HANCOCK JOHN BOND FUND
485BPOS, 1996-06-03
Previous: DAIG CORP, 15-12G, 1996-06-03
Next: CAPITAL PRESERVATION FUND II INC, 497J, 1996-06-03




                                                              FILE NO.   2-66906
                                                              FILE NO. 811-03006
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM N-1A
                                   ---------
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933            (X)
                          Pre-Effective Amendment No.            ( )
                        Post-Effective Amendment No. 33          (X)
                          REGISTRATION STATEMENT UNDER
                       THE INVESTMENT COMPANY ACT OF 1940        (X)
                                Amendment No. 37                 (X)
                                   ---------
                             JOHN HANCOCK BOND FUND
               (Exact Name of Registrant as Specified in Charter)
                             101 Huntington Avenue
                        Boston, Massachusetts 02199-7603
              (Address of Principal Executive Offices) (Zip Code)
                 Registrant's Telephone Number, (617) 375-1700
                                   ---------
                                THOMAS H. DROHAN
                          Vice President and Secretary
                          John Hancock Advisers, Inc.
                             101 Huntington Avenue
                          Boston, Massachusetts 02199
                    (Name and Address of Agent for Service)
                                   ---------

It is proposed that this filing will become effective:
( ) immediately upon filing pursuant to paragraph (b) of Rule 485
(X) on June 10, 1996 pursuant to paragraph (b) of Rule 485
( ) 60 days after filing pursuant to paragraph (a) of Rule 485
( ) on (date) pursuant to paragraph (a) of Rule 485

Pursuant to Rule 24f-2 under the Investment Company Act of 1940,  Registrant has
registered an indefinite  number of securities under the Securities Act of 1933.
A Rule 24f-2 Notice for the  Registrant's  most recent  fiscal year was filed on
May 22, 1996.

<PAGE>

<TABLE>
<CAPTION>

Item Number Form N-1A,                                                          Statement of Additional 
      Part A                          Prospectus Caption                          Information Caption
      ------                          ------------------                          -------------------  
       <S>                                   <C>                                          <C>
        1                     Front Cover Page                                             *

        2                     Expense Information;                                         *
                              The Fund's Expenses; Share Price
                              
        3                     The Fund's Financial Highlights;                             *
                              Performance

        4                     Investment Objective and Policies;                           *
                              Organization and Management of
                              the Fund

        5                     Organization and Management of                               *
                              the Fund; The Fund's Expenses;
                              Back Cover Page

        6                     Organization and Management of                               *
                              the Fund; Dividends and Taxes;
                              How to Buy Shares; How to
                              Redeem Shares; Additional
                              Services and Programs

        7                     How to Buy Shares;                                           *
                              Share Price; Additional Services
                              and Programs; Alternative
                              Purchase Arrangements; The
                              Fund's Expenses; Back Cover Page

        8                     How to Redeem Shares                                         *
                              
        9                     Not Applicable                                               *
<PAGE>

Item Number Form N-1A,                                                          Statement of Additional 
      Part A                          Prospectus Caption                          Information Caption
      ------                          ------------------                          -------------------  

       10                                        *                         Front Cover Page

       11                                        *                         Table of Contents

       12                                        *                         Organization of the Fund

       13                                        *                         Investment Objectives and Policies;
                                                                           Certain Investment Practices;
                                                                           Investment Restrictions

       14                                        *                         Those Responsible for Management

       15                                        *                         Those Responsible for Management

       16                                        *                         Investment Advisory; Subadvisory
                                                                           and Other Services; Distribution
                                                                           Contract; Transfer Agent Services;
                                                                           Custody of Portfolio; Independent
                                                                           Auditors

       17                                        *                         Brokerage Allocation

       18                                        *                         Description of Fund's Shares

       19                                        *                         Net Asset Value; Additional
                                                                           Services and Programs

       20                                        *                         Tax Status

       21                                        *                         Distribution Contract

       22                                        *                         Calculation of Performance

       23                                        *                         Financial Statements

</TABLE>
<PAGE>

JOHN HANCOCK
INTERMEDIATE MATURITY
GOVERNMENT FUND
 
CLASS A AND CLASS B SHARES
PROSPECTUS
JUNE 10, 1996
- --------------------------------------------------------------------------------
 
TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                                                                         Page
                                                                                         ----
<S>                                                                                      <C>
Expense Information...................................................................     2
The Fund's Financial Highlights.......................................................     3
Investment Objective and Policies.....................................................     5
Organization and Management of the Fund...............................................     7
Alternative Purchase Arrangements.....................................................     7
The Fund's Expenses...................................................................     9
Dividends and Taxes...................................................................    10
Performance...........................................................................    11
How to Buy Shares.....................................................................    12
Share Price...........................................................................    13
How to Redeem Shares..................................................................    19
Additional Services and Programs......................................................    21
Investments, Techniques and Risk Factors..............................................    24
</TABLE>
 
  This Prospectus sets forth the information about John Hancock Intermediate
Maturity Government Fund (the "Fund"), a diversified series of John Hancock Bond
Fund (the "Trust"), that you should know before investing. Please read and
retain it for future reference.
  Additional information about the Fund and the Trust has been filed with the
Securities and Exchange Commission (the "SEC"). You can obtain a copy of the
Fund's Statement of Additional Information, dated June 10, 1996, and
incorporated by reference into this Prospectus, free of charge by writing or
telephoning: John Hancock Investor Services Corporation, P.O. Box 9116, Boston,
Massachusetts 02205-9116, 1-800-225-5291 (1-800-554-6713 TDD).
  SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR
ENDORSED BY, ANY BANK, AND THE SHARES ARE NOT FEDERALLY INSURED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER GOVERNMENT
AGENCY.
  THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

<PAGE>
 
EXPENSE INFORMATION
  The purpose of the following information is to help you to understand the
various fees and expenses you will bear, directly or indirectly, when you
purchase Fund shares. The operating expenses included in the table and
hypothetical example below are based on fees and expenses for the Fund's Class A
and Class B shares for the fiscal year ended March 31, 1996, adjusted to reflect
current fees and expenses. Actual fees and expenses in the future of Class A and
Class B shares may be greater or less than those indicated.
 
<TABLE>
<CAPTION>
                                                                                                          CLASS A     CLASS B
                                                                                                          SHARES      SHARES
                                                                                                          -------     -------
<S>                                                                                                       <C>         <C>
SHAREHOLDER TRANSACTION EXPENSES
Maximum sales charge imposed on purchases (as a percentage of offering price).........................      3.00 %      None
Maximum sales charge imposed on reinvested dividends..................................................      None        None
Maximum deferred sales charge.........................................................................      None*       3.00 %
Redemption fee+.......................................................................................      None        None
Exchange fee..........................................................................................      None        None
ANNUAL FUND OPERATING EXPENSES (AS A PERCENTAGE OF AVERAGE NET ASSETS)
Management fee (after expense limitation).............................................................      0.00 %      0.00 %
12b-1 fee**...........................................................................................      0.25 %      0.90 %
Other expenses (after expense reduction)***...........................................................      0.50 %      0.50 %
                                                                                                          -------     -------
Total Fund operating expenses (after expense limitation)(a)...........................................      0.75 %      1.40 %
</TABLE>
 
(a) Expenses reflect a temporary agreement by the Fund's investment adviser to
    limit expenses, not including Rule 12b-1 fees or any other class-specific
    expenses. Without such a limitation, the management fee, other expenses and
    total fund operating expenses of the Class A and Class B shares,
    respectively, would have been estimated as 0.40% and 0.40%; 0.77% and 0.77%;
    and 1.42% and 2.07%.
  * No sales charge is payable at the time of purchase on investments of $1
    million or more, but for these investments a contingent deferred sales
    charge may be imposed, in the event of certain redemption transactions
    within one year of purchase.
 ** The amount of the 12b-1 fee used to cover service expenses will be up to
    0.25% of the Class's average net assets, and the remaining portion will be
    used to cover distribution expenses. The Fund's distributor agreed to reduce
    Class B Rule 12b-1 fees to 0.90% of average net assets attributable to Class
    B until December 31, 1996, after which these fees may be increased to as
    much as 1.00% of such assets and total Fund operating expenses would be
    2.17% of such assets.
*** Other Expenses include transfer agent, legal, audit, custody and other
    expenses.
  + Redemption by wire fee (currently $4.00) not included.
 
<TABLE>
<CAPTION>
                                  EXAMPLE:                                      1 YEAR       3 YEARS       5 YEARS       10 YEARS
                                                                                ------       -------       -------       --------
<S>                                                                             <C>          <C>           <C>           <C>
You would pay the following expenses for the indicated period of years on a
  hypothetical $1,000 investment, assuming 5% annual return:
Class A Shares...............................................................    $ 37          $53           $70           $120
Class B Shares
    -- Assuming complete redemption at end of period.........................    $ 44          $64           $69           $118
    -- Assuming no redemption................................................    $ 14          $44           $69           $118
</TABLE>
 
(This example should not be considered a representation of past or future
expenses. Actual expenses may be greater or lesser than those shown.)
 
  The Fund's payment of a distribution fee may result in a long-term shareholder
indirectly paying more than the economic equivalent of the maximum front-end
sales charge permitted under the National Association of Securities Dealers,
Rules of Fair Practice.
 
  The management and 12b-1 fees referred to above are more fully explained in
this Prospectus under the caption "The Fund's Expenses" and in the Statement of
Additional Information under the captions "Investment Advisory and Other
Services" and "Distribution Contracts."
 
                                        2

<PAGE>
 
THE FUND'S FINANCIAL HIGHLIGHTS
  The following table of Financial Highlights has been audited by Ernst & Young
LLP, the Fund's independent auditors, whose unqualified report is included in
the Statement of Additional Information. Further information about the
performance of the Fund is contained in the Fund's Annual Report to Shareholders
that may be obtained free of charge by writing or telephoning John Hancock
Investor Services Corporation ("Investor Services") at the address or telephone
number listed on the front page of this Prospectus.
  Selected data for shares of the Fund outstanding during the periods indicated
is as follows.
 
<TABLE>
<CAPTION>
                                                                                                                 FOR THE PERIOD
                                                                                                                DECEMBER 31, 1991
                                                                       YEAR ENDED MARCH 31                        (COMMENCEMENT
                                                       ----------------------------------------------------      OF OPERATIONS)
                      CLASS A                           1996(E)       1995(D)         1994          1993        TO MARCH 31, 1992
                                                       ----------    ----------    ----------    ----------     -----------------
<S>                                                    <C>           <C>           <C>           <C>            <C>
PER SHARE OPERATING PERFORMANCE
  Net Asset Value, Beginning of Period..............    $   9.79      $   9.89      $  10.05      $  10.03           $ 10.00(b)
                                                       ----------    ----------    ----------    ----------          -------
  Net Investment Income.............................        0.62          0.49          0.41          0.58              0.17
  Net Realized and Unrealized Gain (Loss) on
    Investments.....................................       (0.08)        (0.11)        (0.16)         0.02              0.03
                                                       ----------    ----------    ----------    ----------          -------
    Total from Investment Operations................        0.54          0.38          0.25          0.60              0.20
                                                       ----------    ----------    ----------    ----------          -------
  Less Distributions:
  Dividends from Net Investment
    Income..........................................       (0.64)        (0.48)        (0.41)        (0.58)            (0.17)
                                                       ----------    ----------    ----------    ----------          -------
  Net Asset Value, End of Period....................    $   9.69      $   9.79      $   9.89      $  10.05           $ 10.03
                                                        ========      ========      ========      ========      ==============
  Total Investment Return at Net Asset Value(f).....        5.60%         3.98%         2.51%         6.08%             1.96%(c)
  Total Adjusted Investment Return at Net Asset
    Value(a)(f).....................................        4.83%         3.43%         2.27%         5.53%             0.84%(c)
RATIOS AND SUPPLEMENTAL DATA
  Net Assets, End of Period (000's omitted).........    $ 29,024      $ 12,950      $ 24,310      $ 33,273           $13,775
  Ratio of Expenses to Average Net Assets(e)........        0.75%         0.80%         0.75%         0.50%             0.50%*
  Ratio of Adjusted Expenses to Average Net
    Assets(a)(e)....................................        1.45%         1.35%         0.99%         1.05%             1.62%*
  Ratio of Net Investment Income to Average Net
    Assets..........................................        6.49%         4.91%         4.09%         5.47%             6.47%*
  Ratio of Adjusted Net Investment Income to Average
    Net Assets(a)...................................        5.79%         4.36%         3.85%         4.92%             5.35%*
  Portfolio Turnover Rate...........................         423%(g)       341%          244%          186%                1%
</TABLE>
 
  * On an annualized basis.
(a) On an unreimbursed basis.
(b) Initial price to commence operations.
(c) Not annualized.
(d) On December 22, 1994, John Hancock Advisers, Inc. became the investment
    adviser of the Fund.
(e) Beginning on December 31, 1991 (commencement of operations) through March
    31, 1995, the expenses used in the ratios represented the expenses of the
    Fund plus expenses incurred indirectly from the Adjustable U.S. Government
    Fund (the "Portfolio"), the mutual fund in which the Fund invested all of
    its assets. On September 22, 1995, the Portfolio collapsed into the Fund and
    the Fund changed its name to the John Hancock Intermediate Government Fund.
    The expenses used in the ratios for the fiscal year ended March 31, 1996
    include the expenses of the Portfolio through September 22, 1995.
(f) Total investment return assumes dividend reinvestment and does not reflect
    the effect of sales charges.
(g) Portfolio turnover rate excludes merger activity.
 
                                        3

<PAGE>
 
THE FUND'S FINANCIAL HIGHLIGHTS (CONTINUED)
 
<TABLE>
<CAPTION>
                                                                                                                 FOR THE PERIOD
                                                                                                                DECEMBER 31, 1991
                                                                       YEAR ENDED MARCH 31                        (COMMENCEMENT
                                                       ----------------------------------------------------      OF OPERATIONS)
                      CLASS B                             1996        1995(e)         1994          1993        TO MARCH 31, 1992
                                                       ----------    ----------    ----------    ----------     -----------------
<S>                                                    <C>           <C>           <C>           <C>            <C>
PER SHARE OPERATING PERFORMANCE
  Net Asset Value, Beginning of Period..............    $   9.79      $   9.89      $  10.05      $  10.03           $ 10.00(b)
                                                       ----------    ----------    ----------    ----------           ------
  Net Investment Income.............................        0.57          0.43          0.34          0.51              0.15
  Net Realized and Unrealized Gain (Loss) on
    Investments.....................................       (0.10)        (0.11)        (0.16)         0.02              0.03
                                                       ----------    ----------    ----------    ----------           ------
    Total from Investment Operations................        0.47          0.32          0.18          0.53              0.18
                                                       ----------    ----------    ----------    ----------           ------
  Less Distributions:
  Dividends from Net Investment
    Income..........................................       (0.57)        (0.42)        (0.34)        (0.51)            (0.15)
                                                       ----------    ----------    ----------    ----------           ------
  Net Asset Value, End of Period....................    $   9.69      $   9.79      $   9.89      $  10.05           $ 10.03
                                                        ========      ========      ========      ========      ==============
  Total Investment Return at Net Asset Value(f).....        4.92%         3.33%         1.85%         5.40%             1.80%(c)
  Total Adjusted Investment Return at Net Asset
    Value(a)(f).....................................        4.15%         2.78%         1.61%         4.85%             0.68%(c)
RATIOS AND SUPPLEMENTAL DATA
  Net Assets, End of Period (000's omitted).........    $  8,532      $  9,506      $ 11,626      $ 13,753           $ 1,630
  Ratio of Expenses to Average Net Assets(e)........        1.40%         1.45%         1.40%         1.15%             1.15%*
  Ratio of Adjusted Expenses to Average Net
    Assets(a).......................................        2.10%         2.00%         1.64%         1.70%             2.27%*
  Ratio of Net Investment Income to Average Net
    Assets..........................................        5.80%         4.26%         3.44%         4.82%             5.85%*
  Ratio of Adjusted Net Investment Income to Average
    Net Assets(a)...................................        5.10%         3.71%         3.20%         4.27%             4.73%*
  Portfolio Turnover Rate...........................         423%(g)       341%          244%          186%                1%
</TABLE>
 
  * On an annualized basis.
(a) On an unreimbursed basis.
(b) Initial price to commence operations.
(c) Not annualized.
(d) On December 22, 1994, John Hancock Advisers, Inc. became the investment
    adviser of the Fund.
(e) Beginning on December 31, 1991 (commencement of operations) through March
    31, 1995, the expenses used in the ratios represented the expenses of the
    Fund plus expenses incurred indirectly from the Adjustable U.S. Government
    Fund (the "Portfolio"), the mutual fund in which the Fund invested all of
    its assets. On September 22, 1995, the Portfolio collapsed into the Fund and
    the Fund changed its name to the John Hancock Intermediate Government Fund.
    The expenses used in the ratios for the fiscal year ended March 31, 1996
    include the expenses of the Portfolio through September 22, 1995.
(f) Total investment return assumes dividend reinvestment and does not reflect
    the effect of sales charges.
(g) Portfolio turnover rate excludes merger activity.
 
                                        4

<PAGE>
 
INVESTMENT OBJECTIVE AND POLICIES
The Fund's investment objective is to achieve a high level of current income,
consistent with preservation of capital and maintenance of liquidity. The Fund
seeks to achieve its investment objective by investing primarily in U.S.
Government securities, including mortgage-backed securities issued or guaranteed
by U.S. Government agencies. The Fund may also invest in medium-term debt
obligations of governmental issuers. Under normal market conditions, the Fund
intends to maintain a weighted average remaining maturity or remaining average
life of three to ten years. There is no assurance that the Fund will achieve its
investment objective.
 
- -------------------------------------------------------------------------------
                   THE FUND SEEKS TO ACHIEVE A HIGH LEVEL OF
                   CURRENT INCOME, CONSISTENT WITH
                   PRESERVATION OF CAPITAL AND MAINTENANCE OF
                   LIQUIDITY.
- -------------------------------------------------------------------------------
 
Under normal market conditions, the Fund intends to invest primarily (at least
65% of its total assets) in U.S. Government securities. U.S. Government
securities consist of the following:
 
1. U.S. Treasury obligations, which differ only in their interest rates,
   maturities and time of issuance, including U.S. Treasury bills (maturity of
   one year or less), U.S. Treasury notes (maturity of one to ten years), and
   U.S. Treasury bonds (generally maturities greater than ten years); and
 
2. Obligations issued or guaranteed by the U.S. Government, its agencies or
   instrumentalities which are supported by: (i) the full faith and credit of
   the U.S. Government (e.g., securities issued by the Government National
   Mortgage Association ("GNMA")); (ii) the right of the issuer to borrow an
   amount limited to a specific line of credit from the U.S. Government (e.g.,
   securities of the Federal Home Loan Bank Board); or (iii) the credit of the
   instrumentality (e.g., bonds issued by the Federal Home Loan National
   Mortgage Association ("FHLMC") or the Federal National Mortgage Association
   ("FNMA")).
 
GNMA, FHLMC and FNMA are mortgage-backed securities which provide monthly
payments that are, in effect, a "pass-through" of the monthly interest and
principal payments (including prepayments) made by the individual borrowers on
the pooled mortgage loans. The Fund's investments in mortgage-backed securities
may also include certain classes of multiple class collateralized mortgage
obligations and "stripped" mortgage-backed securities ("SMBS"). During periods
of declining interest rates, principal and interest on mortgage-backed
securities may be prepaid at faster-than-expected rates. The proceeds of these
prepayments typically can only be invested in lower-yielding securities.
Therefore, mortgage-backed securities may be less effective at maintaining
yields during periods of declining interest rates than traditional debt
obligations of similar maturity. Different types of mortgage-backed securities
are subject to different combinations of prepayment, extension, interest rate
and/or other market risks. See "Investments, Techniques and Risk Factors" for a
further discussion of U.S. Government securities and these risks.
 
Under normal conditions, the Fund may invest the remainder of its assets in
other U.S. Government securities and asset-backed securities and debt
obligations of corporate issuers each of which is rated in the highest rating
category by a
 
                                        5

<PAGE>
 
nationally recognized statistical rating organization or, if unrated, determined
by the investment adviser to be of comparable quality.
 
The Fund may also buy and sell options contracts, financial futures contracts
and options on these futures contracts for hedging and non-hedging purposes.
These contracts may be based on securities and securities indices. All of the
Fund's futures contracts and options on futures contracts will be traded on a
U.S. commodity exchange or board of trade.
 
Options, futures contracts and mortgage-backed securities are generally
considered to be "derivative" instruments because they derive their value from
the performance of an underlying asset, index or other economic benchmark. See
"Investments, Techniques and Risk Factors" for additional discussion of
derivative instruments.
 
The Fund may also lend its portfolio securities; enter into repurchase
agreements, mortgage dollar rolls and reverse repurchase agreements; purchase
securities on a forward commitment or when-issued basis; and purchase restricted
and illiquid securities.
 
See "Investments, Techniques and Risk Factors" for more information about the
Fund's investments.
 
The Fund has adopted certain investment restrictions that are detailed in the
Statement of Additional Information where they are designated as fundamental or
nonfundamental. Those restrictions designated as fundamental may not be changed
without shareholder approval. The Fund's investment objective and its policies,
including its policy of investing at least 65% of its assets in U.S. Government
securities, are nonfundamental and may be changed by a vote of the Trustees
without shareholder approval.
 
- -------------------------------------------------------------------------------
                   THE FUND FOLLOWS CERTAIN POLICIES WHICH
                   MAY HELP TO REDUCE INVESTMENT RISK.
- -------------------------------------------------------------------------------
 
When choosing brokerage firms to carry out the Fund's transactions, John Hancock
Advisers, Inc. (the "Adviser") gives primary consideration to execution at the
most favorable prices, taking into account the broker's professional ability and
quality of service. Consideration may also be given to the broker's sales of
Fund shares. Pursuant to procedures established by the Trustees, the Adviser may
place securities transactions with brokers affiliated with the Adviser. These
brokers include Tucker Anthony Incorporated, John Hancock Distributors, Inc. and
Sutro & Company Inc. They are indirectly owned by John Hancock Mutual Life
Insurance Company (the "Life Company"), which in turn indirectly owns the
Adviser.
 
- -------------------------------------------------------------------------------
                   BROKERS ARE CHOSEN ON BEST PRICE AND
                   EXECUTION.
- -------------------------------------------------------------------------------
 
                                        6

<PAGE>
 
ORGANIZATION AND MANAGEMENT OF THE FUND
The Fund is a diversified series of the Trust, an open-end management investment
company organized as a Massachusetts business trust in 1984. The Trust reserves
the right to create and issue a number of series of shares, or funds or classes
of these series, which are separately managed and have different investment
objectives. The Trustees have authorized the issuance of two classes of the
Fund, designated as Class A and Class B. The shares of each class represent an
interest in the same portfolio of investments of the Fund. Each class has equal
rights as to voting, redemption, dividends and liquidation. Class A and Class B
shareholders have exclusive voting rights with respect to their distribution
plans. The Fund is not required to hold annual meetings of shareholders although
special meetings may be held for such purposes as electing or removing Trustees,
changing fundamental policies or approving a management contract. The Fund,
under certain circumstances, will assist in shareholder communications with
other Fund shareholders.
 
- -------------------------------------------------------------------------------
                   THE TRUSTEES ELECT OFFICERS AND RETAIN THE
                   INVESTMENT ADVISER WHO IS RESPONSIBLE FOR
                   THE DAY-TO-DAY OPERATIONS OF THE FUND,
                   SUBJECT TO THE TRUSTEES' POLICIES AND
                   SUPERVISION.
- -------------------------------------------------------------------------------
 
The Adviser was organized in 1968 and is a wholly-owned indirect subsidiary of
the Life Company, a financial services company. The Adviser provides the Fund,
and other investment companies in the John Hancock group of funds, with
investment research and portfolio management services. John Hancock Funds, Inc.
("John Hancock Funds") distributes shares for all of the John Hancock funds
through selected broker-dealers ("Selling Brokers"). Certain Fund officers are
also officers of the Adviser and John Hancock Funds. Pursuant to an order
granted by the Securities and Exchange Commission, the Fund has adopted a
deferred compensation plan for its independent trustees which allows Trustees'
fees to be invested by the Fund in other John Hancock funds.
 
- -------------------------------------------------------------------------------
                   JOHN HANCOCK ADVISERS, INC. ADVISES
                   INVESTMENT COMPANIES HAVING A TOTAL ASSET
                   VALUE OF MORE THAN $18 BILLION.
- -------------------------------------------------------------------------------
 
Roger Hamilton is primarily responsible for the management of the Fund and is
assisted by a team of portfolio managers and analysts. Mr. Hamilton is also a
member of the taxable fixed income investment management team for the Adviser
and has been associated with the Adviser since 1994. Previously, for five years,
he was a senior portfolio manager at Transamerica Fund Management Company.
 
In order to avoid conflicts with portfolio trades for the Fund, the Adviser and
the Fund have adopted extensive restrictions on personal securities trading by
personnel of the Adviser and its affiliates. Some of these restrictions are:
pre-clearance for all personal trades and a ban on the purchase of initial
public offerings, as well as contributions to specified charities of profits on
securities held for less than 91 days. These restrictions are a continuation of
the basic principle that the interests of the Fund and its shareholders come
first.
ALTERNATIVE PURCHASE ARRANGEMENTS
You can purchase shares of the Fund at a price equal to their net asset value
per share plus a sales charge. At your election, this charge may be imposed
either at the time of the purchase (see "Initial Sales Charge Alternative --
Class A Shares") or on a contingent deferred basis (the "Contingent Deferred
Sales Charge Alternative -- Class B Shares"). If you do not specify on your
account application the class of shares you are purchasing, it will be assumed
that you are investing in Class A shares.
 
- -------------------------------------------------------------------------------
                   AN ALTERNATIVE PURCHASE PLAN ALLOWS YOU TO
                   CHOOSE THE METHOD OF PAYMENT THAT IS BEST
                   FOR YOU.
- -------------------------------------------------------------------------------
 
                                        7

<PAGE>
 
CLASS A SHARES.  If you elect Class A shares, you will incur an initial sales
charge unless the amount you purchase is $1 million or more. If you purchase $1
million or more of Class A shares, you will not be subject to an initial sales
charge, but you will incur a sales charge if you redeem your shares within one
year of purchase. Class A shares are subject to ongoing distribution and service
fees at a combined annual rate of up to 0.25% of the Fund's average daily net
assets attributable to the Class A shares. Certain purchases of Class A shares
qualify for reduced initial sales charges. See "Share Price -- Qualifying for a
Reduced Sales Charge."
 
- -------------------------------------------------------------------------------
                   INVESTMENTS IN CLASS A SHARES ARE SUBJECT
                   TO AN INITIAL SALES CHARGE.
- -------------------------------------------------------------------------------
 
CLASS B SHARES.  You will not incur a sales charge when you purchase Class B
shares, but the shares are subject to a sales charge if you redeem them within
four years of purchase (the "contingent deferred sales charge" or the "CDSC").
Class B shares are subject to ongoing distribution and service fees at a
combined annual rate of up to 1.00% of the Fund's average daily net assets
attributable to the Class B shares. John Hancock Funds and the Fund have agreed
until further notice to limit the Fund's 12b-1 fee for Class B shares to 0.90%
of the Fund's Class B average daily net assets. Investing in Class B shares
permits all of your dollars to work from the time you make your investment, but
the higher ongoing distribution fee will cause these shares to have higher
expenses than Class A shares. To the extent that any dividends are paid by the
Fund, these higher expenses will also result in lower dividends than those paid
on Class A shares.
 
- -------------------------------------------------------------------------------
                   INVESTMENTS IN CLASS B SHARES ARE SUBJECT
                   TO A CONTINGENT DEFERRED SALES CHARGE.
- -------------------------------------------------------------------------------
 
Class B shares are not available for full-service defined contribution plans
administered by Investor Services or the Life Company that had more than 100
eligible employees at the inception of the Fund account.
 
FACTORS TO CONSIDER IN CHOOSING AN ALTERNATIVE.  The alternative purchase
arrangement allows you to choose the most beneficial way to buy shares, given
the amount of your purchase, the length of time you expect to hold your shares
and other circumstances. You should consider whether, during the anticipated
life of your Fund investment, the CDSC and accumulated fees on Class B shares
would be less than the initial sales charge and accumulated fees on Class A
shares purchased at the same time, and to what extent this differential would be
offset by the Class A shares' lower expenses. To help you make this
determination, the table under the caption "Expense Information" on the inside
cover page of this Prospectus gives examples of the charges applicable to each
class of shares. Class A shares normally will be more beneficial if you qualify
for reduced sales charges. See "Share Price -- Qualifying for a Reduced Sales
Charge."
 
- -------------------------------------------------------------------------------
                   YOU SHOULD CONSIDER WHICH CLASS OF SHARES
                   WILL BE MORE BENEFICIAL TO YOU.
- -------------------------------------------------------------------------------
 
Class A shares are subject to lower distribution and service fees and,
accordingly, pay correspondingly higher dividends per share, to the extent that
any dividends are paid. However, because initial sales charges are deducted at
the time of purchase, you would not have all of your funds invested initially
and, therefore, would initially own fewer shares. If you do not qualify for
reduced initial sales charges and expect to maintain your investment for an
extended period of time, you might consider purchasing Class A shares. This is
because the accumulated distribution and service charges on Class B shares may
exceed the initial sales
 
                                        8

<PAGE>
 
charge and accumulated distribution and service charges on Class A shares during
the life of your investment.
 
Alternatively, you might determine that it is more advantageous to purchase
Class B shares to have all of your funds invested initially. However, you will
be subject to higher distribution fees and, for a four-year period, a CDSC.
 
In the case of Class A shares, the distribution expenses that John Hancock Funds
incurs in connection with the sale of the shares will be paid from the proceeds
of the initial sales charge and ongoing distribution and service fees. In the
case of Class B shares, the expenses will be paid from the proceeds of the
ongoing distribution and service fees, as well as from the CDSC incurred upon
redemption within four years of purchase. The purpose and function of the Class
B shares' CDSC and ongoing distribution and service fees are the same as those
of the Class A shares' initial sales charge and ongoing distribution and service
fees. Sales personnel distributing the Fund's shares may receive different
compensation for selling each class of shares.
 
Dividends, if any, on Class A and Class B shares will be calculated in the same
manner, at the same time and on the same day. They also will be in the same
amount, except for differences resulting from each class bearing only its own
distribution and service fees and shareholder meeting expenses. See "Dividends
and Taxes."
 
THE FUND'S EXPENSES
 
For managing its investment and business affairs, the Fund pays a monthly fee to
the Adviser equal to 0.40%.
 
During the Fund's fiscal year ended March 31, 1996, the advisory fee paid by the
Fund was equal to 0.00% of the Fund's average daily net assets, reflecting the
agreement by the Adviser and the former investment adviser to reduce operating
expenses and not to impose a portion of the management fee during that year. The
Adviser has temporarily agreed to continue to limit the Fund's aggregate
operating expenses until December 31, 1996 and not to impose its management fee
or to make other arrangements to the extent necessary to limit the total of the
management fees and the aggregate operating expenses of the Fund to 0.75% and
1.40% of the average net assets attributable to the Class A and Class B shares,
respectively.
 
The Class A and Class B shareholders have adopted distribution plans (each a
"Plan") pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the
"1940 Act"). Under these Plans, the Fund will pay distribution and service fees
at an aggregate annual rate of up to 0.25% of the Class A shares' average daily
net assets and an aggregate annual rate of up to 1.00% of the Class B shares'
average daily net assets. The Fund's distributor agreed to reduce the
distribution and services fees pursuant to the Class B Plan to 0.90% of average
daily net assets. In each case, up to 0.25% is for service expenses and the
remaining amount is for distribution expenses. The distribution fees will be
used to reimburse John Hancock Funds for its distribution expenses, including
but not limited to: (i) initial
 
- -------------------------------------------------------------------------------
                   THE FUND PAYS DISTRIBUTION AND SERVICE
                   FEES FOR MARKETING AND SALES-RELATED
                   SHAREHOLDER SERVICING.
- -------------------------------------------------------------------------------
 
                                        9

<PAGE>
and ongoing sales compensation to Selling Brokers and others (including
affiliates of John Hancock Funds) engaged in the sale of Fund shares; (ii)
marketing, promotional and overhead expenses incurred in connection with the
distribution of Fund shares; (iii) unreimbursed distribution expenses under the
Fund's prior distribution plans; (iv) distribution expenses incurred by other
investment companies which sell all or substantially all of their assets to,
merge with or otherwise engage in a reorganization transaction with the Fund;
and (v) with respect to Class B shares only, interest expenses on unreimbursed
distribution expenses. The service fees are paid to compensate Selling Brokers
and others for providing personal and account maintenance services to
shareholders.
 
In the event John Hancock Funds is not fully reimbursed for payments it makes or
expenses it incurs under the Class A Plan, these expenses will not be carried
beyond one year from the date they were incurred. These unreimbursed expenses
under the Class B Plan will be carried forward together with interest on the
balance of these unreimbursed expenses.
 
For the fiscal year ended March 31, 1996, an aggregate of $289,146 of
distribution expenses or 3.12% of the average net assets of the Fund's Class B
shares was not reimbursed or recovered by John Hancock Funds through the receipt
of deferred sales charges or Rule 12b-1 fees in prior periods.
 
Information on the Fund's total expenses is in the Financial Highlights section
of this Prospectus.
 
DIVIDENDS AND TAXES
DIVIDENDS.  Dividends from the Fund's net investment income are generally
declared daily and distributed monthly. The Fund will distribute net realized
long-term and short-term capital gains, if any, at least annually.
 
Dividends are reinvested in additional shares of your class unless you elect the
option to receive cash. If you elect the cash option and the U.S. Postal Service
cannot deliver your checks, your election will be converted to the reinvestment
option. Because of the higher expenses associated with Class B shares, any
dividend on these shares will be lower than those on the Class A shares. See
"Share Price."
 
TAXATION.  Dividends from the Fund's net investment income and net short-term
capital gains are taxable to you as ordinary income. Dividends from the Fund's
net long-term capital gains are taxable as long-term capital gains. These
dividends are taxable whether received in cash or reinvested in additional
shares. Certain dividends may be paid in January of a given year but may be
taxable as if you received them the previous December. The Fund will send you a
statement by January 31 showing the tax status of the dividends you received for
the prior year.
 
The Fund has qualified and intends to continue to qualify as a regulated
investment company under Subchapter M of the Internal Revenue Code of 1986, as
amended (the "Code"). As a regulated investment company, the Fund will not be
subject to Federal income tax on any net investment income and net realized
capital gains
 
                                       10

<PAGE>
 
that are distributed to its shareholders within the time period prescribed by
the Code. When you redeem (sell) or exchange shares, you may realize a taxable
gain or loss.
 
On the account application, you must certify that the social security or other
taxpayer identification number you provide is correct and that you are not
subject to backup withholding of Federal income tax. If you do not provide this
information or are otherwise subject to this withholding, the Fund may be
required to withhold 31% of your dividends and the proceeds of redemptions and
exchanges.
 
In addition to Federal taxes, you may be subject to state, local or foreign
taxes with respect to your investment in and distributions from the Fund. In
many states, a portion of the Fund's dividends that represent interest received
by the Fund on direct U.S. Government obligations may be exempt from tax.
Non-U.S. shareholders and tax-exempt shareholders are subject to a different tax
treatment not described above. You should consult your tax adviser for specific
advice.
 
PERFORMANCE
Yield reflects the Fund's rate of income on portfolio investments as a
percentage of its share price. Yield is computed by annualizing the result of
dividing the net investment income per share over a 30 day period by the maximum
offering price per share on the last day of that period. Yield is also
calculated according to accounting methods that are standardized for all stock
and bond funds. Because yield accounting methods differ from the methods used
for other accounting purposes, the Fund's yield may not equal the income paid on
shares or the income reported in the Fund's financial statements.
 
- -------------------------------------------------------------------------------
                   THE FUND MAY ADVERTISE ITS YIELD AND TOTAL
                   RETURN.
- -------------------------------------------------------------------------------
 
Total return shows the overall dollar or percentage change in value of a
hypothetical investment in the Fund, assuming the reinvestment of all dividends.
Cumulative total return shows the Fund's performance over a period of time.
Average annual total return shows the cumulative return divided by the number of
years included in the period. Because average annual total return tends to
smooth out variations in the performance, you should recognize that it is not
the same as actual year-to-year results.
 
Both total return and yield calculations for Class A shares generally include
the effect of paying the maximum sales charge of 3% (except as shown in "The
Fund's Financial Highlights"). Investments at a lower sales charge would result
in higher performance figures. Total return and yield for the Class B shares
reflect the deduction of the applicable CDSC imposed on a redemption of shares
held for the applicable period. All calculations assume that all dividends are
reinvested at net asset value on the reinvestment dates during the periods.
Total return and yield of Class A and Class B shares will be calculated
separately and, because each class is subject to different expenses, the total
return or yield with respect to each class for the same period may differ. The
relative performance of the Class A and Class B shares will be affected by a
variety of factors, including the higher operating expenses attributable to the
Class B shares, whether the Fund's investment performance is better in the
earlier or later portions of the period
 
                                       11

<PAGE>
 
measured and the level of net assets of the classes during the period. The Fund
will include the total return of both classes in any advertisement or
promotional materials including Fund performance data. The value of Fund's
shares, when redeemed, may be more or less than their original cost. Both yield
and total return are historical calculations, and are not an indication of
future performance. See "Alternative Purchase Arrangements -- Factors to
Consider in Choosing an Alternative."
 
HOW TO BUY SHARES
- --------------------------------------------------------------------------------
 
<TABLE>
<S> <C>           <C>  <C>                                                        
    The minimum initial investment is $1,000 ($250 for group investments and
    retirement plans). Complete the Account Application attached to this Prospectus.
    Indicate whether you are purchasing Class A or Class B shares. If you do not
    specify which class of shares you are purchasing, Investor Services will assume
    that you are investing in Class A shares.
</TABLE>
 
- -------------------------------------------------------------------------------
                   OPENING AN ACCOUNT
- -------------------------------------------------------------------------------
 
<TABLE>
<S> <C>           <C>  <C>                                                       
- ---------------------------------------------------------------------------------
    BY CHECK      1.   Make your check payable to John Hancock Investor Services
                       Corporation, P.O. Box 9115
                       Boston, MA, 02205-9115.
                  2.   Deliver the completed application and check to your registered
                       representative or Selling Broker or mail it directly to
                       Investor Services.
- ---------------------------------------------------------------------------------
    BY WIRE       1.   Obtain an account number by contacting your registered
                       representative or Selling Broker, or by calling 1-800-225-5291.
                  2.   Instruct your bank to wire funds to:
                       First Signature Bank & Trust
                           John Hancock Deposit Account No. 900000260
                           ABA Routing No. 211475000
                       For credit to: John Hancock Intermediate Maturity Government
                       Fund
                       Class A or Class B shares
                       Your Account Number
                       Name(s) under which account is registered
                  3.   Deliver the completed application to your registered
                       representative or Selling Broker or mail it directly to
                       Investor Services.
</TABLE>
 
- -------------------------------------------------------------------------------
                   BUYING ADDITIONAL CLASS A AND CLASS B
                   SHARES
- -------------------------------------------------------------------------------
 
<TABLE>
<S> <C>           <C>  <C>                                                          
- ---------------------------------------------------------------------------------
    MONTHLY       1.   Complete the "Automatic Investing" and "Bank Information"
    AUTOMATIC          sections on the Account Privileges Application, designating a
    ACCUMULATION       bank account from which funds may be drawn.
    PROGRAM       2.   The amount you elect to invest will be withdrawn automatically
    (MAAP)             from your bank or credit union account.
- ---------------------------------------------------------------------------------
    BY TELEPHONE  1.   Complete the "Invest-By-Phone" and "Bank Information" sections
                       on the Account Privileges Application, designating a bank
                       account from which your funds may be drawn. Note that in order
                       to invest by phone, your account must be in a bank or credit
                       union that is a member of the Automated Clearing House system
                       (ACH).
                  2.   After your authorization form has been processed, you may
                       purchase additional Class A or Class B shares by calling
                       Investor Services toll-free 1-800-225-5291.
                  3.   Give the Investor Services representative the name(s) in which
                       your account is registered, the Fund name, the class of shares
                       you own, your account number, and the amount you wish to
                       invest.
                  4.   Your investment normally will be credited to your account the
                       business day following your phone request.
- ---------------------------------------------------------------------------------
</TABLE>
 
                                       12

<PAGE>
 
- --------------------------------------------------------------------------------
 
<TABLE>
<S> <C>           <C>  <C>                                                        
    BY CHECK      1.   Either complete the detachable stub included on your account
                       statement or include a note with your investment listing the
                       name of the Fund, the class of shares you own, your account
                       number and the name(s) in which the account is registered.
                  2.   Make your check payable to John Hancock Investor Services
                       Corporation.
                  3.   Mail the account information and check to:
                       John Hancock Investor Services Corporation
                       P.O. Box 9115
                       Boston, MA 02205-9115
                       or deliver it to your registered representative or Selling
                       Broker.
- ---------------------------------------------------------------------------------
    BY WIRE       Instruct your bank to wire funds to:
                       First Signature Bank & Trust
                       John Hancock Deposit Account No. 900000260
                       ABA Routing No. 211475000
                       For credit to: John Hancock Intermediate Maturity Government
                                      Fund
                       Class A or Class B shares
                       Your Account Number
                       Name(s) under which account is registered
- ---------------------------------------------------------------------------------
    Other Requirements: All purchases must be made in U.S. dollars. Checks written on
    foreign banks will delay purchases until U.S. funds are received, and a collection
    charge may be imposed. Shares of the Fund are priced at the offering price based
    on the net asset value computed after Investor Services receives notification of
    the dollar equivalent from the Fund's custodian bank. Wire purchases normally take
    two or more hours to complete and, to be accepted the same day, must be received
    by 4:00 P.M., New York time. Your bank may charge a fee to wire funds. Telephone
    transactions are recorded to verify information. Certificates are not issued
    unless a request is made in writing to Investor Services.
- ---------------------------------------------------------------------------------
</TABLE>
 
You will receive a statement of your account after any transaction that affects
your share balance or registration (statements related to reinvestment of
dividends and automatic investment/withdrawal plans will be sent to you
quarterly). A tax information statement will be mailed to you by January 31 of
each year.
 
- -------------------------------------------------------------------------------
                   YOU WILL RECEIVE ACCOUNT STATEMENTS THAT
                   YOU SHOULD KEEP TO HELP WITH YOUR PERSONAL
                   RECORDKEEPING.
- -------------------------------------------------------------------------------
 
SHARE PRICE
The net asset value per share ("NAV") is the value of one share. The NAV is
calculated by dividing the net assets of each class by the number of outstanding
shares of that class. The NAV of each class can differ. Securities in the Fund's
portfolio are valued on the basis of market quotations, valuations provided by
independent pricing services or at fair value as determined in good faith
according to procedures approved by the Trustees. Short-term debt investments
maturing within 60 days are valued at amortized cost, which the Board of
Trustees has determined to approximate market value. The NAV is calculated once
daily as of the close of regular trading on the New York Stock Exchange (the
"Exchange") (generally at 4:00 P.M., New York time) on each day that the
Exchange is open.
 
- -------------------------------------------------------------------------------
                   THE OFFERING PRICE OF YOUR SHARES IS THEIR
                   NET ASSET VALUE PLUS A SALES CHARGE, IF
                   APPLICABLE, WHICH WILL VARY WITH THE
                   PURCHASE ALTERNATIVE YOU CHOOSE.
- -------------------------------------------------------------------------------
 
Shares of the Fund are sold at the offering price based on the NAV computed
after your investment request is received in good order by John Hancock Funds.
If you buy shares of the Fund through a Selling Broker, the Selling Broker must
receive your investment before the close of regular trading on the Exchange and
transmit it
 
                                       13

<PAGE>
 
to John Hancock Funds before its close of business to receive that day's
offering price.
 
INITIAL SALES CHARGE ALTERNATIVE -- CLASS A SHARES.  The offering price you pay
for Class A shares of the Fund equals the NAV plus a sales charge as follows:
 
<TABLE>
<CAPTION>
                                                           COMBINED
                                      SALES CHARGE AS    REALLOWANCE        REALLOWANCE TO
   AMOUNT INVESTED    SALES CHARGE AS A PERCENTAGE OF AND SERVICE FEE AS  SELLING BROKERS AS
   (INCLUDING SALES   A PERCENTAGE OF   THE AMOUNT     A PERCENTAGE OF      A PERCENTAGE OF
       CHARGE)        OFFERING PRICE     INVESTED     OFFERING PRICE(+)  THE OFFERING PRICE(*)
- ------------------------------------- --------------- ------------------ ---------------------
<S>                   <C>             <C>             <C>                <C>
Less than $100,000          3.00%           3.09%            2.50%                2.26%
$100,000 to $499,999        2.50%           2.56%            2.25%                2.01%
$500,000 to $999,999        2.00%           2.04%            1.75%                1.51%
$1,000,000 and over         0.00%(**)       0.00(**)         (***)                0.00(***)
</TABLE>
 
  (*) Upon notice to Selling Brokers with whom it has sales agreements, John
      Hancock Funds may reallow an amount up to the full applicable sales
      charge. A Selling Broker to whom substantially the entire sales charge is
      reallowed may be deemed to be an underwriter under the Securities Act of
      1933.
 
 (**) No sales charge is payable at the time of purchase of Class A shares of $1
      million or more, but a CDSC may be imposed in the event of certain
      redemption transactions within one year of purchase.
 
(***) John Hancock Funds may pay a commission and the first year's service
      fee (as described in (+) below) to Selling Brokers who initiate and
      are responsible for purchases of Class A shares of $1 million or more
      in aggregate as follows: 1% on sales to $4,999,999, 0.50% on the next
      $5 million and 0.25% on amounts of $10 million and over.
 
  (+) At the time of sale, John Hancock Funds pays to Selling Brokers the first
      year's service fee in advance in an amount equal to 0.25% of the net
      assets invested in the Fund. Thereafter, it pays the service fee
      periodically in arrears in an amount up to 0.25% of the Fund's average
      annual net assets. Selling Brokers receive the fee as compensation for
      providing personal and account maintenance services to shareholders.
 
Sales charges ARE NOT APPLIED to any dividends that are reinvested in additional
Class A shares of the Fund.
 
In addition, John Hancock Funds will pay certain affiliated Selling Brokers at
an annual rate of up to 0.05% of the daily net assets of accounts attributable
to these brokers.
 
Under certain circumstances described below, investors in Class A shares may be
entitled to pay reduced sales charges. See "Qualifying for a Reduced Sales
Charge."
 
CONTINGENT DEFERRED SALES CHARGE -- INVESTMENTS OF $1 MILLION OR MORE IN CLASS A
SHARES.  Purchases of $1 million or more of the Fund's Class A shares will be
made at net asset value with no initial sales charge, but if the shares are
redeemed within 12 months after the end of the calendar month in which the
 
                                       14

<PAGE>
 
purchase was made (the CDSC period), a CDSC will be imposed. The rate of the
CDSC will depend on the amount invested as follows:
 
<TABLE>
<CAPTION>
                            AMOUNT INVESTED                             CDSC RATE
- ---------------------------------------------------------------------------------
<S>                                                                     <C>
$1 million to $4,999,999................................................    1.00%
Next $5 million to $9,999,999...........................................    0.50%
Amounts of $10 million and over.........................................    0.25%
</TABLE>
 
Existing full service clients of the Life Company who were group annuity
contract holders as of September 1, 1994 and participant directed defined
contribution plans with at least 100 eligible employees at the inception of the
Fund account, may purchase Class A shares with no initial sales charge. However,
if the shares are redeemed within 12 months after the end of the calendar year
in which the purchase was made, a CDSC will be imposed at the above rate.
 
The CDSC will be assessed on an amount equal to the lesser of the current market
value or the original purchase cost of the redeemed Class A shares. Accordingly,
no CDSC will be imposed on increases in account value above the initial purchase
price, including any distributions which have been reinvested in additional
Class A shares.
 
In determining whether a CDSC applies to a redemption, the calculation will be
determined in a manner that results in the lowest possible rate being charged.
Therefore, it will be assumed that the redemption is first made from any shares
in your account that are not subject to the CDSC. The CDSC is waived on
redemptions in certain circumstances. See "Waiver of Contingent Deferred Sales
Charges" below.
 
QUALIFYING FOR A REDUCED SALES CHARGE.  If you invest more than $100,000 in
Class A shares of the Fund or a combination of John Hancock funds (except money
market funds), you may qualify for a reduced sales charge on your investments in
Class A shares through a LETTER OF INTENTION. You may also be able to use the
ACCUMULATION PRIVILEGE and the COMBINATION PRIVILEGE to take advantage of the
value of your previous investments in shares of the John Hancock funds in
meeting the breakpoints for a reduced sales charge. For the ACCUMULATION and
COMBINATION PRIVILEGE, the applicable sales charge will be based on the total
of:
 
- -------------------------------------------------------------------------------
                   YOU MAY QUALIFY FOR A REDUCED SALES CHARGE
                   ON YOUR INVESTMENT IN CLASS A SHARES.
- -------------------------------------------------------------------------------
 
1. Your current purchase of Class A shares of the Fund;
 
2. The net asset value (at the close of business on the previous day) of (a) all
   Class A shares of the Fund you hold, and (b) all Class A shares of any other
   John Hancock funds you hold; and
 
3. The net asset value of all shares held by another shareholder eligible to
   combine his or her holdings with you into a single "purchase."
 
EXAMPLE:
If you hold Class A shares of a John Hancock fund with a net asset value of
$20,000 and, subsequently, invest $80,000 in Class A shares of the Fund, the
sales charge on this subsequent investment would be 2.50% and not 3.00%. (The
 
                                       15

<PAGE>
 
rate that would otherwise be applicable to investments of less than $100,000.
See "Initial Sales Charge Alternative -- Class A Shares.")
 
If you are in one of the following categories, you may purchase Class A shares
of the Fund without paying a sales charge:
- - A Trustee or officer of the Trust; a Director or officer of the Adviser and
  its affiliates or Selling Brokers; employees or sales representatives of any
  of the foregoing; retired officers, employees or Directors of any of the
  foregoing; a member of the immediate family of any of the foregoing; or any
  fund, pension, profit sharing or other benefit plan for the individuals
  described above.
 
- -------------------------------------------------------------------------------
                   CLASS A SHARES MAY BE AVAILABLE WITHOUT A
                   SALES CHARGE TO CERTAIN INDIVIDUALS AND
                   ORGANIZATIONS.
- -------------------------------------------------------------------------------
- - Any state, county, city or any instrumentality, department, authority, or
  agency of these entities that is prohibited by applicable investment laws from
  paying a sales charge or commission when it purchases shares of any registered
  investment management company.*
- - A bank, trust company, credit union, savings institution or other type of
  depository institution, its trust departments or common trust funds if it is
  purchasing $1 million or more for non-discretionary customers or accounts.*
- - A broker, dealer, financial planner, consultant or registered investment
  adviser that has entered into an agreement with John Hancock Funds providing
  specifically for the use of Fund shares in fee-based investment products or
  services made available to their clients.
- - A former participant in an employee benefit plan with John Hancock Funds, when
  he or she withdraws from his or her plan and transfers any or all of his or
  her plan distributions directly to the Fund.
- - A member of an approved affinity group financial services plan.*
 
- ------------------
*For investments made under these provisions, John Hancock Funds may make a
 payment out of its own resources to the Selling Broker in an amount not to
 exceed 0.25% of the amount invested.
 
Class A shares of the Fund may be purchased without an initial sales charge in
connection with certain liquidation, merger or acquisition transactions
involving other investment companies or personal holding companies.
 
CONTINGENT DEFERRED SALES CHARGE ALTERNATIVE -- CLASS B SHARES.  Class B shares
are offered at net asset value per share without an initial sales charge, so
that your entire investment will go to work at the time of purchase. However,
Class B shares redeemed within four years of purchase will be subject to a CDSC
at the rates set forth below. The charge will be assessed on an amount equal to
the lesser of the current market value or the original purchase cost of the
shares being redeemed. Accordingly, you will not be assessed a CDSC on increases
in account value above the initial purchase price, including shares derived from
dividend reinvestment.
 
In determining whether a CDSC applies to a redemption, the calculation will be
determined in a manner that results in the lowest possible rate being charged.
It will be assumed that your redemption comes first from shares you have held
beyond the four-year CDSC redemption period or those you acquired through
 
                                       16

<PAGE>
 
dividend reinvestment, and next from the shares you have held the longest during
the four-year period. The CDSC is waived on redemptions in certain
circumstances. See the discussion "Waiver of Contingent Deferred Sales Charges"
below.
 
EXAMPLE:
You have purchased 100 shares at $10 per share. The second year after your
purchase, your investment's net asset value per share has increased by $2 to
$12, and you have gained 10 additional shares through dividend reinvestment. If
you redeem 50 shares at this time, your CDSC will be calculated as follows:
 
<TABLE>
<S>                                                                          <C>
- - Proceeds of 50 shares redeemed at $12 per share........................    $600
- - Minus proceeds of 10 shares not subject to CDSC because they were
  acquired through dividend reinvestment (10 x $12)......................    -120
- - Minus appreciation on remaining shares, also not subject to CDSC (40 x
  $2)....................................................................     -80
                                                                             ----
- - Amount subject to CDSC.................................................    $400
</TABLE>
 
Proceeds from the CDSC are paid to John Hancock Funds. John Hancock Funds uses
them to defray its expenses related to providing the Fund with distribution
services in connection with the sale of Class B shares, such as compensating
Selling Brokers for selling these shares. The combination of the CDSC and the
distribution and service fees makes it possible for the Fund to sell Class B
shares without an initial sales charge.
 
The amount of the CDSC, if any, will vary depending on the number of years from
the time you purchase your Class B shares until the time you redeem them. Solely
for determining this holding period, any payment you make during the month will
be aggregated and deemed to have been made on the last day of the month.
 
<TABLE>
<CAPTION>

   YEAR IN WHICH
  CLASS B SHARES                                       CONTINGENT DEFERRED SALES
REDEEMED FOLLOWING                                     CHARGE AS A PERCENTAGE OF
     PURCHASE                                        DOLLAR AMOUNT SUBJECT TO CDSC
- ----------------------------------------------------------------------------------
<S>                                                    <C>
First                                                               3.0%
Second                                                              2.0%
Third                                                               2.0%
Fourth                                                              1.0%
Fifth and thereafter                                                None
</TABLE>
 
A commission equal to 2.75% of the amount invested and a first year's service
fee equal to 0.25% of the amount invested are paid to Selling Brokers. The
initial service fee is paid in advance at the time of sale for the provision of
personal and account maintenance services to shareholders during the twelve
months following the sale, and thereafter the service fee is paid in arrears.
 
                                       17

<PAGE>
 
WAIVER OF CONTINGENT DEFERRED SALES CHARGES.  The CDSC will be waived on
redemptions of Class B shares and of Class A shares that are subject to a CDSC,
unless indicated otherwise, in the circumstances defined below:
 
- - Redemptions of Class B shares made under a Systematic Withdrawal Plan (see
  "How to Redeem Shares"), as long as your annual redemptions do not exceed 10%
  of your account value at the time you established your Systematic Withdrawal
  Plan and 10% of the value of your subsequent investments (less redemptions) in
  that account at the time you notify Investor Services. This waiver does not
  apply to Systematic Withdrawal Plan redemptions of Class A shares that are
  subject to a CDSC.
 
- -------------------------------------------------------------------------------
                   UNDER CERTAIN CIRCUMSTANCES, THE CDSC ON
                   CLASS B AND CLASS A SHARE REDEMPTIONS WILL
                   BE WAIVED.
- -------------------------------------------------------------------------------
- - Redemptions made to effect distributions from an Individual Retirement Account
  either before or after age 59 1/2, as long as the distributions are based on
  your life expectancy or the joint-and-last survivor life expectancy of you and
  your beneficiary. These distributions must be free from penalty under the
  Code.
 
- - Redemptions made to effect mandatory distributions under the Code after age
  70 1/2 from a tax-deferred retirement plan.
 
- - Redemptions made to effect distributions to participants or beneficiaries from
  certain employer-sponsored retirement plans including those qualified under
  Section 401(a) of the Code, custodial accounts under Section 403(b)(7) of the
  Code and deferred compensation plans under Section 457 of the Code. The waiver
  also applies to certain returns of excess contributions made to these plans.
  In all cases, the distributions must be free from penalty under the Code.
 
- - Redemptions due to death or disability.
 
- - Redemptions made under the Reinvestment Privilege, as described in "Additional
  Services and Programs" of this Prospectus.
 
- - Redemptions made pursuant to the Fund's right to liquidate your account if you
  have less than $100 invested in the Fund.
 
- - Redemptions made in connection with certain liquidation, merger or acquisition
  transactions involving other investment companies or personal holding
  companies.
 
- - Redemptions from certain IRA and retirement plans that purchased shares prior
  to October 1, 1992.
 
If you qualify for a CDSC waiver under one of these situations, you must notify
Investor Services either directly or through your Selling Broker at the time you
make your redemption. The waiver will be granted once Investor Services has
confirmed that you are entitled to the waiver.
 
                                       18

<PAGE>
 
CONVERSION OF CLASS B SHARES.  Your Class B shares and an appropriate portion of
reinvested dividends on those shares will be converted into Class A shares
automatically. This will occur no later than the month following four years
after the shares were purchased, and will result in lower annual distribution
fees. If you exchanged Class B shares into this Fund from another John Hancock
fund, the calculation will be based on the time you purchased the shares in the
original fund. The Fund has been advised that the conversion of Class B shares
into Class A shares of the Fund should not be taxable for Federal income tax
purposes and should not change a shareholder's tax basis or tax holding period
for the converted shares.
 
HOW TO REDEEM SHARES
You may redeem all or a portion of your shares on any business day. Your shares
will be redeemed at the next NAV calculated after your redemption request is
received in good order by Investor Services, less any applicable CDSC. The Fund
may hold payment until reasonably satisfied that investments recently made by
check or Invest-by-Phone have been collected (which may take up to 10 calendar
days).
 
- -------------------------------------------------------------------------------
                   TO ASSURE ACCEPTANCE OF YOUR REDEMPTION
                   REQUEST, PLEASE FOLLOW THESE PROCEDURES.
- -------------------------------------------------------------------------------
 
Once your shares are redeemed, the Fund generally sends you payment on the next
business day. When you redeem your shares, you may realize a taxable gain or
loss depending usually on the difference between what you paid for them and what
you receive for them, subject to certain tax rules. Under unusual circumstances,
the Fund may suspend redemptions or postpone payment for up to three business
days or longer, as permitted by Federal securities laws.
- --------------------------------------------------------------------------------
 
<TABLE>
<S> <C>           <C>
    BY TELEPHONE  All Fund shareholders are eligible automatically for the
                  telephone redemption privilege. Call 1-800-225-5291, from 8:00
                  A.M. to 4:00 P.M. (New York time), Monday through Friday,
                  excluding days on which the Exchange is closed. Investor Services
                  employs the following procedures to confirm that instructions
                  received by telephone are genuine. Your name, the account number,
                  taxpayer identification number applicable to the account and
                  other relevant information may be requested. In addition,
                  telephone instructions are recorded.

                  You may redeem up to $100,000 by telephone, but the address on
                  the account must not have changed for the last thirty days. A
                  check will be mailed to the exact name(s) and address shown on
                  the account.

                  If reasonable procedures, such as those described above, are not
                  followed, the Fund may be liable for any loss due to unauthorized
                  or fraudulent telephone instructions. In all other cases, neither
                  the Fund nor Investor Services will be liable for any loss or
                  expense for acting upon telephone instructions made according to
                  the telephone transaction procedures mentioned above.

                  Telephone redemption is not available for IRAs or other
                  tax-qualified retirement plans or shares of the Fund that are in
                  certificated form.

                  During periods of extreme economic conditions or market changes,
                  telephone requests may be difficult to implement due to a large
                  volume of calls. During these times, you should consider placing
                  redemption requests in writing or use EASI-Line. EASI-Line's
                  telephone number is 1-800-338-8080.
- ---------------------------------------------------------------------------------
</TABLE>
 
                                       19

<PAGE>
 
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>           <C>                                                         
    BY WIRE       If you have a telephone redemption form on file with the Fund,
                  redemption proceeds of $1,000 or more can be wired on the next
                  business day to your designated bank account, and a fee
                  (currently $4.00) will be deducted. You may also use electronic
                  funds transfer to your assigned bank account, and the funds are
                  usually collectible after two business days. Your bank may or may
                  not charge a fee for this service. Redemptions of less than
                  $1,000 will be sent by check or electronic funds transfer.
                  This feature may be elected by completing the "Telephone
                  Redemption" section on the Account Privileges Application
                  included with this Prospectus.
- ---------------------------------------------------------------------------------
    IN WRITING    Send a stock power or "letter of instruction" specifying the name
                  of the Fund, the dollar amount or the number of shares to be
                  redeemed, your name, class of shares, your account number and the
                  additional requirements listed below that apply to your
                  particular account.
</TABLE>
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
       TYPE OF
    REGISTRATION                            REQUIREMENTS
    ------------- -----------------------------------------------------------------
<S> <C>                                 <C>                                                         
    Individual, Joint Tenants, Sole     A letter of instruction signed (with titles
      Proprietorship, Custodial         where applicable) by all persons authorized
      (Uniform Gifts or Transfer to     to sign for the account, exactly as it is
      Minors Act), General Partners     registered with the signature(s) guaranteed.
    Corporation, Association            A letter of instruction and a corporate
                                        resolution, signed by person(s) authorized
                                        to act on the account with the signature(s)
                                        guaranteed.
    Trusts                              A letter of instruction signed by the
                                        trustee(s) with the signature(s) guaranteed.
                                        (If the trustee's name is not registered on
                                        your account, also provide a copy of the
                                        trust document, certified within the last 60
                                        days.)
    If you do not fall into any of these registration categories, please call
    1-800-225-5291 for further instructions.
</TABLE>
 
- --------------------------------------------------------------------------------
 
- -------------------------------------------------------------------------------
                   WHO MAY GUARANTEE YOUR SIGNATURE.
- -------------------------------------------------------------------------------


A signature guarantee is a widely accepted way to protect you and the Fund by
verifying the signature on your request. It may not be provided by a notary
public. If the net asset value of the shares redeemed is $100,000 or less, John
Hancock Funds may guarantee the signature. The following institutions may
provide you with a signature guarantee, provided that the institution meets
credit standards established by Investor Services: (i) a bank; (ii) a securities
broker or dealer, including a government or municipal securities broker or
dealer, that is a member of a clearing corporation or meets certain net capital
requirements; (iii) a credit union having authority to issue signature
guarantees; (iv) a savings and loan association, a building and loan
association, a cooperative bank, a federal savings bank or association; or (v) a
national securities exchange, a registered securities exchange or a clearing
agency.

- -------------------------------------------------------------------------------
                   ADDITIONAL INFORMATION ABOUT REDEMPTIONS.
- -------------------------------------------------------------------------------



THROUGH YOUR BROKER. Your broker may be able to initiate the redemption. Contact
your broker for instructions.
 
- -------------------------------------------------------------------------------
                   ADDITIONAL INFORMATION ABOUT REDEMPTIONS.
- -------------------------------------------------------------------------------
 
If you have certificates for your shares, you must submit them with your stock
power or a letter of instructions. Unless you specify to the contrary, any
outstanding Class A shares will be redeemed before Class B shares. You may not
redeem certificated shares by telephone. Due to the proportionately high cost of
maintaining small accounts, the Fund reserves the right to redeem at net asset
value all shares in an account which holds less than $100 (except accounts under
retirement plans) and to mail the proceeds to the shareholder, or the transfer
agent may impose an annual fee of $10.00. No account will be involuntarily
redeemed or additional fee imposed, if the value of the account is in excess of
the Fund's minimum initial investment or if the value of the account falls below
the required minimum as a result of market action. No CDSC will be imposed on
involuntary redemptions of shares. Shareholders will be notified before these
redemptions are to be made or this fee is imposed, and will have 30 days to
purchase additional shares to bring their account balance to the required
minimum. Unless the number of shares acquired by additional purchases and any
dividend reinvestments, if any, exceeds the number of shares redeemed, repeated
redemptions from a smaller account may eventually trigger this policy.
- --------------------------------------------------------------------------------

 
                                       20

<PAGE>
 
ADDITIONAL SERVICES AND PROGRAMS
 
EXCHANGE PRIVILEGE
If your investment objective changes, or if you wish to achieve further
diversification, John Hancock offers other funds with a wide range of investment
goals. Contact your registered representative or Selling Broker and request a
prospectus for the John Hancock funds that interest you. Read the prospectus
carefully before exchanging your shares. You can exchange shares of each class
of the Fund only for shares of the same class of another John Hancock fund. For
this purpose, John Hancock funds with only one class of shares will be treated
as Class A, whether or not they have been so designated.
 
- -------------------------------------------------------------------------------
                   YOU MAY EXCHANGE SHARES OF THE FUND FOR
                   SHARES OF THE SAME CLASS OF ANOTHER
                   JOHN HANCOCK FUND.
- -------------------------------------------------------------------------------
 
Exchanges between funds that are not subject to a CDSC are based on their
respective net asset values. No sales charge or transaction charge is imposed.
Class B shares of the Fund that are subject to a CDSC may be exchanged into
Class B shares of another John Hancock fund without incurring the CDSC; however,
these shares will be subject to the CDSC schedule of the shares acquired (except
that exchanges into this Fund, John Hancock Short-Term Strategic Income Fund and
John Hancock Limited-Term Government Fund will be subject to the initial fund's
CDSC). For purposes of computing the CDSC payable upon redemption of shares
acquired in an exchange, the holding period of the original shares is added to
the holding period of the shares acquired in an exchange. However, if you
exchange Class B shares purchased prior to January 1, 1994 for Class B shares of
any other John Hancock Fund, you will be subject to the CDSC schedule in effect
on your initial purchase date.
 
The Fund reserves the right to require that you keep previously exchanged shares
(and reinvested dividends) in the Fund for 90 days before you are permitted a
new exchange. The Fund may also terminate or alter the terms of the exchange
privilege, upon 60 days' notice to shareholders.
 
An exchange of shares is treated as a redemption of shares of one fund and the
purchase of shares of another for Federal income tax purposes. An exchange may
result in a taxable gain or loss.
 
When you make an exchange, your account registration in both the existing and
new account must be identical. The exchange privilege is available only in
states where the exchange can be made legally.
 
Under exchange agreements with John Hancock Funds, certain dealers, brokers and
investment advisers may exchange their clients' Fund shares, subject to the
terms of those agreements and John Hancock Funds' right to reject or suspend
those exchanges at any time. Because of the restrictions and procedures under
those agreements, the exchanges may be subject to timing limitations and other
restrictions that do not apply to exchanges requested by shareholders directly,
as described above.
 
Because Fund performance and shareholders can be hurt by excessive trading, the
Fund reserves the right to terminate the exchange privilege for any person or
group that, in John Hancock Funds' judgment, is involved in a pattern of
exchanges that
 
                                       21

<PAGE>
 
coincide with a "market timing" strategy that may disrupt the Fund's ability to
invest effectively according to its investment objective and policies, or might
otherwise affect the Fund and its shareholders adversely. The Fund may also
temporarily or permanently terminate the exchange privilege for any person who
makes seven or more exchanges out of the Fund per calendar year. Accounts under
common control or ownership will be aggregated for this purpose. Although the
Fund will attempt to give you prior notice whenever it is reasonably able to do
so, it may impose these restrictions at any time.
 
BY TELEPHONE
1. When you complete the application for your initial purchase of Fund shares,
   you authorize exchanges automatically by telephone unless you check the box
   indicating that you do not wish to authorize telephone exchanges.
 
2. Call 1-800-225-5291. Have the account number of your current fund and the
   exact name in which it is registered available to give to the telephone
   representative.
 
3. Your name, the account number, taxpayer identification number applicable to
   the account and other relevant information may be requested. In addition,
   telephone instructions are recorded.
 
IN WRITING
1. In a letter, request an exchange and list the following:
   -- the name and class of the Fund whose shares you currently own
 
   -- your account number
   -- the name(s) in which the account is registered
   -- the name of the fund in which you wish your exchange to be invested
   -- the number of shares, all shares or dollar amount you wish to exchange
   Sign your request exactly as the account is registered.
2. Mail the request and information to:
 
  John Hancock Investor Services Corporation
  P.O. Box 9116
  Boston, Massachusetts 02205-9116
 
                                       22

<PAGE>
 
REINVESTMENT PRIVILEGE
1. You will not be subject to a sales charge on Class A shares that you reinvest
   in a John Hancock fund that is otherwise subject to a sales charge, as long
   as you reinvest within 120 days of the redemption date. If you paid a CDSC
   upon a redemption, you may reinvest at net asset value in the same class of
   shares from which you redeemed within 120 days. Your account will be credited
   with the amount of the CDSC previously charged, and the reinvested shares
   will continue to be subject to a CDSC. For purposes of computing the CDSC
   payable upon a subsequent redemption, the holding period of the shares
   acquired through reinvestment will include the holding period of the redeemed
   shares.
 
- -------------------------------------------------------------------------------
                   IF YOU REDEEM SHARES OF
                   THE FUND, YOU MAY BE ABLE
                   TO REINVEST ALL OR PART OF
                   THE PROCEEDS IN SHARES OF
                   THIS FUND OR ANOTHER
                   JOHN HANCOCK FUND WITHOUT PAYING AN
                   ADDITIONAL SALES CHARGE.
- -------------------------------------------------------------------------------
 
2. Any portion of your redemption may be reinvested in Fund shares or in shares
   of other John Hancock funds, subject to the minimum investment limit of that
   fund.
 
3. To reinvest, you must notify Investor Services in writing. Include the Fund's
   name, the account number and class from which your shares were originally
   redeemed.
 
SYSTEMATIC WITHDRAWAL PLAN
1. You can elect the Systematic Withdrawal Plan at any time by completing the
   Account Privileges Application which is attached to this Prospectus. You can
   also obtain this application from your registered representative or by
   calling 1-800-225-5291.
 
2. To be eligible, you must have at least $5,000 in your account.
 
- -------------------------------------------------------------------------------
                   YOU CAN PAY ROUTINE BILLS FROM YOUR
                   ACCOUNT, OR MAKE PERIODIC DISBURSEMENTS
                   FROM YOUR RETIREMENT ACCOUNT TO COMPLY
                   WITH IRS REGULATIONS.
- -------------------------------------------------------------------------------
 
3. Payments from your account can be made monthly, quarterly, semi-annually or
   annually or on a selected monthly basis to yourself or any other designated
   payee.
 
4. There is no limit on the number of payees you may authorize, but all payments
   must be made at the same time or intervals.
 
5. It is not advantageous to maintain a Systematic Withdrawal Plan concurrently
   with purchases of additional Class A or Class B shares, because you may be
   subject to an initial sales charges on your purchases of Class A shares or to
   a CDSC on your redemptions of Class B shares. In addition, your redemptions
   are taxable events.
 
6. Redemptions will be discontinued if the U.S. Postal Service cannot deliver
   your checks or if deposits to a bank account are returned for any reason.
 
MONTHLY AUTOMATIC ACCUMULATION PROGRAM (MAAP)
 
1. You can authorize an investment to be withdrawn automatically each month on
   your bank for investment in Fund shares under the "Automatic Investing" and
   "Bank Information" sections of the Account Privileges Application.
 
- -------------------------------------------------------------------------------
                   YOU CAN MAKE AUTOMATIC INVESTMENTS AND
                   SIMPLIFY YOUR INVESTING.
- -------------------------------------------------------------------------------
 
                                       23

<PAGE>
 
2. You can also authorize automatic investment through payroll deduction by
   completing the "Direct Deposit Investing" section of the Account Privileges
   Application.
 
3. You can terminate your Monthly Automatic Accumulation Program at any time.
 
4. There is no charge to you for this program, and there is no cost to the Fund.
 
5. If you have payments withdrawn from a bank account and we are notified that
   the account has been closed, your withdrawals will be discontinued.
 
GROUP INVESTMENT PROGRAM
 
1. An individual account will be established for each participant, but the
   initial sales charge for Class A shares will be based on the aggregate dollar
   amount of all participants' investments. To determine how to qualify for this
   program, contact your registered representative or call 1-800-225-5291.
 
- -------------------------------------------------------------------------------
                   ORGANIZED GROUPS OF AT LEAST FOUR PERSONS
                   MAY ESTABLISH ACCOUNTS.
- -------------------------------------------------------------------------------
 
2. The initial aggregate investment of all participants in the group must be at
   least $250.
 
3. There is no additional charge for this program. There is no obligation to
   make investments beyond the minimum, and you may terminate the program at any
   time.
 
RETIREMENT PLANS
 
1. You may use the Fund for various types of qualified retirement plans, such as
   Individual Retirement Accounts, Keogh plans (H.R. 10), pension and profit
   sharing plans (including 401(k) plans), Tax Sheltered Annuity retirement
   plans (403(b) plan) and Section 457 plans.
 
2. The initial investment minimum or aggregate minimum for any of these plans is
   $250. However, accounts being established as group IRA, SEP, SARSEP, TSA,
   401(k) and Section 457 plans will be accepted without an initial minimum
   investment.
 
INVESTMENTS, TECHNIQUES AND RISK FACTORS
MORTGAGE-BACKED SECURITIES.  The Fund may invest in mortgage-backed securities.
A mortgage-backed security is an obligation of an issuer which is backed by a
mortgage or pool of mortgages or a direct interest in an underlying pool of
mortgages. Some mortgage-backed securities, such as collateralized mortgage
obligations ("CMOs"), make payments of both principal and interest at a variety
of intervals; others make semiannual interest payments at a predetermined rate
and repay principal at maturity (like a typical bond). Mortgage-backed
securities are based on different types of mortgages including those on
commercial real estate or residential properties. Mortgage-backed securities may
have less potential for capital appreciation than comparable fixed-income
securities, due to the likelihood of increased prepayments of mortgages as
interest rates decline. If the Fund buys mortgage-backed securities at a
premium, mortgage foreclosures and
 
                                       24

<PAGE>
 
prepayments of principal by mortgagors (which may be made at any time without
penalty) may result in some loss of the Fund's principal investment to the
extent of the premium paid. The value of mortgage-backed securities may also
change due to shifts in the market's perception of issuers. In addition,
regulatory or tax changes may adversely affect the mortgage securities market as
a whole.
 
The Fund may also invest in "stripped" mortgage-backed securities ("SMBS"). SMBS
are created when a U.S. Government agency or a financial institution separates
the interest and principal components of a mortgage-backed security and sells
them as individual securities. The holder of the "principal-only" security
("PO") receives the principal payments made by the underlying mortgage-backed
security, while the holder of the "interest-only" security ("IO") receives
interest payments from the same underlying security. The prices of stripped
mortgage-backed securities may be particularly affected by changes in interest
rates. As interest rates fall, prepayment rates tend to increase, which tends to
reduce prices of IOs and increase prices of POs. Rising interest rates can have
the opposite effect. Although the markets for such securities is increasingly
liquid, the Adviser may, in accordance with guidelines adopted by the Board of
Trustees, determine that certain stripped mortgage-backed securities issued by
the U.S. Government, its agencies or instrumentalities are not readily
marketable. If so, these securities, together with privately-issued stripped
mortgage-backed securities, will be considered illiquid for purposes of the
Fund's limitation of investments of illiquid securities.
 
Other types of mortgage-backed securities will likely be developed in the
future, and the Fund may invest in them if the Adviser determines they are
consistent with the Fund's investment objectives and policies.
 
RESTRICTED SECURITIES.  The Fund may purchase restricted securities, including
those eligible for resale to "qualified institutional buyers" pursuant to Rule
144A under the Securities Act of 1933 (the "Securities Act"). The Trustees will
monitor the Fund's investments in these securities, focusing on certain factors,
including valuation, liquidity and availability of information. Purchases of
other restricted securities are subject to an investment restriction limiting
all the Fund's illiquid securities to not more than 15% of its net assets.
 
LENDING OF SECURITIES.  The Fund may lend portfolio securities to brokers,
dealers, and financial institutions if the loan is collateralized by cash or
U.S. Government securities according to applicable regulatory requirements. The
Fund may reinvest any cash collateral in short-term securities and interests in
money market funds. When the Fund lends portfolio securities, there is a risk
that the borrower may fail to return the loaned securities. As a result, the
Fund may incur a loss or in the event of the borrower's bankruptcy the Fund may
be delayed in or prevented from liquidating the collateral. It is a fundamental
policy of the Fund not to lend portfolio securities having a total value in
excess of 33 1/3% of its total assets.
 
REPURCHASE AGREEMENTS, FORWARD COMMITMENTS AND WHEN-ISSUED SECURITIES.  The Fund
may enter into repurchase agreements and may purchase
 
                                       25

<PAGE>
 
securities on a forward commitment or when-issued basis. In a repurchase
agreement, the Fund buys a security subject to the right and obligation to sell
it back to the seller at a higher price. These transactions must be fully
collateralized at all times, but involve some credit risk to the Fund if the
other party defaults on its obligation and the Fund is delayed in or prevented
from liquidating the collateral. The Fund will segregate in a separate account
cash or liquid, high grade debt securities equal in value to its forward
commitments and when-issued securities. Purchasing debt securities for future
delivery or on a when-issued basis may increase the Fund's overall investment
exposure and involves a risk of loss if the value of the securities declines
before the settlement date.
 
REVERSE REPURCHASE AGREEMENTS.  A reverse repurchase agreement involves the sale
of a security by the Fund and its agreement to repurchase the instrument at a
specified time and price. The Fund will maintain a segregated account consisting
of highly liquid, marketable debt securities to cover its obligations under
reverse repurchase agreements with selected firms approved in advance by the
Board of Trustees. The Fund will use the proceeds to purchase other investments.
Reverse repurchase agreements are considered to be borrowings by the Fund. As an
investment practice reverse repurchase agreements may have the effect of
leveraging the Fund's assets and may be considered speculative. Leveraging may
magnify the potential for gain or loss on the portfolio securities of the Fund
and therefore increase the possibility of fluctuation in the Fund's net asset
value. The Fund will limit its investments in reverse repurchase agreements and
other borrowings to no more than 33 1/3% of its total net assets.
 
SHORT-TERM TRADING AND PORTFOLIO TURNOVER.  Short-term trading means the
purchase and subsequent sale of a security after it has been held for a
relatively brief period of time. Short-term trading may have the effect of
increasing portfolio turnover rate. Short-term trading of fixed-income
securities should not increase direct transaction costs since fixed-income
securities are normally traded on a principal basis without brokerage
commissions. The Fund does not invest for the purpose of seeking short-term
profits. The Fund's investment securities may be changed, however, without
regard to the holding period of these securities (subject to certain tax
restrictions), when the Adviser deems that this action will help achieve the
Fund's objective given a change in an issuer's operations or changes in general
market conditions. A rate of turnover of 100% would occur if the value of the
lesser of purchases and sales of investment securities for a particular year
equaled the average monthly value of investment securities owned during the year
(excluding short-term securities). A high rate of portfolio turnover (100% or
more) may make it more difficult for the Fund to qualify as a regulated
investment company under the Code. The Fund's portfolio turnover rate is set
forth in the table under "Financial Highlights."
 
MORTGAGE "DOLLAR ROLL" TRANSACTIONS.  The Fund may enter into mortgage "dollar
roll" transactions with selected banks and broker-dealers pursuant to which the
Fund sells mortgage-backed securities and simultaneously contracts to repurchase
substantially similar (same type, coupon and maturity) securities on a specified
future date. The Fund will only enter into covered rolls. A "covered roll"
 
                                       26

<PAGE>
 
is a specific type of dollar roll for which there is an offsetting cash position
or a cash equivalent security position which matures on or before the forward
settlement date of the dollar roll transaction. Covered rolls are not treated as
a borrowing or other senior security and will be excluded from the calculation
of the Fund's borrowings and other senior securities. For financial reporting
and tax purposes, the Fund treats mortgage dollar rolls as two separate
transactions; one involving the purchase of a security and a separate
transaction involving a sale. The Fund does not currently intend to enter into
mortgage dollar roll transactions that are accounted for as a financing.
 
OPTIONS AND FUTURES TRANSACTIONS.  The Fund may buy and sell options contracts,
financial futures contracts and options on futures contracts. Options and
futures contracts are bought and sold to manage the Fund's exposure to changing
interest rates, and security prices. Some options and futures strategies,
including selling futures, buying puts, and writing calls, tend to hedge the
Fund's investments against price fluctuations. Other strategies, including
buying futures, writing puts, and buying calls, tend to increase market
exposure. Options and futures may be combined with each other or with forward
contracts to adjust the risk and return characteristics of the overall strategy.
The Fund may invest in options and futures based on securities or indices,
including options and futures traded on foreign exchanges and options not traded
on exchanges.
 
Options and futures can be volatile investments and involve certain risks. If
the Adviser applies a hedge at an inappropriate time or judges market conditions
incorrectly, options and futures strategies may lower the Fund's return. The
Fund could also experience losses if the prices of its options and futures
positions were poorly correlated with its other investments, or if it could not
close out its positions because of an illiquid secondary market. Options and
futures do not pay interest, but may produce capital gains.
 
The Fund will not engage in a transaction in futures or options on futures for
non-hedging purposes if, immediately thereafter, the sum of initial margin
deposits and premiums required to establish speculative positions in futures
contracts and options on futures would exceed 5% of the Fund's net assets. The
loss incurred by the Fund investing in futures contracts and in writing options
on futures is potentially unlimited and may exceed the amount of any premium
received. The Fund's transactions in options and futures contracts may be
limited by the requirements of the Code or qualification as a regulated
investment company.
 
RISKS ASSOCIATED WITH OPTIONS, FUTURES AND OTHER DERIVATIVE INSTRUMENTS.  The
risks associated with the Fund's transactions in options, futures and other
derivative instruments, including mortgage-backed securities, may include some
or all of the following:
 
Market Risk.  Options and futures transactions, as well as other derivative
instruments, involve the risk that the applicable market will move against the
Fund's derivative position and that the Fund will incur a loss. For derivative
contracts other than purchased options, this loss may exceed the amount of the
initial investment made or the premium received by the Fund. Investments in
 
                                       27

<PAGE>
 
mortgage-backed securities are subject to the prepayment, extension, interest
rate and other market risks described above.
 
Leverage and Volatility Risk.  Derivative instruments may increase or leverage
the Fund's exposure to a particular market risk, which may increase the
volatility of the Fund's net asset value. The Fund may partially offset the
leverage inherent in derivative instruments by maintaining a segregated account
consisting of cash and liquid, high grade debt securities, by holding offsetting
portfolio securities or currency positions or by covering written options.
 
Correlation Risk.  The Fund's success in using derivative instruments to hedge
portfolio assets depends on the degree of price correlation between the
derivative instrument and the hedged asset. Imperfect correlation may be caused
by several factors, including temporary price disparities among the trading
markets for the derivative instruments, the assets underlying the derivative
instrument and the Fund's portfolio assets.
 
Credit Risk.  Over-the-counter instruments involve a risk that the issuer or
counterparty will fail to perform its contractual obligations.
 
Liquidity and Valuation Risk.  Some derivative instruments are not readily
marketable or may become illiquid under adverse market conditions. In addition,
during periods of extreme market volatility, an exchange may suspend or limit
trading in an exchange-traded derivative instrument, which may make the contract
temporarily illiquid and difficult to price. The staff of the SEC takes the
position that certain over-the-counter options are subject to the Fund's 15%
limit on illiquid investments. The Fund's ability to terminate over-the-counter
derivative instruments may depend on the cooperation of the counterparties to
these instruments. For derivative instruments that are not heavily traded, the
only source of price quotations may be the selling dealer or counterparty.
 
                                       28

<PAGE>
 
                                    (NOTES)

<PAGE>
 
                                    (NOTES)

<PAGE>
 
                                    (NOTES)

<PAGE>
 
JOHN HANCOCK INTERMEDIATE
MATURITY GOVERNMENT FUND

   INVESTMENT ADVISER
   John Hancock Advisers, Inc.
   101 Huntington Avenue
   Boston, Massachusetts 02199-7603
 
   PRINCIPAL DISTRIBUTOR
   John Hancock Funds, Inc.
   101 Huntington Avenue
   Boston, Massachusetts 02199-7603
   CUSTODIAN
   Investors Bank & Trust Company
   24 Federal Street
   Boston, Massachusetts 02110
 
   TRANSFER AGENT
   John Hancock Investor Services
   Corporation
   P.O. Box 9116
   Boston, Massachusetts 02205-9116
 
   INDEPENDENT AUDITORS
   Ernst & Young LLP
   200 Clarendon Street
   Boston, Massachusetts 02116
 
HOW TO OBTAIN INFORMATION
ABOUT THE FUND
 
For Service Information
For Telephone Exchange  call
1-800-225-5291
For Investment-by-Phone
For Telephone Redemption
For TDD call 1-800-554-6713

5500P 6/96       [RECYCLE LOGO]   Printed on Recycled Paper
 
                                           JOHN HANCOCK
                                           INTERMEDIATE
                                           MATURITY
                                           GOVERNMENT FUND
                                           
                                           CLASS A AND CLASS B SHARES
                                           PROSPECTUS
                                           JUNE 10, 1996
 
                                           FOR INVESTORS SEEKING TO
                                           ACHIEVE A HIGH LEVEL OF
                                           CURRENT INCOME, CONSISTENT WITH
                                           PRESERVATION OF CAPITAL AND
                                           MAINTENANCE OF LIQUIDITY.
 
                                           101 HUNTINGTON AVENUE
                                           BOSTON, MASSACHUSETTS 02199-7603
                                           TELEPHONE 1-800-225-5291
<PAGE>



               JOHN HANCOCK INTERMEDIATE MATURITY GOVERNMENT FUND
   
                           Class A and Class B Shares
                       Statement Of Additional Information
                                  June 10, 1996
    
   
     This Statement of Additional Information ("SAI") provides information about
the  John  Hancock  Intermediate   Maturity  Government  Fund  (the  "Fund"),  a
diversified  series of John Hancock Bond Fund (the "Trust"),  in addition to the
information  that is contained in the Fund's Class A and Class B Prospectus (the
"Prospectus"), dated June 10, 1996
    
     This Statement of Additional Information is not a prospectus.  It should be
read in conjunction with the Prospectus, a copy of which can be obtained free of
charge by writing or telephoning:  John Hancock  Investor  Services  Corporation
P.O. Box 9116 Boston, Massachusetts 02205-9116 1-800-225-5291
   
                                TABLE OF CONTENTS
                                                            Statement of
                                                            Additional
                                                            Information
                                                                Page
Organization of the Trust                                         2
Investment Objective and Policies                                 2
Certain Investment Practices                                      2
Investment Restrictions                                          13
Those Responsible for Management                                 15
Investment Advisory and Other Services                           24
Distribution Contracts                                           27
Net Asset Value                                                  30
Initial Sales Charge on Class A Shares                           30
Deferred Sales Charge on Class B Shares                          32
Special Redemptions                                              32
Additional Services and Programs                                 32
Description of the Fund's Shares                                 34
Tax Status                                                       35
Calculation of Performance                                       38
Brokerage Allocation                                             40
Transfer Agent Services                                          42
Custody of Portfolio                                             42
Independent Auditors                                             42
Appendix A                                                       --
Financial Statements                                             --
    
<PAGE>

ORGANIZATION OF THE TRUST
   
     The  John  Hancock  Bond  Fund  (the  "Trust")  is an  open-end  management
investment  company  organized  as  a  Massachusetts   business  trust  under  a
Declaration of Trust dated  December 12, 1984. The Trust  currently has only one
series, the John Hancock  Intermediate  Maturity  Government Fund ( the "Fund.")
Prior to September 22, 1995,  the Fund was called John Hancock  Adjustable  U.S.
Government Trust.  Prior to December 22, 1994, the Fund was called  Transamerica
Adjustable U.S. Government Trust.
    
   
     The Fund is managed by John  Hancock  Advisers,  Inc.  (the  "Adviser"),  a
wholly-owned  indirect  subsidiary of John Hancock Mutual Life Insurance Company
(the "Life Company"),  a Massachusetts life insurance company chartered in 1862,
with national  headquarters at John Hancock Place, Boston,  Massachusetts.  John
Hancock Funds, Inc. ("John Hancock Funds") acts as principal  distributor of the
shares of the Fund.
    
INVESTMENT OBJECTIVE AND POLICIES
   
     The  Fund's  investment  objective  is to  achieve a high  level of current
income,  consistent  with  preservation of capital and maintenance of liquidity.
The Fund seeks to achieve its  investment  objective by  investing  primarily in
U.S.  Government  securities,  including  mortgage-backed  securities  issued or
guaranteed by U.S.  Government  agencies.  Since the U.S.  Government  has never
defaulted on its obligations,  its securities are considered unmatched as a safe
and  reliable  income  source.  The Fund may also invest in  obligations  of the
Tennessee  Valley  Authority and the World Bank and medium-term debt obligations
of governmental  issuers.  Under normal market  conditions,  the Fund intends to
maintain a weighted  average  remaining  maturity or average  remaining  life of
three to ten years.  In general,  investments in shorter and  intermediate  term
(three to ten years) debt securities are less sensitive to interest rate changes
and provide more stability  than  longer-term  (ten years or more)  investments.
There is no  assurance  that the Fund will  achieve  its  investment  objective.
Shares of the Fund are not deposits or obligations of, or guaranteed or endorsed
by, any bank,  and the shares are not federally  insured by the Federal  Deposit
Insurance Corporation, the Federal Reserve Board or any other government agency.
    
CERTAIN INVESTMENT PRACTICES

     Mortgage Backed  Securities.  The Fund may invest in mortgage  pass-through
certificates and  multiple-class  pass-through  securities,  such as real estate
mortgage investment conduits ("REMIC") pass-through certificates, collateralized
mortgage obligations ("CMOs") and stripped mortgage-backed  securities ("SMBS"),
and other types of  "Mortgage-Backed  Securities"  that may be  available in the
future.
   
     Guaranteed   Mortgage   Pass-Through   Securities.    Guaranteed   mortgage
pass-through   securities   represent   participation   interests  in  pools  of
residential  mortgage  loans and are  issued  by U.S.  Governmental  or  private

                                       2
<PAGE>

lenders  and  guaranteed  by the  U.S.  Government  or one  of its  agencies  or
instrumentalities, including but not limited to the Government National Mortgage
Association ("GNMA"), the Federal National Mortgage Association ("FNMA") and the
Federal  Home  Loan  Mortgage  Corporation  ("FHLMC").   GNMA  certificates  are
guaranteed  by the full  faith and  credit  of the U.S.  Government  for  timely
payment of principal and interest on the  certificates.  FNMA  certificates  are
guaranteed by FNMA, a federally  chartered and privately owned corporation,  for
full and timely  payment of principal  and interest on the  certificates.  FHLMC
certificates  are guaranteed by FHLMC, a corporate  instrumentality  of the U.S.
Government,  for timely  payment of interest and the ultimate  collection of all
principal of the related mortgage loans.
    
     Multiple-Class   Pass-Through   Securities  and   Collateralized   Mortgage
Obligations.  CMOs and REMIC  pass-through or participation  certificates may be
issued by, among others, U.S. Government agencies and  instrumentalities as well
as private lenders.  CMOs and REMIC  certificates are issued in multiple classes
and the principal of and interest on the mortgage  assets may be allocated among
the several classes of CMOs or REMIC certificates in various ways. Each class of
CMOs or REMIC  certificates,  often  referred to as a "tranche,"  is issued at a
specific  adjustable  or fixed  interest rate and must be fully retired no later
than its final distribution date. Generally,  interest is paid or accrues on all
classes of CMOs or REMIC certificates on a monthly basis.
   
     Typically,  CMOs are collateralized by GNMA, FNMA or FHLMC certificates but
also may be  collateralized  by other  mortgage  assets  such as whole  loans or
private mortgage pass-through securities.  Debt service on CMOs is provided from
payments of principal  and interest on  collateral  of mortgaged  assets and any
reinvestment income thereon.
    
     A REMIC is a CMO  that  qualifies  for  special  tax  treatment  under  the
Internal  Revenue  Code of 1986,  as amended (the "Code") and invests in certain
mortgages  primarily  secured by interests in real property and other  permitted
investments.

     Stripped  Mortgage-Backed  Securities.  SMBS are derivative  multiple-class
mortgage-backed  securities.  SMBS are usually  structured with two classes that
receive different proportions of interest and principal  distributions on a pool
of mortgage  assets.  A typical SMBS will have one class  receiving  some of the
interest and most of the  principal,  while the other class will receive most of
the interest and the remaining  principal.  In the most extreme case,  one class
will receive all of the  interest  (the  "interest  only" class) while the other
class will receive all of the principal (the "principal only" class). The yields
and market risk of interest only and principal only SMBS,  respectively,  may be
more  volatile  than those of other fixed  income  securities.  The staff of the
Securities and Exchange Commission ("SEC") considers privately issued SMBS to be
illiquid.

     Risk  Factors  Associated  with  Mortgage-Backed  Securities.  Investing in
Mortgage-Backed  Securities  involves certain risks,  including the failure of a
counter-party  to meet its  commitments,  adverse  interest rate changes and the

                                       3
<PAGE>

effects of  prepayments  on mortgage cash flows.  In addition,  investing in the
lowest  tranche of CMOs and REMIC  certificates  involves risks similar to those
associated   with   investing   in  equity   securities.   Further,   the  yield
characteristics of  Mortgage-Backed  Securities differ from those of traditional
fixed-income  securities.  The major differences typically include more frequent
interest and principal payments (usually monthly), the adjustability of interest
rates,   and  the  possibility   that  prepayments  of  principal  may  be  made
substantially earlier than their final distribution dates.

     Prepayment  rates are influenced by changes in current interest rates and a
variety  of  economic,  geographic,  social  and  other  factors  and  cannot be
predicted with  certainty.  Both  adjustable  rate mortgage loans and fixed rate
mortgage  loans may be subject to a greater rate of principal  prepayments  in a
declining   interest  rate  environment  and  to  a  lesser  rate  of  principal
prepayments in an increasing  interest rate environment.  Under certain interest
rate and  prepayment  rate  scenarios,  the Fund may fail to  recoup  fully  its
investment in Mortgage-Backed  Securities notwithstanding any direct or indirect
governmental,  agency  or  other  guarantee.  When the  Fund  reinvests  amounts
representing payments and unscheduled prepayments of principal, it may receive a
rate of  interest  that is  lower  than  the rate on  existing  adjustable  rate
mortgage  pass-through  securities.   Thus,   Mortgage-Backed   Securities,  and
adjustable  rate mortgage  pass-through  securities in  particular,  may be less
effective than other types of U.S. Government  securities as a means of "locking
in" interest rates.

     Conversely,  in a rising interest rate environment,  a declining prepayment
rate will  extend the  average  life of many  Mortgage-Backed  Securities.  This
possibility is often referred to as extension  risk.  Extending the average life
of a Mortgage-Backed  Security  increases the risk of depreciation due to future
increases in market interest rates.

     Risk  Associated  With  Specific  Types  of  Derivative  Debt   Securities.
Different   types  of  derivative  debt  securities  are  subject  to  different
combinations of prepayment,  extension  and/or interest rate risk.  Conventional
mortgage  pass-through  securities and sequential pay CMOs are subject to all of
these risks,  but are typically not  leveraged.  Thus, the magnitude of exposure
may be less than for more leveraged Mortgage-Backed Securities.

     Planned  amortization  class ("PAC") and target  amortization class ("TAC")
CMO bonds involve less exposure to prepayment,  extension and interest rate risk
than other  Mortgage-Backed  Securities,  provided that prepayment  rates remain
within  expected  prepayment  ranges or "collars." To the extent that prepayment
rates remain within these prepayment ranges, the residual or support tranches of
PAC and TAC CMOs assume the extra  prepayment,  extension and interest rate risk
associated with the underlying mortgage assets.

     The risk of early  prepayments is the primary risk associated with interest
only debt  securities  ("IOs"),  super floaters,  other leveraged  floating rate
instruments and Mortgage-Backed  Securities  purchased at a premium to their par
value.  In some  instances,  early  prepayments may result in a complete loss of
investment in certain of these  securities.  The primary risks  associated  with

                                       4
<PAGE>

certain other derivative debt securities are the potential  extension of average
life and/or depreciation due to rising interest rates.

     These  securities  include  floating rate  securities  based on the Cost of
Funds Index ("COFI  floaters"),  other "lagging rate" floating rate  securities,
floating rate  securities  that are subject to a maximum  interest rate ("capped
floaters"),  Mortgage-Backed  Securities  purchased  at  a  discount,  leveraged
inverse  floating rate  securities  ("inverse  floaters"),  principal  only debt
securities  ("POs"),  certain  residual  or support  tranches  of CMOs and index
amortizing notes. Index amortizing notes are not Mortgage-Backed Securities, but
are subject to extension risk  resulting  from the issuer's  failure to exercise
its  option to call or redeem  the notes  before  their  stated  maturity  date.
Leveraged inverse IOs combine several elements of the Mortgage-Backed Securities
described  above  and  thus  present  an  especially   intense   combination  of
prepayment, extension and interest rate risks.

     Other  types of floating  rate  derivative  debt  securities  present  more
complex types of interest rate risks. For example, range floaters are subject to
the risk that the coupon will be reduced to below  market  rates if a designated
interest rate floats outside of a specified  interest rate band or collar.  Dual
index or yield curve  floaters  are subject to  depreciation  in the event of an
unfavorable change in the spread between two designated interest rates.  X-reset
floaters  have a coupon that  remains  fixed for more than one  accrual  period.
Thus, the type of risk involved in these securities depends on the terms of each
individual X-reset floater.

     Asset-Backed  Securities.  The Fund may  invest a portion  of its assets in
asset-backed  securities  which are rated in the  highest  rating  category by a
nationally  recognized  statistical rating organization (e.g., Standard & Poor's
Corporation  or  Moody's  Investors  Services,  Inc.)  or if  not so  rated,  of
equivalent investment quality in the opinion of the Adviser.

     Asset-backed  securities  are often  subject to more rapid  repayment  than
their stated  maturity date would  indicate as a result of the  pass-through  of
prepayments  of principal on the underlying  loans.  During periods of declining
interest rates,  prepayment of loans underlying  asset-backed  securities can be
expected to accelerate. Accordingly, the Fund's ability to maintain positions in
these  securities will be affected by reductions in the principal amount of such
securities  resulting from prepayments,  and its ability to reinvest the returns
of principal at comparable  yields is subject to generally  prevailing  interest
rates at that time.

     Credit card  receivables  are  generally  unsecured and the debtors on such
receivables  are  entitled  to the  protection  of a number of state and federal
consumer  credit  laws,  many of which  give such  debtors  the right to set-off
certain  amounts  owed on the credit  cards,  thereby  reducing the balance due.
Automobile  receivables  generally are secured,  but by automobiles  rather than
residential  real property.  Most issuers of automobile  receivables  permit the
loan services to retain possession of the underlying obligations. If the service
were to sell  these  obligations  to  another  party,  there is a risk  that the
purchaser  would  acquire an  interest  superior  to that of the  holders of the
asset-backed  securities.  In addition,  because of the large number of vehicles

                                       5
<PAGE>

involved in a typical issuance and technical  requirements under state laws, the
trustee  for the  holders of the  automobile  receivables  may not have a proper
security  interest  in  the  underlying  automobiles.  Therefore,  there  is the
possibility that, in some cases, recoveries on repossessed collateral may not be
available to support payments on these securities.

     When-Issued  and  Forward  Commitment  Securities.  The Fund  may  purchase
securities on a when-issued or forward commitment basis. "When-issued" refers to
securities  whose terms are available and for which a market  exists,  but which
have not been  issued.  The Fund will engage in  when-issued  transactions  with
respect to  securities  purchased  for its  portfolio in order to obtain what is
considered to be an advantageous price and yield at the time of the transaction.
For when-issued transactions,  no payment is made until delivery is due, often a
month or more after the purchase. In a forward commitment transaction,  the Fund
contracts  to  purchase  securities  for a fixed  price at a future  date beyond
customary settlement time.

     When the Fund engages in forward  commitment and when-issued  transactions,
it relies on the seller to consummate the transaction. The failure of the issuer
or seller to  consummate  the  transaction  may  result in the Fund  losing  the
opportunity  to obtain a price  and yield  considered  to be  advantageous.  The
purchase  of  securities  on a  when-issued  and forward  commitment  basis also
involves a risk of loss if the value of the  security to be  purchased  declines
prior to the settlement date.

     On the date the Fund enters into an agreement to purchase  securities  on a
when-issued or forward  commitment  basis, the Fund will segregate in a separate
account cash or liquid,  high grade debt securities equal in value to the Fund's
commitment.  These assets will be valued daily at market, and additional cash or
securities will be segregated in a separate account to the extent that the total
value of the assets in the account  declines below the amount of the when-issued
commitments. Alternatively, the Fund may enter into offsetting contracts for the
forward sale of other securities that it owns.
   
     Repurchase Agreements. A repurchase agreement is a contract under which the
Fund would  acquire a security for a relatively  short period  (usually not more
than 7 days) subject to the  obligation of the seller to repurchase and the Fund
to resell such security at a fixed time and price  (representing the Fund's cost
plus interest).  The Fund will enter into repurchase agreements only with member
banks of the Federal  Reserve System and with  securities  dealers.  The Adviser
will continuously monitor the creditworthiness of the parties with whom the Fund
enters into repurchase agreements.
    
     The Fund has established a procedure  providing that the securities serving
as  collateral  for each  repurchase  agreement  must be delivered to the Fund's
custodian  either  physically or in book-entry form and that the collateral must
be marked to market  daily to ensure  that each  repurchase  agreement  is fully
collateralized  at all times.  In the event of  bankruptcy or other default by a
seller  of  a  repurchase  agreement,   the  Fund  could  experience  delays  in
liquidating the underlying securities and could experience losses, including the

                                       6
<PAGE>

possible decline in the value of the underlying  securities during the period in
which the Fund seeks to enforce its rights thereto, possible subnormal levels of
income  and lack of access to income  during  this  period,  and the  expense of
enforcing its rights.
   
     Reverse  Repurchase  Agreements.  The  Fund  may also  enter  into  reverse
repurchase agreements which involve the sale of securities held in its portfolio
to a bank or securities  firm with an agreement  that the Fund will buy back the
securities  at a fixed  future  date at a fixed  price plus an agreed  amount of
interest  which may be reflected in the  repurchase  price.  Reverse  repurchase
agreements  are  considered  to be  borrowings  by the  Fund.  The Fund will use
proceeds  obtained  from the sale of securities  pursuant to reverse  repurchase
agreements  to purchase  other  investments.  The use of borrowed  funds to make
investments is a practice known as "leverage," which is considered  speculative.
Use of reverse repurchase agreements is an investment technique that is intended
to  increase  income.  Thus,  the Fund  will  enter  into a  reverse  repurchase
agreement only when the Adviser determines that the interest income to be earned
from the investment of the proceeds is greater than the interest  expense of the
transaction.  However,  there is a risk that interest expense will  nevertheless
exceed the income earned.  Reverse  repurchase  agreements involve the risk that
the  market  value of  securities  purchased  by the Fund with  proceeds  of the
transaction may decline below the repurchase price of the securities sold by the
Fund which it is obligated  to  repurchase.  The Fund would also  continue to be
subject  to the risk of a decline  in the market  value of the  securities  sold
under the agreements  because it will reacquire those  securities upon effecting
their repurchase.  To minimize various risks associated with reverse  repurchase
agreements,  the Fund will  establish and maintain  with the Fund's  custodian a
separate account  consisting of highly liquid,  marketable debt securities in an
amount  at least  equal to the  repurchase  prices of the  securities  (plus any
accrued interest thereon) under such agreements.  In addition, the Fund will not
enter into reverse repurchase  agreements  exceeding in the aggregate 33 1/3% of
the value of its total net assets  (including for this purpose other  borrowings
of the Fund). The Fund will enter into reverse  repurchase  agreements only with
selected  registered  broker/dealers  or with federally insured banks or savings
and loan associations which are approved in advance as being creditworthy by the
Trustees. Under procedures established by the Trustees, the Adviser will monitor
the creditworthiness of the firms involved.
    
     Financial  Futures  Contracts.  The Fund may buy and sell futures contracts
(and  related  options)  on  securities  in which it may invest,  interest  rate
indices,  and other instruments.  The Fund may hedge its portfolio by selling or
purchasing  financial  futures  contracts  as an offset  against  the effects of
changes in interest rates or in security values. Although other techniques could
be used to reduce exposure to interest rate  fluctuations,  the Fund may be able
to hedge its  exposure  more  effectively  and  perhaps at a lower cost by using
financial futures contracts. The Fund may enter into financial futures contracts
for hedging and speculative  purposes to the extent  permitted by regulations of
the Commodity Futures Trading Commission ("CFTC").
   
     Financial  futures  contracts  have been  designed by boards of trade which
have been  designated  "contract  markets" by the CFTC.  Futures  contracts  are
traded on these markets in a manner that is similar to the way a stock is traded
on a stock exchange.  The boards of trade, through their clearing  corporations,

                                       7
<PAGE>

guarantee that the contracts  will be performed.  Currently,  financial  futures
contracts are based on interest rate instruments such as long-term U.S. Treasury
bonds,  U.S.  Treasury  notes,   GNMA  modified   pass-through   mortgage-backed
securities,  three-month U.S.  Treasury bills,  90-day  commercial  paper,  bank
certificates of deposit and Eurodollar  certificates of deposit.  It is expected
that if other financial  futures contracts are developed and traded the Fund may
engage in transactions in such contracts.
    
     Although some  financial  futures  contracts by their terms call for actual
delivery or acceptance of financial instruments, in most cases the contracts are
closed  out prior to  delivery  by  offsetting  purchases  or sales of  matching
financial  futures  contracts (same exchange,  underlying  security and delivery
month).  Other  financial  futures  contracts,  such  as  futures  contracts  on
securities indices, by their terms call for cash settlements.  If the offsetting
purchase  price is less than a Fund's  original sale price,  the Fund realizes a
gain, or if it is more, the Fund realizes a loss. Conversely,  if the offsetting
sale price is more than the Fund's original  purchase price, the Fund realizes a
gain, or if it is less,  the Fund realizes a loss.  The  transaction  costs must
also be  included  in these  calculations.  Each Fund will pay a  commission  in
connection with each purchase or sale of financial futures contracts,  including
a closing transaction. For a discussion of the Federal income tax considerations
of trading in financial futures contracts, see the information under the caption
"Tax Status" below.

     At the  time the Fund  enters  into a  financial  futures  contract,  it is
required  to  deposit  with its  custodian  a  specified  amount of cash or U.S.
Government  securities,  known as "initial margin",  ranging upward from 1.1% of
the value of the financial  futures  contract being traded.  The margin required
for a  financial  futures  contract  is set by the board of trade or exchange on
which  the  contract  is  traded  and may be  modified  during  the  term of the
contract.  The  initial  margin is in the nature of a  performance  bond or good
faith deposit on the financial  futures  contract  which is returned to the Fund
upon termination of the contract, assuming all contractual obligations have been
satisfied.  The Fund expects to earn  interest  income on their  initial  margin
deposits.  Each day, the futures  contract is valued at the official  settlement
price  of the  board  of trade or  exchange  on which it is  traded.  Subsequent
payments,  known as  "variation  margin,"  to and from the  broker are made on a
daily basis as the market price of the financial  futures  contract  fluctuates.
This process is known as "mark to market." Variation margin does not represent a
borrowing or lending by the Fund but is instead  settlement between the Fund and
the  broker of the  amount  one would  owe the  other if the  financial  futures
contract expired. In computing net asset value, the Fund will mark to market its
open financial future positions.
   
     Successful hedging depends on a strong  correlation  between the market for
the underlying  securities and the futures contract market for those securities.
There are several factors that may prevent this  correlation from being perfect,
and even a correct  forecast of general interest rate trends may not result in a
successful hedging  transaction.  There are significant  differences between the
securities  and futures  markets  which could  create an  imperfect  correlation
between the markets and which  could  affect the success of a given  hedge.  The
degree of  imperfection  will be affected by  variations in  speculative  market
demand for financial futures and debt securities, including technical influences

                                       8
<PAGE>

in futures trading.  Differences between the financial  instruments being hedged
and  the  instruments   underlying  the  standard  financial  futures  contracts
available for trading will be affected by interest rate levels,  maturities  and
creditworthiness  of issuers.  The degree of imperfection may be increased where
the  underlying  debt  securities are  lower-rated  and,  therefore,  subject to
greater fluctuation in price than higher-rated securities.
    
     A decision as to whether,  when and how to hedge  involves  the exercise of
skill and judgment,  and even a well-conceived hedge may be unsuccessful to some
degree because of market behavior or unexpected  interest rate trends.  The Fund
will bear the risk that the price of the  securities  being hedged will not move
in  complete  correlation  with the  price of the  futures  contracts  used as a
hedging  instrument.  Although  the Adviser  believes  that the use of financial
futures contracts will benefit the Fund, an incorrect prediction could result in
a loss on both the hedged  securities  in the Fund's  portfolio  and the hedging
vehicle so that the Fund's  return  might have been  better had hedging not been
attempted.  However,  in the absence of the ability to hedge,  the Adviser might
have taken portfolio  actions in anticipation of the same market  movements with
similar investment results but,  presumably,  at greater  transaction costs. The
low margin deposits required for futures  transactions  permit an extremely high
degree of leverage. A relatively small movement in a futures contract may result
in losses or gains in excess of the amount invested.

     Futures exchanges may limit the amount of fluctuation  permitted in certain
futures contract prices during a single trading day. The daily limit establishes
the maximum  amount the price of a futures  contract  may vary either up or down
from the previous  day's  settlement  price,  at the end of the current  trading
session.  Once the daily limit has been reached in a futures contract subject to
the limit,  no more trades may be made on that day at a price beyond that limit.
The daily limit  governs only price  movements  during a particular  trading day
and,  therefore,  does not limit potential  losses because the limit may work to
prevent the liquidation of unfavorable  positions.  For example,  futures prices
have occasionally moved to the daily limit for several  consecutive trading days
with little or no trading,  thereby  preventing prompt  liquidation of positions
and subjecting some holders of futures contracts to substantial losses.

     Finally,  although the Fund engages in financial futures  transactions only
on boards of trade or exchanges where there appears to be an adequate  secondary
market,  there is no assurance  that a liquid market will exist for a particular
futures  contract  at any given time.  The  liquidity  of the market  depends on
participants closing out contracts rather than making or taking delivery. In the
event  participants  decide to make or take  delivery,  liquidity  in the market
could be reduced. In addition,  the Fund could be prevented from executing a buy
or sell order at a specified  price or closing  out a position  due to limits on
open  positions or daily price  fluctuation  limits  imposed by the exchanges or
boards of trade. If the Fund cannot close out a position, it will be required to
continue to meet margin requirements until the position is closed.

     Options on Financial Futures  Contracts.  The Fund may buy and sell options
on financial  futures  contracts on securities in which it may invest,  interest
rate indices,  and other instruments.  An option on a futures contract gives the

                                       9
<PAGE>

purchaser  the right,  in return for the premium paid, to assume a position in a
futures contract at a specified  exercise price at any time during the period of
the  option.  Upon  exercise,  the writer of the  option  delivers  the  futures
contract  to the holder at the  exercise  price.  The Fund would be  required to
deposit with its custodian  initial and variation margin with respect to put and
call options on futures  contracts  written by it. Options on futures  contracts
involve risks similar to the risks relating to transactions in financial futures
contracts.  Also, an option purchased by the Fund may expire worthless, in which
case the Fund would lose the premium it paid for the option.

     Other  Considerations.   The  Fund  will  engage  in  futures  and  options
transactions  for bona  fide  hedging  or  speculative  purposes  to the  extent
permitted  by  CFTC  regulations.   The  Fund  will  determine  that  the  price
fluctuations  in the futures  contracts  and options on futures used for hedging
purposes are substantially  related to price  fluctuations in securities held by
the Fund or which it expects to  purchase.  Except as stated  below,  the Fund's
futures  transactions  will be entered into for traditional  hedging purposes --
i.e.,  futures  contracts will be sold to protect against a decline in the price
of  securities  that the Fund owns,  or futures  contracts  will be purchased to
protect the Fund against an increase in the price of securities, or the currency
in which they are denominated, the Fund intends to purchase. As evidence of this
hedging  intent,  the Fund expects that on 75% or more of the occasions on which
they take a long futures or option  position  (involving the purchase of futures
contracts),  the  Fund  will  have  purchased,  or  will  be in the  process  of
purchasing equivalent amounts of related securities at the time when the futures
contract or option position is closed out. However, in particular cases, when it
is economically  advantageous for the Fund to do so, a long futures position may
be  terminated  or an option may expire  without the  corresponding  purchase of
securities or other assets.

     As an  alternative  to  literal  compliance  with  the  bona  fide  hedging
definition,  a FTC  regulation  permits  the  Fund to  elect  to  comply  with a
different test, under which the aggregate  initial margin and premiums  required
to establish  speculative  positions in futures contracts and options on futures
will not exceed 5% of the net asset value of the Fund's portfolio,  after taking
into account  unrealized  profits and losses on any such positions and excluding
the amount by which such options were in-the-money at the time of purchase.  The
Fund will engage in  transactions  in futures  contracts only to the extent such
transactions  are consistent  with the  requirements of the Code for maintaining
their  qualifications as regulated  investment  companies for Federal income tax
purposes.

     When the Fund purchases  financial futures contracts,  or write put options
or purchase call options  thereon,  cash or liquid,  high grade debt  securities
will be deposited in a segregated account with the Fund's custodian in an amount
that,  together  with the amount of initial  and  variation  margin  held in the
account of its broker, equals the market value of the futures contracts.

     Options  Transactions.  The  Fund may  write  listed  and  over-the-counter
covered  call  options and covered  put options on  securities  in order to earn
additional  income  from the  premiums  received.  In  addition,  this  Fund may
purchase listed and  over-the-counter  call and put options. The extent to which


                                       10
<PAGE>

covered options will be used by the Fund will depend upon market  conditions and
the  availability  of  alternative  strategies.  The Fund may write  listed  and
over-the-counter call and put options on up to 100% of its net assets.

     The Fund will write listed and  over-the-counter  call options only if they
are  "covered,"  which  means that the Fund owns or has the  immediate  right to
acquire  the  securities   underlying  the  options   without   additional  cash
consideration  upon  conversion  or  exchange  of other  securities  held in its
portfolio.  A call option  written by the Fund may also be "covered" if the Fund
holds on a  share-for-share  basis a covering call on the same securities  where
(i) the exercise  price of the  covering  call held is equal to or less than the
exercise  price of the call written if the  difference is maintained by the Fund
in cash,  U.S.  Treasury  bills  or high  grade  liquid  debt  obligations  in a
segregated account with the Fund's custodian, and (ii) the covering call expires
at the same time as the call written. If a covered call option is not exercised,
the Fund would keep both the option premium and the underlying security.  If the
covered  call option  written by the Fund is exercised  and the exercise  price,
less the transaction  costs,  exceeds the cost of the underlying  security,  the
Fund would  realize a gain in  addition  to the amount of the option  premium it
received.  If the exercise price, less transaction  costs, is less than the cost
of the  underlying  security,  the Fund's loss would be reduced by the amount of
the option premium.

     As the  writer of a covered  put  option,  the Fund will write a put option
only with respect to securities it intends to acquire for its portfolio and will
maintain in a segregated  account with its custodian bank cash, U.S.  Government
securities or high-grade  liquid debt securities with a value equal to the price
at which the  underlying  security  may be sold to the Fund in the event the put
option is exercised by the  purchaser.  The Fund may also write a "covered"  put
option by  purchasing on a  share-for-share  basis a put on the same security as
the put written by the Fund if the  exercise  price of the  covering put held is
equal to or greater than the exercise  price of the put written and the covering
put expires at the same time or later than the put written.

     When writing listed and over-the-counter covered put options on securities,
the Fund would earn income from the premiums  received.  If a covered put option
is not  exercised,  the  Fund  would  keep the  option  premium  and the  assets
maintained  to cover the option.  If the option is  exercised  and the  exercise
price,  including  transaction costs, exceeds the market price of the underlying
security,  the Fund  would  realize a loss,  but the amount of the loss would be
reduced by the amount of the option premium.

     If  the  writer  of an  exchange-traded  option  wishes  to  terminate  its
obligation   prior  to  its  exercise,   it  may  effect  a  "closing   purchase
transaction." This is accomplished by buying an option of the same series as the
option  previously  written.  The  effect  of the  purchase  is that the  Fund's
position will be offset by the Options  Clearing  Corporation.  The Fund may not
effect a closing  purchase  transaction  after  they have been  notified  of the
exercise of an option. There is no guarantee that a closing purchase transaction
can be effected.  Although the Fund will generally  write only those options for
which there appears to be an active secondary market, there is no assurance that
a liquid  secondary  market on an  exchange or board of trade will exist for any


                                       11
<PAGE>

particular  option or at any particular  time, and for some options no secondary
market on an exchange may exist.

     In the case of a written call option,  effecting a closing transaction will
permit the Fund to write  another call option on the  underlying  security  with
either a different  exercise  price,  expiration  date or both. In the case of a
written put option,  it will permit the Fund to write  another put option to the
extent  that  the  exercise  price  thereof  is  secured  by  deposited  cash or
short-term  securities.  Also,  effecting a closing  transaction will permit the
cash or  proceeds  from the  concurrent  sale of any  securities  subject to the
option  to be  used  for  other  investments.  If the  Fund  desires  to  sell a
particular security from its portfolio on which it has written a call option, it
will effect a closing  transaction  prior to or concurrent  with the sale of the
security.

     The Fund will realize a gain from a closing  transaction if the cost of the
closing  transaction is less than the premium  received from writing the option.
The Fund  will  realize a loss  from a  closing  transaction  if the cost of the
closing  transaction  is more than the premium  received for writing the option.
However,  because  increases in the market price of a call option will generally
reflect  increases  in the market  price of the  underlying  security,  any loss
resulting  from the  repurchase of a call option is likely to be offset in whole
or in part by appreciation of the underlying security owned by the Fund.

     Over-the-Counter  Options.  The Fund may engage in options  transactions on
exchanges  and in the  over-the-counter  markets.  In  general,  exchange-traded
options are third-party contracts (i.e., performance of the parties' obligations
is guaranteed by an exchange or clearing  corporation) with standardized  strike
prices and expiration dates. Over-the-counter ("OTC") transactions are two-party
contracts with price and terms negotiated by the buyer and seller. The Fund will
acquire  only  those OTC  options  for which  management  believes  the Fund can
receive on each  business day at least two separate bids or offers (one of which
will be from an entity  other than a party to the  option) or those OTC  options
valued by an independent  pricing service.  The Fund will write and purchase OTC
options only with member banks of the Federal Reserve System and primary dealers
in U.S. Government securities or their affiliates which have capital of at least
$50 million or whose  obligations  are guaranteed by an entity having capital of
at least $50  million.  The SEC has  taken the  position  that OTC  options  are
illiquid  securities  subject to the  restriction  that illiquid  securities are
limited to not more than 15% of the Fund's net assets.  The SEC, however,  has a
partial  exemption from the above  restrictions  on transactions in OTC options.
The SEC  allows  the  Fund  to  exclude  from  the 15%  limitation  on  illiquid
securities  a  portion  of the  value of the OTC  options  written  by the Fund,
provided  that certain  conditions  are met.  First,  the other party to the OTC
options has to be a primary U.S. Government securities dealer designated as such
by the Federal Reserve Bank. Second, the Fund must have an absolute  contractual
right to repurchase the OTC options at a formula price. If the above  conditions
are met,  the Fund may treat as illiquid  only that  portion of the OTC option's
value (and the value of its underlying securities) which is equal to the formula
price for repurchasing the OTC option, less the OTC option's intrinsic value.

                                       12
<PAGE>

INVESTMENT RESTRICTIONS

     The Fund has adopted the  following  fundamental  investment  restrictions.
These restrictions may not be changed without approval by holders of a "majority
of the  outstanding  shares" of the Fund. A majority for this purpose  means the
holders of: (a) more than 50% of the outstanding  shares,  or (b) 67% or more of
the  shares  represented  at a meeting  where  more that 50% of the  outstanding
shares are represented, whichever is less.

     The Fund may not:

1.   borrow  money,  except that as a temporary  measure  for  extraordinary  or
     emergency  purposes the Fund may borrow from banks in aggregate  amounts at
     any  one  time  outstanding  not  exceeding  33 1/3%  of the  total  assets
     (including the amount borrowed) of the Fund valued at market;  and the Fund
     may not purchase any  securities at any time when  borrowings  exceed 5% of
     the total  assets  of the Fund  (taken at  market  value).  This  borrowing
     restriction does not prohibit the use of reverse repurchase agreements (see
     "Reverse   Repurchase   Agreements").   For  purposes  of  this  investment
     restriction,   forward   commitment   transactions   shall  not  constitute
     borrowings.  Interest  paid on any  borrowings  will  reduce the Fund's net
     investment income;

2.   make short sales of securities  or purchase any security on margin,  except
     that the Fund may obtain such short-term credit as may be necessary for the
     clearance of purchases and sales of securities  (this  restriction does not
     apply to securities purchased on a when-issued basis);

3.   underwrite  securities issued by other persons,  except insofar as the Fund
     may  technically be deemed an underwriter  under the Securities Act of 1933
     in  selling  a  security,  and  except  that  the Fund  may  invest  all or
     substantially all of its assets in another  registered  investment  company
     having substantially the same investment objectives as the Fund;

4.   make loans to other  persons  except (a) through the lending of  securities
     held by the Fund, (b) through the purchase of debt securities in accordance
     with  the  investment  policies  of the Fund  (the  entry  into  repurchase
     agreements is not considered a loan for purposes of this restriction);

5.   with respect to 75% of its total assets, purchase the securities of any one
     issuer (except  securities issued or guaranteed by the U.S.  Government and
     its  agencies or  instrumentalities,  as to which  there are no  percentage
     limits  or  restrictions)  if  immediately  after  and as a result  of such
     purchase  (a) more than 5% of the value of its assets  would be invested in
     that  issuer,  or (b) the Fund would hold more than 10% of the  outstanding
     voting  securities  of that issuer,  except that the Fund may invest all or
     substantially all of its assets in another  registered  investment  company
     having substantially the same investment objectives as the Fund;


                                       13
<PAGE>

6.   purchase  or sell real estate  (including  limited  partnership  interests)
     other than securities secured by real estate or interests therein including
     mortgage-related  securities or interests in oil, gas or mineral  leases in
     the ordinary course of business (the Fund reserves the freedom of action to
     hold and to sell  real  estate  acquired  as a result of the  ownership  of
     securities);

7.   invest more than 25% of its total assets in the securities of issuers whose
     principal  business   activities  are  in  the  same  industry   (excluding
     obligations of the U.S. Government,  its agencies and instrumentalities and
     repurchase agreements) except that the Fund may invest all or substantially
     all  of  its  assets  in  another  registered   investment  company  having
     substantially the same objectives as the Fund;

8.   issue any  senior  security  (as that  term is  defined  in the  Investment
     Company  Act of 1940 (the "1940  Act")) if such  issuance  is  specifically
     prohibited  by the  1940  Act  or the  rules  and  regulations  promulgated
     thereunder; or

9.   invest in securities of any company if, to the knowledge of the Trust,  any
     officer or director of the Trust or its Adviser owns more than 1/2 of 1% of
     the  outstanding  securities  of such  company,  and all such  officers and
     directors own in the aggregate more than 5% of the  outstanding  securities
     of such company.
   
     The following  restrictions  are  designated as  nonfundamental  and may be
changed by the Board of Trustees without shareholder approval.
    
     The Fund may not:

(a)  invest in companies  for the purpose of exercising  control or  management,
     except that the Fund may invest all or  substantially  all of its assets in
     another  registered   investment  company  having  substantially  the  same
     investment restrictions as the Fund;

(b)  make investments in the securities of other investment companies, except as
     otherwise  permitted  by the  1940  Act  or in  connection  with a  merger,
     consolidation, or reorganization;

(c)  invest in securities  of issuers  (other than U.S.  Government  Securities)
     having a record of less than three years of continuous  operation (for this
     purpose,  the period of operation of any issuer shall include the period of
     operation of any predecessor or unconditional guarantor of such issuer) if,
     regarding all securities, more than 5% of the total assets (taken at market
     value at the time of each investment) of the Fund would be invested in such
     securities, except that the Fund may invest all or substantially all of its
     assets in another registered  investment  company having  substantially the
     same investment restrictions as the Fund;

(d)  invest in commodities,  except that the Fund may purchase and sell: options
     on securities and securities  indices,  futures contracts on securities and
     securities  indices  and  options on these  futures,  forward  commitments,


                                       14
<PAGE>

     when-issued   securities,   securities  index  put  or  call  warrants  and
     repurchase agreements entered into in accordance with the Fund's investment
     policies;

(e)  mortgage,  pledge,  hypothecate or in any manner transfer,  as security for
     indebtedness,  any securities  owned by the Fund except as may be necessary
     in connection  with  borrowings  mentioned in investment  restriction no. 1
     above;

(f)  purchase  warrants  of any  issuer,  except  on a limited  basis,  if, as a
     result,  more than 2% of the value of its total assets would be invested in
     warrants  which are not listed on the New York Stock Exchange and more than
     5% of the value of its total assets would be invested in warrants,  whether
     or not so listed,  such warrants in each case to be valued at the lesser of
     cost or market, but assigning no value in each case to warrants acquired by
     the Fund in units or attached to debt securities; or

(g)  purchase any security,  including any repurchase agreement maturing in more
     than seven days, which is not readily  marketable,  if more than 15% of the
     net assets of the Fund,  taken at market  value,  would be invested in such
     securities.

(h)  Notwithstanding any investment  restriction to the contrary,  the Fund may,
     in connection  with the John Hancock Group of Funds  Deferred  Compensation
     Plan  for  Independent  Trustees/Directors,  purchase  securities  of other
     investment  companies within the John Hancock Group of Funds provided that,
     as a result (i) no more than 10% of the Fund's  assets would be invested in
     securities of all other investment companies,  (ii) such purchase would not
     result in more than 3% of the total  outstanding  voting  securities of any
     one such  investment  company being held by the Fund and (iii) no more than
     5% of the  Fund's  assets  would be  invested  in any one  such  investment
     company.

                        THOSE RESPONSIBLE FOR MANAGEMENT

     The business of the Fund is managed by the Trustees who elect  officers who
are  responsible  for the  day-to-day  operations  of the Fund  and who  execute
policies formulated by the Trustees. Several of the officers and Trustees of the
Fund are also officers and directors of the Adviser or officers and directors of
John Hancock Funds.

     Set forth below is the  principal  occupation or employment of the Trustees
and officers of the Trust during the past five years.


                                       15
<PAGE>
<TABLE>
<CAPTION>

                                   Positions Held                Principal Occupation(s)
Name and Address                   With the Company              During the Past Five Years
- ----------------                   ----------------              --------------------------
<S>                                <C>                           <C>
   
Edward J. Boudreau,  Jr.*          Chairman (1,2)                Chairman and Chief Executive       
101 Huntington  Avenue                                           Officer, the Adviser and The       
Boston, MA 02199                                                 Berkeley Financial Group ("Berkeley
                                                                 Group"); Chairman, NM Capital      
                                                                 Management, Inc. ("NM Capital");   
                                                                 John Hancock Advisers International
                                                                 Limited ("Advisers International");
                                                                 John Hancock Funds, Inc., ("John   
                                                                 Hancock Funds"), John Hancock      
                                                                 Investor Services Corporation      
                                                                 ("Investor Services") and Sovereign
                                                                 Asset Management Corporation       
                                                                 ("SAMCorp") (herein after the      
                                                                 Adviser, The Berkeley Group, NM    
                                                                 Capital, Advisers International,   
                                                                 John Hancock Funds, Investor       
                                                                 Services and SAMCorp collectively  
                                                                 referred to as the "Affiliated     
                                                                 Companies"); Chairman, First       
                                                                 Signature Bank & Trust; Director,  
                                                                 John Hancock Freedom Securities    
                                                                 Corp., John Hancock Capital Corp., 
                                                                 New England/Canada Business        
                                                                 Council; Member, Investment Company
                                                                 Institute Board of Governors;      
                                                                 Director, Asia Strategic Growth    
                                                                 Fund, Inc.; Trustee, Museum of     
                                                                 Science; President, the Adviser    
                                                                 (until July 1992); Chairman, John  
                                                                 Hancock Distributors, Inc. (until  
                                                                 April 1994).                       
    
   
- -------------------
*    An "interested person" of the Company as such term is defined in the
     Investment Company Act of 1940, as amended ("The Investment Company Act").
(1)  Member of the Executive Committee. Under the Company's charter, the
     Executive Committee may generally exercise most of the powers of the Board
     of Directors.
(2)  A member of the Investment Committee of the Adviser.
(3)  Member of the Audit and Administration Committees.
    
                                       16
<PAGE>

                                   Positions Held                Principal Occupation(s)
Name and Address                   With the Company              During the Past Five Years
- ----------------                   ----------------              --------------------------
   
James F. Carlin                    Trustee(3)                    Chairman and CEO, Carlin           
233 West Central Street                                          Consolidated, Inc. (insurance);    
Natick, MA 01760                                                 Chairman, Massachusetts Higher     
                                                                 Education Coordinating Council     
                                                                 (since 1995); Trustee,             
                                                                 Massachusetts Health and Education 
                                                                 Tax-Exempt Trust (Financial);      
                                                                 Director, Rizzo Associates, Inc.   
                                                                 (Engineering), Arbella Mutual      
                                                                 Insurance Company (insurance),     
                                                                 Consolidated Group Trust (group    
                                                                 health plan), Carlin Insurance     
                                                                 Agency, Inc., West Insurance       
                                                                 Agency, Inc., Allied American      
                                                                 Agency, Inc. (insurance);          
                                                                 Treasurer, Alpha Analytical, Inc.  
                                                                 (Chemistry Lab); Receiver, the City
                                                                 of Chelsea (until August 1992).    
    
   
William H. Cunningham              Trustee(3)                    Chancellor, University of Texas    
601 Colorado Street                                              System and former President of the 
O'Henry Hall                                                     University of Texas, Austin, Texas;
Austin, TX 78701                                                 Regents Chair for Free Enterprise; 
                                                                 Director, LaQuinta Motor Inns, Inc.
                                                                 (hotel management company);        
                                                                 Director, Jefferson-Pilot          
                                                                 Corporation (diversified life      
                                                                 insurance company); LBJ Foundation 
                                                                 Board (education foundation); and  
                                                                 Advisory Director, Texas Commerce  
                                                                 Bank - Austin.                     
                                                                     
Charles F. Fretz                   Director (3)                  Consultant, self employed; Vice
RD #5, Box 300B                                                  President and Director, Towers,
Clothier Springs Road                                            Perrin, Foster & Crosby, Inc.  
Malvern, PA  19355                                               (international management      
                                                                 consultants) (until 1985).     
                                                                 
   
- -------------------
*    An "interested person" of the Company as such term is defined in the
     Investment Company Act of 1940, as amended ("The Investment Company Act").
(1)  Member of the Executive Committee. Under the Company's charter, the
     Executive Committee may generally exercise most of the powers of the Board
     of Directors.
(2)  A member of the Investment Committee of the Adviser.
(3)  Member of the Audit and Administration Committees.
    
                                       17
<PAGE>

                                  Positions Held                Principal Occupation(s)
Name and Address                  With the Company              During the Past Five Years
- ----------------                  ----------------              --------------------------
   
Harold R. Hiser, Jr.              Trustee                       Executive Vice President,      
123 Highland Avenue                                             Schering-Plough Corporation    
Short Hills, NJ  07078                                          (pharmaceuticals) (until 1995);
                                                                Director, ReCapital Corporation
                                                                (reinsurance).                 
    
                                                                   
Anne C. Hodsdon*                  Trustee  and  President       President and Chief Operating      
101 Huntington Avenue             (1,2)                         Officer, the Adviser; Executive    
Boston, MA  02199                                               Vice President, the Adviser (until 
                                                                December 1994); Senior Vice        
                                                                President; the Adviser (until      
                                                                December 1993); Vice President, the
                                                                Adviser, 1991.                     
    
                                                                  
Charles L. Ladner                 Trustee(3)                    Director, Energy North, Inc.       
UGI Corporation                                                 (public utility holding company)   
P.O. Box 858                                                    (until 1992); Senior Vice President
Valley Forge, PA  19482                                         and Chief Financial Officer of UGI 
                                                                Corp. (public utility holding      
                                                                company).                          
                                                                    
                                                
Leo E. Linbeck, Jr.               Trustee(3)                    Chairman, President, Chief         
3810 W. Alabama                                                 Executive Officer and Director,    
Houston, TX 77027                                               Linbeck Corporation (a holding     
                                                                company engaged in various phases  
                                                                of the construction industry and   
                                                                warehousing interests); Director   
                                                                and Chairman, Federal Reserve Bank 
                                                                of Dallas; Chairman of the Board   
                                                                and Chief Executive Officer,       
                                                                Linbeck Construction Corporation;  
                                                                Director, Panhandle Eastern        
                                                                Corporation (a diversified energy  
                                                                company); Daniel Industries, Inc.  
                                                                (manufacturer of gas measuring     
                                                                products and energy related        
                                                                equipment); GeoQuest International,
                                                                Inc. (a geophysical consulting     
                                                                firm); and Director, Greater       
                                                                Houston Partnership.               
                                                                    
                                                
- -------------------
*    An "interested person" of the Company as such term is defined in the
     Investment Company Act of 1940, as amended ("The Investment Company Act").
(1)  Member of the Executive Committee. Under the Company's charter, the
     Executive Committee may generally exercise most of the powers of the Board
     of Directors.
(2)  A member of the Investment Committee of the Adviser.
(3)  Member of the Audit and Administration Committees.
    
                                       18
<PAGE>

                                  Positions Held                Principal Occupation(s)
Name and Address                  With the Company              During the Past Five Years
- ----------------                  ----------------              --------------------------
   
Patricia P. McCarter              Trustee(3)                    Director and Secretary of the
1230 Brentford Road                                             McCarter Corp. (machine      
Malvern, PA  19355                                              manufacturer).               
                                                                    
                                                
Steven R. Pruchansky              Trustee (1,3)                 Director and President, Mast       
6920 Daniel Road                                                Holdings, Inc.; Director, First    
Naples, FL  33942                                               Signature Bank & Trust Company     
                                                                (until August 1991); Director, Mast
                                                                Realty Trust (until 1994);         
                                                                President, Maxwell Building Corp.  
                                                                (until 1991).                      
                                                                    
                                                
*Richard S. Scipione              Trustee (3)                   General Counsel, the Life Company; 
John Hancock Place                                              Director, the Adviser, the         
P.O. Box 111                                                    Affiliated Companies, John Hancock 
Boston, Massachusetts                                           Distributors, Inc., JH Networking  
                                                                Insurance Agency, Inc., John       
                                                                Hancock Subsidiaries, Inc.,        
                                                                SAMCorp, NM Capital and John       
                                                                Hancock Property and Casualty      
                                                                Insurance and its affiliates (until
                                                                November, 1993); Trustee, The      
                                                                Berkeley Group.                    
                                                                    
                                                
Norman H. Smith                   Trustee(3)                    Retired. Lieutenant General, United
243 Mt. Oriole Lane                                             States Marine Corps; Deputy Chief  
Linden, VA  22642                                               of Staff for Manpower and Reserve  
                                                                Affairs, Headquarters Marine Corps;
                                                                Commanding General, III Marine     
                                                                Expeditionary Force/3rd Marine     
                                                                Division (retired 1991).           
                                                                    
                                                
John P. Toolan                    Trustee(3)                    Director, The Muni Bond Funds,     
13 Chadwell Place                                               National Liquid Reserves, Inc., The
Morristown, NJ  07960                                           Tax Free Money Fund, Inc. and      
                                                                Vantage Money Market Funds (mutual 
                                                                funds), and The Inefficient-Market 
                                                                Fund, Inc. (closed-end investment  
                                                                company; Chairman, Smith Barney    
                                                                Trust Company (retired December,   
                                                                1991); Director, Smith Barney,     
                                                                Inc., Mutual Management Company and
                                                                Smith Barney Advisers, Inc.        
                                                                (investment advisers) (until       
                                                                December 1991).                    
                                                                    
   
- -------------------
*    An "interested person" of the Company as such term is defined in the 1940
     Act.
(1)  Member of the Executive Committee. Under the Company's charter, the
     Executive Committee may generally exercise most of the powers of the Board
     of Directors.
(2)  A member of the Investment Committee of the Adviser.
(3)  Member of the Audit and Administration Committees.
    
                                       19
<PAGE>

                                   Positions Held               Principal Occupation(s)
Name and Address                   With the Company             During the Past Five Years
- ----------------                   ----------------             --------------------------

Robert G. Freedman*                Vice Chairman and Chief      Vice Chairman and Chief Investment
101 Huntington Avenue              Investment Officer (2)       Officer, the Adviser; President,  
Boston, MA  02199                                               the Adviser (until December 1994).
                                                                
Thomas H. Drohan*                  Senior Vice President and    Senior Vice President and Secretary
101 Huntington Avenue              Secretary                    of the Adviser.                    
Boston, MA  02199                                               

James B. Little*                   Senior Vice President and    Senior Vice President, the Adviser.
101 Huntington Avenue              Chief Financial Officer
Boston, MA  02199

James J. Stokowski*                Vice President and           Vice President, the Adviser.
101 Huntington Avenue              Treasurer
Boston, MA  02199

Susan S. Newton*                   Vice President and           Vice President and Assistant
101 Huntington Avenue              Compliance Officer           Secretary, the Adviser.     
Boston, MA  02199                                               
   
John A. Morin*                     Vice President               Vice President, the Adviser;    
101 Huntington Avenue                                           Counsel, the Life Company (until
Boston, MA  02199                                               1995).
</TABLE>                         
                                                                    
                                                
- ----------------
*    An "interested person" of the Company as such term is defined in the
     Investment Company Act of 1940, as amended ("The Investment Company Act").
(1)  Member of the Executive Committee. Under the Company's charter, the
     Executive Committee may generally exercise most of the powers of the Board
     of Directors.
(2)  A member of the Investment Committee of the Adviser.
(3)  Member of the Audit and Administration Committees.
    








                                       20
<PAGE>

     All of the  officers  listed are  officers or  employees  of the Adviser or
affiliated  companies.  Some of the  Trustees  and officers may also be officers
and/or directors and/or trustees of one or more of the other funds for which the
Adviser serves as investment adviser.
   
     As of May 10, 1996, there were 2,945,261 Class A and 829,324 Class B shares
of the  Fund  outstanding  and  officers  and  trustees  of the  Fund as a group
beneficially  owned less than 1% of these outstanding  shares. At such date, the
following shareholders held, as record owner, 5% or more of the Fund's shares:
    
   
                                                     Percentage Ownership
Class A                                              of Outstanding Shares
- -------                                              ---------------------

Merrill Lynch Pierce                                         12.76%
Fenner & Smith Inc.
Trade House Account-Book Entry
Team B - 3rd Floor
4800 Deer Lake Dr East
Jacksonville, FL 32246-6484

Merchants & Marine Bank                                       8.29%
Attn Mike Dickson
PO Box 729
Pascagoula, MS 39568-0729

River Production Co. Inc.                                     5.49%
PO Box 909
Columbia, MS 39429-0909

Class B
- -------

Merrill Lynch Pierce                                          5.84%
Fenner & Smith Inc.
Trade House Account-Book Entry
Team B - 3rd Floor
4800 Deer Lake Dr East
Jacksonville, FL 32246-6484
    
     At such date, no other person owned of record or beneficially as much as 5%
of the outstanding shares of the Fund.

     As of December 22, 1994,  the Trustees have  established  an Advisory Board
which acts to  facilitate  a smooth  transition  of  management  over a two-year
period  between  Transamerica  Fund  Management  Company  ("TFMC"),   the  prior


                                       21
<PAGE>

investment  adviser of the Fund,  and the  Adviser.  The members of the Advisory
Board  are  distinct  from the Board of  Trustees,  do not serve the Fund in any
other  capacity and are persons who have no power to determine  what  securities
are purchased or sold on behalf of the Fund.  Each member of the Advisory  Board
may be contacted at 101 Huntington Avenue, Boston, Massachusetts 02199.

     Members of the Advisory Board and their  respective  principal  occupations
during the past five years are as follows:

R. Trent Campbell, President, FMS, Inc. (financial and management
         services); former Chairman of the Board, Mosher Steel Company.

Mrs. Lloyd Bentsen, Formerly National Democratic Committeewoman
         from Texas; co-founder, Houston Parents' League; former board member of
         various  civic and cultural  organizations  in Houston,  including  the
         Houston  Symphony,  Museum  of Fine  Arts and  YWCA.  Mrs.  Bentsen  is
         presently  active in  various  civic  and  cultural  activities  in the
         Washington,  D.C. area,  including membership on the Area Board for The
         March of Dimes and is a National  Trustee  for the  Botanic  Gardens of
         Washington, D.C.

Thomas R. Powers, Formerly Chairman of the Board, President and
         Chief Executive Officer,  TFMC; Director,  West Central Advisory Board,
         Texas Commerce Bank; Trustee, Memorial Hospital System; Chairman of the
         Board of  Regents of Baylor  University;  Member,  Board of  Governors,
         National Association of Securities Dealers,  Inc.; Formerly,  Chairman,
         Investment Company Institute;  formerly,  President, Houston Chapter of
         Financial Executive Institute.

Thomas B. McDade, Chairman and Director, TransTexas Gas Company;
         Director,  Houston  Industries and Houston  Lighting and Power Company;
         Director,   TransAmerican   Companies   (natural   gas   producer   and
         transportation);  Member,  Board of Managers,  Harris  County  Hospital
         District; Advisory Director,  Commercial State Bank, El Campo; Advisory
         Director,  First National Bank of Bryan;  Advisory  Director,  Sterling
         Bancshares;   Former   Director  and  Vice  Chairman,   Texas  Commerce
         Bancshares; and Vice Chairman, Texas Commerce Bank.
   
     Compensation  of the Board of Trustees and Advisory  Board.  The  following
table provides  information  regarding the compensation paid by the Fund and the
other  investment  companies in the John Hancock Fund Complex to the Independent
Trustees  and the  Advisory  Board  members  for their  services.  The three non
Independent Trustees,  Messrs.  Boudreau,  Scipione, and Ms. Hodsdon and each of
the  officers  of the  Fund  who are  interested  persons  of the  Adviser,  are
compensated by the Adviser  and/or its  affiliates and received no  compensation
from the Fund for their services.
    
                                       22
<PAGE>
   

                                                         Total Compensation
                                                          from all Funds in
                              Aggregate                      John Hancock
                             Compensation                  Fund Complex to
Trustees                     from the Fund                    Trustees*
- --------                     -------------                    ---------

James F. Carlin                $  281                          $60,700
William H. Cunningham (**)        375                           69,700
Charles F. Fretz                  281                           56,200
Harold R. Hiser, Jr. (**)         281                           60,200
Charles L.                        281                           60,700
Leo E. Linbeck, Jr.               375                           73,200
Patricia P. McCarter              281                           60,700
Steven R. Pruchansky              281                           62,700
Norman H. Smith                   281                           62,700
John P. Toolan (**)               281                           60,700
                               ------                         --------
TOTAL                          $2,998                         $627,500

*    The  total  compensation  paid by the  John  Hancock  Fund  Complex  to the
     Independent  Trustees was $627,500 as of the calendar  year ended  December
     31, 1995. All Trustees/Directors  except Messrs. Cunningham and Linbeck are
     Trustees/Directors  of 31 funds in the John Hancock Fund  Complex.  Messrs.
     Cunningham and Linbeck are Trustees/Directors of 30 funds.

**   As of  December  31,  1995,  the value of the  aggregate  accrued  deferred
     compensation  from all  funds  in the John  Hancock  fund  complex  for Mr.
     Cunningham was $54,413,  for Mr. Hiser was $31,324,  and for Mr. Toolan was
     $71,437 under the John Hancock Deferred  Compensation  Plan for Independent
     Trustees (the "Plan").

                                                         Total Compensation
                                                          from all Funds in
                              Aggregate                      John Hancock
                             Compensation                  Fund Complex to
 Advisory Board              from the Fund                 Advisory Board***

 R. Trent Campbell             $  541                          $ 54,000
 Mrs. Lloyd Bentsen               541                            54,000
 Thomas R. Powers                 541                            54,000
 Thomas B. McDade                 541                            54,000
                               ------                          --------
 TOTAL                         $2,164                          $216,000

***  For the calendar year ended December 31, 1995.
    
                                       23
<PAGE>

INVESTMENT ADVISORY AND OTHER SERVICES
   
     Investment  Management Contract.  As described in the Prospectus,  the Fund
receives  investment  advice from the  Adviser.  Investors  should  refer to the
Prospectus  and below for a description  of certain  information  concerning the
investment  management  contract.  Each of the Trustees and  principal  officers
affiliated  with the Fund who is also an  affiliated  person of the  Adviser  is
named above,  together with the capacity in which such person is affiliated with
the Fund, the Adviser or TFMC (the Fund's prior investment adviser).
    
   
     The  Adviser,  located  at 101  Huntington  Avenue,  Boston,  Massachusetts
02199-7603,  was organized in 1968 and has more than $18 billion in assets under
management  in its  capacity  as  investment  adviser  to the Fund and the other
mutual funds and publicly traded investment  companies in the John Hancock group
of funds, having a combined total of over 1,080,000 shareholders. The Adviser is
an affiliate  of the Life  Company,  one of the most  recognized  and  respected
financial  institutions in the nation. With total assets under management of $80
billion,  the Life Company is one of the ten largest life insurance companies in
the United States and carries high ratings from Standard & Poor's and A.M. Best.
Founded in 1862, the Life Company has been serving clients for over 130 years.
    
   
     The Trust on behalf of the Fund has entered into an  investment  management
contract with the Adviser. Under the investment management contract, the Adviser
provides the Fund with (i) a continuous investment program,  consistent with the
Fund's stated investment objective and policies, (ii) supervision of all aspects
of the  Fund's  operations  except  those  that are  delegated  to a  custodian,
transfer  agent or other  agent and (iii)  such  executive,  administrative  and
clerical  personnel,  officers and equipment as are necessary for the conduct of
the Fund's  business.  See  "Organization  and  Management of the Fund" and "The
Fund's  Expenses" in the  Prospectus  for a description  of certain  information
concerning the Fund's investment management contract.
    
     No person other than the Adviser and its directors and employees  regularly
furnishes  advice  to the Fund  with  respect  to the  desirability  of the Fund
investing  in,  purchasing or selling  securities.  The Adviser may from time to
time receive statistical or other similar factual  information,  and information
regarding  general  economic  factors and trends,  from the Life Company and its
affiliates.
   
     Under the terms of the  investment  management  contract  with the Trust on
behalf of the Fund, the Adviser  provides the Fund with office space,  equipment
and supplies and other facilities and personnel required for the business of the
Fund. All expenses which are not specifically  paid by the Adviser and which are
incurred in the  operation  of the Fund  including,  but not limited to, (i) the
fees of the Independent  Trustees of the Trust,  (ii) the fees of the members of
the Fund's  Advisory Board  (described  above) and (iii) the  continuous  public
offering  of the  shares  of the Fund  are  borne by the  Fund.  Subject  to the
conditions  set forth in a private letter ruling that the Fund has received from
the Internal Revenue Service  relating to its  multiple-class  structure,  class
expenses  properly  allocable  to any  Class A or Class B  shares  will be borne
exclusively by such class of shares.
    
                                       24

<PAGE>

     As  provided  by the  investment  management  contract,  the Fund  pays the
Adviser an investment management fee, which is accrued daily and paid monthly in
arrears, equal on an annual basis to 0.40% of the Fund's average daily net asset
value.  From  time to  time,  the  Adviser  may  reduce  its  fee or make  other
arrangements to limit the Fund's  expenses to a specified  percentage of average
daily net assets.  The Adviser  retains the right to re-impose a fee and recover
any other payments to the extent that, at the end of any fiscal year, the Fund's
annual expenses fall below this limit.
   
     If the total of all ordinary  business  expenses of the Fund for any fiscal
year exceeds the limitations prescribed by any state in which shares of the Fund
are  qualified  for sale,  the fee payable to the Adviser will be reduced to the
extent required by these  limitations.  Currently,  the most  restrictive  limit
imposed by a state is 2.5% of the first  $30,000,000 of the Fund's average daily
net asset value, 2% of the next  $70,000,000  and 1.5% of the remaining  average
daily net  asset  value.  When  calculating  this  limit,  the Fund may  include
interest, brokerage commissions and extraordinary expenses.
    
   
     Pursuant to the investment  management contract,  the Adviser is not liable
to the Fund or its  shareholders  for any error of judgment or mistake of law or
for any loss  suffered by the Fund in  connection  with the matters to which the
investment  management  contract  relates,  except a loss resulting from willful
misfeasance,  bad faith or gross  negligence  on the part of the  Adviser in the
performance  of its duties or from its reckless  disregard by the Adviser of its
obligations and duties under the investment management contract.
    
     The initial term of the investment management contract expires on September
25, 1997 and the  investment  management  contract  will continue in effect from
year to year  thereafter  if  approved  annually  by a vote of a majority of the
Independent  Trustees  of the Trust  cast in person at a meeting  called for the
purpose of voting on such approval,  and by either a majority of the Trustees or
the  holders of a majority  of the Fund's  outstanding  voting  securities.  The
management  contract may, on 60 days' written notice,  be terminated at any time
without  the  payment of any  penalty  to the Fund by vote of a majority  of the
outstanding  voting  securities  of the Fund, by the Trustees or by the Adviser.
The management contract terminates automatically in the event of its assignment.
   
     Securities  held by the Fund may also be held by other funds or  investment
advisory  clients for which the Adviser or its  affiliates  provides  investment
advice.   Because  of  different  investment  objectives  or  other  factors,  a
particular  security  may be bought for one or more funds or clients when one or
more other funds or clients are selling the same security.  If opportunities for
purchase or sale of securities by the Adviser or for other funds or clients, for
which the Adviser renders investment advice, arise for consideration at or about
the  same  time,  transactions  in such  securities  will be  made,  insofar  as
feasible,  for the respective  funds or clients in a manner deemed  equitable to
all of them. To the extent that  transactions  on behalf of more than one client
of the  Adviser  or its  respective  affiliates  may  increase  the  demand  for
securities  being purchased or the supply of securities being sold, there may be
an adverse effect on price.
    
                                       25

<PAGE>

     Under the investment  management contract,  the Fund may use the name "John
Hancock"  or any  name  derived  from or  similar  to it only for so long as the
applicable investment management contract or any extension, renewal or amendment
thereof remains in effect.  If the Fund's investment  management  contract is no
longer in effect,  the Fund (to the extent that it  lawfully  can) will cease to
use such name or any other name  indicating  that it is advised by or  otherwise
connected  with the Adviser.  In  addition,  the Adviser or the Life Company may
grant the non-exclusive right to use the name "John Hancock" or any similar name
to any other corporation or entity,  including but not limited to any investment
company of which the Life Company or any subsidiary or affiliate  thereof or any
successor to the business of any  subsidiary  or affiliate  thereof shall be the
investment adviser.
   
     Under the Fund's master/feeder structure (which was terminated on September
22, 1995 pursuant to an Agreement and Plan of Liquidation and Termination  dated
June 13, 1995) existing for the fiscal years ended March 31, 1994, 1995 and 1996
(until  September 22,  1995),  the Fund invested all of its assets in Adjustable
U.S.  Government  Fund (the  "Portfolio").  During  these years,  advisory  fees
payable by the Portfolio to TFMC, the Portfolio's former investment adviser, and
borne   indirectly  by  the  Fund,   amounted  to  $184,072,   $86,085  and  $0,
respectively. During the fiscal year ended March 31, 1996, advisory fees paid by
the  Portfolio  to the Adviser  and borne  indirectly  by the Fund,  amounted to
$137,927.  A portion of these  fees paid to TFMC and the  Adviser  during  these
periods was not  imposed  pursuant to the  expense  limitation  arrangements  in
effect. (See "The Fund's Expenses" in the Prospectus.)
    
   
     Administration Agreement.  Pursuant to an administration  agreement,  dated
December 22, 1994, the Adviser provided the Fund with general office  facilities
and supervised the overall  administration  of the Fund  including,  among other
responsibilities, the negotiation of contracts and fees with, and the monitoring
of performance  and billings of the  independent  contractors  and agents of the
Fund, the preparation and filing of all documents required for compliance by the
Fund with  applicable  laws and regulations and arranging for the maintenance of
books and records  (other than  accounting  books and records) of the Fund.  The
Adviser paid all  compensation  of the  Trustees,  officers and employees of the
Fund who were affiliated persons of the Adviser.  The  administration  agreement
terminated in September 1995.
    
   
     Under the administration  agreement,  the Adviser received from the Fund, a
fee at an annual rate of 0.10% of the Fund's  average daily net assets,  subject
to the expense limitation  provisions descried below. For the fiscal years ended
March 31, 1993, 1994, and 1995,  respectively,  administration  fees paid by the
Fund to TFMC, the Fund's former administrator, amounted to $30,977, $46,091, and
$21,511,  respectively; and the Adviser received $7,171 for the year ended March
31,  1995,  however,  all such fees  were not  imposed  pursuant  to the fee and
expense  limitation  arrangements  then in effect (see "The  Portfolio's and the
Fund's Expenses" in the Prospectus).
    
   
     Under the administration  agreement,  neither the Adviser nor its personnel
was  liable  for any  error  of  judgment  or  mistake  of law or for any act or
omission in the administration of the Fund except for willful  misfeasance,  bad
faith or gross  negligence  in the  performance  of its duties or from  reckless
disregard of its obligations and duties under the administration agreement.
    
                                       26

<PAGE>

     Administrative Services Agreement.  During the fiscal years ended March 31,
1993,  1994  and  1995,  the  Fund  was a party  to an  administrative  services
agreement with TFMC (the "Services Agreement"), pursuant to which TFMC performed
bookkeeping  and  accounting  services and  functions,  including  preparing and
maintaining  various  accounting books,  records and other documents and keeping
such general ledgers and portfolio accounts as are reasonably  necessary for the
operation of the Fund. Other administrative  services included communications in
response  to  shareholder  inquiries  and certain  printing  expenses of various
financial  reports.  In addition,  such staff and office space,  facilities  and
equipment  was  provided as  necessary  to provide the  required  administrative
services.  The Services Agreement was amended in connection with the appointment
of the  Adviser  as  administrator  to the Fund to  permit  services  under  the
Agreement  to be  provided  by the  Adviser  and its  affiliates.  The  Services
Agreement was terminated during the fiscal year ended March 31, 1995.

     For the fiscal years ended March 31, 1993,  1994 and 1995, the Fund paid to
TFMC  (pursuant  to  the  Services  Agreement),  $42,650,  $18,021  and  $9,604,
respectively,  of which $40,524, $14,730 and $8,164,  respectively,  was paid to
TFMC and $2,126,  $3,291 and  $1,440,  respectively,  was paid for certain  data
processing and pricing information services.

     For the fiscal years ended March 31,  1993,  1994 and 1995,  the  Portfolio
paid TFMC (pursuant to the Services  Agreement),  $37,033,  $38,012 and $24,461,
respectively, of which $26,189, $26,722 and $17,704,  respectively,  was paid to
TFMC and $10,844, $11,290 and $6,757,  respectively,  were paid for certain data
processing and pricing information services.

DISTRIBUTION CONTRACTS
   
     Distribution  Contracts.  The Fund has a  distribution  contract  with John
Hancock Funds.  This contract was initially adopted on behalf of the Fund by the
Trustees on  December  22,  1994.  Under the  contract,  John  Hancock  Funds is
obligated to use its best  efforts to sell shares on behalf of the Fund.  Shares
of the Fund are also sold by selected  broker-dealers  (the  "Selling  Brokers")
which have entered into selling agency  agreements with John Hancock Funds. John
Hancock  Funds  accepts  orders for the purchase of the shares of the Fund which
are continually offered at net asset value next determined,  plus any applicable
sales  charge.  In connection  with the sale of Class A or Class B shares,  John
Hancock Funds and Selling  Brokers  receive  compensation in the form of a sales
charge  imposed,  in the case of Class A shares,  at the time of sale or, in the
case of Class B shares,  on a deferred  basis.  The sales  charges are discussed
further in the Prospectus.
    
     Total  underwriting  commissions for sales of the Fund's Class A shares for
the fiscal years ended March 31, 1993, 1994 and 1995 were $303,663,  $59,793 and
$24,555,   respectively.   Of  such   amounts,   $37,148,   $7,455  and  $4,090,
respectively, were retained by the Fund's former distributor,  Transamerica Fund
Distributors,  Inc. or the current  distributor in 1995, as the case may be, and
the remainder was reallowed to dealers.

                                       27

<PAGE>
   
     Distribution  Plans.  The  Board of  Trustees,  including  the  Independent
Trustees of the Fund,  approved new  distribution  plans  pursuant to Rule 12b-1
under the 1940 Act.  Such Plans were  approved by a majority of the  outstanding
shares of each  respective  class on December  16, 1994 and became  effective on
December 22, 1994.
    
   
     Under the Class A Plan, the  distribution or service fee will not exceed an
annual rate of 0.25% of the average  daily net asset value of the Class A shares
of the Fund. Any expenses under the Fund's Class A Plan not reimbursed within 12
months  of being  presented  to the Fund for  repayment  are  forfeited  and not
carried  over to  future  years.  Under the Class B Plan,  the  distribution  or
service  fee to be paid by the Fund will not  exceed an annual  rate of 1.00% of
the average  daily net assets of the Class B shares of the Fund;  provided  that
the portion of such fee used to cover Service Expenses  (described  below) shall
not exceed an annual rate of 0.25% of the  average  daily net asset value of the
Class B shares of the Fund. The Fund has determined that it will pay up to 0.90%
to John Hancock  Funds but may in the future  determine to pay up to 1.00% under
the Class B Plan.  Under the Class B Plan, the fee covers the  Distribution  and
Service  Expenses  (described  below)  and  interest  expenses  on  unreimbursed
distribution   expenses.   In  accordance  with  generally  accepted  accounting
principles,   the  Fund  does  not  treat  unreimbursed   distribution  expenses
attributable  to Class B shares as a  liability  of the Fund and does not reduce
the  current  net assets of Class B by such  amount  although  the amount may be
payable in the future.
    
     The fee may be spent by John  Hancock  Funds on  Distribution  Expenses  or
Service  Expenses.  "Distribution  Expenses"  include any activities or expenses
primarily  intended to result in the sale of shares of the relevant class of the
Fund, including,  but not limited to: (i) initial and ongoing sales compensation
payable out of such fee as such  compensation  is received by John Hancock Funds
or by Selling Brokers, (ii) direct out-of-pocket expenses incurred in connection
with the  distribution  of shares,  including  expenses  related to  printing of
prospectuses and reports; (iii) preparation,  printing and distribution of sales
literature and  advertising  material;  (iv) an allocation of overhead and other
branch office expenses of John Hancock Funds related to the distribution of Fund
shares  (v)  distribution  expenses  that were  incurred  by the  Fund's  former
distributor  and not  recovered  through  payments  under the Class A or Class B
former plans or through receipt of contingent  deferred sales charges;  and (vi)
in the event that any other  investment  company (the "Acquired Fund") sells all
or  substantially  all of its assets to,  merges with or otherwise  engages in a
combination  with  the  Fund,   distribution  expenses  originally  incurred  in
connection with the distribution of the Acquired Fund's shares. Service Expenses
under the Plans include  payments made to, or on account of, account  executives
of selected  broker-dealers  (including  affiliates  of John Hancock  Funds) and
others who furnish  personal and  shareholder  account  maintenance  services to
shareholders of the relevant class of the Fund.

                                       28
<PAGE>
   
     During the fiscal year ended March 31, 1995,  total payments made under the
prior Class A Plan (which was in effect until  December 22, 1994) by the Fund to
TFMC  amounted to $35,201.  Total  payments  made under the current Class A Rule
12b-1  plan to the  distributor  during the fiscal  year  ended  March 31,  1996
amounted to $56,470 and, of such  amount,  (1) $2,093  represented  payments for
advertising and promotion expenses, (2) $2,242 represented payments for the cost
of printing and mailing of prospectuses to other than current shareholders,  (3)
$45,993  represented  payments for compensation to selling  brokers,  (4) $6,142
represented  expenses  of the  distributor,  and  (5) $0  represented  interest,
carrying, or other finance charges.
    
   
     During the fiscal year ended March 31, 1995,  total payments made under the
prior Class B Plan (which was in effect until  December 22, 1994) by the Fund to
TFMC  amounted to $77,264.  Total  payments  made under the current Class B Rule
12b-1  plan to the  distributor  during the fiscal  year  ended  March 31,  1996
amounted to $83,126  and, of such  amount,  (1) $478  represented  payments  for
advertising and promotion expenses, (2) $1,154 represented payments for the cost
of printing and mailing of prospectuses to other than current shareholders,  (3)
$74,107  represented  payments for compensation to selling  brokers,  (4) $1,940
represented  expenses of the distributor,  and (5) $5,447 represented  interest,
carrying, or other finance charges.
    
   
     For the fiscal  year ended  March 31,  1996,  the  distributor  received an
aggregate of $34,262 in contingent deferred sales charges from redemption of the
Class B shares.
    
   
     Each Plan  provides  that it will  continue  in effect  only so long as its
continuance is approved at least annually by a majority of both the Trustees and
the  Independent  Trustees.  Each Plan provides that it may be terminated (a) at
any time by vote of a majority of the  Trustees,  a majority of the  Independent
Trustees,  or a majority of the respective Class'  outstanding voting securities
or (b) by John  Hancock  Funds on 60 days'  notice in writing to the Fund.  Each
Plan further  provides that it may not be amended to increase the maximum amount
of the fees  for the  services  described  therein  without  the  approval  of a
majority  of the  outstanding  shares of the class of the Fund  which has voting
rights with respect to the Plan.  Each Plan provides that no material  amendment
to the Plan will, in any event, be effective unless it is approved by a majority
vote of the Trustees and the Independent  Trustees of the Trust.  The holders of
Class A and Class B shares have exclusive voting rights with respect to the Plan
applicable to their respective class of shares. By adopting the Plans, the Board
of  Trustees  has  determined  that,  in its  judgment,  there  is a  reasonable
likelihood  that each Plan will benefit the holders of the  applicable  class of
shares of the Fund.
    
     Information regarding the services rendered under the Plans and the amounts
paid by each  Class of the Fund are  reviewed  by the  Trustees  on a  quarterly
basis.

     When the Trust  seeks an  Independent  Trustee  to fill a  vacancy  or as a
nominee  for  election by  shareholders,  the  selection  or  nomination  of the
Independent   Trustee   is,   under   resolutions   adopted   by  the   Trustees
contemporaneously  with their adoption of the Plan,  committed to the discretion
of the Committee on Administration of the Trustees. The members of the Committee

                                       29

<PAGE>

on Administration are all Independent  Trustees and identified in this Statement
of Additional Information under the heading "Those Responsible for Management."

NET ASSET VALUE

     For  purposes  of  calculating  the net asset  value  ("NAV") of the Fund's
shares, the following procedures are utilized wherever applicable.

     Debt investment  securities are valued on the basis of valuations furnished
by a  principal  market  maker or a  pricing  service,  both of which  generally
utilize electronic data processing techniques to determine valuations for normal
institutional  size trading units of debt securities  without exclusive reliance
upon quoted prices.

     Short-term debt investments  which have a remaining  maturity of 60 days or
less are generally valued at amortized cost, which approximates market value. If
market  quotations are not readily available or if in the opinion of the Adviser
any  quotation or price is not  representative  of true market  value,  the fair
value  of the  security  may be  determined  in good  faith in  accordance  with
procedures approved by the Trustees.
   
     The Fund will not price its securities on the following  national holidays:
New Year's Day;  Presidents' Day; Good Friday;  Memorial Day;  Independence Day;
Labor Day; Thanksgiving Day; and Christmas Day.
    
INITIAL SALES CHARGE ON CLASS A SHARES
   
     Initial  Sales Charge On Class A Shares.  The sales  charges  applicable to
purchases of Class A shares of the Fund are described in the Prospectus. Methods
of obtaining  reduced sales charges  referred to generally in the Prospectus are
described in detail below. In calculating the sales charge applicable to current
purchases  of Class A shares of the Fund,  the  investor is entitled to cumulate
current  purchases with the greater of the current value (at offering  price) of
the  Class A  shares  of the  Fund  owned by the  investor,  or if John  Hancock
Investor  Services,  Inc.  ("Investor  Services") is notified by the  investor's
dealer  or the  investor  at the time of the  purchase,  the cost of the Class A
shares owned.
    
     Combined Purchases. In calculating the sales charge applicable to purchases
of Class A shares made at one time,  the  purchases  will be combined if made by
(a) an  individual,  his or her spouse and their  children  under the age of 21,
purchasing  securities  for his or her  own  account,  (b) a  trustee  or  other
fiduciary  purchasing  for a single trust,  estate or fiduciary  account and (c)
certain groups of four or more  individuals  making use of salary  deductions or
similar  group  methods of payment  whose funds are combined for the purchase of
mutual fund shares.  Further  information  about combined  purchases,  including
certain  restrictions  on combined group  purchases,  is available from Investor
Services or a Selling Broker's representative.

                                       30

<PAGE>
   
     Without  Sales  Charge.  Class A shares  of the Fund may be sold  without a
sales charge to certain persons as described in the Prospectus.
    
   
     Accumulation Privilege. Investors (including investors combining purchases)
who are already Class A shareholders  may also obtain the benefit of the reduced
sales charge by taking into account not only the amount then being  invested but
also the purchase  price or current  account value of the Class A shares already
held by such person.
    
     Combination Privilege. Reduced sales charges (according to the schedule set
forth  in the  Prospectus)  also  are  available  to an  investor  based  on the
aggregate  amount of his concurrent  and prior  investments in Class A shares of
the Fund and shares of all other John Hancock funds which carry a sales charge.
   
     Letter  of  Intention.   Reduced  sales  charges  are  also  applicable  to
investments  made over a  specified  period  pursuant  to a Letter of  Intention
(LOI), which should be read carefully prior to its execution by an investor. The
Fund offers two options  regarding the specified  period for making  investments
under the LOI. All investors have the option of making their  investments over a
specified period of thirteen (13) months.  Investors who are using the Fund as a
funding medium for a qualified  retirement  plan,  however,  may opt to make the
necessary  investments  called  for by the LOI  over a  forty-eight  (48)  month
period. These qualified retirement plans include IRA's, SEP, SARSEP, TSA, 401(k)
plans,  TSA  plans  and  Section  457  plans.  Such  an  investment   (including
accumulations and  combinations)  must aggregate $50,000 or more invested during
the specified  period from the date of the LOI or from a date within ninety (90)
days prior thereto, upon written request to Investor Services.  The sales charge
applicable to all amounts invested under the LOI is computed as if the aggregate
amount intended to be invested had been invested immediately.  If such aggregate
amount is not actually  invested,  the  difference in the sales charge  actually
paid and the sales charge payable had the LOI not been in effect is due from the
investor.  However,  for the purchases actually made within the specified period
(either 13 or 48 months),  the sales charge  applicable  will not be higher than
that which would have been applied  (including  accumulations  and combinations)
had the LOI been for the amount actually invested.
    
   
     The LOI authorizes  Investor  Services to hold in escrow sufficient Class A
shares  (approximately  5% of the  aggregate) to make up any difference in sales
charges on the amount intended to be invested and the amount actually  invested,
until such investment is completed  within the specified  period,  at which time
the escrowed Class A shares will be released.  If the total investment specified
in the LOI is not  completed,  the Class A shares held in escrow may be redeemed
and the  proceeds  used as required  to pay such sales  charge as may be due. By
signing the LOI, the investor  authorizes Investor Services to act as his or her
attorney-in-fact  to redeem  any  escrowed  Class A shares  and adjust the sales
charge,  if  necessary.  A LOI does not  constitute a binding  commitment  by an
investor to purchase,  or by the Fund to sell, any additional Class A shares and
may be terminated at any time.
    
                                       31
<PAGE>

DEFERRED SALES CHARGE ON CLASS B SHARES

     Investments  in Class B shares are  purchased  at net asset value per share
without the  imposition of a sales charge so that the Fund will receive the full
amount of the purchase payment.
   
     Contingent Deferred Sales Charge.  Class B shares which are redeemed within
four years of date of purchase  will be subject to a contingent  deferred  sales
charge  ("CDSC") at the rates set forth in the Prospectus as a percentage of the
dollar  amount  subject to the CDSC.  The charge  will be  assessed on an amount
equal to the lesser of the current market value or the original purchase cost of
the Class B shares  being  redeemed.  Accordingly,  no CDSC will be  imposed  on
increases in account value above the initial purchase prices,  including Class B
shares derived from reinvestment of dividends or capital gains distributions.
    
   
     The amount of the CDSC, if any, will vary  depending on the number of years
from the time of payment for the  purchase  of Class B shares  until the time of
redemption of such shares. Solely for purposes of determining this, all payments
during a month will be  aggregated  and deemed to have been made on the last day
of the month.
    
   
     Proceeds from the CDSC are paid to John Hancock Funds and are used in whole
or in part by John  Hancock  Funds to defray its  expenses  related to providing
distribution-related  services  to the Fund in  connection  with the sale of the
Class B shares,  such as the payment of  compensation  to select Selling Brokers
for selling Class B shares. The combination of the CDSC and the distribution and
service  fees  facilitates  the  ability  of the Fund to sell the Class B shares
without a sales  charge  being  deducted  at the time of the  purchase.  See the
Prospectus for additional information regarding the CDSC.
    
SPECIAL REDEMPTIONS
   
     Although  it would not  normally  do so,  the Fund has the right to pay the
redemption  price  of  shares  of the  Fund in  whole  or in  part in  portfolio
securities as prescribed by the Trustees.  When the shareholder  sells portfolio
securities received in this fashion, he would incur a brokerage charge. Any such
securities  would be valued for the  purposes of making such payment at the same
value as used in  determining  net  asset  value.  The Fund  has  elected  to be
governed by Rule 18f-1 under the 1940 Act. Under that rule, the Fund must redeem
its shares for cash up to the lesser of $250,000 or 1% of the net asset value of
the Fund during any 90 day period for any one account.
    
ADDITIONAL SERVICES AND PROGRAMS

     Exchange  Privilege.  As described more fully in the  Prospectus,  the Fund
permits  exchanges  of shares  of any  class of the Fund for  shares of the same
class in any other John Hancock fund offering that class.

                                       32

<PAGE>
   
     Systematic  Withdrawal  Plan. As described  briefly in the Prospectus,  the
Fund permits the establishment of a Systematic  Withdrawal Plan.  Payments under
this plan represent  proceeds arising from the redemption of shares of the Fund.
Since  the  redemption  price of shares of the Fund may be more or less than the
shareholder's  cost,  depending upon the market value of the securities owned by
the Fund at the time of redemption,  the  distribution  of cash pursuant to this
plan may result in  realization  of gain or loss for purposes of Federal,  state
and  local  income  taxes.  The  maintenance  of a  Systematic  Withdrawal  Plan
concurrently  with purchases of additional Class A or Class B shares of the Fund
could be  disadvantageous  to a shareholder  because of the initial sales charge
payable on such  purchases of Class A shares and the CDSC imposed on redemptions
of Class B shares and because  redemptions  are  taxable  events.  Therefore,  a
shareholder  should not  purchase  Class A and Class B shares at the same time a
Systematic  Withdrawal Plan is in effect.  The Fund reserves the right to modify
or discontinue  the Systematic  Withdrawal  Plan of any  shareholder on 30 days'
prior written notice to such shareholder,  or to discontinue the availability of
such plan in the future.  The  shareholder may terminate the plan at any time by
giving proper notice to Investor Services.
    
   
     Monthly Automatic Accumulation Program ("MAAP").  This program is explained
fully in the  Prospectus.  The program,  as it relates to  automatic  investment
checks, is subject to the following conditions:
    
     The investments will be drawn on or about the day of the month indicated.
   
     The  privilege  of  making   investments   through  the  Monthly  Automatic
Accumulation Program may be revoked by Investor Services without prior notice if
any investment is not honored by the shareholder's bank. The bank shall be under
no obligation to notify the shareholder as to the non-payment of any checks.
    
     The  program  may be  discontinued  by the  shareholder  either by  calling
Investor  Services or upon written notice to Investor Services which is received
at least five (5) business days prior to the due date of any investment.
   
     Reinvestment  Privilege.  A  shareholder  who has redeemed Fund shares may,
within  120 days after the date of  redemption,  reinvest  without  payment of a
sales charge any part of the redemption  proceeds in shares of the same class of
the Fund or any other John  Hancock  funds,  subject to the  minimum  investment
limit of that fund.  The proceeds  from the  redemption of Class A shares may be
reinvested at net asset value without paying a sales charge in Class A shares of
the Fund or in Class A shares of other John  Hancock  funds.  If a CDSC was paid
upon a redemption,  a shareholder may reinvest the proceeds from this redemption
at net asset value in additional  shares of the class from which the  redemption
was made. The shareholder's account will be credited with the amount of any CDSC
charged upon the prior redemption and the new shares will continue to be subject
to the CDSC.  The holding  period of the shares  acquired  through  reinvestment
will,  for purposes of computing the CDSC payable upon a subsequent  redemption,
include  the  holding  period of the  redeemed  shares.  The Fund may  modify or
terminate the reinvestment privilege at any time.
    
                                       33

<PAGE>
   
     A redemption or exchange of the Fund is a taxable  transaction  for Federal
income tax purposes even if the  reinvestment  privilege is  exercised,  and any
gain or loss realized by a shareholder on the redemption or other disposition of
the Fund will be treated for tax  purposes as  described  under the caption "Tax
Status."
    
DESCRIPTION OF THE FUND'S SHARES

     The Declaration of Trust permits the Trustees to create an unlimited number
of series and classes of shares of the Trust and to issue an unlimited number of
full or fractional  shares and to divide or combine the shares into a greater or
lesser number of shares without changing the proportionate  beneficial interests
of the series.

     Each share represents an equal proportionate  interest in the aggregate net
assets  attributable  to each class or series.  The interest of investors in the
various  series  or  classes  of  the  Trust  is  separate  and  distinct.   All
consideration  received for the sales of shares of a particular  series or class
of the Trust, all assets in which such consideration is invested and all income,
earnings  and profits  derived  from such  investments  will be allocated to and
belong  to that  series or  class.  As such,  each  such  share is  entitled  to
dividends and  distributions  out of the net income  belonging to that series or
class as declared by the Board of Trustees. Shares of the Trust have a par value
of $0.01 per share.  The assets of each  series are  segregated  on the  Trust's
books and are charged  with the  liabilities  of that series and with a share of
the Trust's general  liabilities.  The Board of Trustees determines those assets
and  liabilities  deemed to be general assets or  liabilities of the Trust,  and
these items are allocated  among each series in proportion to the relative total
net assets of each series. In the unlikely event that the liabilities  allocable
to a  series  exceed  the  assets  of  that  series,  all or a  portion  of such
liabilities may have to be borne by the other series.
   
     Pursuant to the Declaration of Trust,  the Trustees have  established,  the
Fund and may authorize the creation of additional series of shares (the proceeds
of which would be invested in separate,  independently  managed  portfolios) and
additional  classes within any series (which would be used to distinguish  among
the rights of  different  categories  of  shareholders,  as might be required by
future  regulations or other unforeseen  circumstances).  As of the date of this
Statement of Additional  Information,  the Trustees have authorized the issuance
of two  classes  of shares of the Fund,  designated  as Class A and Class B. The
shares of each class of the Fund  represent an equal  proportionate  interest in
the aggregate net asset values attributable to that class of the Fund.
    
   
     The  holders  of Class A and  Class B shares  each have  certain  exclusive
voting rights on matters  relating to their  respective Rule 12b-1  distribution
plans. The different classes of the Fund may bear different expenses relating to
the cost of holding  shareholder  meetings  necessitated by the exclusive voting
rights of any class of shares.
    
   
     Dividends  paid by the Fund,  if any,  with respect to each class of shares
will be calculated in the same manner,  at the same time and on the same day and
will be in the same amount,  except that (i) the  distribution  and service fees
relating to Class A and Class B shares will be borne  exclusively by such class,

                                       34

<PAGE>

(ii) Class B shares will pay higher  distribution  and service fees than Class A
shares  and (iii)  each  class of shares  will  bear any  other  class  expenses
properly  attributable  to that class of shares,  subject to certain  conditions
imposed by the  Internal  Revenue  Service  in  issuing  rulings to funds with a
multiple-class  structure.  Similarly,  the net  asset  value per share may vary
depending on the class of shares purchased.
    
     Under  Massachusetts  law,  shareholders of a Massachusetts  business trust
could,  under  certain  circumstances,  be held  personally  liable  for acts or
obligations of the trust.  However, the Trust's Declaration of Trust contains an
express disclaimer of shareholder liability for acts, obligations and affairs of
the Trust. The Declaration of Trust also provides for indemnification out of the
Trust's assets for all losses and expenses of any  shareholder  held  personally
liable by reason of being or having been a  shareholder.  Liability is therefore
limited to  circumstances  in which the Trust itself would be unable to meet its
obligations, and the possibility of this occurrence is remote.

TAX STATUS
   
     The Fund has  qualified  and has  elected  to be  treated  as a  "regulated
investment  company" under Subchapter M of the Internal Revenue Code of 1986 and
as amended (the "Code") intends to continue to so qualify for each taxable year.
As such and by complying  with the  applicable  provisions of the Code regarding
the  sources  of  its  income,  the  timing  of  its   distributions,   and  the
diversification  of its assets,  each Fund will not be subject to Federal income
tax on its net income  (including net  short-term  and long-term  capital gains)
which is distributed to  shareholders  at least annually in accordance  with the
timing requirements of the Code.
    
     The Fund  will be  subject  to a 4%  nondeductible  Federal  excise  tax on
certain amounts not distributed (and not treated as having been  distributed) on
a timely basis in accordance with annual minimum distribution requirements.  The
Fund  intends  under normal  circumstances  to avoid  liability  for such tax by
satisfying such distribution requirements.
   
     Distributions  from the Fund's current or accumulated  earnings and profits
("E&P"),  as  computed  for  Federal  income  tax  purposes,  will be taxable as
described in the Prospectus  whether taken in shares or in cash.  Distributions,
if any, in excess of E&P will  constitute a return of capital,  which will first
reduce an investor's tax basis in Fund shares and  thereafter  (after such basis
is reduced  to zero) will  generally  give rise to capital  gains.  Shareholders
electing to receive  distributions in the form of additional  shares will have a
cost basis for Federal  income tax  purposes in each share so received  equal to
the amount of cash they  would have  received  had they  elected to receive  the
distributions in cash, divided by the number of shares received.
    
   
     The amount of net  short-term and long-term  capital gains,  if any, in any
given year will vary depending upon the Adviser's  current  investment  strategy
and whether the Adviser  believes it to be in the best  interests of the Fund to
dispose of portfolio  securities  or enter into options or futures  transactions
that will generate capital gains. At the time of an investor's  purchase of Fund
shares,  a portion of the purchase  price is often  attributable  to realized or
unrealized  appreciation in the Fund's portfolio or undistributed taxable income

                                       35

<PAGE>

of the Fund.  Consequently,  subsequent  distributions on these shares from such
appreciation  or income may be taxable  to such  investor  even if the net asset
value of the  investor's  shares is, as a result of the  distributions,  reduced
below the  investor's  cost for such shares,  and the  distributions  in reality
represent a return of a portion of the purchase price.
    
   
     Upon a  redemption  of shares of the Fund  (including  by  exercise  of the
exchange  privilege) a shareholder  may realize a taxable gain or loss depending
upon his basis in his shares.  Such gain or loss will be treated as capital gain
or loss if the shares are capital assets in the shareholder's  hands and will be
long-term or short-term, depending upon the shareholder's tax holding period for
the shares.  A sales charge paid in purchasing Class A shares of the Fund cannot
be taken into account for purposes of determining gain or loss on the redemption
or  exchange of such  shares  within 90 days after their  purchase to the extent
shares  of the Fund or  another  John  Hancock  Fund are  subsequently  acquired
without  payment of a sales  charge  pursuant  to the  reinvestment  or exchange
privilege.   This  disregarded   charge  will  result  in  an  increase  in  the
shareholder's  tax basis in the shares  subsequently  acquired.  Also,  any loss
realized on a redemption  or exchange may be disallowed to the extent the shares
disposed  of are  replaced  with other  shares of the Fund within a period of 61
days  beginning  30 days before and ending 30 days after the shares are disposed
of, such as pursuant to the  Automatic  Dividend  Reinvestment  Plan.  In such a
case,  the  basis  of the  shares  acquired  will be  adjusted  to  reflect  the
disallowed  loss.  Any loss  realized  upon the  redemption of shares with a tax
holding period of six months or less will be treated as a long-term capital loss
to the extent of any amounts treated as distributions of long-term  capital gain
with respect to such shares.
    
     Although its present  intention is to  distribute  all net  short-term  and
long-term  capital  gains,  if any,  the Fund  reserves  the right to retain and
reinvest all or any portion of its "net capital  gain," which is the excess,  as
computed for Federal income tax purposes, of net long-term capital gain over net
short-term  capital loss in any year. The Fund will not in any event  distribute
net long-term  capital  gains  realized in any year to the extent that a capital
loss is carried  forward from prior years  against such gain. To the extent such
excess was  retained  and not  exhausted  by the  carryforward  of prior  years'
capital  losses,  it would be subject to Federal  income tax in the hands of the
Fund.  Each  shareholder  would be treated for Federal income tax purposes as if
the Fund had distributed to him on the last day of its taxable year his pro rata
share of such  excess,  and he had paid his pro rata  share of the taxes paid by
the Fund and reinvested the remainder in the Fund. Accordingly, each shareholder
would (a) include his pro rata share of such excess as  long-term  capital  gain
income in his  return for his  taxable  year in which the last day of the Fund's
taxable year falls, (b) be entitled either to a tax credit on his return for, or
to a refund of,  his pro rata  share of the taxes  paid by the Fund,  and (c) be
entitled to increase  the  adjusted  tax basis for his shares in the Fund by the
difference  between  his pro rata share of such excess and his pro rata share of
such taxes.
   
     For Federal  income tax purposes,  the Fund is permitted to  carryforward a
net capital loss in any year to offset its own net capital gains, if any, during
the eight years  following  the year of the loss. To the extent  subsequent  net
capital gains are offset by such losses, they would not result in Federal income
tax liability to the Fund and, as noted above,  would not be distributed as such
to  shareholders.  The Fund has $15,486,880 of capital loss  carryforwards as of

                                       36

<PAGE>

the tax year ended  December  31,  1995,  of which  $3,014,883  expires in 1996,
$5,412,804  expires in 1997,  $653,763  expires in 1998,  $2,152,064  expires in
1999,  $3,826,207  expires in 2001, and $427,159  expires in 2002,  available to
offset future net capital gains.
    
     The Fund's  dividends  and capital gain  distributions  will  generally not
qualify for the corporate dividends received deduction.

     If the Fund  invests in certain  PIKs,  zero coupon  securities  or certain
increasing rate securities (and, in general,  any other securities with original
issue  discount  or with market  discount  if the Fund elects to include  market
discount in income currently) it must accrue income on such investments prior to
the  receipt  of  the  corresponding  cash  payments.  However,  the  Fund  must
distribute,  at least  annually,  all or  substantially  all of its net  income,
including  such  accrued  income,  to  shareholders  to qualify  as a  regulated
investment  company  under the Code and avoid  Federal  income and excise taxes.
Therefore,  the Fund may  have to  dispose  of its  portfolio  securities  under
disadvantageous  circumstances  to generate cash, or may have to leverage itself
by borrowing the cash, to satisfy distribution requirements.

     The Fund may be required to account for its  transactions  in forward rolls
in a manner  that,  under  certain  circumstances,  may limit the  extent of its
participation in such transactions.

     Different   tax   treatment,   including   penalties   on  certain   excess
contributions  and  deferrals,   certain   pre-retirement  and   post-retirement
distributions  and  certain  prohibited  transactions,  is  accorded to accounts
maintained as qualified retirement plans.  Shareholders should consult their tax
advisers for more information.

     Limitations imposed by the Code on regulated  investment companies like the
Fund may restrict the Fund's ability to enter into futures and options.

     The foregoing  discussion  relates solely to U.S. Federal income tax law as
applicable to U.S. persons (i.e.,  U.S.  citizens or residents and U.S. domestic
corporations,  partnerships,  trusts or estates)  subject to tax under such law.
The discussion does not address special tax rules  applicable to certain classes
of investors,  such as tax-exempt entities,  insurance companies,  and financial
institutions.  Dividends, capital gain distributions,  and ownership of or gains
realized on the  redemption  (including  an exchange) of Fund shares may also be
subject to state and local  taxes.  Shareholders  should  consult  their own tax
advisers as to the  Federal,  state or local tax  consequences  of  ownership of
shares  of, and  receipt of  distributions  from,  the Fund in their  particular
circumstances.

     Non-U.S. investors not engaged in a U.S. trade or business with which their
investment in the Fund is effectively  connected will be subject to U.S. Federal
income  tax  treatment  that is  different  from  that  described  above.  These
investors may be subject to nonresident alien withholding tax at the rate of 30%
(or a lower rate under an applicable tax treaty) on amounts  treated as ordinary
dividends  from a Fund  and,  unless  an  effective  IRS Form W-8 or  authorized

                                       37

<PAGE>

substitute is on file, to 31% backup  withholding on certain other payments from
the Fund.  Non-U.S.  investors should consult their tax advisers  regarding such
treatment and the application of foreign taxes to an investment in the Fund.

     The Fund is not  subject to  Massachusetts  corporate  excise or  franchise
taxes.  Provided that the Fund qualifies as a regulated investment company under
the Code, it will also not be required to pay any Massachusetts income tax.

CALCULATION OF PERFORMANCE
   
     For the 30-day period ended March 31, 1996,  the  annualized  yield for the
Fund's  Class A shares and Class B shares  were  5.69% and 5.21%,  respectively.
Average  annual  return for the Fund's Class A and Class B shares for the period
from December 31, 1991  (inception of the Fund) through March 31, 1996 was 3.99%
and 3.65%,  respectively.  For the one year  period  ended March 31, 1996 annual
returns  were 2.43% and 1.90%,  respectively,  for Class A and Class B shares of
the Fund.
    
     The Fund's  yield is computed by dividing net  investment  income per share
determined  for a 30-day period by the maximum  offering  price per share (which
includes the full sales charge) on the last day of the period,  according to the
following standard formula:
   
          Yield = 2 ( [ (a - b) + 1 ] 6 - 1 )
                         -----
                          cd
    
Where:

          a    = dividends and interest earned during the period.

          b    = net expenses accrued during the period.
   
          c    = the average  daily  number of shares of the Fund  outstanding 
                 during the period that would be entitled to receive dividends.
    
          d    = the maximum  offering  price per share on the last day of the 
                 period (NAV where applicable).

     The  Fund's  total  return  is  computed  by  finding  the  average  annual
compounded  rate of return over the 1-year,  5-year,  and 10-year  periods  that
would  equate  the  initial  amount  invested  to the  ending  redeemable  value
according to the following formula:

                                       38

<PAGE>
   
          n _______
     T = \ /ERV / P - 1
    
Where:

          P    = a hypothetical initial investment of $1,000.

          T    = average annual total return

          n    = number of years

          ERV  = ending redeemable  value of a  hypothetical  $1,000  investment
                 made  at designated periods or fraction thereof.
   
     In the case of Class A shares or Class B shares,  this calculation  assumes
the maximum  sales  charge is included  in the  initial  investment  or the CDSC
applied  at the end of the  period.  This  calculation  also  assumes  that  all
dividends  and   distributions   are  reinvested  at  net  asset  value  on  the
reinvestment dates during the period.  The "distribution  rate" is determined by
annualizing the result of dividing the declared dividends of the Fund during the
period stated by the maximum offering price or net asset value at the end of the
period.
    
     In addition to average annual total returns,  the Fund may quote unaveraged
or  cumulative  total  returns  reflecting  the  simple  change  in  value of an
investment  over a stated  period.  Cumulative  total returns may be quoted as a
percentage or as a dollar amount, and may be calculated for a single investment,
a series of investments,  and/or a series of redemptions,  over any time period.
Total  returns may be quoted  with or without  taking the Fund's  maximum  sales
charge on Class A shares or the CDSC on Class B shares into  account.  Excluding
the Fund's  sales charge on Class A shares and the CDSC on Class B shares from a
total return calculation produces a higher total return figure.
   
     From time to time, in reports and promotional literature,  the Fund's yield
and total  return will be compared to indices of mutual  funds and bank  deposit
vehicles such as Lipper Analytical Services, Inc.'s "Lipper -- Fixed Income Fund
Performance  Analysis," a monthly  publication  which  tracks net assets,  total
return,  and yield on fixed income mutual funds in the United  States.  Ibbotson
and Associates,  CDA  Weisenberger  and F.C. Towers are also used for comparison
purposes, as well a the Russell and Wilshire Indices.
    
   
     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, may also be
utilized.  The Fund's promotional and sales literature may make reference to the
Fund's  "beta." Beta is a reflection of the  market-related  risk of the Fund by
showing how responsive the Fund is to the market.

                                       39

<PAGE>

     The  performance  of the  Fund  is not  fixed  or  guaranteed.  Performance
quotations should not be considered to be  representations of performance of the
Fund for any period in the future.  The performance of the Fund is a function of
many factors including its earnings,  expenses and number of outstanding shares.
Fluctuating  market  conditions;  purchases,  sales and  maturities of portfolio
securities;  sales and redemptions of shares of beneficial interest; and changes
in  operating  expenses  are all examples of items that can increase or decrease
the Fund's performance.
    
BROKERAGE ALLOCATION
   
     Decisions  concerning the purchase and sale of portfolio securities and the
allocation  of  brokerage  commissions  are  made  by the  Adviser  pursuant  to
recommendations made by its investment committee, which consists of officers and
directors  of the Adviser and  affiliates  and  officers  and  Trustees  who are
interested persons of the Fund. Orders for purchases and sales of securities are
placed in a manner  which,  in the opinion of the  Adviser,  will offer the best
price and market for the  execution  of each such  transaction.  Purchases  from
underwriters  of portfolio  securities  may include a commission or  commissions
paid by the issuer and  transactions  with  dealers  serving as market  maker to
reflect a "spread." Investments in debt securities are generally traded on a net
basis  through  dealers  acting for their own account as  principals  and not as
brokers; no brokerage commissions are payable on such transactions.
    
   
     The  Fund's  primary  policy  is to  execute  all  purchases  and  sales of
portfolio  instruments  at  the  most  favorable  prices  consistent  with  best
execution,  considering all of the costs of the transaction  including brokerage
commissions.  This policy  governs the  selection of brokers and dealers and the
market in which a transaction is executed. Consistent with the foregoing primary
policy,  the Rules of Fair  Practice of the National  Association  of Securities
Dealers, Inc. and such other policies as the Trustees may determine, the Adviser
may  consider  sales  of  shares  of the Fund as a factor  in the  selection  of
broker-dealers to execute the Fund's portfolio transactions.
    
   
     To the extent  consistent with the foregoing,  the Fund will be governed in
the  selection  of  brokers  and  dealers,  and  the  negotiation  of  brokerage
commission  rates and dealer  spreads,  by the  reliability  and  quality of the
services, including primarily the availability and value of research information
and to a lesser  extent  statistical  assistance  furnished to the Adviser,  and
their value and expected  contribution to the performance of the Fund. It is not
possible to place a dollar value on information and services to be received from
brokers and dealers,  since it is only  supplementary to the research efforts of
the  Adviser.  The receipt of  research  information  is not  expected to reduce
significantly  the  expenses  of  the  Adviser.  The  research  information  and
statistical  assistance  furnished  by brokers  and dealers may benefit the Life
Company or other  advisory  clients of the Adviser,  and  conversely,  brokerage
commissions and spreads paid by other advisory clients of the Adviser may result
in research information and statistical  assistance  beneficial to the Fund. The
Fund will not make any commitments to allocate  portfolio  transactions upon any
prescribed  basis.  While the  Adviser  will be  primarily  responsible  for the
allocation of the Fund's brokerage business, their policies and practices of the
Adviser in this regard must be  consistent  with the  foregoing  and will at all

                                       40

<PAGE>

times be subject to review by the Trustees.  For the years ended March 31, 1996,
1995,  and 1994,  no  negotiated  brokerage  commissions  were paid on portfolio
transactions.
    
   
     As permitted by Section 28(e) of the  Securities  Exchange Act of 1934, the
Fund may pay to a broker which provides  brokerage and research  services to the
Fund an amount of disclosed commission in excess of the commission which another
broker would have  charged for  effecting  that  transaction.  This  practice is
subject  to a good  faith  determination  by the  Trustees  that  the  price  is
reasonable  in light of the services  provided and to policies that the Trustees
may adopt from time to time.  During the fiscal year ended March 31,  1996,  the
Fund did not pay  commissions  to compensate  any brokers for research  services
such as industry, economic and company reviews and evaluations of securities.
    
   
     The  Adviser's  indirect  parent,  the Life  Company,  is the indirect sole
shareholder of John Hancock Distributors, Inc. ("Distributors"),  Tucker Anthony
Incorporated   ("Tucker   Anthony")  and  Sutro  &  Company,   Inc.   ("Sutro"),
(collectively  "Affiliated Brokers").  Pursuant to procedures established by the
Trustees and consistent with the above policy of obtaining best net results, the
Fund may execute portfolio  transactions with or through Affiliated Brokers. For
the years  ended  March 31,  1996,  1995 and 1994,  the Fund did not execute any
portfolio transactions with any Affiliated Brokers.
    
   
     Any of the  Affiliated  Brokers  may act as broker for the Fund on exchange
transactions,  subject,  however,  to the  general  policy of the Fund set forth
above and the  procedures  adopted  by the  Trustees  pursuant  to the 1940 Act.
Commissions paid to an Affiliated  Broker must be at least as favorable as those
which the Trustees believe to be  contemporaneously  charged by other brokers in
connection with  comparable  transactions  involving  similar  securities  being
purchased or sold. A transaction  would not be placed with an Affiliated  Broker
if the  Fund  would  have to pay a  commission  rate  less  favorable  than  the
Affiliated Broker's  contemporaneous charges for comparable transactions for its
other most favored, but unaffiliated,  customers,  except for accounts for which
the Affiliated  Broker acts as a clearing broker for another brokerage firm, and
any customers of the Affiliated  Broker not comparable to the Fund as determined
by a majority of the Trustees who are not interested  persons (as defined in the
1940 Act) of the Fund,  the  Adviser  or the  Affiliated  Brokers.  Because  the
Adviser,  which is affiliated with the Affiliated Brokers, has, as an investment
adviser to the Fund, the obligation to provide investment  management  services,
which includes elements of research and related investment skills, such research
and  related  skills will not be used by the  Affiliated  Brokers as a basis for
negotiating commissions at a rate higher than that determined in accordance with
the  above  criteria.  The Fund  will not  effect  principal  transactions  with
Affiliated  Brokers.  The Fund may,  however,  purchase  securities  from  other
members of  underwriting  syndicates  of which  Tucker  Anthony,  Sutro and John
Hancock  Distributors  are members,  but only in accordance  with the policy set
forth above and procedures adopted and reviewed periodically by the Trustees.
    
                                       41

<PAGE>
   
     The  turnover  rate for the Fund for the fiscal years ended March 31, 1994,
1995, and 1996 were 244%, 341%, and 423%,  respectively.  Such rates reflect the
difference between the years' varying market conditions.
    
TRANSFER AGENT SERVICES
   
     John Hancock  Investor  Services  Corporation,  P.O. Box 9116,  Boston,  MA
02205-9116,  a wholly owned  indirect  subsidiary  of the Life  Company,  is the
transfer and dividend  paying agent for the Fund. The Fund pays an annual fee of
$20.00 for each  Class A  shareholder  and $22.50 for each Class B  shareholder,
plus certain out-of-pocket  expenses.  These expenses are aggregated and charged
to the Fund and  allocated  to each class on the basis of the relative net asset
values.
    
CUSTODY OF THE FUND
   
     Portfolio  securities of the Fund are held pursuant to custodian agreements
between  the  Trust on  behalf of the Fund and  Investors  Bank & Trust  Company
("IBT") 24 Federal  Street,  Boston,  Massachusetts  02110.  Under the custodian
agreements, IBT performs custody, portfolio and fund accounting services.
    
INDEPENDENT AUDITORS
   
     The  independent  auditors of the Fund are Ernst & Young LLP, 200 Clarendon
Street,  Boston,  Massachusetts  02116.  Ernst & Young LLP audits and renders an
opinion of the Fund's annual financial statements and prepares the Fund's annual
Federal income tax return.
    









                                       42
<PAGE>

                                   APPENDIX A

The ratings of Moody's Investors Service, Inc. and Standard & Poor's Corporation
represent  their opinions as to the quality of various debt  instruments.  Their
ratings are a generally  accepted  barometer of credit risk. They are,  however,
subject to certain limitations from an investor's  standpoint.  Such limitations
include  the  following:  the  rating of an issue is  heavily  weighted  by past
developments and does not necessarily reflect probable future conditions;  there
is  frequently  a lag between  the time a rating is assigned  and the time it is
updated;  and  there  are  varying  degrees  of  difference  in  credit  risk of
securities in each rating  category.  Therefore,  it should be understood,  that
ratings are not absolute  standards of quality.  Consequently,  debt instruments
with the same maturity,  coupon and rating may have different  yields while debt
instruments of the same maturity and coupon with different  ratings may have the
same yield.

Description of Bond Ratings Moody's Investors Service, Inc.

 Aaa: Bonds which are rated Aaa are judged to be of the best quality. They carry
the smallest  degree of investment  risk and are generally  referred to as "gilt
edge." Interest payments are protected by a large or by an exceptionally  stable
margin and principal is secure. While the various protective elements are likely
to change,  such changes as can be  visualized  are most  unlikely to impair the
fundamentally strong position of such issues.

Aa: Bonds which are rated Aa are judged to be of high quality by all  standards.
Together with the Aaa group they comprise what are generally known as high grade
bonds.  They are rated lower than the best bonds  because  margins of protection
may not be as large as in Aaa securities or fluctuations of protective  elements
may be of greater  amplitude or there may be other  elements  present which make
the long-term risks appear somewhat larger than in Aaa securities.

A: Bonds which are rated A possess many favorable investment  attributes and are
to be considered as upper medium grade  obligations.  Factors giving security to
principal  and interest  are  considered  adequate,  but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Baa: Bonds which are rated Baa are considered as medium grade obligations, i.e.,
they are neither  highly  protected nor poorly  secured.  Interest  payments and
principal  security  appear  adequate  for the present  but  certain  protective
elements may be lacking or may be  characteristically  unreliable over any great
length of time. Such bonds lack outstanding  investment  characteristics  and in
fact have speculative characteristics as well.

Ba:  Bonds  which are rated Ba are judged to have  speculative  elements;  their
future cannot be considered  as well assured.  Often the  protection of interest
and  principal  payments may be very  moderate and thereby not well  safeguarded
during  both  good  and bad  times  over the  future.  Uncertainty  of  position
characterizes bonds in this class.

B: Bonds  which are rated b  generally  lack the  characteristics  of  desirable
investment.  Assurance of interest and principal  payments or of  maintenance of
other terms of the contract over any long period of time may be small.

Caa:  Bonds  which are rated Caa are of poor  standing.  Such  issues  may be in
default or there may be present  elements of danger with respect to principle or
interest.

<PAGE>

Ca: Bonds which are rated Ca represent  obligations  which are  speculative in a
high degree. Such issues are often in default or have other marked shortcomings.

C:  Bonds  which are rated C are the lowest  rated  class of bonds and issues so
rated can be regarded as having  extremely  poor prospects of ever attaining any
real investment standing.

Standard & Poor's Ratings Group

AAA:  Bonds  rated AAA have the higher  rating  assigned  by  Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

AA:  Bonds  rated AA have a very  strong  capacity  to pay  interest  and  repay
principal and differ from the higher rated issues only in small degree.

A:  Bonds  rated  A have a very  strong  capacity  to  pay  interest  and  repay
principal, although they are somewhat more susceptible to the adverse effects of
changes in  circumstances  and  economic  conditions  than bonds in higher rated
categories.

BBB: Bonds rated BBB are regarded as having an adequate capacity to pay interest
and  repay  principal.   Whereas  they  normally  exhibit  adequate   protection
parameters,  adverse  economic  conditions  or changing  circumstances  are more
likely to lead to a weakened  capacity to pay interest and repay  principal  for
bonds in this category than in higher rated categories.

BB, B,  CCC,  CC:  Debt  rated BB, B, CCC and CC is  regarded,  on  balance,  as
predominantly  speculative  with  respect to capacity to pay  interest and repay
principal in  accordance  with the terms of the  obligation.  BB  indicates  the
lowest degree of  speculation  and CC the highest degree of  speculation.  While
such debt will likely have some quality and  protective  characteristics,  these
are  outweighed  by large  uncertainties  or major  risk  exposures  to  adverse
conditions.

C: The rating C is reserved for income bonds on which no interest is being paid.

<PAGE>

                              FINANCIAL STATEMENTS


<PAGE>

                             JOHN HANCOCK BOND FUND

                                     PART C.

                                OTHER INFORMATION


Item 24. Financial Statements and Exhibits

     (a) The financial  statements listed below are included in and incorporated
by  reference  into Part B of the  Registration  Statement  from the 1996 Annual
Report to Shareholders  for the year ended March 31, 1996 (filed  electronically
on  May  22,  1996;   file  nos.   811-03006  and  2-66906;   accession   number
0001010521-96-000080):

     John Hancock Intermediate Maturity Government Fund

     Statement of Assets and  Liabilities as of March 31, 1996.  Statement of
     Operations of the year ended March 31, 1996.
     Statement  of  Changes  in Net  Asset  for each of the two  years in the
     period ended March 31, 1996.
     Notes to Financial Statements.
     Financial  Highlights  for each of the four  years in the  period  ended
     March 31, 1996 and the period ended March 31, 1992.
     Schedule of Investments as of March 31, 1996.
     Report of Independent Auditors.

     (b)  Exhibits:

     The exhibits to this Registration Statement are listed in the Exhibit Index
hereto and are incorporated herein by reference.

Item 25. Persons Controlled by or under Common Control with Registrant

     No person is directly or indirectly  controlled by or under common  control
with Registrant.

Item 26. Number of Holders of Securities

     As of May  10,  1996,  the  number  of  record  holders  of  shares  of the
Registrant was as follows:


          Title of Class                        Number of Record Holders

          Class A Shares -                                1,012
          Class B Shares -                                  791

                                      C-1
<PAGE>

Item 27. Indemnification

     (a)  Indemnification  provisions  relating  to the  Registrant's  Trustees,
officers,  employees and agents is set forth in Article VII of the  Registrant's
By Laws included as Exhibit 2 herein.

     (b) Under Section 12 of the  Distribution  Agreement,  John Hancock  Funds,
Inc.  ("John  Hancock  Funds" ) has agreed to indemnify the  Registrant  and its
Trustees, officers and controlling persons against claims arising out of certain
acts and statements of John Hancock Funds.

     Section 9(a) of the By-Laws of John Hancock Mutual Life  Insurance  Company
("the Insurance Company") provides,  in effect, that the Insurance Company will,
subject to  limitations  of law,  indemnify  each  present and former  director,
officer and employee of the of the Insurance  Company who serves as a Trustee or
officer of the  Registrant at the direction or request of the Insurance  Company
against  litigation  expenses  and  liabilities  incurred  while acting as such,
except  that  such  indemnification  does not  cover any  expense  or  liability
incurred or imposed in connection  with any matter as to which such person shall
be finally  adjudicated not to have acted in good faith in the reasonable belief
that his action was in the best interests of the Insurance Company. In addition,
no such person will be  indemnified  by the Insurance  Company in respect of any
liability or expense  incurred in  connection  with any matter  settled  without
final  adjudication  unless such  settlement  shall have been approved as in the
best interests of the Insurance Company either by vote of the Board of Directors
at a meeting  composed of directors  who have no interest in the outcome of such
vote, or by vote of the  policyholders.  The Insurance  Company may pay expenses
incurred in  defending  an action or claim in advance of its final  disposition,
but only upon receipt of an undertaking by the person  indemnified to repay such
payment if he should be determined not to be entitled to indemnification.

     Article IX of the respective By-Laws of John Hancock Funds and John Hancock
Advisers, Inc.("the Adviser") provide as follows:

"Section  9.01.  Indemnity:  Any person made or threatened to be made a party to
any action,  suit or proceeding,  whether  civil,  criminal,  administrative  or
investigative,  by reason  of the fact  that he is or was at any time  since the
inception  of the  Corporation  a  director,  officer,  employee or agent of the
Corporation  or is or was at any time  since the  inception  of the  Corporation
serving at the request of the  Corporation as a director,  officer,  employee or
agent  of  another  corporation,  partnership,  joint  venture,  trust  or other
enterprise,  shall be indemnified by the Corporation against expenses (including
attorney's fees),  judgments,  fines and amounts paid in settlement actually and
reasonably incurred by him in connection with such action, suit or proceeding if
he acted in good faith and the  liability  was not  incurred  by reason of gross
negligence  or reckless  disregard of the duties  involved in the conduct of his
office, and expenses in connection therewith may be advanced by the Corporation,
all to the full extent authorized by the law."

"Section 9.02. Not Exclusive;  Survival of Rights: The indemnification  provided
by Section 9.01 shall not be deemed  exclusive of any other right to which those
indemnified may be entitled, and shall continue as to a person who has ceased to
be a director,  officer, employee or agent and shall inure to the benefit of the
heirs, executors and administrators of such a person."

                                      C-2

<PAGE>

Insofar as indemnification for liabilities under the Securities Act of 1933 (the
"Act") may be  permitted to Trustees,  officers and  controlling  persons of the
Registrant pursuant to the Registrant's Declaration of Trust and By-Laws of John
Hancock  Funds,  the  Adviser,  or  the  Insurance  Company  or  otherwise,  the
Registrant  has been advised that in the opinion of the  Securities and Exchange
Commission  such  indemnification  is against policy as expressed in the Act and
is,  therefore,  unenforceable.  In the event  that a claim for  indemnification
against  such  liabilities  (other  than the  payment by the  Registrant  in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
Trustee,  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  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether indemnification by it is against public policy
as expressed in the Act and will be governed by the final  adjudication  of such
issue.


Item 28. Business and Other Connections of Investment Advisers

     For information as to the business, profession, vocation or employment of a
substantial  nature  of each  of the  officers  and  Directors  of the  Adviser,
reference is made to Form ADV (801-8124) filed under the Investment Advisers Act
of 1940, which is incorporated herein by reference.

Item 29. Principal Underwriters

     (a) John Hancock Funds acts as principal underwriter for the Registrant and
also serves as principal  underwriter  or distributor of shares for John Hancock
Cash Reserve, Inc., John Hancock Bond Fund, John Hancock Current Interest,  John
Hancock Series,  Inc., John Hancock Tax-Free Bond Fund, John Hancock  California
Tax-Free Income Fund,  John Hancock  Capital  Series,  John Hancock Limited Term
Government  Fund,  John Hancock  Sovereign  Investors  Fund,  Inc., John Hancock
Special Equities Fund, John Hancock Sovereign Bond Fund, John Hancock Tax-Exempt
Series,  John Hancock Strategic Series,  John Hancock Technology  Series,  Inc.,
John  Hancock  World  Fund,  John  Hancock   Investment   Trust,   John  Hancock
Institutional  Series Trust,  Freedom Investment Trust, Freedom Investment Trust
II and Freedom Investment Trust III.

     (b) The  following  table  lists,  for each  director  and  officer of John
Hancock Funds, the information indicated.

                                      C-3
<PAGE>
<TABLE>
<CAPTION>

       Name and Principal                Positions and Offices               Positions and Offices
        Business Address                    with Underwriter                    with Registrant
        ----------------                    ----------------                    ---------------
<S>                                               <C>                                <C>
Edward J. Boudreau, Jr.            Director, Chairman, President and      Trustee, Chairman and Chief
101 Huntington Avenue                   Chief Executive Officer                Executive Officer
Boston, Massachusetts

Robert H. Watts                         Director, Executive Vice                      None
John Hancock Place                   President and Chief Compliance
P.O. Box 111                                    Officer
Boston, Massachusetts

Robert G. Freedman                              Director                       Chairman and Chief
101 Huntington Avenue                                                          Investment Officer
Boston, Massachusetts

Stephen M. Blair                        Executive Vice President                      None
101 Huntington Avenue
Boston, Massachusetts

Thomas H. Drohan                         Senior Vice President             Senior Vice President and
101 Huntington Avenue                                                              Secretary
Boston, Massachusetts

James W. McLaughlin                      Senior Vice President                        None
101 Huntington Avenue                             and
Boston, Massachusetts                   Chief Financial Officer

David A. King                                   Director                              None
101 Huntington Avenue
Boston, Massachusetts

James B. Little                          Senior Vice President             Senior Vice President and
101 Huntington Avenue                                                       Chief Financial Officer
Boston, Massachusetts

                                      C-4
<PAGE>

       Name and Principal                Positions and Offices               Positions and Offices
        Business Address                    with Underwriter                    with Registrant
        ----------------                    ----------------                    ---------------

William S. Nichols                       Senior Vice President                        None
101 Huntington Avenue
Boston, Massachusetts

John A. Morin                        Vice President and Secretary              Vice President
101 Huntington Avenue
Boston, Massachusetts

Susan S. Newton                             Vice President                     Vice President
101 Huntington Avenue                                                      and Compliance Officer
Boston, Massachusetts

Christopher M. Meyer                   Second Vice President and                    None
101 Huntington Avenue                          Treasurer
Boston, Massachusetts

Stephen L. Brown                               Director                             None
John Hancock Place
P.O. Box 111
Boston, Massachusetts

Thomas E. Moloney                              Director                             None
John Hancock Place
P.O. Box 111
Boston, Massachusetts

Jeanne M. Livermore                            Director                             None
John Hancock Place
P.O. Box 111
Boston, Massachusetts

Richard S. Scipione                            Director                            Trustee
John Hancock Place
P.O. Box 111
Boston, Massachusetts

John Goldsmith                                 Director                             None
John Hancock Place
P.O. Box 111
Boston, Massachusetts

                                      C-5

<PAGE>

Richard O. Hansen                              Director                             None
John Hancock Place
P.O. Box 111
Boston, Massachusetts

John M. DeCiccio                               Director                              None
John Hancock Place
P.O. Box 111
Boston, Massachusetts

Foster  L. Aborn                               Director                              None
John Hancock Place
P.O. Box 111
Boston, Massachusetts

David F. D'Alessandro                          Director                              None
John Hancock Place
P.O. Box 111
Boston, Massachusetts

William C. Fletcher                            Director                              None
53 State Street
Boston, Massachusetts

James V. Bowhers                       Executive Vice President                      None
101 Huntington avenue
Boston, Massachusetts

Michael T. Carpenter                     Senior Vice President                       None
1000 Louisiana Street
Houston, Texas

Anthony P. Petrucci                      Senior Vice President                       None
101 Huntington Avenue
Boston, Massachusetts

Charles H. Womack                        Senior Vice President                       None
6501 Americas Parkway
Suite 950
Albuquerque, New Mexico

Keith Harstein                              Vice President                           None
101 Huntington Avenue
Boston, Massachusetts

                                      C-6

<PAGE>

Griselda Lyman                              Vice President                           None
101 Huntington Avenue
Boston, Massachusetts
</TABLE>

     (c) None.

Item 30. Location of Accounts and Records

     The Registrant  maintains the records required to be maintained by it under
     Rules 31a-1 (a), 31a-1(b), and 31a-2(a) under the Investment Company Act of
     1940 at its principal  executive offices at 101 Huntington  Avenue,  Boston
     Massachusetts  02199-7603.  Certain records,  including records relating to
     Registrant's  shareholders  and the physical  possession of its securities,
     may  be  maintained   pursuant  to  Rule  31a-3  at  the  main  offices  of
     Registrant's Transfer Agent and Custodian.

Item 31. Management Services

     Not applicable.

Item 32. Undertakings

     (a) Not applicable

     (b) Not applicable

     (c)  Registrant  hereby  undertakes  to  furnish  each  person  to  whom  a
     prospectus  with respect to a series of the  Registrant is delivered with a
     copy of the  latest  annual  report to  shareholders  with  respect to that
     series upon request and without charge.

     (d)  Registrant  undertakes to comply with Section 16(c) of the  Investment
     Company  Act of 1940,  as amended  which  relates to the  assistance  to be
     rendered to  shareholders  by the Trustees of the  Registrant  in calling a
     meeting of shareholders  for the purpose of voting upon the question of the
     removal of a trustee.


                                      C-7
<PAGE>


                                   SIGNATURES

     Pursuant  to  the  requirements  of the  Securities  Act of  1933  and  the
Investment  Company Act of 1940, the Registrant  certifies that it meets all the
requirements for effectiveness of this Registration  Statement  pursuant to Rule
485(b) under the  Securities  Act of 1933 and has duly caused this  Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,  thereto  duly
authorized,  in the City of Boston and The  Commonwealth of Massachusetts on the
3rd day of June, 1996.

                                                 JOHN HANCOCK BOND FUND


                                                 By:       *
                                                    Edward J. Boudreau, Jr.
                                                    Chairman and Chief Executive
                                                    Officer

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has been signed below by the  following  persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
                Signature                             Title                             Date
                ---------                             -----                             ----
<S>                                                    <C>                                <C>

             *                              Chairman and Chief Executive
Edward J. Boudreau, Jr.                     Officer (Principal Executive Officer)


/s/James B. Little
James B. Little                             Senior Vice President and Chief          June 3, 1996
                                            Financial Officer (Principal
                                            Financial and Accounting Officer)


              *                             Trustee
James F. Carlin


              *                             Trustee
William H. Cunningham


              *                             Trustee
Charles F. Fretz


                                            Trustee
Anne C. Hodsdon


                                      C-8
<PAGE>



                Signature                             Title                             Date
                ---------                             -----                             ----

              *                             Trustee
Charles L. Ladner

              *                             Trustee
Leo E. Linbeck, Jr.

              *                             Trustee
Patricia P. McCarter

              *                             Trustee
Steven R. Pruchansky

              *                             Trustee
Richard S. Scipione


              *                             Trustee
Norman H. Smith


              *
John P. Toolan                              Trustee




*By:     /s/Thomas H. Drohan                                                         June 3, 1996
         --------------------------
         Thomas H. Drohan,
         Attorney-in-Fact
</TABLE>








                                      C-9
<PAGE>

                             JOHN HANCOCK BOND FUND

                               (File No. 2-66906)

                                INDEX TO EXHIBITS


(1)      (a)  Amended and Restated Declaration of Trust.*
         (b)  Amendment to Declaration of Trust.*
         (c)  Amendment to Declaration of Trust dated December 16, 1994.*

(2)      Amended Bylaws.*

(3)      Not Applicable.

(4)      Specimen Share Certificates for Class A Shares and Class B Shares.*

(5)      (a)  Investment Advisory Agreement between John Hancock Advisers, Inc. 
              and the Registrant on behalf of John Hancock Intermediate Maturity
              Government Fund.*

(6)      (a)  Distribution Agreement between John Hancock Broker Distribution 
              Services, Inc. and the Registrant.*

         (b)  Form of Soliciting Dealer Agreement between John Hancock Funds, 
              Inc. and the John Hancock funds.*

         (c)  Form of Financial Institution Sales and Service Agreement between 
              John Hancock Funds, Inc. and the John Hancock funds.*

(7)      Not Applicable.

(8)      Master Custodian Agreement between the John Hancock funds and Investors
         Bank & Trust Company.*

(9)      (a)  Transfer Agency Agreement between John Hancock Investor Services 
              Corporation and the John Hancock funds.*

(10)     Not Applicable.

(11)     Consent of Independent Auditors.+

(12)     Not Applicable.

(13)     Not Applicable.

(14)     Not Applicable.

(15)     (a)  Rule 12b-1 Plans for Class A Shares for John Hancock Intermediate 
              Maturity Government Fund.*

         (b)  Rule 12b-1 Plans for Class B Shares for John Hancock Intermediate 
              Maturity Government Fund.*

<PAGE>

(16)     Schedule of computation of each performance quotation provided in the 
         Registration Statement in response to Item 22.*

(27)     Class A+

(27)     Class B+



*    Previously  filed   electronically   with  Registration   Statement  and/or
     post-effective amendment no. 31 file nos. 811-03006 and 2-66906 on July 17,
     1995, accession number 0000950135-95- 001528.

+    Filed herewith



               CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS


We consent to the reference to our firm under the captions "The Fund's Financial
Highlights"  in the  Class A and  Class B  Shares  prospectus  and  "Independent
Auditors" in the Class A and Class B Shares Statement of Additional  Information
and to the use of our report dated May 10, 1996, on the financial statements and
financial highlights of the John Hancock Intermediate Maturity Government Fund (
the only portfolio  constituting John Hancock Bond Fund) in this  Post-Effective
Amendment Number 33 to Registration Statement (Form N-1A No. 2-66906) dated June
10, 1996.



                                                  /s/ERNST & YOUNG LLP
                                                  ERNST & YOUNG LLP

Boston, Massachusetts
May 31, 1996





<TABLE> <S> <C>


<ARTICLE> 6

<SERIES>
     <NUMBER> 5
     <NAME> JOHN HANCOCK INTERMEDIATE MATURITY GOVERNMENT FUND - A
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          MAR-31-1996
<PERIOD-START>                             APR-01-1995
<PERIOD-END>                               MAR-31-1996
<INVESTMENTS-AT-COST>                       38,581,102
<INVESTMENTS-AT-VALUE>                      38,301,694
<RECEIVABLES>                                  441,967
<ASSETS-OTHER>                                  26,441
<OTHER-ITEMS-ASSETS>                         (288,835)
<TOTAL-ASSETS>                              38,760,675
<PAYABLE-FOR-SECURITIES>                     1,003,073
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      202,156
<TOTAL-LIABILITIES>                          1,205,229
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    37,507,751
<SHARES-COMMON-STOCK>                        2,996,203
<SHARES-COMMON-PRIOR>                        1,323,395
<ACCUMULATED-NII-CURRENT>                        3,180
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        333,135
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     (288,620)
<NET-ASSETS>                                37,555,446
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                            2,304,364
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 299,183
<NET-INVESTMENT-INCOME>                      2,005,181
<REALIZED-GAINS-CURRENT>                       333,135
<APPREC-INCREASE-CURRENT>                    (577,061)
<NET-CHANGE-FROM-OPS>                        1,761,255
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                    1,494,279
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                     36,040,861
<NUMBER-OF-SHARES-REDEEMED>                 20,195,985
<SHARES-REINVESTED>                            535,013
<NET-CHANGE-IN-ASSETS>                      15,100,030
<ACCUMULATED-NII-PRIOR>                         16,337
<ACCUMULATED-GAINS-PRIOR>                    (787,809)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          141,907
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                523,466
<AVERAGE-NET-ASSETS>                        40,925,215
<PER-SHARE-NAV-BEGIN>                             9.79
<PER-SHARE-NII>                                   0.62
<PER-SHARE-GAIN-APPREC>                         (0.08)
<PER-SHARE-DIVIDEND>                              0.64
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               9.69
<EXPENSE-RATIO>                                   0.75
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        


</TABLE>

<TABLE> <S> <C>


<ARTICLE> 6

<SERIES>
     <NUMBER> 6
     <NAME> JOHN HANCOCK INTERMEDIATE MATURITY GOVERNMENT FUND - B
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          MAR-31-1996
<PERIOD-START>                             APR-01-1995
<PERIOD-END>                               MAR-31-1996
<INVESTMENTS-AT-COST>                       38,581,102
<INVESTMENTS-AT-VALUE>                      38,301,694
<RECEIVABLES>                                  441,967
<ASSETS-OTHER>                                  26,441
<OTHER-ITEMS-ASSETS>                         (288,835)
<TOTAL-ASSETS>                              38,760,675
<PAYABLE-FOR-SECURITIES>                     1,003,073
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      202,156
<TOTAL-LIABILITIES>                          1,205,229
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    37,507,751
<SHARES-COMMON-STOCK>                          880,789
<SHARES-COMMON-PRIOR>                          971,446
<ACCUMULATED-NII-CURRENT>                        3,180
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        333,135
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     (288,620)
<NET-ASSETS>                                37,555,446
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                            2,304,364
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 299,183
<NET-INVESTMENT-INCOME>                      2,005,181
<REALIZED-GAINS-CURRENT>                       333,135
<APPREC-INCREASE-CURRENT>                    (577,061)
<NET-CHANGE-FROM-OPS>                        1,761,255
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                    1,494,279
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      2,009,478
<NUMBER-OF-SHARES-REDEEMED>                  3,345,584
<SHARES-REINVESTED>                            329,875
<NET-CHANGE-IN-ASSETS>                      15,100,030
<ACCUMULATED-NII-PRIOR>                         16,337
<ACCUMULATED-GAINS-PRIOR>                    (787,809)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          141,907
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                523,466
<AVERAGE-NET-ASSETS>                        40,925,215
<PER-SHARE-NAV-BEGIN>                             9.79
<PER-SHARE-NII>                                   0.57
<PER-SHARE-GAIN-APPREC>                         (0.10)
<PER-SHARE-DIVIDEND>                              0.57
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               9.69
<EXPENSE-RATIO>                                   1.40
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        


</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission