will
declare a guarantee rate, solely for this purpose, consistent with
interest rates currently available.

. N is the number of complete months from the date of withdrawal to the
end of the current guarantee period. (If less than one complete
month remains, N equals one unless the withdrawal is made on the last
day of the guarantee period, in which case no adjustment applies.)

SAMPLE CALCULATION 1: POSITIVE ADJUSTMENT

<TABLE>
<CAPTION>
<S> <C>
Amount withdrawn or transferred $10,000
- -------------------------------------------------------------------------------
Guarantee period 7 years
- -------------------------------------------------------------------------------
Time of withdrawal or transfer beginning of 3rd year of guaranteed
period
- -------------------------------------------------------------------------------
Guaranteed rate (g) 8%
- -------------------------------------------------------------------------------
Guaranteed rate for new 5 year
guarantee (c) 7%
- -------------------------------------------------------------------------------
Remaining guarantee period (n) 60 months
- -------------------------------------------------------------------------------
</TABLE>

78
<PAGE>

MARKET VALUE ADJUSTMENT:

[LOGO APPEARS HERE]

Amount withdrawn or transferred (adjusted for market value adjustment): $10,000
+ $234.73 = $10,234.73

SAMPLE CALCULATION 2: NEGATIVE ADJUSTMENT

<TABLE>
<CAPTION>
<S> <C>
Amount withdrawn or transferred $10,000
- -------------------------------------------------------------------------------
Guarantee period 7 years
- -------------------------------------------------------------------------------
Time of withdrawal or transfer beginning of 3rd year of guaranteed
period
- -------------------------------------------------------------------------------
Guaranteed rate (g) 8%
- -------------------------------------------------------------------------------
Guaranteed rate for new 5 year
guarantee (c) 9%
- -------------------------------------------------------------------------------
Remaining guarantee period(n) 60 months
- -------------------------------------------------------------------------------
</TABLE>

MARKET VALUE ADJUSTMENT:

[LOGO APPEARS HERE]

Amount withdrawn or transferred (adjusted for market value adjustment): $10,000
- - 666.42 = $9,333.58

SAMPLE CALCULATION 3: NEGATIVE ADJUSTMENT

<TABLE>
<CAPTION>
<S> <C>
Amount withdrawn or transferred $10,000
- --------------------------------------------------------------------------------
Guarantee period 7 years
- -------------------------------------------------------------------------------
Time of withdrawal or transfer beginning of 3rd year of guaranteed
period
- -------------------------------------------------------------------------------
Guaranteed rate (g) 8%
- -------------------------------------------------------------------------------
Guaranteed rate for new 5 year
guarantee (c) 7.75%
- -------------------------------------------------------------------------------
Remaining guarantee period(n) 60 months
- -------------------------------------------------------------------------------
</TABLE>

79
<PAGE>

MARKET VALUE ADJUSTMENT:

[LOGO APPEARS HERE]

Amount withdrawn or transferred (adjusted for market value adjustment): $10,000
- - 114.94 = $9,885.06

________________________________________________________________________

*All interest rates shown have been arbitrarily chosen for purposes of these
examples. In most cases they will bear little or no relation to the rates we
are actually guaranteeing at any time.

80
<PAGE>

APPENDIX B - EXAMPLE OF WITHDRAWAL CHARGE CALCULATION

ASSUME THE FOLLOWING FACTS:

On January 1, 2001, you make a $5,000 initial premium payment and we issue you
a contract.
On January 1, 2002, you make a $1,000 premium payment
On January 1, 2003, you make a $1,000 premium payment.
On January 1, 2004, the total value of your contract is $7,500 because of the
extra credits and favorable investment earnings.

Now assume you make a partial withdrawal of $7,000 (no tax withholding) on
January 2, 2004. In this case, assuming no prior withdrawals, we would
deduct a CDSL of $289.36. We withdraw a total of $7,289.36 from your
contract.

$ 7,000.00 -- withdrawal request payable to you
+ 474.19 -- withdrawal charge payable to us
----------
$ 7,474.19 -- total amount withdrawn from your contract

HERE IS HOW WE DETERMINE THE WITHDRAWAL CHARGE:

1.We FIRST distribute to you the $500 profit you have in your contract ($7,500
total contract value less $7,000 of premiums you have paid) under the free
withdrawal provision.

2.Next we repay to you the $5,000 premium you paid in 2001 Under the free
withdrawal provision, $200 of that premium is charge free ($7,000 total
premiums paid x 10%; less the $500 free withdrawal in the same contract
year described in paragraph 1 above). We assess a withdrawal charge on the
remaining balance of $4,800 from your 2001 premium. Because you made that
premium payment 3 years ago, the withdrawal charge percentage is 7%. We
deduct the resulting $336 from your contract to cover the withdrawal charge
on your 2001 premium payment. We pay the remainder of $4,464 to you as a
part of your withdrawal request.

$ 5,000
- 200 -- free withdrawal amount (payable to you)
--------
$ 4,800
x .07
--------
$ 336 -- withdrawal charge on 2001 premium payment (payable to us)

$ 4,800
- 336
--------
$ 4,464 -- part of withdrawal request payable to you

3.We NEXT deem the entire amount of your 2002 PREMIUM PAYMENT to be withdrawn
and we assess a withdrawal charge on that $1,000 amount. Because you made
this premium

81
<PAGE>

payment 2 years ago, the withdrawal charge percentage is 7%. We deduct the
resulting $50 from your contract to cover the withdrawal charge on your 2002
premium payment. We pay the remainder of $950 to you as a part of your
withdrawal request.

$1,000
x .07
-----
$ 50 -- withdrawal charge on 2002 premium payment (payable to us)

$1,000
- 70
----
$ 930 -- part of withdrawal request payable to you

4.We NEXT determine what additional amount we need to withdraw to provide you
with the total $7,000 you requested, after the deduction of the withdrawal
charge on that additional amount. We have already allocated $500 from
profits under paragraph 1 above, $200 of additional free withdrawal amount
under paragraph 2, $4,608 from your 2001 premium payment under paragraph 2,
and $950 from your 2003 premium payment under paragraph 3. Therefore, $742
is needed to reach $7,000.

$7,000 -- total withdrawal amount requested
- 500 -- profit
- 200 -- free withdrawal amount
-4,464 -- payment deemed from initial premium payment
- 930 -- payment deemed from 2002 premium payment
-----
$ 906 -- additional payment to you needed to reach $7,000

We know that the withdrawal charge percentage for this remaining amount is 6%,
because you are already deemed to have withdrawn all premiums you paid prior
to 2003. We use the following formula to determine how much more we need to
withdraw:

Remainder due to you = Withdrawal needed - [applicable withdrawal charge
percentage times withdrawal needed]

$906 = x-[.07x]
$906 = .94x
$906/.93 = x
$974.19 = x

$974.19 -- deemed withdrawn from 2003 premium payment
- $906.00 -- part of withdrawal request payable to you
---------
$ 68.19 -- withdrawal charge on 2003 premium deemed withdrawn (payable
to us)

82
<PAGE>

STATEMENT OF ADDITIONAL INFORMATION

REVOLUTION EXTRA

DEFERRED COMBINATION FIXED AND VARIABLE ANNUITY CONTRACTS

FUNDED IN

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

___________________

This statement of additional information ("SAI"), dated May 1, 2000 is not a
prospectus. It is intended that this SAI be read in conjunction with the
prospectus of John Hancock Variable Annuity Account JF (the "Account") dated May
1, 2000, for the Contracts being offered. Terms used in this SAI that are not
otherwise defined herein have the same meanings given to them in the prospectus,
unless the context requires otherwise. A copy of the prospectus may be obtained
from the John Hancock Annuity Servicing Office, 529 Main Street, Charlestown,
Massachusetts 02129, telephone number 1-800-824-0335.

TABLE OF CONTENTS
_________________

<TABLE>
<CAPTION>
PAGE OF SAI
-----------
<S> <C>
Variations in Charges................................ 2
Distribution......................................... 2
Calculation of Performance Data...................... 2
Calculation of Annuity Payments...................... 4
Additional Information About Determining Unit Values 7
Purchases and Redemptions of Fund Shares............. 7
The Account.......................................... 8
Delay of Certain Payments............................ 8
Liability for Telephone Transfers.................... 8
Voting Privileges.................................... 9
Financial Statements................................. 10
</TABLE>
<PAGE>

VARIATIONS IN CHARGES

In the future, we may allow a reduction in or the elimination of the
withdrawal charge, the charge for mortality and expense risks, the
administrative services charge, the annual contract fee, or the charge for any
rider. The affected contracts would involve sales to groups or classes of
individuals in a manner resulting in a reduction in the expenses associated with
the sale of such contracts and the benefits offered, or the costs associated
with administering or maintaining the contracts.

The entitlement to such a reduction in or elimination of charges and fees
will be determined by JHVLICO based upon factors such as the following: (1) the
size of the initial premium payment, (2) the size of the group or class, (3) the
total amount of premium payments expected to be received from the group or class
and the manner in which premium payments are remitted, (4) the nature of the
group or class for which the contracts are being purchased and the persistency
expected from that group or class as well as the mortality risks associated with
that group or class, (5) the purpose for which the contracts are being purchased
and whether that purpose makes it likely that costs and expenses will be
reduced, or (6) the level of commissions paid to selling broker-dealers or
certain financial institutions with respect to contracts within the same group
or class.

We will make any reduction in charges or fees according to our rules in
effect at the time an application for a contract is approved. We reserve the
right to change these rules from time to time. Any variation in charges or fees
will reflect differences in costs and services, will apply uniformly to all
prospective contract purchasers in the group or class, and will not be unfairly
discriminatory to the interests of any owner.

DISTRIBUTION

The distribution of the contracts through John Hancock Funds, Inc. ("JHFI")
is continuous. Pursuant to a marketing and distribution agreement between John
Hancock and JHFI, the amounts we paid JHFI under that agreement for such
services were as follows:

<TABLE>
<CAPTION>
YEAR AMOUNT PAID TO JHFI
---- -------------------
<S> <C>
1999 $6,338,774
1998 $4,860,290
1997 $2,697,629
</TABLE>

CALCULATION OF PERFORMANCE DATA

The Account may, from time to time, include in advertisements, sales
literature and reports to owners or prospective investors information relating
to the performance of its variable investment options. The performance
information that may be presented is not an estimate or a guarantee of future
investment performance, and does not represent the actual experience of amounts
invested by a particular owner. Set out below is a description of the methods
used in calculating the performance information for the variable investment
options.

AVERAGE ANNUAL TOTAL RETURN

The Account will calculate the average annual total return for each
variable investment option (other than the Money Market option), according to
the following formula prescribed by the SEC:

P x ( 1 + T ) n = ERV

<TABLE>
<CAPTION>
<S> <C>
where P = a hypothetical initial premium payment of $1,000 T =
average annual total return n = number of years ERV =
ending redeemable value of a hypothetical $1,000 premium
payment, made at the beginning of such period (or
fractional portion thereof)
</TABLE>

2
<PAGE>

Average annual total return is the annual compounded rate of return for a
variable investment option that would have produced the ending redeemable value
over the stated period if the performance remained constant throughout. The
calculation assumes a single $1,000 premium payment made into the variable
investment option at the beginning of the period and full redemption at the end
of the period. It reflects adjustments for all Trust and contract level charges
except any premium tax charge or charges for optional rider benefits described
in the prospectus. The annual contract fee has been included as an annual
percentage of assets.

On the basis described above, the following table shows the average total
return for each variable investment option for the periods ended December 31,
1999:

<TABLE>
<CAPTION>
AVERAGE ANNUALIZED TOTAL RETURNS
--------------------------------
<S> <C> <C> <C> <C> <C>
VARIABLE INVESTMENT YEAR TO DATE 1 YEAR 5 YEAR 10 YEAR DATE OF
- ------------------- /**/ INCEPTION
OPTION/*/ /***/
- ------
V.A. Sovereign
Investors ............ -0.64% -0.64% N/A N/A 8/29/96
V.A. Core Equity ..... 9.32% 9.32% N/A N/A 8/29/96
Aggressive Balanced .. N/A N/A N/A N/A 8/30/99
Fidelity VIP
Contrafund(R) ........ 19.78% 19.78% N/A N/A 8/29/96
Equity Index ......... 16.67% 16.67% N/A N/A 8/29/96
Large Cap Value
CORE ................ N/A N/A N/A N/A 8/30/99
V.A. Financial
Industries ........... -3.82% -3.82% N/A N/A 8/29/96
Large Cap Aggressive
Growth ............... N/A N/A N/A N/A 8/30/99
Fidelity VIP Growth .. 33.19% 33.19% N/A N/A 8/29/96
MFS Growth ........... N/A N/A N/A N/A 5/3/99
Large/Mid Cap Value .. N/A N/A N/A N/A 8/30/99
Mid Cap Blend ........ N/A N/A N/A N/A 8/30/99
AIM V.I. Value ....... 25.70% 25.70% N/A N/A 8/29/96
MFS Research ......... 19.78% 19.78% N/A N/A 8/29/96
AIM V.I. Growth ...... 31.12% 31.12% N/A N/A 8/29/96
Fundamental Mid Cap
Growth ............... N/A N/A N/A N/A 8/30/99
Small/Mid Cap Value .. N/A N/A N/A N/A 8/30/99
Small/Mid Cap CORE ... 16.11% 16.11% N/A N/A 4/30/98
Small/Mid Cap
Growth .............. 0 0
.60% .60% N/A N/A 8/29/96
Small Cap Growth ..... 66.94% 66.94% N/A N/A 8/29/96
MFS New Discovery .... 70.08% 70.08% N/A N/A 4/29/98
Global Balanced ...... 0 0
.57% .57% N/A N/A 8/29/96
Templeton
International
Securities............ 18.89% 18.89% N/A N/A 5/21/97
International
Equity .............. N/A N/A N/A N/A 8/30/99
Fidelity VIP
Overseas ............ 38.40% 38.40% N/A N/A 8/29/96
Templeton Developing
Markets Securities.... 49.47% 49.47% N/A N/A 5/21/97
Short-Term Bond....... -1.47% -1.47% 4.54% N/A 8/29/96
Bond Index............ -6.73% -6.73% N/A N/A 4/30/98
V.A. Bond ............ -4.79% N/A N/A N/A 8/29/96
V.A. Strategic
Income .............. 0.30% 0.30% N/A N/A 8/29/96
High Yield Bond ...... 0.58% 0.58% N/A N/A 4/30/98
V.A. Money Market .... 0.18% 0.18% N/A N/A 8/29/96
</TABLE>

3
<PAGE>

CURRENT AND EFFECTIVE YIELD FOR THE V.A. MONEY MARKET OPTION

The Account may calculate current yield and effective yield figures for the
V.A. Money Market option. The current yield of the V.A. Money Market option for
a seven-day period ("base period") will be computed by determining the "net
change in value" (calculated as set forth below) of a hypothetical owner account
having a balance of one unit at the beginning of the period, dividing the net
change in account value by the value of the account at the beginning of the base
period to obtain the base period return, and multiplying the base period return
by 365/7, with the resulting yield figure carried to the nearest hundredth of
one percent. Net changes in value of the hypothetical owner account will include
net investment income of that account (accrued daily dividends as declared by
the V.A. Money Market Fund, less daily expenses of the Account) for the period,
but will not include realized gains or losses or unrealized appreciation or
depreciation on the underlying V.A. Money Market Fund shares. The mortality and
expense risk charges, administration charge and contract fee are reflected, but
the withdrawal charge and any charge for premium taxes and optional benefits are
not.

The effective yield reflects the effects of compounding and represents an
annualization of the current return. The formula for effective yield, as
prescribed by the SEC, is:

Effective yield = (Base period return + 1)/(365/7) / - 1

For the 7-day period ending December 31, 1999, the V.A. Money Market
option's current yield at the Account level was 3.65% and its effective yield
was 3.72%.

OTHER PERFORMANCE INFORMATION

You can compare performance information at the Account level to other
variable annuity separate accounts or other investment products surveyed by
Lipper Analytical Services, Inc., an independent service that monitors and ranks
the performance of investment companies.

We also use Ibottson and Associates, CDA Weisenberger, and F.C. Towers for
comparison purposes, as well as the Russell and Wilshire indexes. We may also
use performance rankings and ratings reported periodically in national financial
publications such as Money Magazine, Forbes, Business Week, The Wall Street
Journal, Micropal, Inc., Morningstar, Stanger's and Barron's. Such performance
figures are calculated in accordance with standardized methods established by
each reporting service.

CALCULATION OF ANNUITY PAYMENTS

CALCULATION OF ANNUITY UNITS

We use a measuring device called an "annuity unit" to help us compute the
amount of each monthly payment that is based on a variable investment option.
Each variable investment option has its own annuity unit with its own annuity
unit value.

The number of the contract's annuity units for each variable investment
option normally doesn't change while the payee continues to receive payments,
unless the payee makes a transfer from one variable investment option to
another. The amount of each monthly annuity payment based on a variable
investment option equals the number of the contract's annuity units in that
option times the value of one such unit as of the tenth day preceding the
payment's due date.

To compute the amount of the first annuity payment that is based on any
variable investment option, we first determine the amount of your contract's
value that we will apply to that variable option. We do this as of 10

4
<PAGE>

calendar days prior to the date the initial monthly annuity payment is due, in
the manner described in the prospectus under "The annuity period - choosing
fixed or variable annuity payments."

For each variable investment option, we THEN divide: the resulting value
(minus any premium tax charge) by $1,000 and multiply the result by the
applicable annuity purchase rate set forth in the contract and reflecting

(1) the age and, possibly, sex of the payee and

(2) the assumed investment rate (discussed below)

This computation determines the amount of initial monthly variable annuity
payment to the annuitant from each variable investment option.

We then determine the number of annuity units to be credited to the contract
from each of such variable investment options by dividing: the amount of the
initial monthly variable annuity payment from that variable annuity option by
the annuity unit value of that variable investment option as of 10 calendar days
prior to the date the initial payment is due

For example, assume that 10 days before the date of maturity, a contract
has credited to it 4000.000 accumulation units, each having a value of
$12.000000. Assume, further, that the appropriate annuity purchase rate in the
contract for an assumed investment rate of 3 1/2% is $5.47 per $1000 of proceeds
for the annuity option elected. The first monthly annuity payment would be
$262.56.
LOGO

If the value of an annuity unit 10 days before the date of maturity was
$1.4000000, the number of annuity units represented by the first and subsequent
payments would be 187.543 ($262.56/$1.4000000). If the annuity unit

5
<PAGE>

value 10 days before the due date of the second monthly payment was $1.405000,
the amount of the second payment would be $263.50 (187.543 x $1.405000).

ANNUITY UNIT VALUES

The value of the annuity units varies from day to day, depending on the
investment performance of the variable investment option, the deductions made
against the variable investment option, and the assumed investment rate used in
computing annuity unit values. Thus, the variable monthly annuity payments vary
in amount from month to month.

We calculate annuity unit value separately for each variable investment
option. As of the close of each business day, we calculate the value of one
annuity unit by

(1) multiplying the immediately preceding annuity unit value by the sum of one
plus the applicable net investment rate for the period subsequent to such
preceding value and then

(2) multiplying this product by an adjustment factor to neutralize the assumed
investment rate used in determining the amounts of annuity payable. If your
contract has an assumed investment rate of 3 1/2 % per year, the adjustment
factor for a valuation period of one day would be 0.999905754.
We neutralize the assumed investment rate by applying the adjustment
factor so that the variable annuity payments will increase only if the
actual net investment rate of the variable investment option exceeds 3 1/2
% per year and will decrease only if is less than 3 1/2 % per year.

The amount of the initial variable monthly payment is determined on the
assumption that the actual net investment rate of each variable investment
option used in calculating the "net investment factor" (described below) will be
equal on an annual basis to the "assumed investment rate" (described under "The
annuity period - variable monthly annuity payments" in the prospectus). If the
actual net investment rate between the dates for determining two monthly annuity
payments is greater than the assumed investment rate, the latter monthly payment
will be larger in amount than the former. On the other hand, if the actual net
investment rate between the dates for determining two monthly annuity payments
is less than the assumed investment rate, the latter monthly payment will be
smaller in amount than the former.

MORTALITY TABLES

The mortality tables used as a basis for both variable and fixed annuity
purchase rates are the 1983a Mortality Tables, with projections of mortality
improvements and with certain age adjustments based on the contract year of
annuitization. The mortality table used in a Contract purchased in connection
with certain employer-related plans and used in all contracts issued in Montana
will be the Female Annuity Table of the 1983a Mortality Tables. The impact of
this change will be lower benefits (5% to 15%) from a male's viewpoint than
would otherwise be the case.

6
<PAGE>

ADDITIONAL INFORMATION ABOUT DETERMINING UNIT VALUES

The general manner in which we compute annuity unit values is discussed
above. Like annuity unit values, we calculate accumulation unit values
separately for each variable investment option. As of the close of each business
day, we calculate the value of one accumulation unit of a variable investment
option by multiplying the immediately preceding accumulation unit value by the
sum of one plus the applicable "net investment rate" for the period subsequent
to such preceding value. See "Net investment rate" below.

NET INVESTMENT RATE

For any period, the net investment rate for a variable investment option
equals

(1) the percentage total investment return of the corresponding Fund for that
period (assuming reinvestment of all dividends and other distributions from
the Fund), less

(2) for each calendar day in the period, a deduction of 0.003425% of the value
of the variable investment option at the beginning of the period, and less

(3) a further adjustment in an appropriate amount if we ever elect to impose a
charge for our income taxes.

ADJUSTMENT OF UNITS AND VALUES

We reserve the right to change the number and value of the accumulation
units and/or annuity units credited to your contract, without notice, provided
that strict equity is preserved and the change does not otherwise affect the
benefits, provisions, or investment return of your contract.

HYPOTHETICAL EXAMPLES ILLUSTRATING THE CALCULATION OF ACCUMULATION UNIT VALUES
AND ANNUITY UNIT VALUES

Assume at the beginning of the period being considered, the value of a
particular variable investment option was $4,000,000. Investment income during
the period totaled $2000, while capital gains were $3000 and capital losses were
$1000. Assume also that we are not imposing any tax charge. Charges against the
beginning value of the variable investment option amount to $137.00 assuming a
one day period. The $137.00 was computed by multiplying the beginning value of
$4,000,000 by the factor 0.00003425. By substituting in the first formula above,
the net investment rate is equal to $3863.00 ($2000 + $3000 - $1000 -$137.00)
divided by $4,000,000 or 0.0009658.

Assume further that each accumulation unit had a value of $11.250000 on the
previous business day, and the value of an annuity unit on such previous date
was $1.0850000. Based upon the experience of the variable investment option
during the period, the value of an accumulation unit at the end of the period
would be $11.250000 x (1 + .0009658) or $11.260865. The value of an annuity unit
at the end of the period would be $1.0850000 x (1. + .0009658) x .999905754 or
$1.085946. The final figure, .999905754, neutralizes the effect of a 3 1/2%
assumed investment rate so that the annuity unit's change in value reflects only
the actual investment experience of the variable investment option.

PURCHASES AND REDEMPTIONS OF FUND SHARES

JHVLICO purchases and redeems Fund shares for the Account at their net
asset value without any sales or redemption charges. Each available Fund issues
its own separate series of Fund shares. Each such series represents an interest
in one of the Funds of the Trusts, which corresponds to one of our variable
investment options. Any dividend or capital gains distributions received by the
Account will be reinvested in shares of that same Fund at their net asset value
as of the dates paid.

On each business day, the account purchases and redeems shares of each Fund
for each variable investment option based on, among other things, the amount of
premium payments allocated to that option, dividends

7
<PAGE>

reinvested, and transfers to, from and among investment options, all to be
effected as of that date. Such purchases and redemptions are effective at the
net asset value per Trust share for each fund determined on that same date.

THE ACCOUNT

In addition to the assets attributable to contracts, the Account includes
assets derived from charges made by and, possibly, funds contributed by JHVLICO
to commence operations of the variable investment option. From time to time
these additional amounts may be transferred in cash by us to our general
account. Before any such transfer, we will consider any possible adverse impact
transfer might have on any variable investment option. The assets of one
variable investment option are not necessarily legally insulated from
liabilities associated with another variable investment option.

DELAY OF CERTAIN PAYMENTS

Ordinarily, upon a surrender or partial withdrawal, we will pay the value
of any accumulation units in a single sum within 7 days after receipt of a
written request at our Annuity Servicing Office. However, redemption may be
suspended and payment may be postponed under the following conditions:

(1) when the New York Stock Exchange is closed, other than customary weekend
and holiday closings;

(2) when trading on that Exchange is restricted;

(3) when an emergency exists as a result of which (a) disposal of securities in
a variable investment option is not reasonably practicable or (b) it is not
reasonably practicable to determine the value of the net assets of a
variable investment option; or

(4) when a governmental body having jurisdiction over the Account by order
permits such suspension.

Rules and regulations of the SEC, if any are applicable, will govern as to
whether conditions in (2) or (3) exist.

We may defer for up to 15 days the payment of any amount attributable to a
premium payment made by check to allow the check reasonable time to clear.

We may also defer payment of surrender proceeds payable out of any
guarantee period for a period of up to 6 months.

LIABILITY FOR TELEPHONE TRANSFERS

If you authorize telephone transfers, you will be liable for any loss,
expense or cost arising out of any unauthorized or fraudulent telephone or fax
instructions which we reasonably believe to be genuine, unless such loss,
expense or cost is the result of our mistake or negligence. We employ procedures
which provide safeguards against unauthorized transactions, and which are
reasonably designed to confirm that instructions received by telephone are
genuine. These procedures include

. requiring personal identification,

. tape recording calls, and

. providing written confirmation to the owner.

If we do not employ reasonable procedures to confirm that instructions
communicated by telephone are genuine, we may be liable for any loss due to
unauthorized or fraudulent instructions.

8
<PAGE>

VOTING PRIVILEGES

Here's the formula we use to determine the number of Fund shares as to
which you may give instructions: the total value of your accumulation units
value in a variable investment option divided by the net asset value of 1 share
of the corresponding Fund

At a shareholders' meeting, you may give instructions regarding:

. the election of the Board of Trustees,

. the ratification of the selection of independent auditors,

. the approval of the Trusts' investment management agreements,

. and other matters requiring a vote under the 1940 Act.

The annuitant or other payee will also be entitled to give voting
instructions with respect to the Fund shares corresponding to any variable
investment option under which variable annuity payments are then being made. We
determine the number of Fund shares for which the payee can give instructions by
dividing the actuarially determined present value of the payee's annuity units
that correspond to that Fund by the net asset value of one share of that Fund.

We will furnish you information and forms so that you may give voting
instructions.

We may own Fund shares that we do not hold in any separate account whose
participants are entitled to give voting instructions. We will vote such shares
in proportion to the instructions we receive from all variable annuity contract
and variable life insurance policy owners who give us instructions for that
Fund's shares (including owners who participate in separate accounts other than
the Account).

We have designed your voting privileges based upon our understanding of the
requirements of the federal securities laws. If the applicable laws,
regulations, or interpretations change to eliminate or restrict the need for
such voting privileges, we reserve the right to proceed in accordance with any
such revised requirements.

9
<PAGE>

REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

To the Contractowners of John Hancock Variable Annuity Account JF of John
Hancock Variable Life Insurance Company

We have audited the accompanying statement of assets and liabilities of
John Hancock Variable Annuity Account JF (the Account) (comprising,
respectively, the V.A. Mid Cap Growth (formerly, Special Opportunities), V.A.
Bond, V.A. Core Equity (formerly, Independence Equity), V.A. Large Cap Growth,
V.A. Large Cap Value (formerly, Growth & Income), V.A. Financial Industries
(formerly, Growth), V.A. High Yield Bond, V.A. International, V.A. Regional
Bank, V.A. Small Cap Growth (formerly, Emerging Growth), V.A. Money Market, V.A.
Strategic Income, V.A. Sovereign Investors, V.A. 500 Index, Large Cap Growth,
Fundamental Mid Cap Growth, Aggressive Balanced, Emerging Markets, International
Equity Index, Global Equity, International Equity, Small Cap Growth,
International Balanced, Mid Cap Growth, Mid Cap Blend, Large Cap Value, Large
Cap Value CORE, Large/Mid Cap Value, Mid Cap Value, Small/Mid Cap Growth, Bond
Index, Large Cap Aggressive Growth, Small/Mid Cap CORE, Small/Mid Cap Value,
Real Estate Equity, Managed, Short-Term Bond, Small Cap Value, International
Opportunities, Equity Index, High Yield Bond, Global Bond, AIM V.I. Growth, AIM
V.I. Value, MFS Growth Series, MFS New Discovery Series, MFS Research Series,
VIP II Contrafund, VIP Growth, VIP Overseas Equity, Templeton International and
Templeton Development Market Subaccounts) as of December 31, 1999, the related
statements of operations and changes in net assets for each of the periods
indicated therein. These financial statements are the responsibility of the
Account's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of each of the respective
subaccounts constituting John Hancock Variable Annuity Account JF at December
31, 1999, the results of their operations for the period then ended and the
changes in their net assets for each of the periods indicated, in conformity
with accounting principles generally accepted in the United States.

ERNST & YOUNG LLP
Boston, Massachusetts
February 11, 2000

10
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF ASSETS AND LIABILITIES

DECEMBER 31, 1999

<TABLE>
<CAPTION>
V.A. V.A. V.A. V.A. V.A.
MID CAP V.A. CORE LARGE CAP LARGE CAP FINANCIAL
GROWTH BOND EQUITY GROWTH VALUE INDUSTRIES
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ---------- ----------- ----------- ----------- -------------
----------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash................... $ 632 $ 1,322 $ 5,906 $ 2,253 $ 4,389 $ 5,916
Investment in shares
of portfolios of:
Declaration Trust, at
value................. 2,767,667 5,645,935 25,649,360 10,104,702 19,356,319 25,732,605
Variable Series Trust
I, at value.......... -- -- -- -- -- --
MFS Trust, at value... -- -- -- -- -- --
AIM Trust, at value... -- -- -- -- -- --
Fidelity Trust, at
value................ -- -- -- -- -- --
Templeton Trust, at
value................ -- -- -- -- -- --
Policy loans and
accrued interest
receivable............ -- -- -- -- -- --
Receivable from:
Declaration Trust..... 92 8,981 23,981 763 1,561 25,275
Variable Series Trust
I.................... -- -- -- -- -- --
MFS Trust............. -- -- -- -- -- --
AIM Trust............. -- -- -- -- -- --
Fidelity Trust........ -- -- -- -- -- --
Templeton Trust....... -- -- -- -- -- --
---------- ---------- ----------- ----------- ----------- -----------
Total assets........... 2,768,391 5,656,238 25,679,247 10,107,718 19,362,269 25,763,796
LIABILITIES
Payable to John
Hancock Variable Life
Insurance Company..... -- 8,793 23,135 439 925 23,556
Asset charges payable.. 724 1,510 6,752 2,576 5,025 7,635
---------- ---------- ----------- ----------- ----------- -----------
Total liabilities...... 724 10,303 29,887 3,015 5,950 31,191
---------- ---------- ----------- ----------- ----------- -----------
Net assets............. $2,767,667 $5,645,935 $25,649,360 $10,104,703 $19,356,319 $25,732,605
========== ========== =========== =========== =========== ===========
</TABLE>

See accompanying notes.

11
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

DECEMBER 31, 1999

<TABLE>
<CAPTION>
V.A. V.A. V.A.
HIGH YIELD V.A. REGIONAL SMALL CAP V.A.
BOND INTERNATIONAL BANK GROWTH MONEY MARKET
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ------------- ----------- ---------- --------------
------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
ASSETS
Cash................... $ 734 $ 737 $ 2,650 $ 2,201 $ 1,694
Investment in shares
of portfolios of:
Declaration Trust, at
value................. 3,072,053 3,219,479 11,697,860 9,894,704 12,976,232
Variable Series Trust
I, at value.......... -- -- -- -- --
MFS Trust, at value... -- -- -- -- --
AIM Trust, at value... -- -- -- -- --
Fidelity Trust, at
value................ -- -- -- -- --
Templeton Trust, at
value................ -- -- -- -- --
Policy loans and
accrued interest
receivable............ -- -- -- -- --
Receivable from:
Declaration Trust..... 104 109 490 1,619 6,004
Variable Series Trust
I.................... -- -- -- -- --
MFS Trust............. -- -- -- -- --
AIM Trust............. -- -- -- -- --
Fidelity Trust........ -- -- -- -- --
Templeton Trust....... -- -- -- -- --
---------- ---------- ----------- ---------- -----------
Total assets........... 3,072,891 3,220,325 11,701,000 9,898,524 12,983,930
LIABILITIES
Payable to John
Hancock Variable Life
Insurance Company..... -- -- 108 1,297 6,004
Asset charges payable.. 838 847 3,032 2,524 1,694
---------- ---------- ----------- ---------- -----------
Total liabilities...... 838 847 3,140 3,821 7,698
---------- ---------- ----------- ---------- -----------
Net assets............. $3,072,053 $3,219,478 $11,697,860 $9,894,703 $12,976,232
========== ========== =========== ========== ===========
</TABLE>

See accompanying notes.

12
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

DECEMBER 31, 1999

<TABLE>
<CAPTION>
V.A. V.A. FUNDAMENTAL
STRATEGIC SOVEREIGN V.A. LARGE CAP MID CAP AGGRESSIVE
INCOME INVESTORS 500 INDEX GROWTH GROWTH BALANCED
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ----------- ----------- ---------- ----------- ------------
---------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash................... $ 2,044 $ 6,476 $ 4,692 $ 306 $ 123 $ 10
Investment in shares
of portfolios of:
Declaration Trust, at
value................. 8,651,568 28,470,862 20,326,937 -- -- --
Variable Series Trust
I, at value.......... -- -- -- 1,376,374 568,178 40,903
MFS Trust, at value -- -- -- -- -- --
AIM Trust, at value -- -- -- -- -- --
Fidelity Trust, at
value................ -- -- -- -- -- --
Templeton Trust, at
value................ -- -- -- -- -- --
Policy loans and
accrued interest
receivable............ -- -- -- -- -- --
Receivable from:
Declaration Trust..... 6,145 10,622 2,272 -- -- --
Variable Series Trust
I.................... -- -- -- 44 2,750 1
MFS Trust............. -- -- -- -- -- --
AIM Trust............. -- -- -- -- -- --
Fidelity Trust........ -- -- -- -- -- --
Templeton Trust....... -- -- -- -- -- --
---------- ----------- ----------- ---------- -------- -------
Total assets........... 8,659,757 28,487,960 20,333,901 1,376,724 571,051 40,914
LIABILITIES
Payable to John
Hancock Variable Life
Insurance Company..... 5,852 9,694 1,598 -- 2,731 --
Asset charges payable 2,336 7,404 5,366 350 142 11
---------- ----------- ----------- ---------- -------- -------
Total liabilities...... 8,188 17,098 6,964 350 2,873 11
---------- ----------- ----------- ---------- -------- -------
Net assets............. $8,651,569 $28,470,862 $20,326,937 $1,376,374 $568,178 $40,903
========== =========== =========== ========== ======== =======
</TABLE>

See accompanying notes.

13
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

DECEMBER 31, 1999

<TABLE>
<CAPTION>
EMERGING INTERNATIONAL GLOBAL INTERNATIONAL SMALL CAP INTERNATIONAL
MARKETS EQUITY INDEX EQUITY EQUITY GROWTH BALANCED
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ------------- ---------- ------------- ---------- ---------------
---------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash.................................. $ 35 $ 55 $ 72 $ 30 $ 270 $ 30
Investment in shares of portfolios of:
Declaration Trust, at value..........
Variable Series Trust I, at value.... 150,457 236,153 313,790 134,099 1,261,171 136,681
MFS Trust, at value.................. -- -- -- -- -- --
AIM Trust, at value.................. -- -- -- -- -- --
Fidelity Trust, at value............. -- -- -- -- -- --
Templeton Trust, at value............ -- -- -- -- -- --
Policy loans and accrued interest
receivable........................... -- -- -- -- -- --
Receivable from:
Declaration Trust.................... -- -- -- -- -- --
Variable Series Trust I.............. 5 1,200 10 5 12,970 5
MFS Trust............................ -- -- -- -- -- --
AIM Trust............................ -- -- -- -- -- --
Fidelity Trust....................... -- -- -- -- -- --
Templeton Trust...................... -- -- -- -- -- --
-------- -------- -------- -------- ---------- ----------
Total assets.......................... 150,497 237,408 313,872 134,134 1,274,411 136,716
LIABILITIES
Payable to John Hancock Variable Life
Insurance Company ................... -- 1,192 -- -- 12,928 --
Asset charges payable................. 40 63 83 35 312 35
-------- -------- -------- -------- ---------- ----------
Total liabilities..................... 40 1,255 83 35 13,240 35
-------- -------- -------- -------- ---------- ----------
Net assets............................ $150,457 $236,153 $313,789 $134,099 $1,261,171 $ 136,681
======== ======== ======== ======== ========== ==========
</TABLE>

See accompanying notes.

14
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

DECEMBER 31, 1999

<TABLE>
<CAPTION>
MID CAP MID CAP LARGE CAP LARGE CAP LARGE/MID CAP
GROWTH BLEND VALUE VALUE CORE VALUE MID CAP VALUE
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ---------- ---------- ---------- ------------- -------------
-----------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash....................... $ 874 $ 5 $ 318 $ 214 $ 122 $ 146
Investment in shares of
portfolios of:
Declaration Trust, at
value..................... -- -- -- -- -- --
Variable Series Trust I,
at value.................. 3,840,957 18,834 1,411,991 954,016 676,856 666,936
MFS Trust, at value....... -- -- -- -- -- --
AIM Trust, at value....... -- -- -- -- -- --
Fidelity Trust, at
value.................... -- -- -- -- -- --
Templeton Trust, at
value.................... -- -- -- -- -- --
Policy loans and accrued
interest receivable...... -- -- -- -- -- --
Receivable from:
Declaration Trust......... -- -- -- -- -- --
Variable Series Trust I... 126 2,750 46 11,108 42,247 21
MFS Trust................. -- -- -- -- -- --
AIM Trust................. -- -- -- -- -- --
Fidelity Trust............ -- -- -- -- -- --
Templeton Trust........... -- -- -- -- -- --
---------- ------- ---------- -------- -------- --------
Total assets............... 3,841,957 21,589 1,412,355 965,338 719,225 667,103
LIABILITIES
Payable to John Hancock
Variable Life Insurance
Company................... -- 2,749 -- 11,076 42,225 --
Asset charges payable...... 1,000 6 364 247 144 167
---------- ------- ---------- -------- -------- --------
Total liabilities.......... 1,000 2,755 364 11,323 42,369 167
---------- ------- ---------- -------- -------- --------
Net assets................. $3,840,957 $18,834 $1,411,991 $954,015 $676,856 $666,936
========== ======= ========== ======== ======== ========
</TABLE>

See accompanying notes.

15
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

DECEMBER 31, 1999

<TABLE>
<CAPTION>
LARGE CAP
SMALL/MID AGGRESSIVE SMALL/MID CAP SMALL/MID CAP
CAP GROWTH BOND INDEX GROWTH CORE VALUE EQUITY REAL ESTATE
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
----------- ---------- ---------- ------------- ------------- -----------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash..................................... $ 60 $ 186 $ 468 $ 74 $ 29 $ 28
Investment in shares of portfolios of:
Declaration Trust, at value............. -- -- -- -- -- --
Variable Series Trust I, at value....... 280,442 768,616 2,134,870 338,506 171,548 136,687
MFS Trust, at value..................... -- -- -- -- -- --
AIM Trust, at value..................... -- -- -- -- -- --
Fidelity Trust, at value................ -- -- -- -- -- --
Templeton Trust, at value............... -- -- -- -- -- --
Policy loans and accrued interest
receivable.............................. -- -- -- -- -- --
Receivable from:
Declaration Trust....................... -- -- -- -- -- --
Variable Series Trust I................. 10 690 73 11 40,560 4
MFS Trust............................... -- -- -- -- -- --
AIM Trust............................... -- -- -- -- -- --
Fidelity Trust.......................... -- -- -- -- -- --
Templeton Trust......................... -- -- -- -- -- --
-------- -------- ---------- -------- -------- --------
Total assets............................. 280,512 769,492 2,135,411 338,591 212,137 136,719
LIABILITIES
Payable to John Hancock Variable Life
Insurance Company....................... -- 664 -- -- 40,556 --
Asset charges payable.................... 70 212 540 85 33 32
-------- -------- ---------- -------- -------- --------
Total liabilities........................ 70 876 540 85 40,589 32
-------- -------- ---------- -------- -------- --------
Net assets............................... $280,442 $768,616 $2,134,871 $338,506 $171,548 $136,687
======== ======== ========== ======== ======== ========
</TABLE>

See accompanying notes.

16
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

DECEMBER 31, 1999

<TABLE>
<CAPTION>
SHORT-TERM SMALL CAP INTERNATIONAL HIGH YIELD
MANAGED BOND VALUE OPPORTUNITIES EQUITY INDEX BOND
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ---------- ---------- ------------- ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash......................... $ 65 $ 68 $ 35 $ 79 $ 847 $ 139
Investment in shares of
portfolios of:
Declaration Trust, at
value...................... -- -- -- -- -- --
Variable Series Trust I, at
value...................... 273,950 294,799 150,824 352,129 3,779,733 646,586
MFS Trust, at value......... -- -- -- -- -- --
AIM Trust, at value......... -- -- -- -- -- --
Fidelity Trust, at value.... -- -- -- -- -- --
Templeton Trust, at value... -- -- -- -- -- --
Policy loans and accrued
interest receivable......... -- -- -- -- -- --
Receivable from:
Declaration Trust........... -- -- -- -- -- --
Variable Series Trust I..... 9 10 800 12 7,601 22
MFS Trust................... -- -- -- -- -- --
AIM Trust................... -- -- -- -- -- --
Fidelity Trust.............. -- -- -- -- -- --
Templeton Trust............. -- -- -- -- -- --
-------- -------- -------- -------- ---------- --------
Total assets................. 274,024 294,877 151,659 352,220 3,788,181 646,747
LIABILITIES
Payable to John Hancock
Variable Life Insurance
Company..................... -- -- 795 -- 7,477 --
Asset charges payable........ 74 77 40 91 971 161
-------- -------- -------- -------- ---------- --------
Total liabilities............ 74 77 835 91 8,448 161
-------- -------- -------- -------- ---------- --------
Net assets................... $273,950 $294,800 $150,824 $352,129 $3,779,733 $646,586
======== ======== ======== ======== ========== ========
</TABLE>

See accompanying notes.

17
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

DECEMBER 31, 1999

<TABLE>
<CAPTION>
MFS MFS
AIM V.I. AIM V.I. MFS NEW DISCOVERY RESEARCH
GLOBAL BOND GROWTH VALUE GROWTH SERIES SERIES SERIES
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
----------- ---------- ---------- ------------- ------------- ------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash........................ $ 21 $ 274 $ 794 $ 443 $ 121 $ 182
Investment in shares
of portfolios of:
Declaration Trust, at
value...................... -- -- -- -- -- --
Variable Series Trust I, at
value...................... 85,308 -- -- -- -- --
MFS Trust, at value........ -- -- -- 1,955,143 557,868 871,024
AIM Trust, at value........ -- 1,210,658 3,503,347 -- -- --
Fidelity Trust, at value... -- -- -- -- -- --
Templeton Trust, at value.. -- -- -- -- -- --
Policy loans and accrued
interest receivable........ -- -- -- -- -- --
Receivable from:
Declaration Trust.......... -- -- -- -- -- --
Variable Series Trust I.... 3 -- -- -- -- --
MFS Trust.................. -- -- -- 5,586 8,092 30
AIM Trust.................. -- 21,030 34,065 -- -- --
Fidelity Trust............. -- -- -- -- -- --
Templeton Trust............ -- -- -- -- -- --
------- ---------- ---------- ---------- -------- --------
Total assets................ 85,332 1,231,962 3,538,206 1,961,172 566,081 871,236
LIABILITIES
Payable to John Hancock
Variable Life Insurance
Company.................... -- 20,989 33,946 5,520 8,074 --
Asset charges payable....... 23 315 913 509 139 212
------- ---------- ---------- ---------- -------- --------
Total liabilities........... 23 21,304 34,859 6,029 8,213 212
------- ---------- ---------- ---------- -------- --------
Net assets.................. $85,309 $1,210,658 $3,503,347 $1,955,143 $557,868 $871,024
======= ========== ========== ========== ======== ========
</TABLE>

See accompanying notes.

18
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

DECEMBER 31, 1999

<TABLE>
<CAPTION>
TEMPLETON
VIP II VIP OVERSEAS TEMPLETON DEVELOPMENT
CONTRAFUND VIP GROWTH EQUITY INTERNATIONAL MARKET
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ---------- ------------ ------------- -------------
<S> <C> <C> <C> <C> <C>
ASSETS
Cash........................ $ 622 $ 528 $ 79 $ 68 $ 31
Investment in shares
of portfolios of:
Declaration Trust, at
value..................... -- -- -- -- --
Variable Series Trust I, at
value...................... -- -- -- -- --
MFS Trust, at value........ -- -- -- -- --
AIM Trust, at value........ -- -- -- -- --
Fidelity Trust, at value... 2,760,551 2,469,000 380,985 -- --
Templeton Trust, at value.. -- -- -- 331,434 162,860
Policy loans and accrued
interest receivable........ -- -- -- -- --
Receivable from:
Declaration Trust.......... -- -- -- -- --
Variable Series Trust I.... -- -- -- -- --
MFS Trust.................. -- -- -- -- --
AIM Trust.................. -- -- -- -- --
Fidelity Trust............. 26,296 48,716 33,800 -- --
Templeton Trust............ -- -- -- 33,817 27,040
---------- ---------- -------- -------- --------
Total assets................ 2,787,469 2,518,244 414,864 365,319 189,931
LIABILITIES
Payable to John Hancock
Variable Life Insurance
Company.................... 26,203 48,633 33,788 33,807 27,035
Asset charges payable....... 715 611 91 78 35
---------- ---------- -------- -------- --------
Total liabilities........... 26,918 49,244 33,879 33,885 27,070
---------- ---------- -------- -------- --------
Net assets.................. $2,760,551 $2,469,000 $380,985 $331,434 $162,861
========== ========== ======== ======== ========
</TABLE>

See accompanying notes.

19
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF OPERATIONS

PERIOD ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
V.A. V.A. V.A. V.A. V.A.
MID CAP V.A. CORE LARGE CAP LARGE CAP FINANCIAL
GROWTH BOND EQUITY GROWTH VALUE INDUSTRIES
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ---------- ---------- ---------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Distribution received from:
Declaration Trust.......... $ 2,370 $ 333,753 $ 611,016 $ 227,388 $ 769,869 $ 285,431
Variable Series Trust I.... -- -- -- -- -- --
MFS Trust.................. -- -- -- -- -- --
AIM Trust.................. -- -- -- -- -- --
Fidelity Trust............. -- -- -- -- -- --
Templeton Trust............ -- -- -- -- -- --
Interest income on policy
loans..................... -- -- -- -- -- --
-------- --------- ---------- ---------- ---------- ---------
Total investment income..... 2,370 333,753 611,016 227,388 769,869 285,431
Expenses:
Mortality and expense
risks..................... 15,709 63,417 249,299 88,635 151,115 327,161
-------- --------- ---------- ---------- ---------- ---------
Net investment income
(loss)..................... (13,339) 270,336 361,717 138,753 618,754 (41,730)
Net realized and unrealized
gain (loss) on investments:
Net realized gain
(loss).................... 27,455 (62,203) 648,748 391,024 356,295 890,410
Net unrealized appreciation
(depreciation) during the
period.................... 796,182 (292,585) 1,391,748 814,057 5,545,194 (910,165)
-------- --------- ---------- ---------- ---------- ---------
Net realized and unrealized
gain (loss) on investments. 823,637 (354,788) 2,040,496 1,205,081 5,901,489 (19,755)
-------- --------- ---------- ---------- ---------- ---------
Net increase
(decrease) in net assets
resulting from operations.. $810,298 $ (84,452) $2,402,213 $1,343,834 $6,520,243 $ (61,485)
======== ========= ========== ========== ========== =========
</TABLE>

See accompanying notes.

20
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF OPERATIONS (CONTINUED)

PERIOD ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
V.A. V.A.
HIGH YIELD V.A. V.A. SMALL CAP V.A.
BOND INTERNATIONAL REGIONAL BANK GROWTH MONEY MARKET
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ------------- ------------- ---------- --------------
<S> <C> <C> <C> <C> <C>
Investment income:
Distribution received from:
Declaration Trust........... $ 341,866 $106,518 $ 360,386 $ 208,606 $482,234
Variable Series Trust I..... -- -- -- -- --
MFS Trust................... -- -- -- -- --
AIM Trust................... -- -- -- -- --
Fidelity Trust.............. -- -- -- -- --
Templeton Trust............. -- -- -- -- --
Interest income on policy
loans...................... -- -- -- -- --
--------- -------- --------- ---------- --------
Total investment income...... 341,866 106,518 360,386 208,606 482,234
Expenses:
Mortality and expense
risks...................... 37,690 30,454 147,051 61,777 127,619
--------- -------- --------- ---------- --------
Net investment income........ 304,176 76,064 213,335 146,829 354,615
Net realized and unrealized
gain (loss) on investments:
Net realized gain
(loss)..................... (220,977) 60,660 (193,751) 216,562 --
Net unrealized appreciation
(depreciation) during the
period.................... 259,888 580,016 (772,652) 3,051,045 --
--------- -------- --------- ---------- --------
Net realized and unrealized
gain (loss) on investments.. 38,911 640,676 (966,403) 3,267,607 --
--------- -------- --------- ---------- --------
Net increase (decrease) in
net assets resulting from
operations.................. $ 343,087 $716,740 $(753,068) $3,414,436 $354,615
========= ======== ========= ========== ========
</TABLE>

- ---------
*For the period from September 1, 1999 (commencement of operations) to December
31, 1999.

See accompanying notes.

21
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF OPERATIONS (CONTINUED)

PERIOD ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
V.A. V.A. FUNDAMENTAL
STRATEGIC SOVEREIGN V.A. 500 LARGE CAP MID CAP AGGRESSIVE
INCOME INVESTORS INDEX GROWTH GROWTH BALANCED
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT*
---------- ---------- ---------- ---------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Distribution received
from:
Declaration Trust.......... $ 660,306 $389,072 $ 322,117 -- -- --
Variable Series Trust I.... -- -- -- $210,989 $24,995 $ 252
MFS Trust.................. -- -- -- -- -- --
AIM Trust.................. -- -- -- -- -- --
Fidelity Trust............. -- -- -- -- -- --
Templeton Trust............ -- -- -- -- -- --
Interest income on policy
loans..................... -- -- -- -- -- --
--------- -------- ---------- -------- ------- ------
Total investment income..... 660,306 389,072 322,117 210,989 24,995 252
Expenses:
Mortality and expense
risks..................... 102,373 297,771 220,420 6,172 472 86
--------- -------- ---------- -------- ------- ------
Net investment income....... 557,933 91,301 101,697 204,817 24,523 166
Net realized and unrealized
gain (loss) on investments:
Net realized gain (loss)... (183,540) 574,386 912,346 4,064 636 449
Net unrealized appreciation
(depreciation) during the
period................... (98,330) (54,923) 2,176,646 (39,265) 59,548 1,348
--------- -------- ---------- -------- ------- ------
Net realized and unrealized
gain (loss) on
investments................ (281,870) 519,463 3,088,992 (35,201) 60,184 1,797
--------- -------- ---------- -------- ------- ------
Net increase in net assets
resulting from operations.. $ 276,063 $610,764 $3,190,689 $169,616 $84,707 $1,963
========= ======== ========== ======== ======= ======
</TABLE>

- ---------
*For the period from September 1, 1999 (commencement of operations) to December
31, 1999.

See accompanying notes.

22
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF OPERATIONS (CONTINUED)

PERIOD ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
EMERGING INTERNATIONAL INTERNATIONAL SMALL CAP INTERNATIONAL
MARKETS EQUITY INDEX GLOBAL EQUITY EQUITY GROWTH BALANCED
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT* SUBACCOUNT SUBACCOUNT
---------- ------------- ------------- ------------- ---------- -------------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Distribution received from:
Declaration Trust......................... -- -- -- -- -- --
Variable Series Trust I................... $ 5,048 $ 5,905 $ 1,574 $ 1,689 $112,685 $ 8,211
MFS Trust................................. -- -- -- -- -- --
AIM Trust................................. -- -- -- -- -- --
Fidelity Trust............................ -- -- -- -- -- --
Templeton Trust........................... -- -- -- -- -- --
Interest income on policy loans........... -- -- -- -- -- --
------- ------- ------- ------- -------- -------
Total investment income.................... 5,048 5,905 1,574 1,689 112,685 8,211
Expenses:
Mortality and expense risks............... 315 1,218 1,619 155 1,257 415
------- ------- ------- ------- -------- -------
Net investment income (loss)............... 4,733 4,687 (45) 1,534 111,428 7,796
Net realized and unrealized gain (loss) on
investments:
Net realized gain (loss).................. 137 10,810 1,834 563 15,156 (172)
Net unrealized appreciation (depreciation)
during the period........................ 34,601 32,774 42,662 8,780 62,053 (1,162)
------- ------- ------- ------- -------- -------
Net realized and unrealized gain (loss) on
investments............................... 34,738 43,584 44,496 9,343 77,209 (1,334)
------- ------- ------- ------- -------- -------
Net increase in net assets resulting from
operations................................ $39,471 $48,271 $44,451 $10,877 $188,637 $ 6,462
======= ======= ======= ======= ======== =======
</TABLE>

- ---------
*For the period from September 1, 1999 (commencement of operations) to December
31, 1999.

See accompanying notes.

23
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF OPERATIONS (CONTINUED)

PERIOD ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
MID CAP LARGE CAP LARGE CAP LARGE/MID CAP
GROWTH MID CAP BLEND VALUE VALUE CORE VALUE MID CAP VALUE
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT* SUBACCOUNT SUBACCOUNT
---------- ------------- ---------- ----------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Distribution received from:
Declaration Trust.................... $ -- $ -- $ -- $ -- $ -- $ --
Variable Series Trust I.............. 393,251 284 86,271 13,222 1,969 1,813
MFS Trust............................ -- -- -- -- -- --
AIM Trust............................ -- -- -- -- -- --
Fidelity Trust....................... -- -- -- -- -- --
Templeton Trust...................... -- -- -- -- -- --
Interest income on policy loans...... -- -- -- -- -- --
---------- ------ --------- ------- ------ -------
Total investment income............... 393,251 284 86,271 13,222 1,969 1,813
Expenses:
Mortality and expense risks.......... 14,140 15 8,968 1,247 646 3,737
---------- ------ --------- ------- ------ -------
Net investment income (loss).......... 379,111 269 77,303 11,975 1,323 (1,924)
Net realized and unrealized gain
(loss) on investments:
Net realized gain.................... 68,369 145 8,864 4,424 477 1,115
Net unrealized appreciation
(depreciation) during the
period.............................. 1,028,929 913 (150,220) (3,993) 5,762 22,563
---------- ------ --------- ------- ------ -------
Net realized and unrealized gain
(loss) on investments................ 1,097,298 1,058 (141,356) 431 6,239 23,678
---------- ------ --------- ------- ------ -------
Net increase (decrease) in net assets
resulting from operations............ $1,476,409 $1,327 $ (64,053) $12,406 $7,562 $21,754
========== ====== ========= ======= ====== =======
</TABLE>

- ---------
*For the period from September 1, 1999 (commencement of operations) to December
31, 1999.

See accompanying notes.

24
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF OPERATIONS (CONTINUED)

PERIOD ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
LARGE CAP
SMALL/MID CAP AGGRESSIVE SMALL/MID CAP
GROWTH BOND INDEX GROWTH CORE
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
------------- ---------- ---------- -------------
----------------------------------------------------
<S> <C> <C> <C> <C>
Investment income:
Distribution received from:
Declaration Trust..................... -- -- -- --
Variable Series Trust I............... $ 39,124 $ 13,406 $ 9,734 $27,853
MFS Trust............................. -- -- -- --
AIM Trust............................. -- -- -- --
Fidelity Trust........................ -- -- -- --
Templeton Trust....................... -- -- -- --
Interest income on policy loans....... -- -- -- --
-------- -------- -------- -------
Total investment income................ 39,124 13,406 9,734 27,853
Expenses:
Mortality and expense risks........... 316 2,233 2,799 892
-------- -------- -------- -------
Net investment income.................. 38,808 11,173 6,935 26,961
Net realized and unrealized gain (loss)
on investments:
Net realized gain (loss).............. 279 (4,107) 5,479 515
Net unrealized appreciation
(depreciation) during the
period............................... (22,291) (13,446) 150,635 11,983
-------- -------- -------- -------
Net realized and unrealized gain (loss)
on investments........................ (22,012) (17,553) 156,114 12,498
-------- -------- -------- -------
Net increase (decrease) in net assets
resulting from operations............. $ 16,796 $ (6,380) $163,049 $39,459
======== ======== ======== =======
</TABLE>

- ---------
* For the period from September 1, 1999 (commencement of operations) to December
31, 1999.

See accompanying notes.

25
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF OPERATIONS (CONTINUED)

PERIOD ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
SHORT-TERM SMALL CAP INTERNATIONAL HIGH-YIELD
MANAGED BOND VALUE OPPORTUNITIES EQUITY INDEX BOND
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ---------- ---------- ------------- ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Distribution received
from:
Declaration Trust ........ -- -- -- -- -- --
Variable Series Trust
I ....................... $22,040 $ 5,200 $ 3,298 $22,308 $119,072 $10,879
MFS Trust ................ -- -- -- -- -- --
AIM Trust ................ -- -- -- -- -- --
Fidelity Trust ........... -- -- -- -- -- --
Templeton Trust .......... -- -- -- -- -- --
Interest income on
policy loans ............ -- -- -- -- -- --
------- ------- ------- ------- -------- -------
Total investment
income ................... 22,040 5,200 3,298 22,308 119,072 10,879
Expenses:
Mortality and expense
risks ................... 1,359 819 737 1,694 11,489 1,470
------- ------- ------- ------- -------- -------
Net investment income 20,681 4,381 2,561 20,614 107,583 9,409
Net realized and
unrealized gain (loss)
on investments:
Net realized gain
(loss) .................. 69 (1,136) 398 1,016 11,982 (4,223)
Net unrealized
appreciation
(depreciation)
during the period ....... (7,818) (1,509) (5,441) 54,814 162,297 2,983
------- ------- ------- ------- -------- -------
Net realized and
unrealized gain
(loss) on investments .... (7,749) (2,645) (5,043) 55,830 174,279 (1,240)
------- ------- ------- ------- -------- -------
Net increase
(decrease) in net
assets resulting from
operations ............... $12,932 $ 1,736 $(2,482) $76,444 $281,862 $ 8,169
======= ======= ======= ======= ======== =======
</TABLE>

See accompanying notes.

26
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF OPERATIONS (CONTINUED)

PERIOD ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
MFS
AIM V.I. MFS NEW DISCOVERY MFS
GLOBAL BOND GROWTH AIM V.I. VALUE GROWTH SERIES SERIES RESEARCH SERIES
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
----------- ---------- -------------- ------------- ------------- ---------------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Distribution received from:
Declaration Trust ................. $ -- $ -- $ -- $ -- $ -- $ --
Variable Series Trust I ........... 2,652 -- -- -- -- --
MFS Trust ......................... -- -- -- 6,970 9,612 --
AIM Trust ......................... -- -- -- -- -- --
Fidelity Trust .................... -- -- -- -- -- --
Templeton Trust ................... -- -- -- -- -- --
Interest income on policy
loans ............................ -- -- -- -- -- --
------- ------- -------- -------- ------- -------
Total investment income ............ 2,652 -- -- 6,970 9,612 --
Expenses:
Mortality and expense risks ....... 496 1,393 4,667 2,578 526 930
------- ------- -------- -------- ------- -------
Net investment income (loss) ....... 2,156 (1,393) (4,667) 4,392 9,086 (930)
Net realized and unrealized gain
(loss) on investments:
Net realized gain ................. 1 4,132 12,599 15,624 6,090 135
Net unrealized appreciation
(depreciation) during the
period ........................... (3,305) 74,558 193,862 187,158 68,540 72,877
------- ------- -------- -------- ------- -------
Net realized and unrealized gain
(loss) on investments ............. (3,304) 78,690 206,461 202,782 74,630 73,012
------- ------- -------- -------- ------- -------
Net increase (decrease) in net
assets resulting from
operations ....................... $(1,148) $77,297 $201,794 $207,174 $83,716 $72,082
======= ======= ======== ======== ======= =======
</TABLE>

See accompanying notes.

27
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENT OF OPERATIONS (CONTINUED)

PERIOD ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
TEMPLETON
VIP II VIP OVERSEAS TEMPLETON DEVELOPMENT
CONTRAFUND VIP GROWTH EQUITY INTERNATIONAL MARKET
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ---------- ------------ ------------- -------------
<S> <C> <C> <C> <C> <C>
Investment income:
Distribution received from:
Declaration Trust ........... $ -- $ -- $ -- $ -- $ --
Variable Series Trust
I .......................... -- -- -- -- --
MFS Trust ................... -- -- -- -- --
AIM Trust ................... -- -- -- -- --
Fidelity Trust .............. -- -- -- -- --
Templeton Trust ............. -- -- -- -- --
Interest income on policy
loans ...................... -- -- -- -- --
-------- -------- ------- ------- -------
Total investment
income ...................... -- -- -- -- --
Expenses:
Mortality and expense
risks ...................... 3,298 2,184 361 352 128
-------- -------- ------- ------- -------
Net investment income
(loss) ...................... (3,298) (2,184) (361) (352) (128)
Net realized and unrealized
gain (loss) on investments:
Net realized gain ........... 3,669 22,201 4,357 293 302
Net unrealized appreciation
during the period ........... 217,181 147,113 33,997 22,323 13,174
-------- -------- ------- ------- -------
Net realized and unrealized
gain on investments .......... 220,850 169,314 38,354 22,616 13,476
-------- -------- ------- ------- -------
Net increase in net assets
resulting from operations ... $217,552 $167,130 $37,993 $22,264 $13,348
======== ======== ======= ======= =======
</TABLE>

See accompanying notes.

28
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENTS OF CHANGES IN NET ASSETS

YEARS AND PERIODS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
V.A. V.A.
MID CAP V.A. CORE
GROWTH BOND EQUITY
SUBACCOUNT SUBACCOUNT SUBACCOUNT
------------------------ ------------------------- -------------------------
1999 1998* 1999 1998 1999 1998
------------ ----------- ------------ ------------ ------------ -----------
<S> <C> <C> <C> <C> <C> <C>
Increase (decrease) in net assets from
operations:
Net investment income (loss) ............... $ (13,339) $ (3,373) $ 270,336 $ 223,711 $361,717 $ 153,974
Net realized gains (losses) ............... 27,455 (9,440) (62,203) 35,959 648,748 109,615
Net unrealized appreciation (depreciation)
during the period ......................... 796,182 26,472 (292,585) (18,486) 1,391,748 1,746,705
----------- ---------- ----------- ----------- ----------- -----------
Net increase (decrease) in net assets from
operations ................................. 810,298 13,659 (84,452) 241,184 2,402,213 2,010,294
From contractowner transactions:
Net premiums from contractowners ........... 1,731,146 708,072 2,981,511 4,874,660 13,393,791 8,674,539
Net benefits to contractowners ............. (385,816) (109,692) (2,184,890) (1,328,900) (3,866,236) (1,181,410)
----------- ---------- ----------- ----------- ----------- -----------
Net increase in net assets resulting from
contractowner transactions ................. 1,345,330 598,380 796,621 3,545,760 9,527,555 7,493,129
----------- ---------- ----------- ----------- ----------- -----------
Net increase in net assets ................. 2,155,628 612,039 712,169 3,786,944 11,929,768 9,503,423
Net assets at beginning of period ........... 612,039 0 4,933,766 1,146,822 13,719,592 4,216,169
----------- ---------- ----------- ----------- ----------- -----------
Net assets at end of period ................. $ 2,767,667 $ 612,039 $ 5,645,935 $ 4,933,766 $25,649,360 $13,719,592
=========== ========== =========== =========== =========== ===========
</TABLE>

<TABLE>
<CAPTION>
V.A. V.A.
LARGE CAP V.A. FINANCIAL
GROWTH LARGE CAP VALUE INDUSTRIES
SUBACCOUNT SUBACCOUNT SUBACCOUNT
------------------------ ------------------------ -------------------------
1999 1998 1999 1998* 1999 1998
------------ ----------- ------------ ----------- ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Increase (decrease) in net assets from
operations:
Net investment income (loss) ................ $ 138,753 $ (36,639) $ 618,754 $ (5,475) $(41,730) $ 10,271
Net realized gains (losses) ................. 391,024 150,134 356,295 (34,115) 890,410 214,266
Net unrealized appreciation (depreciation)
during the period .......................... 814,057 547,681 5,545,194 812,514 (910,165) 487,761
----------- ---------- ----------- ---------- ----------- -----------
Net increase (decrease) in net assets from
operations .................................. 1,343,834 661,176 6,520,243 772,924 (61,485) 712,298
From contractowner transactions:
Net premiums from contractowners ............ 5,561,690 2,579,958 7,096,150 8,244,519 7,121,092 21,632,493
Net benefits to contractowners .............. (1,240,497) (618,956) (2,325,732) (951,785) (9,683,665) (3,616,304)
----------- ---------- ----------- ---------- ----------- -----------
Net increase (decrease) in net assets
resulting from contractowner transactions .... 4,321,193 1,961,002 4,770,418 7,292,734 (2,562,573) 18,016,189
----------- ---------- ----------- ---------- ----------- -----------
Net increase (decrease) in net assets ........ 5,665,027 2,622,178 11,290,661 8,065,658 (2,624,058) 18,728,487
Net assets at beginning of period ............ 4,439,676 1,817,498 8,065,658 0 28,356,663 9,628,176
----------- ---------- ----------- ---------- ----------- -----------
Net assets at end of period .................. $10,104,703 $4,439,676 $19,356,319 $8,065,658 $25,732,605 $28,356,663
=========== ========== =========== ========== =========== ===========
- ---------
</TABLE>

* From January 5, 1998 (commencement of operations).

See accompanying notes.

29
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

YEARS AND PERIODS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
V.A.
HIGH YIELD V.A.
BOND INTERNATIONAL
SUBACCOUNT SUBACCOUNT
------------------------ -----------------------------
1999 1998* 1999 1998
------------ ----------- --------------- ---------------
<S> <C> <C> <C> <C>
Increase (decrease) in net
assets from operations:
Net investment income
(loss) .................... $ 304,176 $ 140,478 $ 76,064 $ (7,548)
Net realized gains
(losses) .................. (220,977) (150,154) 60,660 (43,508)
Net unrealized appreciation
(depreciation)
during the period ......... 259,888 (305,961) 580,016 261,079
----------- ---------- -------------- ------------
Net increase
(decrease) in net assets
from operations ........... 343,087 (315,637) 716,740 210,023
From contractowner
transactions:
Net premiums from
contractowners ............ 1,344,934 3,710,492 622,148 1,572,910
Net benefits to
contractowners ............ (1,280,199) (730,624) (473,804) (409,812)
----------- ---------- -------------- ------------
Net increase in net
assets resulting from
contractowner
transactions ............... 64,735 2,979,868 148,344 1,163,098
----------- ---------- -------------- ------------
Net increase in net
assets ..................... 407,822 2,664,231 865,084 1,373,121
Net assets at beginning
of period .................. 2,664,231 0 2,354,394 981,273
----------- ---------- -------------- ------------
Net assets at end of
period ..................... $ 3,072,053 $2,664,231 $ 3,219,478 $ 2,354,394
=========== ========== ============== ============
</TABLE>

<TABLE>
<CAPTION>
V.A. V.A. V.A.
REGIONAL BANK SMALL CAP GROWTH MONEY MARKET
SUBACCOUNT SUBACCOUNT SUBACCOUNT
--------------------------------- --------------------------- -------------------------------
1999 1998* 1999 1998 1999 1998
---------------- --------------- ------------- ------------ -------------- ---------------
<S> <C> <C> <C> <C> <C> <C>
Increase (decrease) in net assets
from operations:
Net investment income (loss) ..... $ 213,335 $ 10,996 $ 146,829 $ (32,555) $354,615 $ 224,376
Net realized gains (losses) ...... (193,751) (111,691) 216,562 59,948 -- --
Net unrealized appreciation
(depreciation) during the
period .......................... (772,652) 61,720 3,051,045 403,878 -- --
-------------- -------------- ------------ ----------- ------------- ------------
Net increase (decrease) in net
assets from operations ........... (753,068) (38,975) 3,414,436 431,271 354,615 224,376
From contractowner transactions:
Net premiums from
Contractowners ................... 5,431,949 11,167,353 4,164,485 2,160,727 21,531,482 17,347,834
Net benefits to contractowners ... (3,221,089) (888,310) (1,378,195) (726,161) (17,611,645) (14,593,134)
-------------- -------------- ------------ ----------- ------------- ------------
Net increase in net assets
resulting from contractowner
transactions ..................... 2,210,860 10,279,043 2,786,290 1,434,566 3,919,837 2,754,700
-------------- -------------- ------------ ----------- ------------- ------------
Net increase in net assets ........ 1,457,792 10,240,068 6,200,726 1,865,837 4,274,452 2,979,076
Net assets at beginning of period 10,240,068 0 3,693,977 1,828,140 8,701,780 5,722,704
-------------- -------------- ------------ ----------- ------------- ------------
Net assets at end of period ....... $ 11,697,860 $ 10,240,068 $ 9,894,703 $ 3,693,977 $ 12,976,232 $ 8,701,780
============== ============== ============ =========== ============= ============
- ---------
</TABLE>

* From May 1, 1998 (commencement of operations).

See accompanying notes.

30
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

YEARS AND PERIODS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
V.A. V.A. V.A.
STRATEGIC INCOME SOVEREIGN INVESTORS 500 INDEX
SUBACCOUNT SUBACCOUNT SUBACCOUNT
------------------------ ------------------------- ----------------------------
1999 1998 1999 1998 1999 1998
------------ ----------- ------------ ------------ ------------ --------------
-----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Increase (decrease) in net assets
from operations:
Net investment income .................... $ 557,933 $ 342,841 $ 91,301 $ 107,547 $101,697 $ 734,791
Net realized gains (losses) .............. (183,540) (16,863) 574,386 333,470 912,346 200,153
Net unrealized appreciation (depreciation)
during the period ....................... (98,330) (189,274) (54,923) 1,667,632 2,176,646 1,460,061
----------- ---------- ----------- ----------- ----------- -----------
Net increase in net assets from operations 276,063 136,704 610,764 2,108,649 3,190,689 2,395,005
From contractowner transactions:
Net premiums from contractowners ......... 4,523,002 6,055,405 11,000,344 13,433,144 7,658,377 8,339,471
Net benefits to contractowners ........... (3,288,816) (973,446) (3,918,644) (2,124,836) (5,169,074) (2,124,836)
----------- ---------- ----------- ----------- ----------- -----------
Net increase in net assets resulting from
contractowner transactions ............... 1,234,186 5,081,959 7,081,700 11,308,308 2,489,303 6,214,635
----------- ---------- ----------- ----------- ----------- -----------
Net increase in net assets ................ 1,510,249 5,218,663 7,692,464 13,416,957 5,679,992 8,609,640
Net assets at beginning of period ......... 7,141,320 1,922,657 20,778,398 7,361,441 14,646,945 6,037,305
----------- ---------- ----------- ----------- ----------- -----------
Net assets at end of period ............... $ 8,651,569 $7,141,320 $28,470,862 $20,778,398 $20,326,937 $14,646,945
=========== ========== =========== =========== =========== ===========
</TABLE>

<TABLE>
<CAPTION>
FUNDAMENTAL INTERNATIONAL
LARGE CAP MID CAP AGGRESSIVE EMERGING EQUITY
GROWTH GROWTH BALANCED MARKETS INDEX GLOBAL EQUITY
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
----------- ----------- ---------- ---------- ------------- ---------------
1999** 1999** 1999** 1999** 1999** 1999**
----------- ----------- ---------- ---------- ------------- ---------------
<S> <C> <C> <C> <C> <C> <C>
Increase (decrease) in net assets
from operations:
Net investment income (loss) ............. $ 204,817 $ 24,523 $ 166 $ 4,733 $ 4,687 $ (45)
Net realized gains ....................... 4,064 636 449 137 10,810 1,834
Net unrealized appreciation (depreciation)
during the period ....................... (39,265) 59,548 1,348 34,601 32,774 42,662
---------- -------- ------- -------- -------- --------
Net increase in net assets from operations 169,616 84,707 1,963 39,471 48,271 44,451
From contractowner transactions:
Net premiums from contractowners ......... 1,256,716 483,471 38,940 111,242 277,327 273,616
Net benefits to contractowners ........... (49,958) -- -- (256) (89,445) (4,278)
---------- -------- ------- -------- -------- --------
Net increase in net assets resulting from
contractowner transactions ............... 1,206,758 483,471 38,940 110,986 187,882 269,338
---------- -------- ------- -------- -------- --------
Net increase in net assets ............... 1,376,374 568,178 40,903 150,457 236,153 313,789
Net assets at beginning of period ......... 0 0 0 0 0 0
---------- -------- ------- -------- -------- --------
Net assets at end of period ............... $1,376,374 $568,178 $40,903 $150,457 $236,153 $313,789
========== ======== ======= ======== ======== ========
- ---------
</TABLE>

** From September 1, 1999 (commencement of operations).

See accompanying notes.

31
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

YEARS AND PERIODS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
INTERNATIONAL SMALL CAP INTERNATIONAL MID CAP MID CAP LARGE CAP
EQUITY GROWTH BALANCED GROWTH END VALUE
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
------------- ---------- ------------- ----------- ---------- -------------
1999** 1999** 1999** 1999** 1999** 1999**
------------- ---------- ------------- ----------- ---------- -------------
<S> <C> <C> <C> <C> <C> <C>
Increase (decrease) in net assets from
operations:
Net investment income .................... $ 1,534 $ 111,428 $ 7,796 $ 379,111 $ 269 $ 77,303
Net realized gains (losses) .............. 563 15,156 (172) 68,369 145 8,864
Net unrealized appreciation (depreciation)
during the period ...................... 8,780 62,053 (1,162) 1,028,929 913 (150,220)
-------- ---------- -------- ---------- -------- ----------
Net increase (decrease) in net assets from
operations ............................... 10,877 188,637 6,462 1,476,409 1,327 (64,053)
From contractowner transactions:
Net premiums from contractowners ......... 123,222 1,072,534 130,219 2,442,105 17,507 1,517,278
Net benefits to contractowners .......... -- -- -- (77,557) -- (41,234)
-------- ---------- -------- ---------- -------- ----------
Net increase in net assets resulting from
contractowner transactions ............... 123,222 1,072,534 130,219 2,364,548 17,507 1,476,044
-------- ---------- -------- ---------- -------- ----------
Net increase in net assets ................ 134,099 1,261,171 136,681 3,840,957 18,834 1,411,991
Net assets at beginning of period ......... 0 0 0 0 0 0
-------- ---------- -------- ---------- -------- ----------
Net assets at end of period ............... $134,099 $1,261,171 $136,681 $3,840,957 $ 18,834 $1,411,991
======== ========== ======== ========== ======== ==========
</TABLE>

<TABLE>
<CAPTION>
LARGE CAP
LARGE CAP LARGE/MID CAP MID CAP SMALL/MID CAP AGGRESSIVE
VALUE CORE VALUE VALUE GROWTH BOND INDEX GROWTH
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ------------- ---------- ------------- ---------- ------------
1999** 1999** 1999** 1999** 1999** 1999**
---------- ------------- ---------- ------------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
Increase (decrease) in
net assets
from operations:
Net investment income
(loss) .................... $ 11,975 $ 1,323 $ (1,924) $ 38,808 $ 11,173 $ 6,935
Net realized gains
(losses) .................. 4,424 477 1,115 279 (4,107) 5,479
Net unrealized appreciation
(depreciation) during
the period ................ (3,993) 5,762 22,563 (22,291) (13,446) 150,635
--------- -------- -------- -------- -------- ----------
Net increase
(decrease) in net assets
from operations ............ 12,406 7,562 21,754 16,796 (6,380) 163,049
From contractowner
transactions:
Net premiums from
contractowners ............ 941,609 670,515 648,029 263,646 825,658 1,971,822
Net benefits to
contractowners ............ -- (1,221) (2,847) -- (50,662) --
--------- -------- -------- -------- -------- ----------
Net increase in net
assets resulting from
contractowner
transactions ............... 941,609 669,294 645,182 263,646 774,996 1,971,822
--------- -------- -------- -------- -------- ----------
Net increase in net
assets ..................... 954,015 676,856 666,936 280,442 768,616 2,134,871
Net assets at
beginning of period 0 0 0 0 0 0
--------- -------- -------- -------- -------- ----------
Net assets at end of
period ..................... $9,54,015 $676,856 $666,936 $280,442 $768,616 $2,134,871
========= ======== ======== ======== ======== ==========
- ---------
</TABLE>

** From September 1, 1999 (commencement of operations).

See accompanying notes.

32
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

YEARS AND PERIODS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
SMALL/MID CAP SMALL/MID CAP REAL ESTATE SHORT-TERM
CORE VALUE EQUITY MANAGED BOND
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
------------- ------------- ----------- ---------- ------------
1999** 1999** 1999** 1999** 1999**
------------- ------------- ----------- ---------- ------------
<S> <C> <C> <C> <C> <C>
Increase (decrease) in net
assets from operations:
Net investment income $ 26,961 $ 3,676 $ 4,111 $ 20,681 $ 4,381
Net realized gains
(losses) .................. 515 380 (394) 69 (1,136)
Net unrealized appreciation
(depreciation) during
the period ................ 11,983 3,248 (11,928) (7,818) (1,509)
-------- -------- ---------- -------- ---------
Net increase (decrease) in
net assets from
operations ................. 39,459 7,304 (8,211) 12,932 1,736
From contractowner
transactions:
Net premiums from
contractowners ............ 299,047 164,244 155,483 262,471 494,713
Net benefits to
contractowners ............ -- -- (10,585) (1,453) (201,649)
-------- -------- ---------- -------- ---------
Net increase in net
assets resulting from
contractowner
transactions ............... 299,047 164,244 144,898 261,018 293,064
-------- -------- ---------- -------- ---------
Net increase in net
assets ..................... 338,506 171,548 136,687 273,950 294,800
Net assets at
beginning of period ........ 0 0 0 0 0
-------- -------- ---------- -------- ---------
Net assets at end of
period ..................... $338,506 $171,548 $ 136,687 $273,950 $ 294,800
======== ======== ========== ======== =========
</TABLE>

<TABLE>
<CAPTION>
SMALL CAP INTERNATIONAL EQUITY HIGH-YIELD
VALUE OPPORTUNITIES INDEX BOND GLOBAL BOND
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
---------- ------------- ---------- ---------- -------------
1999** 1999** 1999** 1999** 1999**
---------- ------------- ---------- ---------- -------------
<S> <C> <C> <C> <C> <C>
Increase (decrease) in net
assets from operations:
Net investment income ......... $ 2,561 $ 20,614 $ 107,583 $ 9,409 $ 2,156
Net realized gains
(losses) ..................... 398 1,016 11,982 (4,223) 1
Net unrealized
appreciation
(depreciation)
during the period ............ (5,441) 54,814 162,297 2,983 (3,305)
-------- -------- ---------- -------- -------
Net increase
(decrease) in net
assets from
operations .................... (2,482) 76,444 281,862 8,169 (1,148)
From contractowner
transactions:
Net premiums from
contractowners ............... 157,797 281,484 3,497,871 679,878 87,233
Net benefits to
contractowners ............... (4,491) (5,799) -- (41,461) (776)
-------- -------- ---------- -------- -------
Net increase in net
assets resulting from
contractowner transactions .... 153,306 275,685 3,497,871 638,417 86,457
-------- -------- ---------- -------- -------
Net increase in net
assets ........................ 150,824 352,129 3,779,733 646,586 85,309
Net assets at
beginning of period 0 0 0 0 0
-------- -------- ---------- -------- -------
Net assets at end of
period ........................ $150,824 $352,129 $3,779,733 $646,586 $85,309
======== ======== ========== ======== =======
</TABLE>

_________
** From September 1, 1999 (commencement of operations).

See accompanying notes.

33
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

YEARS AND PERIODS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
MFS NEW MFS MFS
AIM V.I. GROWTH AIM V.I. VALUE GROWTH SERIES DISCOVERY SERIES RESEARCH SERIES
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
--------------- -------------- ------------- ---------------- ----------------
1999** 1999** 1999** 1999** 1999**
--------------- -------------- ------------- ---------------- -----------------
<S> <C> <C> <C> <C> <C>
Increase (decrease) in net assets
from operations:
Net investment income (loss)............. $ (1,393) $ (4,667) $ 4,392 $ 9,086 $ (930)
Net realized gains....................... 4,132 12,599 15,624 6,090 135
Net unrealized appreciation during the
period.................................. 74,558 193,862 187,158 68,540 72,877
---------- ---------- ---------- ---------- --------
Net increase in net assets from operations 77,297 201,794 207,174 83,716 72,082
From contractowner transactions:
Net premiums from contractowners......... 1,133,361 3,301,553 1,747,969 474,152 798,942
Net benefits to contractowners........... -- -- -- -- --
---------- ---------- ---------- ---------- --------
Net increase in net assets resulting from
contractowner transactions............... 1,133,361 3,301,553 1,747,969 474,152 798,942
---------- ---------- ---------- ---------- --------
Net increase in net assets................ 1,210,658 3,503,347 1,955,143 557,868 871,024
Net assets at beginning of period......... 0 0 0 0 0
---------- ---------- ---------- ---------- --------
Net assets at end of period............... $1,210,658 $3,503,347 $1,955,143 $ 557,868 $871,024
========== ========== ========== ========== ========
</TABLE>

<TABLE>
<CAPTION>
TEMPLETON
VIP II VIP OVERSEAS TEMPLETON DEVELOPMENT
CONTRAFUND VIP GROWTH EQUITY INTERNATIONAL MARKET
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
----------- ----------- ------------ ------------- -------------
1999** 1999** 1999** 1999** 1999**
----------- ----------- ------------ ------------- -------------
<S> <C> <C> <C> <C> <C>
Increase (decrease) in
net assets from
operations:
Net investment loss.... $ (3,298) $ (2,184) $ (361) $ (352) $ (128)
Net realized gains..... 3,669 22,201 4,357 293 302
Net unrealized
appreciation during
the period............ 217,181 147,113 33,997 22,323 13,174
---------- ---------- -------- -------- --------
Net increase in net
assets from
operations............. 217,552 167,130 37,993 22,264 13,348
From contractowner
transactions:
Net premiums from
contractowners........ 2,542,999 2,301,870 343,094 309,170 153,354
Net benefits to
contractowners........ -- -- (102) -- (3,841)
---------- ---------- -------- -------- --------
Net increase in net
assets resulting from
contractowner
transactions........... 2,542,999 2,301,870 342,992 309,170 149,513
---------- ---------- -------- -------- --------
Net increase in net
assets................. 2,760,551 2,469,000 380,985 331,434 162,861
Net assets at
beginning of period.... 0 0 0 0 0
---------- ---------- -------- -------- --------
Net assets at end of
period................. $2,760,551 $2,469,000 $380,985 $331,434 $162,861
========== ========== ======== ======== ========
</TABLE>

- ---------
** From September 1, 1999 (commencement of operations).

See accompanying notes.

34
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 1999

1. ORGANIZATION

John Hancock Variable Annuity Account JF (the Account) is a separate
investment account of John Hancock Variable Life Insurance Company (JHVLICO), a
wholly-owned subsidiary of John Hancock Mutual Life Insurance Company (John
Hancock). The Account was created and commenced operations on August 29, 1996.
The Account was formed to fund variable annuity contracts (Contracts) issued by
JHVLICO. The Account is operated as a unit investment trust registered under the
Investment Company Act of 1940, as amended, and currently consists of fifty-two
subaccounts. The assets of each subaccount are invested in shares of the
corresponding Portfolios of John Hancock Funds' Declaration Trust, John Hancock
Variable Series Trust I, MFS Trust, AIM Trust, Fidelity Trust and Templeton
Trust (the Funds). New subaccounts may be added as new Portfolios are added to
the Funds, or as other investment options are developed, and made available to
contractowners. The fifty-two Portfolios of the Funds which are currently
available are V.A. Mid Cap Growth (formerly, Special Opportunities), V.A. Bond,
V.A. Core Equity (formerly, Independence Equity), V.A. Large Cap Growth
(formerly, Growth), V.A. Large Cap Value (formerly, Growth & Income), V.A.
Financial Industries, V.A. High Yield Bond, V.A. International, V.A. Regional
Bank, V.A. Small Cap Growth (formerly, Emerging Growth), V.A. Money Market, V.A.
Strategic Income, V.A. Sovereign Investors, V.A. 500 Index, Large Cap Growth,
Fundamental Mid Cap Growth, Aggressive Balanced, Emerging Markets, International
Equity Index, Global Equity, International Equity, Small Cap Growth,
International Balanced, Mid Cap Growth, Mid Cap Blend, Large Cap Value, Large
Cap Value CORE, Large/Mid Cap Value, Mid Cap Value, Small/Mid Cap Growth, Bond
Index, Large Cap Aggressive Growth, Small/Mid Cap CORE, Small/Mid Cap Values,
Real Estate Equity, Managed, Short-Term Bond, Small Cap Value, International
Opportunities, Equity Index, High Yield Bond, Global Bond, AIM V.I. Growth, AIM
V.I. Value, MFS Growth Series, MFS New Discovery Series, MFS Research Series,
VIP II Contrafund, VIP Growth, VIP Overseas Equity, Templeton International and
Templeton Development Market Portfolios. Each portfolio has a different
investment objective.

The net assets of the Account may not be less than the amount required under
state insurance law to provide for death benefits (without regard to the minimum
death benefit guarantee) and other contracts benefits. Additional assets are
held in JHVLICO's general account to cover the contingency that the guaranteed
minimum death benefit might exceed the death benefit which would have been
payable in the absence of such guarantee.

2. SIGNIFICANT ACCOUNTING POLICIES

The assets of the Account are the property of JHVLICO. The portion of the
Account's assets applicable to the contracts may not be charged with liabilities
arising out of any other business JHVLICO may conduct.

Estimates

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities, and disclosure of
contingent assets and liabilities, at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.

Valuation of Investments

Investment in shares of the Funds are valued at the reported net asset values
of the respective Portfolios. Investment transactions are recorded on the trade
date. Dividend income is recognized on the ex-dividend date. Realized gains and
losses on sales of Funds' shares are determined on the basis of identified cost.

35
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

NOTES TO FINANCIAL STATEMENTS--(CONTINUED)

Federal Income Taxes

The operations of the Account are included in the federal income tax return of
JHVLICO, which is taxed as a life insurance company under the Internal Revenue
Code. JHVLICO has the right to charge the Account any federal income taxes, or
provision for federal income taxes, attributable to the operations of the
Account or to the contracts funded in the Account. Currently, JHVLICO does not
make a charge for income or other taxes. Charges for state and local taxes, if
any, attributable to the Account may also be made.

Expenses

JHVLICO assumes mortality and expense risks of the contracts for which asset
charges are deducted at various rates ranging from .90% to 1.25% (Declaration
Trust was .90%, Patriot Annuity 1.15% and the Revolution Annuity 1.25%), of net
assets of the Account. In addition, a monthly charge at varying levels for the
cost of insurance is deducted from the net assets of the Account.

JHVLICO makes certain deductions for administrative expenses and state premium
taxes from premium payments before amounts are transferred to the Account.

3. TRANSACTION WITH AFFILIATES

John Hancock Advisers, Inc. acts as the distributor, principal underwriter and
investment advisor for certain of the Funds.

Certain officers of the Account are officers and directors of JHVLICO, the
Fund, John Hancock Advisers, Inc. or John Hancock.

4. DETAILS OF INVESTMENTS

The details of the shares owned and cost and value of investments in the
Portfolios of the Funds at December 31, 1999 were as follows:

<TABLE>
<CAPTION>
PORTFOLIO SHARES OWNED COST VALUE
--------- ------------ ----------- -------------
<S> <C> <C> <C>
V.A. Mid Cap Growth....... 160,817 $ 1,945,015 $ 2,767,677
V.A. Bond................. 575,529 5,945,064 5,645,935
V.A. Core Equity.......... 1,301,998 22,399,593 25,649,360
V.A. Large Cap Growth..... 640,755 8,574,383 10,104,702
V.A. Large Cap Value...... 1,073,562 12,998,613 19,356,319
V.A. Financial Industries. 1,779,572 25,463,903 25,732,605
V.A. High Yield Bond...... 369,681 3,118,125 3,072,053
V.A. International........ 208,381 2,491,115 3,219,479
V.A. Regional Bank........ 1,366,572 12,408,791 11,697,860
V.A. Small Cap Growth..... 500,744 6,417,230 9,894,704
V.A. Money Market......... 12,976,232 12,976,233 12,976,232
V.A. Strategic Income..... 885,524 8,957,178 8,651,568
V.A. Sovereign Investors.. 1,783,889 26,359,720 28,470,862
V.A. 500 Index............ 1,123,656 16,740,120 20,326,937
Large Cap Growth.......... 50,357 1,415,640 1,376,374
Fundamental Mid Cap Growth 39,396 508,631 568,178
Aggressive Balanced....... 3,852 39,554 40,903
Emerging Markets.......... 12,270 115,856 150,457
</TABLE>

36
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

NOTES TO FINANCIAL STATEMENTS--(CONTINUED)

<TABLE>
<CAPTION>
PORTFOLIO SHARES OWNED COST VALUE
--------- ------------ ---------- ------------
<S> <C> <C> <C>
International Equity Index.. 12,021 $ 203,379 $ 236,153
Global Equity............... 25,859 271,128 313,790
International Equity........ 11,257 125,319 134,099
Small Cap Growth............ 65,976 1,199,117 1,261,171
International Balanced...... 12,768 137,843 136,681
Mid Cap Growth.............. 131,408 2,812,028 3,840,957
Mid Cap Blend............... 1,760 17,922 18,834
Large Cap Value............. 104,664 1,562,211 1,411,991
Large Cap Value CORE........ 93,934 958,009 954,016
Large/Mid Cap Value......... 64,985 671,094 676,856
Mid Cap Value............... 52,199 644,374 666,936
Small/Mid Cap Growth........ 19,982 302,733 280,442
Bond Index.................. 82,486 782,063 768,616
Large Cap Aggressive Growth. 178,865 1,984,235 2,134,870
Small/Mid Cap CORE.......... 34,487 326,523 338,506
Small/Mid Cap Value......... 16,937 168,301 171,548
Real Estate Equity.......... 11,913 148,614 136,687
Managed..................... 17,733 281,769 273,950
Short-Term Bond ........... 30,323 296,308 294,799
Small Cap Value ........... 13,815 156,265 150,824
International Opportunities. 23,209 297,315 352,129
Equity Index................ 184,756 3,617,436 3,779,733
High Yield Bond............. 71,951 643,602 646,586
Global Bond................. 8,688 88,613 85,308
AIM V.I. Growth............. 37,540 1,136,100 1,210,658
AIM V.I. Value.............. 104,578 3,309,486 3,503,347
MFS Growth Series........... 140,154 1,767,984 1,955,143
MFS New Discovery Series.... 32,303 489,328 557,868
MFS Research Series......... 37,319 798,147 871,024
VIP II Contrafund........... 94,864 2,543,370 2,760,551
VIP Growth.................. 45,055 2,321,887 2,469,000
VIP Overseas Equity......... 13,915 346,987 380,985
Templeton International..... 14,977 309,111 331,434
Templeton Development Market 21,041 149,686 162,860
</TABLE>

37
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

NOTES TO FINANCIAL STATEMENTS--(CONTINUED)

Purchases, including reinvestment of dividend distributions, and proceeds from
sales of shares in the Portfolios of the Funds during 1999, were as follows:

<TABLE>
<CAPTION>
PORTFOLIO PURCHASES SALES
--------- ----------- -------------
<S> <C> <C>
V.A. Mid Cap Growth.................. $ 1,646,082 $ 314,091
V.A. Bond............................ 3,231,830 2,164,873
V.A. Core Equity..................... 12,281,527 2,392,255
V.A. Large Cap Growth................ 5,696,493 1,236,547
V.A. Large Cap Value................. 7,044,333 1,655,160
V.A. Financial Industries............ 4,938,291 7,542,595
V.A. World Bond...................... 2,398 205,373
V.A. High Yield Bond................. 1,531,070 1,162,160
V.A. International................... 745,524 521,117
V.A. Regional Bank................... 5,196,101 2,771,906
V.A. Small Cap Growth................ 4,010,070 1,076,951
V.A. Money Market.................... 18,454,444 14,179,992
V.A. Strategic Income................ 4,453,276 2,661,157
V.A. Sovereign Investors............. 9,996,041 2,823,040
V.A. 500 Index....................... 6,690,731 4,099,732
Large Cap Growth..................... 1,465,793 54,217
Fundamental Mid Cap Growth........... 528,834 20,839
Aggressive Balanced.................. 73,531 34,426
Emerging Markets..................... 116,207 488
International Equity Index........... 283,216 90,647
Global Equity........................ 285,645 16,351
International Equity................. 131,400 6,644
Small Cap Growth..................... 1,282,966 99,005
International Balanced............... 175,384 37,369
Mid Cap Growth....................... 2,997,664 254,005
Mid Cap Blend........................ 32,095 14,318
Large Cap Value...................... 1,732,116 178,769
Large Cap Value CORE................. 1,097,057 143,472
Large/Mid Cap Value.................. 721,551 50,934
Mid Cap Value........................ 655,197 11,938
Small/Mid Cap Growth................. 310,473 8,019
Bond Index........................... 907,459 121,289
Large Cap Aggressive Growth.......... 2,057,796 79,013
Small/Mid Cap CORE................... 336,901 10,893
Small/Mid Cap Value.................. 185,363 17,442
Real Estate Equity................... 160,423 11,415
Managed.............................. 284,322 2,622
Short-Term Bond...................... 543,419 245,975
Small Cap Value...................... 300,905 145,038
International Opportunities.......... 312,695 16,396
Equity Index......................... 3,835,326 229,872
High Yield Bond...................... 817,936 170,111
Global Bond.......................... 94,312 5,700
AIM V.I. Growth...................... 1,207,349 75,381
</TABLE>

38
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

NOTES TO FINANCIAL STATEMENTS--(CONTINUED)

<TABLE>
<CAPTION>
PORTFOLIO PURCHASES SALES
--------- ---------- ----------
<S> <C> <C>
AIM V.I. Value.......................... $3,436,466 $139,579
MFS Growth Series....................... 1,897,268 144,908
MFS New Discovery Series................ 506,313 23,075
MFS Research Series..................... 820,350 22,338
VIP II Contrafund....................... 2,617,516 77,815
VIP Growth.............................. 2,533,189 233,503
VIP Overseas Equity..................... 430,836 88,206
Templeton International................. 319,380 10,562
Templeton Development Market............ 154,853 5,469
</TABLE>

5. NET ASSETS

Accumulation shares attributable to net assets of contractowners and
accumulation share values for each subaccount at December 31, 1999 were as
follows:

<TABLE>
<CAPTION>
DECLARATION #1 DECLARATION #2 PATRIOT CLASS #3
-------------------------- -------------------------- --------------------------
ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION
PORTFOLIO SHARES SHARE VALUES SHARES SHARE VALUES SHARES SHARE VALUES
--------- ------------ ------------ ------------ ------------ ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
V.A. Mid Cap Growth....... 129,542 $16.81 11,933 $16.90 23,076 $16.81
V.A. Bond................. 345,135 12.00 47,706 12.11 26,350 12.00
V.A. Core Equity.......... 873,116 20.49 177,325 20.66 125,278 20.49
V.A. Large Cap Growth..... 434,766 15.48 181,976 15.61 34,478 15.48
V.A. Large Cap Value...... 835,684 18.55 92,423 18.64 97,821 18.55
V.A. Financial Industries 1,506,906 14.25 93,950 14.35 59,300 14.25
V.A. High Yield Bond...... 389,012 9.92 4,428 9.97 8,803 9.92
V.A. International........ 186,268 16.52 8,505 16.66 -- --
V.A. Regional Bank........ 1,059,331 8.72 281,344 8.75 -- --
V.A. Small Cap Growth..... 399,533 19.44 68,803 19.60 40,186 19.44
V.A. Money Market......... 6,201,791 1.12 611,877 1.13 1,377,260 1.12
V.A. Strategic Income ... 513,276 12.62 38,562 12.73 73,588 12.62
V.A. Sovereign Investors.. 1,174,921 16.19 353,031 16.33 84,581 16.19
V.A. 500 Index............ 808,879 21.49 135,944 21.67 -- --
Large Cap Growth.......... -- -- -- -- 72,822 12.31
Fundamental Mid Cap Growth -- -- -- -- -- --
Aggressive Balanced....... -- -- -- -- -- --
Emerging Markets.......... -- -- -- -- 8,609 17.48
International Equity Index -- -- -- -- 18,759 12.59
Global Equity............. -- -- -- -- 23,003 12.11
</TABLE>

39
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

NOTES TO FINANCIAL STATEMENTS--(CONTINUED)

<TABLE>
<CAPTION>
PATRIOT CLASS #4 REVOLUTION CLASS #5 REVOLUTION CLASS #6
-------------------------- -------------------------- --------------------------
ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION
SUBACCOUNT SHARES SHARE VALUES SHARES SHARE VALUES SHARES SHARE VALUES
---------- ------------ ------------ ------------ ------------ ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
V.A. Mid Cap Growth....... -- -- -- -- 32,100 $12.01
V.A. Bond................. 17,982 12.11 -- -- 51,454 20.49
V.A. Core Equity.......... 23,106 20.66 -- -- -- --
V.A. Large Cap Growth..... -- -- -- -- -- --
V.A. Large Cap Value...... 17,022 18.64 -- -- -- --
V.A. Financial Industries 17,470 14.35 -- -- 113,876 14.25
V.A. High Yield Bond...... 6,766 9.97 -- -- -- --
V.A. International........ -- -- -- -- -- --
V.A. Regional Bank........ -- -- -- -- -- --
V.A. Small Cap Growth..... -- -- -- -- -- --
V.A. Money Market......... 1,979,576 1.13 -- -- 1,379,705 1.12
V.A. Strategic Income..... -- -- -- -- 58,942 12.62
V.A. Sovereign Investors.. 12,092 16.33 -- -- 130,910 16.19
V.A. 500 Index............ -- -- -- -- -- --
Large Cap Growth.......... 38,907 12.34 -- -- -- --
Fundamental Mid Cap Growth -- -- -- -- 38,912 15.39
Aggressive Balanced....... -- -- -- -- 3,836 10.66
Emerging Markets.......... -- -- -- -- -- --
International Equity Index -- -- -- -- -- --
Global Equity............. 2,896 12.14 -- -- -- --
</TABLE>

40
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

NOTES TO FINANCIAL STATEMENTS--(CONTINUED)

<TABLE>
<CAPTION>
DECLARATION #1 DECLARATION #2 PATRIOT CLASS #3
-------------------------- -------------------------- --------------------------
ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION
SUBACCOUNT SHARES SHARE VALUES SHARES SHARE VALUES SHARES SHARE VALUES
---------- ------------ ------------ ------------ ------------ ------------ --------------
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
International Equity..... -- -- -- -- -- $ --
Small Cap Growth......... -- -- -- -- -- --
International Balanced... -- -- -- -- 6,608 10.16
Mid Cap Growth........... -- -- -- -- 148,380 21.87
Mid Cap Blend............ -- -- -- -- -- --
Large Cap Value.......... -- -- -- -- 101,992 10.20
Large Cap Value CORE..... -- -- -- -- -- --
Large/Mid Cap Value...... -- -- -- -- -- --
Mid Cap Value............ -- -- -- -- 41,446 10.44
Small/Mid Cap Growth..... -- -- -- -- -- --
Bond Index............... -- -- -- -- 22,733 9.63
Large Cap Aggressive
Growth.................. -- -- -- -- -- --
Small/Mid Cap CORE....... -- -- -- -- 12,272 11.96
Small/Mid Cap Value...... -- -- -- -- -- --
Real Estate Equity....... -- -- -- -- 2,363 9.60
Managed.................. -- -- -- -- 25,357 10.80
Short-Term Bond.......... -- -- -- -- 5,058 10.17
Small Cap Value.......... -- -- -- -- 14,326 9.56
International
Opportunities........... -- -- -- -- 21,856 12.91
Equity Index............. -- -- -- -- 110,398 11.97
High Yield Bond.......... -- -- -- -- 11,541 10.35
</TABLE>

41
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

NOTES TO FINANCIAL STATEMENTS--(CONTINUED)

<TABLE>
<CAPTION>
PATRIOT CLASS #4 REVOLUTION CLASS #5 REVOLUTION CLASS #6
-------------------------- -------------------------- --------------------------
ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION ACCUMULATION
SUBACCOUNT SHARES SHARE VALUES SHARES SHARE VALUES SHARES SHARE VALUES
---------- ------------ ------------ ------------ ------------ ------------ --------------
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
International Equity.... -- $ -- -- -- 11,123 $12.06
Small Cap Growth........ -- -- -- -- 59,529 21.19
International Balanced.. -- -- -- -- 5,361 12.98
Mid Cap Growth.......... 27,163 21.92 -- -- -- --
Mid Cap Blend........... -- -- -- -- 1,696 11.11
Large Cap Value......... 36,375 10.22 -- -- -- --
Large Cap Value CORE.... -- -- -- -- 92,493 10.31
Large/Mid Cap Value..... -- -- -- -- 64,904 10.43
Mid Cap Value........... 22,398 10.46 -- -- -- --
Small/Mid Cap Growth.... -- -- -- -- 14,779 18.98
Bond Index.............. 9,826 9.66 -- -- 47,232 9.63
Large Cap Aggressive
Growth................. -- -- -- -- 178,388 11.97
Small/Mid Cap CORE...... 5,870 11.99 -- -- 9,532 12.73
Small/Mid Cap Values.... -- -- -- -- -- --
Real Estate Equity...... 11,845 9.63 -- -- -- --
Managed................. -- -- -- -- -- --
Short-Term Bond......... 4,987 10.19 -- -- 15,433 12.48
Small Cap Value......... 1,452 9.58 -- -- -- --
International
Opportunities.......... 5,408 12.94 -- -- -- --
Equity Index............ 61,962 12.00 -- -- 76,098 22.54
High Yield Bond......... 2,423 10.38 -- -- 48,898 10.27
</TABLE>

42
<PAGE>

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

NOTES TO FINANCIAL STATEMENTS--(CONTINUED)

6. REORGANIZATION

On March 18, 1999, the shareholders of John Hancock V.A. World Bond Fund
(VAWBF) approved a plan of reorganization between VAWBF and V.A. Strategic
Income Fund, providing for the transfer of substantially all of the assets and
liabilities of VAWBF to V.A. Strategic Income Fund in exchange solely for shares
of V.A. Strategic Income Fund. The acquisition of VAWBF was accounted for as a
tax free exchange which impacted the shares held by the John Hancock Variable
Annuity Account JF as follows: 20,134 shares of V.A. Strategic Income for the
net assets of VAWBF, which amounted to $204,157, including $1,352 of unrealized
depreciation, after the close of business on March 26, 1999.

43
<PAGE>

PART C. OTHER INFORMATION

ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS.

(A) FINANCIAL STATEMENTS.

1. Condensed Financial Information. (Part A)

2. Statement of Assets and Liabilities, John Hancock Variable Annuity
Account JF. (Part B)

3. Statement of Operations, John Hancock Variable Annuity Account JF.
(Part B)

4. Statement of Changes in Net Assets, John Hancock Variable Annuity
Account JF. (Part B)

5. Notes to Financial Statements, John Hancock Variable Annuity Account JF.
(Part B)

6. Statement of Financial Position, John Hancock Variable Life Insurance
Company. (Part A)

7. Summary of Operations and Unassigned Deficit, John Hancock Variable
Life Insurance Company. (Part A)

8. Statement of Cash Flows, John Hancock Variable Life Insurance Company.
(Part A)

9. Notes to Financial Statements, John Hancock Variable Life Insurance
Company. (Part A)

(B) EXHIBITS:

1. John Hancock Variable Life Insurance Company Board Resolution
establishing the John Hancock Variable Annuity Account JF, dated
November 13, 1995, previously filed on December 12, 1995.

2. Not Applicable.

3. (a) Distribution Agreement by and between John Hancock Mutual Life
Insurance Company and John Hancock Variable Life Insurance Company,
dated August 26, 1993, incorporated by reference from Pre-Effective
Amendment No. 1 to the Form S-1 Registration Statement for John
Hancock Variable Life Account S (File No. 33-64366) filed on October
29, 1993.

(b) Amendment dated August 1, 1994, to the Distribution Agreement by
and between John hancock Mutual Life Insurance Company and John
Hancock Variable Life Insurance Company, dated August 26, 1993,
incorporated by reference from Form N-4 Registration Statement for
John Hancock Variable Annuity Account I (File No. 33-82648), filed
August 10, 1994.

Life Insurance Company and John Hancock Funds, Inc., previously filed
electronically on July 16, 1996.

(d) Form of Soliciting Dealer Agreement between John Hancock Funds, Inc.,
and soliciting broker-dealers or financial institutions participating
in distribution of Contracts (Included as Appendix B to Exhibit
3.(c)).

4. (a) Form of group deferred variable annuity contract, included in the
Registration Statement to this File No. 333-84767, filed on August 9,
1999.

(b) Form of deferred variable annuity certificate, included in the
Registration Statement to this File No. 333-84767, filed on August 9,
1999.

(d) Form of waiver of withdrawal charge rider, incorporated by reference
from Pre-Effective Amendment No. 1 to File No. 333-81127, filed
contemporaneously herewith.

(e) Form of guaranteed retirement income benefit rider, incorporated by
reference from Pre-Effective Amendment No. 1 to File No. 333-81127,
filed on August 9, 1999.

(f) Form of death benefit enhancement rider, incorporated by reference
from Pre-Effective Amendment No. 1 to File No. 333-81127, filed
on August 9, 1999.

(g) Form of Accumulated value enhancement rider, incorporated by reference
from Pre-Effective Amendment No. 1 to File No. 333-81127, filed
on August 9, 1999.

5. Form of contract application, included in the Registration Statement
to this File No. 333-84767, filed on August 9, 1999.

6. (a) Articles of Organization and By-Laws of John Hancock Variable Life
Insurance Company incorporated by reference from Form S-1 Registration
Statement of John Hancock Variable Life Insurance Company (File No.
33-62895) filed electronically on September 25, 1995.

7. Not Applicable.

8. (a) Form of Responsibility and Cost Allocation Agreement Between John
Hancock Mutual Life Insurance Company and John Hancock Funds, Inc.
previously filed in Pre-Effective Amendment No. 1 To file No.
33-64947 on July 16, 1996.

(b) Participation Agreement Among Templeton Variable Products Series Fund,
Franklin Templeton distributors, Inc. and John Hancock Life Insurance
Company, John Hancock Variable Life Insurance company, and Investors
Partner Life Insurance Company, filed in Post-Effective Amendment No.
1 to file No. 333-81127, contemporaneously herewith.

(c) Participation Agreement Among Variable Insurance Products Fund II,
Fidelity Distributors Corporation and John Hancock Mutual Life
Insurance Company, filed in Post-Effective Amendment No. 1 to file No.
333-81127, contemporaneously herewith.

(d) Participation Agreement Among Variable Insurance Products Fund,
Fidelity Distributors Corporation and John Hancock Mutual Life
Insurance Company, filed in Post-Effective Amendment No. 1 to file No.
333-81127, contemporaneously herewith.

(e) Participation Agreement Among MFS Variable Insurance Trust, John
Hancock Mutual Life Insurance Company and Massachusetts Financial
Services Company, filed in Post-Effective Amendment No. 1 to file No.
333-81127, contemporaneously herewith.

(f) Participation Agreement By And Among AIM Variable Insurance Funds,
Inc., AIM Distributors, Inc., John Hancock Mutual Life Insurance
Company and Certain Of Its Affiliated Insurance Companies, Each On
Behalf Of Itself And Its Separate Accounts, And John Hancock Funds,
Inc., filed in Post-Effective Amendment No. 1 to file No. 333-81127,
contemporaneously herewith.

9. Opinion and consent of counsel as to legality of securities.

10.(a) Representation of counsel (None).

(b) Consent of independent auditors.

(c) Powers of Attorney for all directors except Ronald J. Bocage, Bruce M.
Jones and Paul Strong, incorporated by reference from Form S-1
Registration Statement for John Hancock Variable Life Insurance
Company (File No. 33-62895) filed September 25, 1995. Power of
Attorney for Ronald J. Bocage, incorporated by reference from Form 10-
k annual report for John Hancock Variable Life Insurance Company (File
No. 33-62895) filed on March 28, 1997. Powers of Attorney for Bruce M.
Jones and Paul Strong, incorporated by reference from Post-Effective
Amendment No. 2 to file No. 333-81127, filed contemporaneously
herewith.

11. Not Applicable.

12. Not Applicable.
<PAGE>

13. Diagram of Subsidiaries of John Hancock (Incorporated by reference
from Post Effective Amendment No. 5 to John Hancock Variable Annuity
Account H's Registration Statement filed on April 29, 1999).

14. Not Applicable.

27. Not Applicable.

ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR

<TABLE>
<CAPTION>
Directors Position with Depositor
--------- -----------------------
<S> <C>
David F. D'Alessandro Chairman of the Board
Michele G. Van Leer Vice Chairman of the Board and President
Robert S. Paster Director
Bruce M. Jones Director and Vice President
Paul Strong Director and Vice President
Robert R. Reitano Director
Barbara L. Luddy Director and Actuary
Ronald J. Bocage Director, Vice President and Counsel
</TABLE>

<TABLE>
<CAPTION>
Executive Officers
- ------------------
<S> <C>
Daniel L. Ouellette Vice President, Marketing
Patrick F. Smith Controller
</TABLE>

The principal business address for each of the above-named directors and
officers of John Hancock is John Hancock Variable Life Insurance Company, John
Hancock Place, P.O. Box 111, Boston, MA 02117.

ITEM 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH DEPOSITOR OR
REGISTRANT

Registrant is a separate account of JHVLICO, operated as a unit investment
trust. Registrant supports benefits payable under JHVLICO's variable
annuity contracts by investing assets allocated to various investment options in
shares of John Hancock Variable Series Trust I and John Hancock Declaration
Trust, (the "Trusts"), both of which are "series" types of mutual funds
registered under the Investment Company Act of 1940 (the "Act") as open-end
management investment companies. The Registrant and other separate accounts of
John Hancock and JHVLICO own controlling interests of the Trusts' outstanding
shares. The purchasers of variable annuity and variable life insurance
contracts, in connection with which the Trusts are used, will have the
opportunity to instruct John Hancock and JHVLICO with respect to the voting of
the shares of the Series Fund held by Registrant as to certain matters. Subject
to the voting instructions, JHVLICO directly controls Registrant.

<PAGE>

A diagram of the subsidiaries of JHMLICO is incorporated by reference from
Exhibit 13 to Post-Effective Amendment No. 5 to Form N-4 Registration Statement
of John Hancock Variable Annuity Account H (File No. 333-08345) filed April 29,
1999.

ITEM 27. NUMBER OF CONTRACT OWNERS

Registrant had 5,090 Contract Owners as of March 30, 2000.

ITEM 28. INDEMNIFICATION

Pursuant to Article 9 of the Company's Bylaws and Section 67 of the
Massachusetts Business Corporation Law, the Company indemnifies each director,
former director, officer, and former officer, and his heirs and legal
representatives from liability incurred or imposed in connection with any legal
action in which he may be involved by reason of any alleged act or omission as
an officer or a director of the Company.

Insofar as indemnification for liabilities arising under the Securities Act of
1933 ("Securities Act") may be permitted to directors, officers, and controlling
persons of the Registrant pursuant to the foregoing provisions or otherwise, the
Registrant has been advised that, in the opinion of the Commission, such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit, or proceeding) is asserted by
such director, officer, or controlling person in connection with the securities
being registered, the Registrant will, unless in the opinion of its counsel the
matter has been settled by a controlling precedent, submit to a court of
appropriate jurisdiction the question of whether indemnification by it is
against public policy as expressed in the Securities Act and will be governed by
the final adjudication of such issue.

ITEM 29. PRINCIPAL UNDERWRITERS

(a) JHFI acts as principal underwriter, depositor, sponsor or investment adviser
for the following investment companies:

John Hancock Investment Trust
John Hancock Investment Trust II
John Hancock Investment Trust III
John Hancock Cash Reserve, Inc.
John Hancock Current Interest
John Hancock Bond Trust
John Hancock California Tax-Free Income Fund
John Hancock Capital Series
John Hancock Institutional Series Trust
John Hancock Variable Series Trust I
John Hancock Sovereign Bond Fund
John Hancock Special Equities Fund
John Hancock Strategic Series
John Hancock Tax-Exempt Series Fund
John Hancock Tax-Free Bond Trust
John Hancock World Fund
John Hancock Declaration Trust
John Hancock Variable Annuity Account JF
John Hancock Variable Annuity Account H
<PAGE>

John Hancock Variable Annuity Account V (with respect to certain contracts)

(b) The following lists the names and positions with underwriter of the
directors and officers of JHFI.

Foster L. Aborn Director
Stephen L. Brown Chairman
Stephen L. Brown Director and Chairman
David F. D'Alessandro Director
John M. DeCiccio Director
Maureen R. Ford Director and Vice Chairman
Anne C. Hodsdon Director
David A. King Director
Jeanne M. Livermore Director
Thomas E. Moloney Director
Richard S. Scipione Director
Robert H. Watts Director
Maureen R. Ford Vice Chairman and Chief Executive Officer
James V. Bowhers President
Robert H. Watts Executive Vice President and Chief Compliance Officer
Osbert M. Hood Senior Vice President and Chief Financial Officer
Susan S. Newton Vice President and Secretary
Anne C. Hodsdon Executive Vice President
Kathleen M. Graveline Senior Vice President
Keith Hartstein Senior Vice President
Peter Mawn Senior Vice President
Dale Bearden Vice President
J. William Benintende Vice President
Thomas H. Connors Vice President
Gary Cronin Vice President
Renee Humphrey Vice President
Kristine Pancare Vice President
Karen F. Walsh Vice President
Martin J. Thomas Second Vice President
William H. King Assistant Treasurer
Theresa Apruzzese Assistant Secretary
Timothy M. Fagan Assistant Secretary
Brian E. Langenfeld Assistant Secretary
Carmen M. Pelissier Assistant Secretary

The business address for each of the above-named officers and directors is John
Hancock Funds, Inc., 101 Huntington Avenue, Boston, Massachusetts 02199-7603.

ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
<PAGE>

SIGNATURES

As required by the Securities Act of 1933 and the Investment Company Act of
1940, Registrant has caused this amendment to the registration statement to be
signed on its behalf, in the City of Boston and the Commonwealth of
Massachusetts, on the 1st day of May, 2000.

JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF
(REGISTRANT)

By John Hancock Variable Life Insurance Company

By /s/Michele G. Van Leer
----------------------
Michele G. Van Leer
Chief Executive Officer

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY
(DEPOSITOR)

By /s/Michele G. Van Leer
----------------------
Michele G. Van Leer
Chief Executive Officer

As required by the Securities Act of 1933, this registration statement has been
signed by the following persons in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
Name Title Date
---- ----- ----
<S> <C> <C>
/s/ Patrick F. Smith Controller (Principal May 1, 2000
- -------------------- Financial Officer and
Patrick F. Smith Principal Accounting
Officer)

/s/ Michele G. Van Leer Chief Executive Officer May 1, 2000
- -----------------------
Michele G. Van Leer

</TABLE>

as
Attorney-in-Fact
For:

David F. D'Alessandro Chairman of the Board
Robert S. Paster Director
Thomas J. Lee Director
Barbara L. Luddy Director
Ronald J. Bocage Director
Bruce M. Jones Director
Paul Strong Director

<PAGE>

EXHIBIT 10(a)

[John Hancock Variable Life Insurance Company Letterhead]

May 1, 2000

SECURITIES & EXCHANGE COMMISSION
450 Fifth Street, N.W.
Washington, D.C. 20549

RE: John Hancock Variable Annuity Account JF
(File Nos. 333-84767 and 811-07451)

Commissioners:

This opinion is being furnished with respect to the filing of
Post-Effective Amendment No. 1 under the Securities Act of 1993 (Post-Effective
Amendment No. 10 under the Investment Company Act of 1940) of the Form N-4
Registration Statement of John Hancock Variable Annuity Account JF as required
by Rule 485 under the 1933 Act.

I have acted as counsel to Registrant for the purpose of preparing this
Post-Effective Amendment which is being filed pursuant to paragraph (b) of Rule
485 and hereby represent to the Commission that in my opinion this
Post-Effective Amendment does not contain disclosures which would render it
ineligible to become effective pursuant to paragraph (b).

I hereby consent to the filing of this opinion with and as part of the
Post-Effective Amendment to the Registrant's Registration Statement with the
Commission.

Very truly yours,

/s/ RONALD J. BOCAGE
----------------------
Ronald J. Bocage
Counsel

<PAGE>

EXHIBIT 10(b)

CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

We consent to the reference to our firm under the caption "Experts" in the
Prospectus in the Registration Statement (Form N-4) of John Hancock Variable
Annuity Account JF.

We also consent to the inclusion of our reports dated February 10, 2000 on the
financial statements included in the Annual Report of the John Hancock Variable
Annuity Account JF and dated March 10, 2000 on the financial statements
included in the Annual Report of the John Hancock Variable Life Insurance
Company for the year ended December 31, 1999.

/s/ ERNST & YOUNG LLP
ERNST & YOUNG LLP

Boston, Massachusetts
April 26, 2000