HANCOCK JOHN VARIABLE LIFE ACCOUNT U
S-6, 2000-12-19
Previous: AVOCA INC, 8-K, 2000-12-19
Next: HANCOCK JOHN VARIABLE LIFE ACCOUNT U, S-6, EX-99.6, 2000-12-19



<PAGE>


As filed with the Securities and Exchange Commission on December 15, 2000
                                             Registration No. 333-_______
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

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

                                    FORM S-6
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933               [X]

                          PRE-EFFECTIVE AMENDMENT NO.               [_]
                         POST-EFFECTIVE AMENDMENT NO.               [_]

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

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U
                             (Exact name of trust)

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY
                              (Name of depositor)

                               JOHN HANCOCK PLACE
                          BOSTON, MASSACHUSETTS 02117
         (Complete address of depositor's principal executive offices)

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

                            RONALD J. BOCAGE, ESQ.
                      JOHN HANCOCK LIFE INSURANCE COMPANY
                       JOHN HANCOCK PLACE, BOSTON, 02117
                (Name and complete address of agent for service)

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

                                    Copy to:
                           THOMAS C. LAUERMAN, ESQ.
                        Freedman, Levy, Kroll & Simonds
                         1050 Connecticut Avenue, N.W.
                            Washington, D.C.  20036

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

Approximate date of proposed public offering: as soon as practicable after the
effective date of this Registration Statement.

Title and amount of securities being registered: interests under flexible
premium variable universal life contracts.

The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
a further amendment which specifically states that this Registration Statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.

<PAGE>

                             CROSS-REFERENCE TABLE

Form N-8B-2 Item                 Caption in Prospectus
----------------                 ---------------------

1, 2                             Cover, The Account and The Series
                                 Fund or Funds, JHVLICO and John
                                 Hancock

3                                Inapplicable

4                                Cover, Distribution of Policies

5,6                              The Account and The Series Fund or
                                 Funds, State Regulation

7, 8, 9                          Inapplicable

10(a),(b),(c),(d),(e)            Policy Provisions and Benefits

10(f)                            Voting Privileges

10(g),(h)                        Changes that JHVLICO
                                 Can Make

10(i)                            Appendix--Other Policy
                                 Provisions, The Account and The
                                 Series Fund or Funds

11, 12                           Summary, The Account and The Series
                                 Fund or Funds, Distribution of
                                 Policies

13                               Charges and expenses,Appendix-
                                 Illustration of Death Benefits,
                                 Account Values, Surrender Values and
                                 Accumulated Premiums

14, 15                           Summary, Distribution of
                                 Policies, Premiums

16                               The Account and The Series Fund or
                                 Funds


17                               Summary, Policy Provisions
                                 and Benefits

18                               The Account and The Series Fund or
                                 Funds, Tax Considerations

19                               Reports

20                               Changes that JHVLICO
                                 Can Make

21, 22                           Policy Provisions and Benefits

<PAGE>

23                               Distribution of Policies

24                               Not Applicable

25                               JHVLICO and John Hancock

26                               Not Applicable

27,28,29,30                      JHVLICO and John Hancock, Board
                                 of Directors and Executive
                                 Officers of JHVLICO

31,32,33,34                      Not Applicable

35                               JHVLICO and John Hancock

37                               Not Applicable

38,39,40,41(a)                   Distribution of Policies,
                                 JHVLICO and John Hancock,
                                 Charges and Expenses

42, 43                           Not Applicable

44                               The Account and The Series Fund or
                                 Funds,Policy Provisions,
                                 Appendix--Illustration of Death
                                 Benefits, Account Values,
                                 Surrender Values and
                                 Accumulated Premiums

45                               Not Applicable

46                               The Account and The Series Fund or
                                 Funds, Policy Provisions,
                                 Appendix--Illustration of Death
                                 Benefits, Account Values,
                                 Surrender Values and
                                 Accumulated Premiums

47                               Not Applicable

48,49,50                         Not Applicable

51                               Policy Provisions and Benefits,
                                 Appendix--Other Policy
                                 Provisions

52                               The Account and The Series Fund or
                                 Funds, Changes that JHVLICO Can Make

53,54,55                         Not Applicable

56,57,58,59                      Not Applicable


<PAGE>

                        PROSPECTUS DATED FEBRUARY 1, 2001

--------------------------------------------------------------------------------
                      MEDALLION VARIABLE UNIVERSAL LIFE EDGE
--------------------------------------------------------------------------------

           a flexible premium variable universal life insurance policy
                                    issued by

             JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY ("JHVLICO")

     The policy provides an investment option with fixed rates of return
     declared by JHVLICO and the following variable investment options:


<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------
VARIABLE INVESTMENT OPTION                                        MANAGED BY
--------------------------                                        ----------
<S>                                                               <C>
  Managed ..................................................      Independence Investment Associates, Inc. and
                                                                   Capital Guardian Trust Company
  Growth & Income ..........................................      Independence Investment Associates, Inc. and
                                                                   Putnam Investment Management, Inc.
  Fidelity VIP Contrafund/(R)/ .............................      Fidelity Management and Research Company
  Equity Index .............................................      State Street Global Advisors
  Large Cap Value ..........................................      T. Rowe Price Associates, Inc.
  American Leaders Large Cap Value .........................      Federated Investment Management Company
  Large Cap Growth .........................................      Independence Investment Associates, Inc.
  Large Cap Aggressive Growth ..............................      Alliance Capital Management L.P.
  Fidelity VIP Growth ......................................      Fidelity Management and Research Company
  AIM V.I. Value ...........................................      A I M Advisors, Inc.
  Janus Aspen Global Technology ............................      Janus Capital Corporation
  Mid Cap Value.............................................      Neuberger Berman, LLC
  Mid Cap Growth ...........................................      Janus Capital Corporation
  Fundamental Growth .......................................      Putnam Investment Management, Inc.
  Real Estate Equity .......................................      Independence Investment Associates, Inc. and
                                                                   Morgan Stanley Dean Witter Investment
                                                                   Management Inc.
  Small/Mid Cap CORE /SM/ ..................................      Goldman Sachs Asset Management
  Small/Mid Cap Growth .....................................      Wellington Management Company, LLP
  Small Cap Equity .........................................      Capital Guardian Trust Company
  Small Cap Growth .........................................      John Hancock Advisers, Inc.
  MFS New Discovery ........................................      MFS Investment Management/(R)/
  Global Balanced ..........................................      Capital Guardian Trust Company
  Janus Aspen Worldwide Growth .............................      Janus Capital Corporation
  Templeton International Securities .......................      Templeton Investment Counsel, Inc.
  International Equity Index ...............................      Independence International Associates, Inc.
  International Opportunities ..............................      T. Rowe Price International, Inc.
  Emerging Markets Equity ..................................      Morgan Stanley Dean Witter Investment Management Inc.
  Short-Term Bond ..........................................      Independence Investment Associates, Inc.
  Bond Index ...............................................      Mellon Bond Associates, LLP
  Active Bond ..............................................      John Hancock Advisers, Inc.
  Core Bond ................................................      Federated Investment Management Company
  Global Bond ..............................................      Capital Guardian Trust Company
  High Yield Bond ..........................................      Wellington Management Company, LLP
  Money Market .............................................      John Hancock Life Insurance Company
-----------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>

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

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

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

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

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

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



                          JHVLICO LIFE SERVICING OFFICE
                          -----------------------------

               Express Delivery                        U.S. Mail
               ----------------                        ---------
             529 Main Street (X-4)                   P.O. Box 111
             Charlestown, MA 02129                  Boston, MA 02117


                             Phone: 1-800-732-5543

                              Fax: 1-617-886-3048

                                       2
<PAGE>

                             GUIDE TO THIS PROSPECTUS

     This prospectus contains information that you should know before you buy a
policy or exercise any of your rights under the policy. However, please keep in
mind that this is a prospectus - - it is not the policy. The prospectus
                                         ---
simplifies many policy provisions to better communicate the policy's essential
features. Your rights and obligations under the policy will be determined by the
language of the policy itself. When you receive your policy, read it carefully.

     This prospectus is arranged in the following way:

     .    The section which follows is called "Basic Information". It contains
          basic information about the policy in a question and answer format.
          You should read the Basic Information before reading any other section
          of the prospectus.

     .    Behind the Basic Information section are illustrations of hypothetical
          policy benefits that help clarify how the policy works. These start on
          page 25.

     .    Behind the illustrations is a section called "Additional Information."
          This section gives more details about the policy. It generally does
          not repeat information contained in the Basic Information section. A
          ---
          table of contents for the Additional Information section appears on
          page 32.

     .    Behind the Additional Information section are the financial statements
          for us and for the Separate Account that we use for this policy. These
          start on page 47.

     .    Finally, there is an Alphabetical Index of Key Words and Phrases at
          the back of the prospectus on page 118.

     After the Alphabetical Index of Key Words and Phrases, this prospectus ends
and the prospectuses for the Trusts begin.

                                       3
<PAGE>

                                BASIC INFORMATION

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

Question                                                    Beginning on page
--------                                                    -----------------

 .What is the policy?...........................................     5

 .Who owns the policy?..........................................     5

 .How can you invest money in the policy?.......................     5

 .Is there a minimum amount you must invest?....................     6

 .How will the value of your investment in the policy
 change over time?.............................................     8

 .What charges will we deduct from your investment in the
 policy?.......................................................     9

 .What charges will the Trusts deduct from your investment
 in the policy?................................................    11

 .What other charges can we impose in the future?. .............    14

 .How can you change your policy's investment allocations? .....    14

 .How can you access your investment in the policy? ............    15

 .How much will we pay when the insured person dies? ...........    17

 .Can you add additional benefit riders?........................    18

 .How can you change your policy's insurance coverage?..........    20

 .Can you cancel your policy after it's issued?.................    21

 .Can you choose the form in which we pay out policy
 proceeds?.....................................................    21

 .To what extent can we vary the terms and conditions of
 the policies in particular cases?.............................    22

 .How will your policy be treated for income tax purposes? .....    23

 .How do you communicate with us?...............................    23

                                       4
<PAGE>

WHAT IS THE POLICY?

     The policy's primary purpose is to provide lifetime protection against
economic loss due to the death of the insured person. If the life insurance
protection is provided under a master group policy, the term "policy" as used in
this prospectus refers to the certificate you will be issued and not to the
master group policy. The value of the amount you have invested under the policy
may increase or decrease daily based upon the investment results of the variable
investment options that you choose. The amount we pay to the policy's
beneficiary if the insured person dies (we call this the "death benefit") may be
similarly affected.

     While the insured person is alive, you will have a number of options under
the policy. Here are some major ones:

     .    Determine when and how much you invest in the various investment
          options

     .    Borrow or withdraw amounts you have in the investment options

     .    Change the beneficiary who will receive the death benefit

     .    Change the amount of insurance

     .    Turn in (i.e., "surrender") the policy for the full amount of its
          surrender value

     .    Choose the form in which we will pay out the death benefit or other
          proceeds

     Most of these options are subject to limits that are explained later in
this prospectus.

WHO OWNS THE POLICY?

     That's up to the person who applies for the policy. The owner of the policy
is the person who can exercise most of the rights under the policy, such as the
right to choose the investment options or the right to surrender the policy. In
many cases, the person buying the policy is also the person who will be the
owner. However, the application for a policy can name another person or entity
(such as a trust) as owner. Whenever we've used the term "you" in this
prospectus, we've assumed that the reader is the person who has whatever right
or privilege is being discussed. There may be tax consequences if the owner and
the insured person are different, so you should discuss this issue with your tax
adviser.

HOW CAN YOU INVEST MONEY IN THE POLICY?

Premium Payments

     We call the investments you make in the policy "premiums" or "premium
payments". The amount we require as your first premium depends upon the
specifics of your policy and the insured person. Except as noted below, you can
make any other premium payments you wish at any time. That's why the policy is
called a "flexible premium" policy.

                                       5
<PAGE>

Maximum premium payments

     Federal tax law limits the amount of premium payments you can make relative
to the amount of your policy's insurance coverage. We will not knowingly accept
any amount by which a premium payment exceeds the maximum. If you exceed certain
other limits, the law may impose a penalty on amounts you take out of your
policy. More discussion of these tax law requirements begins on page 40. Also,
we may refuse to accept any amount of an additional premium if:

     .    that amount of premium would increase our insurance risk exposure, and

     .    the insured person doesn't provide us with adequate evidence that he
          or she continues to meet our requirements for issuing insurance.

In no event, however, will we refuse to accept any premium necessary to prevent
the policy from terminating or to keep the guaranteed death benefit feature in
effect.

Ways to pay premiums

     If you pay premiums by check or money order, they must be drawn on a U.S.
bank in U.S. dollars and made payable to "John Hancock Variable Life Insurance
Company." Premiums after the first must be sent to the JHVLICO Life Servicing
Office at the appropriate address shown on page 2 of this prospectus.

     We will also accept premiums:

     .    by wire or by exchange from another insurance company,

     .    via an electronic funds transfer program (any owner interested in
          making monthly premium payments must use this method), or
                 -------

     .    if we agree to it, through a salary deduction plan with your employer.

You can obtain information on these other methods of premium payment by
contacting your JHVLICO representative or by contacting the JHVLICO Life
Servicing Office.

IS THERE A MINIMUM AMOUNT YOU MUST INVEST?

Planned Premiums

     The Policy Specifications page of your policy will show the "Planned
Premium" for the policy. You choose this amount in the policy application. You
will also choose how often to pay premiums-- annually, semi-annually, quarterly
or monthly. The premium reminder notice we send you is based on the amount and
period you choose. However, payment of Planned Premiums is not necessarily
required. You need only invest enough to keep the policy in force (see
"Guaranteed death benefit feature" on page 7 and "Lapse and reinstatement" on
page 8).

                                       6
<PAGE>

Guaranteed death benefit feature

     This feature guarantees that your Basic Sum Insured will not terminate
(i.e., "lapse"), regardless of adverse investment performance, if on each "grace
period testing date" the amount of cumulative premiums you have paid (less all
withdrawals from the policy and all outstanding loans) equals or exceeds the sum
of all Guaranteed Death Benefit Premium ("GDB Premium") due to date. For the
first 5 policy years, the same applies to any amount of Additional Sum Insured.
If the Guaranteed Death Benefit test is not satisfied on any grace period
testing date, the guaranteed death benefit feature will not be "in effect" on
that date. We currently test on a quarterly basis, but reserve the right to test
on each monthly deduction date. (The term "monthly deduction date" is defined on
page 35 under "Procedures for issuance of a policy".)

     Your policy will show three types of GDB Premium (or such other types as
permitted by your state):

     .    5 Year GDB Premium - This is used on each grace period testing date
          until the 5th policy anniversary. The total GDB Premium that is "due
          to date" on any grace period testing date during this period is equal
          to the 5 Year GDB Premium times the number of elapsed policy months
          from the policy's date of issue through the grace period testing date.

     .    Age 65/10 Year GDB Premium - This is used on each grace period testing
          date that occurs on and after the 5th policy anniversary until the
          later of (i) the policy anniversary nearest the insured person's 65th
          birthday or (ii) the 10th policy anniversary. The total GDB Premium
          that is "due to date" on any grace period testing date during this
          period is equal to the Age 65/10 Year GDB Premium times the number of
          elapsed policy months from the policy's date of issue through the
          grace period testing date.

     .    Age 100 GDB Premium - This is used on each grace period testing date
          that occurs on and after the policy anniversary nearest the insured
          person's 65th birthday (or, if later, the 10th policy anniversary)
          until the policy anniversary nearest the insured person's 100th
          birthday. The total GDB Premium that is "due to date" on any grace
          period testing date during this period is equal to the Age 100 GDB
          Premium times the number of elapsed policy months from the policy's
          date of issue through the grace period testing date.

     The Age 100 GDB Premium is higher than the Age 65/10 Year GDB Premium which
in turn is higher than the 5 Year GDB Premium, but none of them will ever be
greater than the so-called "guideline premium" for the policy as defined in
Section 7702 of the Internal Revenue Code.

     For the first 5 policy years, the guaranteed death benefit feature applies
to both the Basic Sum Insured and Additional Sum Insured then in effect. On the
5th policy anniversary and thereafter, the guaranteed death benefit feature
applies only to the Basic Sum Insured in effect when we issue the policy and
does not apply to any amount of Additional Sum Insured. In any policy year, the
guaranteed death benefit feature will cease to be in effect if you increase the
Basic Sum Insured (see "How much will we pay when the insured person dies?" on
page 17). The amount of the Basic Sum Insured that is guaranteed will be reduced
to the extent that we

                                        7
<PAGE>

pay it to you under a Living Care Benefit Rider while the insured is living (see
"Can you add additional benefit riders?" on page 18). If there are monthly
charges that remain unpaid because of this feature, we will deduct such charges
when there is sufficient surrender value to pay them.

     If an insufficient amount of GDB Premium has been paid on a grace period
testing date, and your policy would lapse for failure to pay charges then due,
we will provide you with a notification as described in the next section, "Lapse
and reinstatement".

Lapse and reinstatement

     Either your entire policy or the Additional Sum Insured portion of your
Total Sum Insured can lapse for failure to pay charges due under the policy.
During the first 5 policy years, there can be no lapse of any kind if the
guaranteed death benefit feature is in effect. If the guaranteed death benefit
feature is in effect after the 5th policy year, the Additional Sum Insured and
any additional benefit riders (unless otherwise stated therein) will be in
default and may lapse if the policy's surrender value is not sufficient to pay
the charges on a grace period testing date. If the guaranteed death benefit
feature is not in effect, the entire policy will be in default and may lapse if
the policy's surrender value is not sufficient to pay the charges on a grace
period testing date. In either case, we will notify you of how much you will
need to pay to keep the Additional Sum Insured or the policy in force. You will
have a 61 day "grace period" to make these payments. If you pay these amounts
during the grace period, you may also continue the guaranteed death benefit
feature by paying the necessary amount of GDB Premiums.

     If you don't pay at least the required amount by the end of the grace
period, the Additional Sum Insured and any additional benefit riders (unless
otherwise stated therein) or your policy, as the case may be, will lapse. If
your policy lapses, all coverage under the policy will cease. Even if the policy
or the Additional Sum Insured terminates in this way, you can still reactivate
(i.e., "reinstate") it within 3 years from the beginning of the grace period.
You will have to provide evidence that the insured person still meets our
requirements for issuing coverage. You will also have to pay a minimum amount of
premium and be subject to the other terms and conditions applicable to
reinstatements, as specified in the policy. If the guaranteed death benefit is
not in effect and the insured person dies during the grace period, we will
deduct any unpaid monthly charges from the death benefit. During a grace period,
you cannot make a partial withdrawal or policy loan.

HOW WILL THE VALUE OF YOUR INVESTMENT IN THE POLICY CHANGE OVER TIME?

     From each premium payment you make, we deduct the charges described under
"Deductions from premium payments" below. We invest the rest in the investment
options you've elected. Special investment rules apply to premiums processed
prior to the 20th day after your policy becomes effective. (See "Commencement of
investment performance" beginning on page 35.)

     Over time, the amount you've invested in any variable investment option
will increase or decrease the same as if you had invested the same amount
directly in the corresponding fund of the Trust and had reinvested all fund
dividends and distributions in additional fund shares;

                                       8
<PAGE>

except that we will deduct certain additional charges which will reduce your
account value. We describe these charges under "What charges will we deduct from
your investment in the policy?" below.

     The amount you've invested in the fixed investment option will earn
interest at a rate we declare from time to time. We guarantee that this rate
will be at least 4%. If you want to know what the current declared rate is, just
call or write to us. The current declared rate will also appear in the annual
statement we will send you. Amounts you invest in the fixed investment option
will not be subject to the asset-based risk charge described on page 10.
Otherwise, the charges applicable to the fixed investment option are the same as
those applicable to the variable investment options.

     At any time, the "account value" of your policy is equal to:

     .    the amount you invested,

     .    plus or minus the investment experience of the investment options
          you've chosen,

     .    minus all charges we deduct, and

     .    minus all withdrawals you have made.

If you take a loan on the policy, however, your account value will be computed
somewhat differently. This is discussed beginning on page 37.

WHAT CHARGES WILL WE DEDUCT FROM YOUR INVESTMENT IN THE POLICY?

Deductions from premium payments

 .    Tax charge - A charge to cover state premium taxes we currently expect to
     ----------
     pay, on average, and the increased Federal income tax burden that we
     currently expect will result from receipt of premiums. This charge is
     currently 3.60% of each premium.

 .    Premium sales charge - A charge to help defray our sales costs. The charge
     --------------------
     is 4% of the premium you pay in policy years 1 - 5 and 3% of the premium
     you pay in policy years 6 and thereafter. We currently intend to stop
     making this charge on premiums received after the 10th policy year, but
     this is not guaranteed. Because policies of this type were first offered
     for sale in the year 2001, no termination of this charge has yet occurred.

Deductions from account value

 .    Issue charge - A monthly charge to help defray our sales and administrative
     ------------
     costs. The charge is a percentage of the "Target Premium" and will be the
     same regardless of the amount of premium actually paid. The Target Premium
     is determined at the time the policy is issued and appears in the "Policy
     Specifications" section of the policy. In general, the greater the
     proportion of Additional Sum Insured at issue, the lower the

                                        9
<PAGE>

     Target Premium. The percentage will vary by the gender, issue age and risk
     class of the insured person, the death benefit option selected and the
     duration of the policy.

 .    Administrative charge - A monthly charge to help defray our administrative
     ---------------------
     costs. This is a flat dollar charge of up to $31 (currently $29) during the
     first policy year and up to $11 (currently $9) during policy years 2 and
     thereafter.

 .    Insurance charge - A monthly charge for the cost of insurance. To determine
     ----------------
     the charge, we multiply the amount of insurance for which we are at risk by
     a cost of insurance rate. The rate is derived from an actuarial table and
     the ratio of Basic Sum Insured to Additional Sum Insured on the date we
     issue your policy. The table in your policy will show the maximum cost of
     insurance rates. The cost of insurance rates that we currently apply are
     generally less than the maximum rates. We will review the cost of insurance
     rates at least every 5 years and may change them from time to time.
     However, those rates will never be more than the maximum rates shown in the
     policy. The table of rates we use will depend on the insurance risk
     characteristics and (usually) gender of the insured person, the Total Sum
     Insured and the length of time the policy has been in effect. Regardless of
     the table used, cost of insurance rates generally increase each year that
     you own your policy, as the insured person's attained age increases. (The
     insured person's "attained age" on any date is his or her age on the
     birthday nearest that date.) We currently apply three "bands" of insurance
     rates, based on a policy's Total Sum Insured (excluding any Premium Cost
     Recovery Benefit) on the date of issue, but continuation of that practice
     is not guaranteed. The lowest band of rates is for policies of $1 million
     or more, next lower for policies between $250,000 to $999,999, and the
     highest band is for policies between $100,000 to $249,999. The insurance
     charge for death benefit Option B will tend to be higher than the insurance
     charge for death benefit Option A (see "How much will we pay when the
     insured person dies?" on page 17).

 .    Extra mortality charge - A monthly charge specified in your policy for
     ----------------------
     additional mortality risk if the insured person is subject to certain types
     of special insurance risk.

 .    Asset-based risk charge - A monthly charge for mortality and expense risks
     -----------------------
     we assume. The charge is a percentage of that portion of your account value
     allocated to variable investment options. The current percentage on the
     first $25,000 of account value allocated to variable investment options is
     .067%. We guarantee that this percentage will never exceed .067%. The
     current percentages on the account value allocated to the variable
     investment options in excess of $25,000 are 0.067 for policy years 1
     through 5, 0.021% for policy years 6 through 10, 0.013% for policy years 11
     through 15, and .004% for policy years 16 and thereafter. We guarantee that
     these percentages will never exceed .067 % for policy years 1 through 5 and
     .033% for policy years 6 and thereafter. This charge does not apply to the
     fixed investment option.

 .    Optional benefits charge - Monthly charges for certain optional insurance
     ------------------------
     benefits added to the policy by means of a rider. Some of the riders we
     currently offer are described under "Can you add additional benefit
     riders?" on page 18.

 .    ASI reduction charge - A charge we deduct if you decrease the Additional
     --------------------
     Sum Insured during the first 20 policy years. A table in your policy will
     state the maximum rate for the charge per $1,000 of Additional Sum Insured
     surrendered, based on the insured

                                       10
<PAGE>

     person's issue age, insurance risk characteristics and (usually) gender.
     The rates are shown in the policy and generally range from less than $1 per
     $1,000 for issue age 40 or less, and increase for issue ages thereafter, to
     over $10 per $1,000 for issue ages after 70. We do not deduct this charge
     if the Additional Sum Insured is reduced because of a withdrawal of
     surrender value or surrender of the policy.

 .    Contingent deferred sales charge ("CDSC") - A charge we deduct if the
     -----------------------------------------
     policy lapses or is surrendered within the first 10 policy years. We deduct
     this charge to compensate us for sales expenses that we would otherwise not
     recover in the event of early lapse or surrender. The charge is a
     percentage of the premiums we received in the first policy year that do not
     exceed the first year Target Premium, as shown in the following table:

  POLICY YEAR(S)              PERCENTAGE OF FIRST YEAR TARGET PREMIUM
  --------------              ---------------------------------------

      1-3                                         100%

      4-6                                         95%

      7                                           90%

      8                                           70%

      9                                           40%

      10 and later                                 0%

     The above table applies only if the insured person is less than attained
     age 45 at issue. For older issue ages, the maximum is reached earlier and
     the percentage may decrease to zero in fewer than 10 policy years.
     Regardless of issue age, there is a further limitation on the CDSC that can
     be charged if surrender or lapse occurs in the second policy year.

 .    Partial withdrawal charge - A charge for each partial withdrawal of account
     -------------------------
     value to compensate us for the administrative expenses of processing the
     withdrawal. The charge is equal to the lesser of $20 or 2% of the
     withdrawal amount.

WHAT CHARGES WILL THE TRUSTS DEDUCT FROM YOUR INVESTMENT IN THE POLICY?

     The Trusts must pay investment management fees and other operating
expenses. These fees and expenses are different for each fund and reduce the
investment return of each fund. Therefore, they also indirectly reduce the
return you will earn on any variable investment options you select. We may
receive payments from a fund or its affiliates at an annual rate of up to
approximately 0.25% of the average net assets that holders of our variable life
insurance policies and variable annuity contracts have invested in that fund.
Any such payments do not, however, result in any charge to you in addition to
what is disclosed below.

     The following figures for the funds are based on historical fund expenses,
as a percentage (rounded to two decimal places) of each fund's average daily net
assets for 1999, except as indicated in the Notes appearing at the end of this
table. Expenses of the funds are not fixed or specified under the terms of the
policy, and those expenses may vary from year to year.

                                       11
<PAGE>

<TABLE>
<CAPTION>
                                          Investment  Distribution and  Other Operating  Total Fund   Other Operating
                                          Management      Service        Expenses With   Operating     Expenses Absent
Fund Name                                     Fee       (12b-1) Fees     Reimbursement    Expenses      Reimbursement
---------                                 ----------  ----------------  ---------------  ----------  ------------------
<S>                                       <C>         <C>               <C>              <C>         <C>
JOHN HANCOCK VARIABLE SERIES TRUST I
 (NOTE 1):
Managed................................     0.67%           N/A              0.03%         0.70%           0.03%
Growth & Income .......................     0.67%           N/A              0.03%         0.70%           0.03%
Equity Index...........................     0.14%           N/A              0.00%         0.14%           0.08%
American Leaders Large Cap Value.......     0.80%           N/A              0.10%         0.90%            N/A
Large Cap Growth.......................     0.36%           N/A              0.03%         0.39%           0.03%
Large Cap Aggressive Growth............     0.98%           N/A              0.10%         1.08%           0.19%
Mid Cap Value..........................     0.80%           N/A              0.10%         0.90%           0.12%
Mid Cap Growth ........................     0.82%           N/A              0.10%         0.92%           0.11%
Fundamental Growth *...................     0.90%           N/A              0.10%         1.00%           0.24%
Real Estate Equity.....................     1.01%           N/A              0.10%         1.11%           0.10%
Small/Mid Cap CORE /SM/................     0.80%           N/A              0.10%         0.90%           0.66%
Small/Mid Cap Growth...................     0.75%           N/A              0.10%         0.85%           0.10%
Small Cap Equity *.....................     0.90%           N/A              0.10%         1.00%           0.16%
Small Cap Growth.......................     0.75%           N/A              0.10%         0.85%           0.14%
Global Balanced *......................     1.05%           N/A              0.10%         1.15%           0.46%
International Equity Index.............     0.16%           N/A              0.10%         0.26%           0.22%
International Opportunities............     0.87%           N/A              0.10%         0.97%           0.29%
Emerging Markets Equity................     1.27%           N/A              0.10%         1.37%           2.17%
Short-Term Bond........................     0.30%           N/A              0.10%         0.40%           0.13%
Bond Index.............................     0.15%           N/A              0.10%         0.25%           0.20%
Active Bond *..........................     0.61%           N/A              0.03%         0.64%           0.03%
Core Bond..............................     0.70%           N/A              0.10%         0.80%            N/A
Global Bond............................     0.85%           N/A              0.10%         0.95%           0.15%
High Yield Bond........................     0.65%           N/A              0.10%         0.75%           0.39%
Money Market...........................     0.25%           N/A              0.06%         0.31%           0.06%

AIM VARIABLE INSURANCE FUNDS, INC.:
AIM V.I. Value.........................     0.61%           N/A              0.15%         0.76%           0.15%

VARIABLE INSURANCE PRODUCTS FUND -
 SERVICE CLASS (NOTE 2):
Fidelity VIP Growth....................     0.58%          0.10%             0.07%         0.75%           0.09%

VARIABLE INSURANCE PRODUCTS FUND II -
 SERVICE CLASS  (NOTE 2):
Fidelity VIP Contrafund/(R)/...........     0.58%          0.10%             0.07%         0.75%           0.10%

FRANKLIN TEMPLETON VARIABLE INSURANCE
 PRODUCTS TRUST - CLASS 2 SHARES (NOTE
 3):
Templeton International Securities.....     0.69%          0.25%             0.19%         1.13%           0.19%

JANUS ASPEN SERIES - SERVICE SHARES
 CLASS  (NOTE 4):
Janus Aspen Global Technology..........     0.65%          0.25%             0.13%         1.03%           0.13%
Janus Aspen Worldwide Growth...........     0.65%          0.25%             0.05%         0.95%           0.05%

MFS VARIABLE INSURANCE TRUST
    (NOTE 5):
MFS New Discovery......................     0.90%           N/A              0.17%         1.07%           1.59%
</TABLE>

                                      12
<PAGE>

NOTES TO FUND EXPENSE TABLE

     (1)  John Hancock Variable Series Trust I funds' percentages for "other
          fund expenses" are based on the allocation methodology and expense
          reimbursement policy adopted April 23, 1999, and are calculated as if
          that allocation methodology and expense reimbursement policy had been
          in effect for all of 1999. Under the expense reimbursement policy,
          John Hancock Life Insurance Company voluntarily reimburses a fund when
          the fund's "other fund expenses" exceed 0.10% of the fund's average
          daily net assets (0.00% for Equity Index). All percentages for the
          American Leaders Large Cap Value Fund and the Core Bond Fund are
          estimates for the current fiscal year because the funds were not in
          operation in 1999. Shareholders of the Managed, Growth & Income,
          Fundamental Growth, Real Estate Equity, Small Cap Equity, Global
          Balanced, Active Bond, and Global Bond funds have approved new
          management fee schedules, which apply to those funds effective
          November 1, 2000. The investment management fee percentages for each
          of those funds are calculated as if those new fee schedules had been
          in effect for all of 1999. The investment management fee percentages
          for all other funds reflect the investment management fees that were
          actually payable for 1999.

     *    Fundamental Growth was formerly "Fundamental Mid Cap Growth", Small
          Cap Equity was formerly "Small Cap Value", Global Balanced was
          formerly "International Balanced" and Active Bond was formerly
          "Sovereign Bond".

          " CORE /SM"/ IS A SERVICE MARK OF GOLDMAN, SACHS & CO.

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

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

     (4)  The percentages for the new Service Shares Class of the Janus Aspen
          Global Technology Fund and the Janus Aspen Worldwide Growth Fund are
          estimates because the Service Shares Class was not in operation in
          1999. All such estimates have been made without regard to the effect
          of any expense offset arrangements.

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

                                       13
<PAGE>

WHAT OTHER CHARGES COULD WE IMPOSE IN THE FUTURE?

     Except for the tax charge deducted from premium payments, we currently make
no charge for our Federal income taxes. However, if we incur, or expect to
incur, income taxes attributable to any subaccount of the Account or this class
of policies in future years, we reserve the right to make a charge for such
taxes. Any such charge would reduce what you earn on any affected investment
options. However, we expect that no such charge will be necessary.

     We also reserve the right to increase the tax charge in order to correspond
with changes in the state premium tax levels or in the Federal income tax
treatment of the deferred acquisition costs for this type of policy.

     Under current laws, we may incur state and local taxes (in addition to
premium taxes) in several states. At present, these taxes are not significant.
If there is a material change in applicable state or local tax laws, we may make
charges for such taxes.

HOW CAN YOU CHANGE YOUR POLICY'S INVESTMENT ALLOCATIONS?

Future premium payments

     At any time, you may change the investment options in which future premium
payments will be invested. You make the original allocation in the application
for the policy. The percentages you select must be in whole numbers and must
total 100%.

Transfers of existing account value

     You may also transfer your existing account value from one investment
option to another. To do so, you must tell us how much to transfer, either as a
whole number percentage or as a specific dollar amount. Without our approval,
the maximum amount you may transfer to or from any investment option in any
policy year is $1,000,000.

     Under our current rules, you can make transfers out of any variable
investment option anytime you wish. However, we reserve the right to impose
limits on the number and frequency of transfers into or out of variable
investment options and to impose a charge of up to $25 for any transfer beyond
an annual limit (which will not be less than 12).

     Transfers out of the fixed investment option are currently subject to the
following restrictions:

 .    You can only make such a transfer once in each policy year.

 .    The most you can transfer at any one time is the greater of $500 or 20% of
     the assets in your fixed investment option.

     We reserve the right to impose limits on:

 .    the minimum amount of each transfer out of the fixed investment option; and

 .    the maximum amount of any transfer into the fixed investment option after
     the second policy year.

                                       14
<PAGE>

Dollar cost averaging

     This is a program of automatic monthly transfers out of the Money Market
investment option into one or more of the other variable investment options. You
choose the investment options and the dollar amount and timing of the transfers.
The program is designed to reduce the risks that result from market
fluctuations. It does this by spreading out the allocation of your money to
investment options over a longer period of time. This allows you to reduce the
risk of investing most of your money at a time when market prices are high.
Obviously, the success of this strategy depends on market trends and is not
guaranteed.

Asset Rebalancing

     This is a program that automatically re-sets the percentage of your account
value allocated to the variable investment options. Over time, the variations in
the investment results for each variable investment option you've elected will
shift the percentage allocations among them. The rebalancing program will
periodically transfer your account value among the variable investment options
to reestablish the preset percentages you have chosen. Rebalancing would usually
result in transferring amounts from a variable investment option with relatively
higher investment performance since the last rebalancing to one with relatively
lower investment performance. However, rebalancing can also result in
transferring amounts from a variable investment option with relatively lower
current investment performance to one with relatively higher current investment
performance. Rebalancing and dollar cost averaging cannot be in effect at the
same time.

HOW CAN YOU ACCESS YOUR INVESTMENT IN THE POLICY?

Full surrender

     You may surrender your policy in full at any time. If you do, we will pay
you the account value, less any policy loans and less any CDSC charge that then
applies. This is called your "surrender value." You must return your policy when
you request a full surrender.

Partial withdrawals

     You may make a partial withdrawal of your surrender value at any time after
the first policy year. Each partial withdrawal must be at least $1,000. There is
a charge (usually $20) for each partial withdrawal. We will automatically reduce
the account value of your policy by the amount of the withdrawal and the related
charge. Unless we agree otherwise, each investment option will be reduced in the
same proportion as the account value is then allocated among them. We will not
permit a partial withdrawal if it would cause your surrender value to fall below
3 months' worth of monthly charges (see "Deductions from account value" on page
9). We also reserve the right to refuse any partial withdrawal that would cause
the policy's Total Sum Insured to fall below $100,000, or the policy's Basic Sum
Insured to fall below $100,000. Under the Option A death benefit, the reduction
of your account value occasioned by a partial withdrawal could cause the minimum
insurance amount to become less than your Total Sum Insured (see "How much will
we pay when the insured person dies?" on page 17). If that happens, we will

                                       15
<PAGE>

automatically reduce your Total Sum Insured. The calculation of that reduction
is explained in the policy, and will be implemented by first reducing any
Additional Sum Insured in effect. If the reduction in Total Sum Insured would
cause your policy to fail the Internal Revenue Code's definition of life
insurance, we will not permit the partial withdrawal.

Policy loans

     You may borrow from your policy at any time by completing a form
satisfactory to us or, if the telephone transaction authorization form has been
completed, by telephone. The maximum amount you can borrow is determined as
follows:

     .    We first determine the surrender value of your policy.

     .    We then subtract an amount equal to 12 times the monthly charges then
          being deducted from account value.

     .    We then multiply the resulting amount by.75% in policy years 1 through
          10, .50% in policy years 11 through 20, and 0% thereafter (although we
          reserve the right to increase the percentage after policy year 20 to
          as much as .25%).

     .    We then subtract the third item above from the result of the second
          item above.

     The minimum amount of each loan is $300. The interest charged on any loan
is an effective annual rate of 4.75% in the first 10 policy years, 4.50% in
policy years 11 through 20, and 4.0% thereafter. However, we reserve the right
to increase the percentage after policy year 20 to as much as 4.25%. Accrued
interest will be added to the loan daily and will bear interest at the same rate
as the original loan amount. The amount of the loan is deducted from the
investment options in the same proportion as the account value is then allocated
among them and is placed in a special loan account. This special loan account
will earn interest at an effective annual rate of 4.0%. However, if we determine
that a loan will be treated as a taxable distribution because of the
differential between the loan interest rate and the rate being credited on the
special loan account, we reserve the right to decrease the rate credited on the
special loan account to a rate that would, in our reasonable judgement, result
in the transaction being treated as a loan under Federal tax law.

     You can repay all or part of a loan at any time. Unless we agree otherwise,
each repayment will be allocated among the investment options as follows:

     .    The same proportionate part of the loan as was borrowed from the fixed
          investment option will be repaid to the fixed investment option.

     .    The remainder of the repayment will be allocated among the investment
          options in the same way a new premium payment would be allocated.

If you want a payment to be used as a loan repayment, you must include
instructions to that effect. Otherwise, all payments will be assumed to be
premium payments.

                                       16
<PAGE>

HOW MUCH WILL WE PAY WHEN THE INSURED PERSON DIES?

     In your application for the policy, you will tell us how much life
insurance coverage you want on the life of the insured person. This is called
the "Total Sum Insured" of insurance. Total Sum Insured is composed of the Basic
Sum Insured and any Additional Sum Insured you elect. The maximum amount of
Additional Sum Insured you can have when we issue the policy is generally
limited to 400% of the Basic Sum Insured. The application may also give you the
option of electing among various patterns of scheduled increases in Additional
Sum Insured. There are a number of factors you should consider in determining
whether to elect coverage in the form of Basic Sum Insured or in the form of
Additional Sum Insured. These factors are discussed under "Basic Sum Insured vs.
Additional Sum Insured" on page 35.

     When the insured person dies, we will pay the death benefit minus any
outstanding loans. There are two ways of calculating the death benefit. You
choose which one you want in the application. The two death benefit options are:

     .    Option A - The death benefit will equal the greater of (1) the Total
          Sum Insured or (2) the minimum insurance amount under the "guideline
          premium and cash value corridor test" or under the "cash value
          accumulation test" (as described below).

     .    Option B - The death benefit will equal the greater of (1) the Total
          Sum Insured amount plus your policy's account value on the date of
          death, or (2) the minimum insurance amount under the "guideline
          premium and cash value corridor test".

     For the same premium payments, the death benefit under Option B will tend
to be higher than the death benefit under Option A. On the other hand, the
monthly insurance charge will be higher under Option B to compensate us for the
additional insurance risk. Because of that, the account value will tend to be
higher under Option A than under Option B for the same premium payments.

The minimum insurance amount

     In order for a policy to qualify as life insurance under Federal tax law,
there has to be a minimum amount of insurance in relation to account value.
There are two tests that can be applied under Federal tax law - -the "guideline
premium and cash value corridor test" and the "cash value accumulation test."
When you elect the Option A death benefit, you must elect which test you wish to
have applied. If you elect the Option B death benefit, the guideline premium and
cash value corridor test will automatically be applied. Under the guideline
premium and cash value corridor test, we compute the minimum insurance amount
each business day by multiplying the account value on that date by the so-called
"corridor factor" applicable on that date. The corridor factors are derived by
applying the "guideline premium and cash value corridor test." The corridor
factor starts out at 2.50 for ages at or below 40 and decreases as attained age
increases, reaching a low of 1.0 at age 95. A table showing the factor for each
age will appear in the policy. Under the cash value accumulation test, we
compute the minimum insurance amount each business day by multiplying the
account value on that date by

                                       17
<PAGE>

the so-called "death benefit factor" applicable on that date. The death benefit
factors are derived by applying the "cash value accumulation test." The death
benefit factor decreases as attained age increases. A table showing the factor
for each age will appear in the policy.

     As noted above, you have to elect which test will be applied if you elect
the Option A death benefit. The cash value accumulation test may be preferable
if you want an increasing death benefit in later policy years and/or want to
fund the policy at the "7 pay" limit for the full 7 years (see "Tax
Considerations" beginning on page 40). The guideline premium and cash value
corridor test may be preferable if you want the account value under the policy
to increase without increasing the death benefit as quickly as might otherwise
be required.

When the insured person reaches 100

     On the policy anniversary nearest the insured person's 100th birthday, the
death benefit will become equal to the account value on the date of death. Death
benefit Options A and B (as described above) will cease to apply. Also, we will
stop deducting any monthly charges (other than the asset-based risk charge) and
will stop accepting any premium payments.

     In the next section, we describe an optional Age 100 Waiver of Charges
Rider that provides for continuation of the Total Sum Insured after the insured
person reaches 100.

CAN YOU ADD ADDITIONAL BENEFIT RIDERS?

     When you apply for a policy, you can request any of the additional benefit
riders that we then make available. Availability and rider benefits may vary by
state. Charges for the selected rider will generally increase the monthly
deductions from your policy's account value. We may change the rates of these
charges, but not above the maximum amounts that will be stated in the Policy
Specifications page of your policy. Charges for the Long-Term Care Acceleration
Rider, as described below, may be considered a "distribution" for federal income
tax purposes (see "Tax considerations," beginning on page 40). Our rules and
procedures will govern eligibility for the riders, or any changes to these
benefits. Each rider contains specific details that you should review if you
desire to choose the additional benefit. We may add to, delete from, or modify
the following list of additional benefit riders:

 .    Disability Waiver of Charges Rider - Provides for the waiver of monthly
     deductions if the insured person becomes totally and permanently disabled,
     as defined in the rider, prior to age 60. If the insured person becomes
     totally and permanently disabled after age 60, monthly deductions are only
     waived until age 65. Benefits under this rider do not reduce the Guaranteed
     Death Benefit Premium payment requirements described on page 7 that are
     necessary for the guaranteed death benefit feature to remain in effect.

 .    Living Care Benefit Rider - Provides for an advance payment to you of a
     portion of the death benefit if the insured person becomes terminally ill,
     as defined in the rider, with death expected within 24 months. Advances
     under the rider are discounted for interest at the rates specified in the
     rider, and we may use a portion of any advance to repay loans under your
     policy. The maximum advance is $1,000,000.

                                       18
<PAGE>

 .    Age 100 Waiver of Charges Rider - Provides for the continuation of the
     Total Sum Insured in force when the insured person attains age 100, without
     charge, if the policy's account value at the time is greater than the sum
     of 1 plus the amount of any surrender charges then existing. The monthly
     charge for this rider currently begins in the 6th policy year.

 .    Children's Insurance Benefit Rider - Provides term insurance up through age
     21 on each covered child of the insured person. A child must be more than
     14 days old and less than 15 years old to begin coverage.

 .    Accidental Death Benefit Rider - Provides for an additional insurance
     benefit if the insured person's death is due to accidental causes between
     the policy anniversaries nearest the insured person's 5th and 70th
     birthdays.

 .    Long-Term Care Acceleration Rider - intended only for policies where the
     death benefit is determined under Option A and the "cash value accumulation
     test" described on page 17 is elected. This rider provides for periodic
     advance payments to you of a portion of the death benefit if the insured
     person becomes "chronically ill" so that such person: (1) is unable to
     perform at least 2 activities of daily living without substantial human
     assistance or has a severe cognitive impairment; and (2) is receiving
     certain qualified services described in the rider.

     Benefits under the Long-Term Care Acceleration Rider will not begin until
     we receive proof that the insured person qualifies and has received 100
     days of "qualified long-term care service" as defined in the rider, while
     the policy was in force. You must continue to submit evidence during the
     insured person's lifetime of the insured person's eligibility for rider
     benefits.

     We determine a maximum amount of death benefit that we will advance for
     each month of qualification. This amount, called the "Maximum Monthly
     Benefit" is based on the percentage of the policy's death benefit that you
     select when you apply for the policy, and the death benefit amount in
     effect when the insured person qualifies for benefits. The actual amount of
     any advance is based on the expense incurred by the insured person, up to
     the Maximum Monthly Benefit, for each day of qualified long-term care
     service in a calendar month. The first 100 days of qualified long-term care
     service, however, are excluded in any determination of an advance. We will
     recalculate the Maximum Monthly Benefit if you make a partial withdrawal of
     account value, and for other events described in the rider. Each advance
     reduces the remaining death benefit under your policy, and causes a
     proportionate reduction in your policy's account value. If you have a
     policy loan, we will use a portion of each death benefit advance to repay
     indebtedness.

     We restrict your account value's exposure to market risk when benefits are
     paid under the Long-Term Care Acceleration rider. We do this in several
     ways. First, before we begin paying any Monthly Benefit or waiving monthly
     deductions, we will transfer all account value from the variable investment
     options to the fixed investment option. (The amount to be transferred will
     be determined on the Business Day immediately following the date we approve
     a request for benefits under the rider.) In addition, you will not be
     permitted to transfer account value or allocate any additional premium
     payment to a variable investment

                                       19
<PAGE>

     option while rider benefits are paid. Your participation in any of the
     automatic investment plans will also be suspended during this period.

     If the insured person no longer qualifies for rider benefits and your
     policy remains in force, you will be permitted to invest new premium
     payments or existing account value in the variable investment options. (The
     restriction on transfers from the Fixed Account described on page 14 will
     continue to apply.) Benefits under this rider do not reduce the Guaranteed
     Death Benefit Premium payment requirements described on page 7 that may be
     necessary for the guaranteed death benefit feature to remain in effect
     after a termination of rider benefits.

     If you purchase this rider:

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

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

HOW CAN YOU CHANGE YOUR POLICY'S INSURANCE COVERAGE?

Increase in coverage

     You may request an increase in the Additional Sum Insured. As to when such
an increase would take effect, see "Effective date of other policy transactions"
on page 37). Generally, each such increase must be at least $50,000. However,
you will have to provide us with evidence that the insured person still meets
our requirements for issuing insurance coverage. Unless we consent otherwise,
you may not increase the Additional Sum Insured if the increase would cause the
entire Additional Sum Insured to equal or exceed 800% of the Basic Sum Insured.

Decrease in coverage

     After the first policy year, you may request a reduction in the Total Sum
Insured at any time, but only if:

     .    the remaining Basic Sum Insured will be at least $100,000, and

     .    the remaining Additional Sum Insured will not exceed 800% of the Basic
          Sum Insured, and

     .    the remaining Total Sum Insured will at least equal the minimum
          required by the tax laws to maintain the policy's life insurance
          status.

Change of death benefit option

     If the "guideline premium and cash value corridor test" applies to your
policy, you may change your coverage from death benefit Option A to Option B or
vice-versa on any policy anniversary, but only if there is no change in the
Federal tax law test used to determine the

                                       20
<PAGE>

minimum insurance amount. If you change from Option A to Option B, we will
require evidence that the insured person still meets our requirements for
issuing coverage. This is because such a change increases our insurance risk
exposure.

     If the "cash value accumulation test" applies to your policy, you can never
change to either Option A under the "guideline premium and cash value corridor
test" or to Option B.

     Please read "The minimum insurance amount" starting on page 17 for more
information about the "guideline premium and cash value corridor test" and the
"cash value accumulation test."

Tax consequences

     Please read "Tax considerations" starting on page 40 to learn about
possible tax consequences of changing your insurance coverage under the policy.

CAN YOU CANCEL YOUR POLICY AFTER IT'S ISSUED?

     You have the right to cancel your policy within 10 days (or longer in some
states) after you receive it. This is often referred to as the "free look"
period. To cancel your policy, simply deliver or mail the policy to:

     .    JHVLICO at one of the addresses shown on page 2, or

     .    the JHVLICO representative who delivered the policy to you.

     In most states, you will receive a refund of any premiums you've paid. In
some states, the refund will be your account value on the date of cancellation
plus all charges deducted by JHVLICO or the Trust prior to that date. The date
of cancellation will be the date of such mailing or delivery.

CAN YOU CHOOSE THE FORM IN WHICH WE PAY OUT POLICY PROCEEDS?

Choosing a payment option

     You may choose to receive proceeds from the policy as a single sum. This
includes proceeds that become payable because of death or full surrender.
Alternatively, you can elect to have proceeds of $1,000 or more applied to any
of a number of other payment options, including the following:

     .    Option 1 - Proceeds left with us to accumulate with interest

     .    Option 2A - Equal monthly payments of a specified amount until all
          proceeds are paid out

     .    Option 2B - Equal monthly payments for a specified period of time

                                       21
<PAGE>

     .    Option 3 - Equal monthly payments for life, but with payments
          guaranteed for a specific number of years

     .    Option 4 - Equal monthly payments for life with no refund

     .    Option 5 - Equal monthly payments for life with a refund if all of the
          proceeds haven't been paid out

     You cannot choose an option if the monthly payments under the option would
be less than $50. We will issue a supplementary agreement when the proceeds are
applied to any alternative payment option. That agreement will spell out the
terms of the option in full. We will credit interest on each of the above
options. For options 1 and 2A, the interest will be at least an effective annual
rate of 3 1/2%.

Changing a payment option

     You can change the payment option at any time before the proceeds are
payable. If you haven't made a choice, the payee of the proceeds has a
prescribed period in which he or she can make that choice.

Tax impact

     There may be tax consequences to you or your beneficiary depending upon
which payment option is chosen. You should consult with a qualified tax adviser
before making that choice.

TO WHAT EXTENT CAN WE VARY THE TERMS AND CONDITIONS OF OUR POLICIES IN
PARTICULAR CASES?

     Listed below are some variations we can make in the terms of our policies.
Any variation will be made only in accordance with uniform rules that we apply
fairly to all of our customers.

State law insurance requirements

     Insurance laws and regulations apply to us in every state in which our
policies are sold. As a result, various terms and conditions of your insurance
coverage may vary from the terms and conditions described in this prospectus,
depending upon where you reside. These variations will be reflected in your
policy or in endorsements attached to your policy.

Variations in expenses or risks

     We may vary the charges and other terms of our policies where special
circumstances result in sales or administrative expenses, mortality risks or
other risks that are different from those normally associated with the policies.
These include the type of variations discussed under "Reduced charges for
eligible classes" on page 38. No variation in any charge will exceed any maximum
stated in this prospectus with respect to that charge.

                                       22
<PAGE>

HOW WILL YOUR POLICY BE TREATED FOR INCOME TAX PURPOSES?

     Generally, death benefits paid under policies such as yours are not subject
to income tax. Earnings on your account value are not subject to income tax as
long as we don't pay them out to you. If we do pay out any amount of your
account value upon surrender or partial withdrawal, all or part of that
distribution should generally be treated as a return of the premiums you've paid
and should not be subject to income tax. Amounts you borrow are generally not
taxable to you.

     However, some of the tax rules change if your policy is found to be a
"modified endowment contract." This can happen if you've paid more than a
certain amount of premiums that is prescribed by the tax laws. Additional taxes
and penalties may be payable for policy distributions of any kind.

     For further information about the tax consequences of owning a policy or
adding the Long-Term Care Acceleration Rider, please read "Tax considerations"
beginning on page 40.

HOW DO YOU COMMUNICATE WITH US?

General Rules

     You should mail or express all checks and money orders for premium payments
and loan repayments to the JHVLICO Life Servicing Office at the appropriate
address shown on page 2.

     Certain requests must be made in writing and be signed and dated by you.
They include the following:

     .    loans, surrenders or partial withdrawals

     .    transfers of account value among investment options

     .    change of allocation among investment options for new premium payments

     .    change of death benefit option

     .    increase or decrease in Total Sum Insured

     .    change of beneficiary

     .    election of payment option for policy proceeds

     .    tax withholding elections

     .    election of telephone transaction privilege.

     You should mail or express these requests to our Life Servicing Office at
the appropriate address shown on page 2. You should also send notice of the
insured person's death and related documentation to our Life Servicing Office.
We don't consider that we've "received" any

                                       23
<PAGE>

communication until such time as it has arrived at the proper place and in the
proper and complete form.

     We have special forms that should be used for a number of the requests
mentioned above. You can obtain these forms from our Life Servicing Office or
your JHVLICO representative. Each communication to us must include your name,
your policy number and the name of the insured person. We cannot process any
request that doesn't include this required information. Any communication that
arrives after the close of our business day, or on a day that is not a business
day, will be considered "received" by us on the next following business day. Our
business day currently closes at 4:00 p.m. Eastern Standard Time, but special
circumstances (such as suspension of trading on a major exchange) may dictate an
earlier closing time.

Telephone Transactions

     If you complete a special authorization form, you can request loans,
transfers among investment options and changes of allocation among investment
options simply by telephoning us at 1-800-732-5543 or by faxing us at
1-617-886-3048. Any fax request should include your name, daytime telephone
number, policy number and, in the case of transfers and changes of allocation,
the names of the investment options involved. We will honor telephone
instructions from anyone who provides the correct identifying information, so
there is a risk of loss to you if this service is used by an unauthorized
person. However, you will receive written confirmation of all telephone
transactions. There is also a risk that you will be unable to place your request
due to equipment malfunction or heavy phone line usage. If this occurs, you
should submit your request in writing.

     The policies are not designed for professional market timing organizations
or other persons or entities that use programmed or frequent transfers among
investment options. For reasons such as that, we reserve the right to change our
telephone transaction policies or procedures at any time. We also reserve the
right to suspend or terminate the privilege altogether with respect to all
policies like yours or with respect to any class of such policies.

                                       24
<PAGE>

      ILLUSTRATION OF DEATH BENEFITS, ACCOUNT VALUES, SURRENDER VALUES AND
                              ACCUMULATED PREMIUMS

     The following tables illustrate the changes in death benefit, account value
and surrender value of the policy under certain hypothetical circumstances that
we assume solely for this purpose. Each table separately illustrates the
operation of a policy for a specified issue age, premium payment schedule and
Total Sum Insured. The amounts shown are for the end of each policy year and
assume that all of the account value is invested in funds that achieve
investment returns at constant annual rates of 0%, 6% and 12% (i.e., before any
fees or expenses deducted from Trust assets). After the deduction of average
fees and expenses at the Trust level (as described below) the corresponding net
annual rates of return would be -0.80%, 5.15% and 11.11%. Investment return
reflects investment income and all realized and unrealized capital gains and
losses. The tables assume annual Planned Premiums that are paid at the beginning
of each policy year for an insured person who is a 35 year old male standard
non-smoker underwriting risk when the policy is issued.

     Tables are provided for each of the two death benefit options. The tables
headed "Current Charges" assume that the current rates for all charges deducted
by JHVLICO will apply in each year illustrated, including the intended waiver of
the premium sales charge after the tenth policy year. The tables headed "Maximum
Charges" are the same, except that the maximum permitted rates for all years are
used for all charges. The tables do not reflect any charge that we reserve the
right to make but are not currently making. The tables assume that no optional
rider benefits and no Additional Sum Insured have been elected and that no loans
or withdrawals are made.

     With respect to fees and expenses deducted from assets of the Trusts, the
amounts shown in all tables reflect (1) investment management fees equivalent to
an effective annual rate of 0.71%, and (2) an assumed average asset charge for
all other operating expenses of the Trusts equivalent to an effective annual
rate of 0.9%. These rates are the arithmetic average for all funds that are
available as investment options. In other words, they are based on the
hypothetical assumption that policy account values are allocated equally among
the variable investment options. The actual rates associated with any policy
will vary depending upon the actual allocation of policy values among the
investment options. The charge shown above for all other operating expenses of
the Trusts reflects reimbursements to certain funds as described in the
footnotes to the table beginning on page 12. We currently expect those
reimbursement arrangements to continue indefinitely, but that is not guaranteed.

     The second column of each table shows the amount you would have at the end
of each policy year if an amount equal to the assumed Planned Premiums were
invested to earn interest, after taxes, at 5% compounded annually. This is not a
policy value. It is included for comparison purposes only.

     Because your circumstances will no doubt differ from those in the
illustrations that follow, values under your policy will differ, in most cases
substantially. Upon request, we will furnish you with a comparable illustration
reflecting your proposed insured person's issue age, sex and underwriting risk
classification, and the Basic Sum Insured, Additional Sum Insured and annual
Planned Premium amount requested.

                                       25
<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$100,000 TOTAL SUM INSURED

MALE, ISSUE AGE 35, STANDARD NONSMOKER UNDERWRITING RISK CLASS

OPTION A DEATH BENEFIT
GUIDELINE PREMIUM AND CASH VALUE CORRIDOR TEST
PLANNED PREMIUM:  $ 760 *
USING CURRENT CHARGES

<TABLE>
<CAPTION>
                                 Death Benefit                  Account Value                 Surrender Value
                         -----------------------------  -----------------------------  -----------------------------
            Premiums      Assuming Hypothetical Gross    Assuming Hypothetical Gross    Assuming Hypothetical Gross
End of    Accumulated    Annual Investment Return of:   Annual Investment Return of:   Annual Investment Return of:
Policy   At 5% Interest  -----------------------------  -----------------------------  -----------------------------
 Year       Per Year     0% Gross  6% Gross  12% Gross  0% Gross  6% Gross  12% Gross  0% Gross  6% Gross   12% Gross
------   --------------  --------  --------  ---------  --------  --------  ---------  --------  --------  -----------
<S>      <C>             <C>       <C>       <C>        <C>       <C>       <C>        <C>       <C>       <C>
   1            798      100,000   100,000    100,000      217        243        270        0          0           0
   2          1,636      100,000   100,000    100,000      662        736        814        0          0          54
   3          2,516      100,000   100,000    100,000    1,091      1,241      1,404      331        481         644
   4          3,439      100,000   100,000    100,000    1,502      1,757      2,045      742        997       1,285
   5          4,409      100,000   100,000    100,000    1,895      2,284      2,739    1,135      1,524       1,979
   6          5,428      100,000   100,000    100,000    2,270      2,821      3,493    1,662      2,213       2,885
   7          6,497      100,000   100,000    100,000    2,622      3,366      4,309    2,090      2,834       3,777
   8          7,620      100,000   100,000    100,000    2,954      3,920      5,195    2,498      3,464       4,739
   9          8,799      100,000   100,000    100,000    3,262      4,480      6,156    2,958      4,176       5,852
  10         10,037      100,000   100,000    100,000    3,546      5,046      7,199    3,394      4,894       7,047
  11         11,337      100,000   100,000    100,000    3,840      5,658      8,379    3,840      5,658       8,379
  12         12,702      100,000   100,000    100,000    4,112      6,280      9,670    4,112      6,280       9,670
  13         14,135      100,000   100,000    100,000    4,358      6,911     11,080    4,358      6,911      11,080
  14         15,640      100,000   100,000    100,000    4,577      7,550     12,624    4,577      7,550      12,624
  15         17,220      100,000   100,000    100,000    4,766      8,194     14,313    4,766      8,194      14,313
  16         18,879      100,000   100,000    100,000    4,982      8,901     16,220    4,982      8,901      16,220
  17         20,621      100,000   100,000    100,000    5,158      9,606     18,305    5,158      9,606      18,305
  18         22,450      100,000   100,000    100,000    5,280     10,298     20,579    5,280     10,298      20,579
  19         24,370      100,000   100,000    100,000    5,347     10,974     23,063    5,347     10,974      23,063
  20         26,387      100,000   100,000    100,000    5,359     11,634     25,787    5,359     11,634      25,787
  25         38,086      100,000   100,000    100,000    4,856     14,966     44,458    4,856     14,966      44,458
  30         53,018      100,000   100,000    100,000    3,333     18,382     76,493    3,333     18,382      76,493
  35         72,076           **   100,000    150,762       **     20,917    131,097       **     20,917     131,097
  40         96,398           **   100,000    232,821       **     20,777    221,734       **     20,777     221,734
  45        127,441           **   100,000    391,779       **     15,007    373,122       **     15,007     373,122
</TABLE>

---------
 * The illustrations assume that Planned Premiums are equal to the Target
   Premium and are paid at the start of each Policy Year. The Death Benefit and
   Surrender Value will differ if premiums are paid in different amounts or
   frequencies, if policy loans are taken, or if Additional Sum Insured or
   optional rider benefits are elected.
** Policy lapses unless additional premium payments are made.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE DEATH BENEFIT,
ACCOUNT VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGED 0%, 6% OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. WE CAN MAKE NO REPRESENTATION THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ANY ONE YEAR OR CONTINUED OVER ANY PERIOD OF TIME.
IN FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       26
<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$100,000 TOTAL SUM INSURED

MALE, ISSUE AGE 35, STANDARD NONSMOKER UNDERWRITING RISK CLASS

OPTION A DEATH BENEFIT
GUIDELINE PREMIUM AND CASH VALUE CORRIDOR TEST
PLANNED PREMIUM:  $ 760 *
USING MAXIMUM CHARGES

<TABLE>
<CAPTION>
                                 Death Benefit                  Account Value                 Surrender Value
                         -----------------------------  -----------------------------  -----------------------------
            Premiums      Assuming Hypothetical Gross    Assuming Hypothetical Gross    Assuming Hypothetical Gross
End of    Accumulated    Annual Investment Return of:   Annual Investment Return of:   Annual Investment Return of:
Policy   At 5% Interest  -----------------------------  -----------------------------  -----------------------------
 Year       Per Year     0% Gross  6% Gross  12% Gross  0% Gross  6% Gross  12% Gross  0% Gross  6% Gross   12% Gross
------   --------------  --------  --------  ---------  --------  --------  ---------  --------  --------  -----------
<S>      <C>             <C>       <C>       <C>        <C>       <C>       <C>        <C>       <C>       <C>
   1            798      100,000   100,000    100,000      191       216         242        0         0            0
   2          1,636      100,000   100,000    100,000      608       679         753        0         0            0
   3          2,516      100,000   100,000    100,000    1,009     1,151       1,306      249       391          546
   4          3,439      100,000   100,000    100,000    1,392     1,632       1,903      632       872        1,143
   5          4,409      100,000   100,000    100,000    1,756     2,120       2,548      996     1,360        1,788
   6          5,428      100,000   100,000    100,000    2,100     2,616       3,244    1,492     2,008        2,636
   7          6,497      100,000   100,000    100,000    2,422     3,115       3,995    1,890     2,583        3,463
   8          7,620      100,000   100,000    100,000    2,722     3,619       4,805    2,266     3,163        4,349
   9          8,799      100,000   100,000    100,000    2,996     4,125       5,679    2,692     3,821        5,375
  10         10,037      100,000   100,000    100,000    3,248     4,634       6,623    3,096     4,482        6,471
  11         11,337      100,000   100,000    100,000    3,472     5,141       7,641    3,472     5,141        7,641
  12         12,702      100,000   100,000    100,000    3,667     5,644       8,740    3,667     5,644        8,740
  13         14,135      100,000   100,000    100,000    3,831     6,143       9,927    3,831     6,143        9,927
  14         15,640      100,000   100,000    100,000    3,964     6,636      11,209    3,964     6,636       11,209
  15         17,220      100,000   100,000    100,000    4,063     7,118      12,595    4,063     7,118       12,595
  16         18,879      100,000   100,000    100,000    4,125     7,588      14,094    4,125     7,588       14,094
  17         20,621      100,000   100,000    100,000    4,144     8,038      15,714    4,144     8,038       15,714
  18         22,450      100,000   100,000    100,000    4,114     8,462      17,461    4,114     8,462       17,461
  19         24,370      100,000   100,000    100,000    4,031     8,853      19,348    4,031     8,853       19,348
  20         26,387      100,000   100,000    100,000    3,885     9,201      21,383    3,885     9,201       21,383
  25         38,086      100,000   100,000    100,000    1,992     9,996      34,340    1,992     9,996       34,340
  30         53,018           **   100,000    100,000       **     7,897      54,124       **     7,897       54,124
  35         72,076           **        **    100,000       **        **      86,586       **        **       86,586
  40         96,398           **        **    148,037       **        **     140,988       **        **      140,988
  45        127,441           **        **    239,498       **        **     228,093       **        **      228,093
</TABLE>

---------
 * The illustrations assume that Planned Premiums are equal to the Target
   Premium and are paid at the start of each Policy Year. The Death Benefit and
   Surrender Value will differ if premiums are paid in different amounts or
   frequencies, if policy loans are taken, or if Additional Sum Insured or
   optional rider benefits are elected.
** Policy lapses unless additional premium payments are made.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE DEATH BENEFIT,
ACCOUNT VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGED 0%, 6% OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. WE CAN MAKE NO REPRESENTATION THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ANY ONE YEAR OR CONTINUED OVER ANY PERIOD OF TIME.
IN FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       27
<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$100,000 TOTAL SUM INSURED

MALE, ISSUE AGE 35, STANDARD NONSMOKER UNDERWRITING RISK CLASS

OPTION B DEATH BENEFIT
GUIDELINE PREMIUM AND CASH VALUE CORRIDOR TEST
PLANNED PREMIUM:  $ 760 *
USING CURRENT CHARGES

<TABLE>
<CAPTION>
                                 Death Benefit                  Account Value                 Surrender Value
                         -----------------------------  -----------------------------  -----------------------------
            Premiums      Assuming Hypothetical Gross    Assuming Hypothetical Gross    Assuming Hypothetical Gross
End of    Accumulated    Annual Investment Return of:   Annual Investment Return of:   Annual Investment Return of:
Policy   At 5% Interest  -----------------------------  -----------------------------  -----------------------------
 Year       Per Year     0% Gross  6% Gross  12% Gross  0% Gross  6% Gross  12% Gross  0% Gross  6% Gross   12% Gross
------   --------------  --------  --------  ---------  --------  --------  ---------  --------  --------  -----------
<S>      <C>             <C>       <C>       <C>        <C>       <C>       <C>        <C>       <C>       <C>
   1            798      100,216   100,243    100,269      216        243        269        0          0           0
   2          1,636      100,660   100,734    100,811      660        734        811        0          0          51
   3          2,516      101,086   101,236    101,398    1,086      1,236      1,398      326        476         638
   4          3,439      101,495   101,748    102,034    1,495      1,748      2,034      735        988       1,274
   5          4,409      101,884   102,269    102,721    1,884      2,269      2,721    1,124      1,509       1,961
   6          5,428      102,253   102,799    103,465    2,253      2,799      3,465    1,645      2,191       2,857
   7          6,497      102,599   103,335    104,268    2,599      3,335      4,268    2,067      2,803       3,736
   8          7,620      102,922   103,876    105,135    2,922      3,876      5,135    2,466      3,420       4,679
   9          8,799      103,221   104,421    106,071    3,221      4,421      6,071    2,917      4,117       5,767
  10         10,037      103,494   104,968    107,083    3,494      4,968      7,083    3,342      4,816       6,931
  11         11,337      103,776   105,557    108,222    3,776      5,557      8,222    3,776      5,557       8,222
  12         12,702      104,033   106,152    109,462    4,033      6,152      9,462    4,033      6,152       9,462
  13         14,135      104,263   106,750    110,807    4,263      6,750     10,807    4,263      6,750      10,807
  14         15,640      104,463   107,350    112,269    4,463      7,350     12,269    4,463      7,350      12,269
  15         17,220      104,632   107,948    113,858    4,632      7,948     13,858    4,632      7,948      13,858
  16         18,879      104,829   108,606    115,650    4,829      8,606     15,650    4,829      8,606      15,650
  17         20,621      104,982   109,252    117,590    4,982      9,252     17,590    4,982      9,252      17,590
  18         22,450      105,079   109,875    119,682    5,079      9,875     19,682    5,079      9,875      19,682
  19         24,370      105,116   110,467    121,939    5,116     10,467     21,939    5,116     10,467      21,939
  20         26,387      105,095   111,029    124,379    5,095     11,029     24,379    5,095     11,029      24,379
  25         38,086      104,406   113,628    140,457    4,406     13,628     40,457    4,406     13,628      40,457
  30         53,018      102,693   115,755    166,123    2,693     15,755     66,123    2,693     15,755      66,123
  35         72,076           **   115,986    206,323       **     15,986    106,323       **     15,986     106,323
  40         96,398           **   111,858    268,641       **     11,858    168,641       **     11,858     168,641
  45        127,441           **   100,135    365,665       **        135    265,665       **        135     265,665
</TABLE>

---------
 * The illustrations assume that Planned Premiums are equal to the Target
   Premium and are paid at the start of each Policy Year. The Death Benefit and
   Surrender Value will differ if premiums are paid in different amounts or
   frequencies, if policy loans are taken, or if Additional Sum Insured or
   optional rider benefits are elected.
** Policy lapses unless additional premium payments are made.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE DEATH BENEFIT,
ACCOUNT VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGED 0%, 6% OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. WE CAN MAKE NO REPRESENTATION THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ANY ONE YEAR OR CONTINUED OVER ANY PERIOD OF TIME.
IN FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       28
<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$100,000 TOTAL SUM INSURED

MALE, ISSUE AGE 35, STANDARD NONSMOKER UNDERWRITING RISK CLASS

OPTION B DEATH BENEFIT
GUIDELINE PREMIUM AND CASH VALUE CORRIDOR TEST
PLANNED PREMIUM:  $ 760 *
USING MAXIMUM CHARGES

<TABLE>
<CAPTION>
                                 Death Benefit                  Account Value                 Surrender Value
                         -----------------------------  -----------------------------  -----------------------------
            Premiums      Assuming Hypothetical Gross    Assuming Hypothetical Gross    Assuming Hypothetical Gross
End of    Accumulated    Annual Investment Return of:   Annual Investment Return of:   Annual Investment Return of:
Policy   At 5% Interest  -----------------------------  -----------------------------  -----------------------------
 Year       Per Year     0% Gross  6% Gross  12% Gross  0% Gross  6% Gross  12% Gross  0% Gross  6% Gross   12% Gross
------   --------------  --------  --------  ---------  --------  --------  ---------  --------  --------  -----------
<S>      <C>             <C>       <C>       <C>        <C>       <C>       <C>        <C>       <C>       <C>
   1            798      100,190   100,215    100,241      190       215        241         0         0           0
   2          1,636      100,606   100,677    100,751      606       677        751         0         0           0
   3          2,516      101,005   101,147    101,301    1,005     1,147      1,301       245       387         541
   4          3,439      101,385   101,624    101,893    1,385     1,624      1,893       625       864       1,133
   5          4,409      101,745   102,107    102,531    1,745     2,107      2,531       985     1,347       1,771
   6          5,428      102,084   102,595    103,218    2,084     2,595      3,218     1,476     1,987       2,610
   7          6,497      102,400   103,086    103,956    2,400     3,086      3,956     1,868     2,554       3,424
   8          7,620      102,692   103,579    104,749    2,692     3,579      4,749     2,236     3,123       4,293
   9          8,799      102,958   104,070    105,600    2,958     4,070      5,600     2,654     3,766       5,296
  10         10,037      103,200   104,561    106,515    3,200     4,561      6,515     3,048     4,409       6,363
  11         11,337      103,413   105,048    107,497    3,413     5,048      7,497     3,413     5,048       7,497
  12         12,702      103,594   105,527    108,548    3,594     5,527      8,548     3,594     5,527       8,548
  13         14,135      103,745   105,996    109,676    3,745     5,996      9,676     3,745     5,996       9,676
  14         15,640      103,861   106,453    110,885    3,861     6,453     10,885     3,861     6,453      10,885
  15         17,220      103,942   106,895    112,180    3,942     6,895     12,180     3,942     6,895      12,180
  16         18,879      103,984   107,316    113,567    3,984     7,316     13,567     3,984     7,316      13,567
  17         20,621      103,982   107,711    115,047    3,982     7,711     15,047     3,982     7,711      15,047
  18         22,450      103,929   108,069    116,623    3,929     8,069     16,623     3,929     8,069      16,623
  19         24,370      103,821   108,384    118,299    3,821     8,384     18,299     3,821     8,384      18,299
  20         26,387      103,648   108,645    120,073    3,648     8,645     20,073     3,648     8,645      20,073
  25         38,086      101,621   108,779    130,539    1,621     8,779     30,539     1,621     8,779      30,539
  30         53,018           **   105,576    143,625       **     5,576     43,625        **     5,576      43,625
  35         72,076           **        **    158,092       **        **     58,092        **        **      58,092
  40         96,398           **        **    170,300       **        **     70,300        **        **      70,300
  45        127,441           **        **    170,901       **        **     70,901        **        **      70,901
</TABLE>

---------
 * The illustrations assume that Planned Premiums are equal to the Target
   Premium and are paid at the start of each Policy Year. The Death Benefit and
   Surrender Value will differ if premiums are paid in different amounts or
   frequencies, if policy loans are taken, or if Additional Sum Insured or
   optional rider benefits are elected.
** Policy lapses unless additional premium payments are made.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE DEATH BENEFIT,
ACCOUNT VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGED 0%, 6% OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. WE CAN MAKE NO REPRESENTATION THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ANY ONE YEAR OR CONTINUED OVER ANY PERIOD OF TIME.
IN FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       29
<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$100,000 TOTAL SUM INSURED

MALE, ISSUE AGE 35, STANDARD NONSMOKER UNDERWRITING RISK CLASS

OPTION A DEATH BENEFIT
CASH VALUE ACCUMULATION TEST
PLANNED PREMIUM:  $  760 *
USING CURRENT CHARGES

<TABLE>
<CAPTION>
                                 Death Benefit                  Account Value                 Surrender Value
                         -----------------------------  -----------------------------  -----------------------------
            Premiums      Assuming Hypothetical Gross    Assuming Hypothetical Gross    Assuming Hypothetical Gross
End of    Accumulated    Annual Investment Return of:   Annual Investment Return of:   Annual Investment Return of:
Policy   At 5% Interest  -----------------------------  -----------------------------  -----------------------------
 Year       Per Year     0% Gross  6% Gross  12% Gross  0% Gross  6% Gross  12% Gross  0% Gross  6% Gross   12% Gross
------   --------------  --------  --------  ---------  --------  --------  ---------  --------  --------  -----------
<S>      <C>             <C>       <C>       <C>        <C>       <C>       <C>        <C>       <C>       <C>
   1            798      100,000   100,000    100,000      217        243        270        0          0           0
   2          1,636      100,000   100,000    100,000      662        736        814        0          0          54
   3          2,516      100,000   100,000    100,000    1,091      1,241      1,404      331        481         644
   4          3,439      100,000   100,000    100,000    1,502      1,757      2,045      742        997       1,285
   5          4,409      100,000   100,000    100,000    1,895      2,284      2,739    1,135      1,524       1,979
   6          5,428      100,000   100,000    100,000    2,270      2,821      3,493    1,662      2,213       2,885
   7          6,497      100,000   100,000    100,000    2,622      3,366      4,309    2,090      2,834       3,777
   8          7,620      100,000   100,000    100,000    2,954      3,920      5,195    2,498      3,464       4,739
   9          8,799      100,000   100,000    100,000    3,262      4,480      6,156    2,958      4,176       5,852
  10         10,037      100,000   100,000    100,000    3,546      5,046      7,199    3,394      4,894       7,047
  11         11,337      100,000   100,000    100,000    3,840      5,658      8,379    3,840      5,658       8,379
  12         12,702      100,000   100,000    100,000    4,112      6,280      9,670    4,112      6,280       9,670
  13         14,135      100,000   100,000    100,000    4,358      6,911     11,080    4,358      6,911      11,080
  14         15,640      100,000   100,000    100,000    4,577      7,550     12,624    4,577      7,550      12,624
  15         17,220      100,000   100,000    100,000    4,766      8,194     14,313    4,766      8,194      14,313
  16         18,879      100,000   100,000    100,000    4,982      8,901     16,220    4,982      8,901      16,220
  17         20,621      100,000   100,000    100,000    5,158      9,606     18,305    5,158      9,606      18,305
  18         22,450      100,000   100,000    100,000    5,280     10,298     20,579    5,280     10,298      20,579
  19         24,370      100,000   100,000    100,000    5,347     10,974     23,063    5,347     10,974      23,063
  20         26,387      100,000   100,000    100,000    5,359     11,634     25,787    5,359     11,634      25,787
  25         38,086      100,000   100,000    100,000    4,856     14,966     44,458    4,856     14,966      44,458
  30         53,018      100,000   100,000    129,120    3,333     18,382     75,864    3,333     18,382      75,864
  35         72,076           **   100,000    191,025       **     20,917    126,206       **     20,917     126,206
  40         96,398           **   100,000    281,747       **     20,777    205,835       **     20,777     205,835
  45        127,441           **   100,000    418,451       **     15,007    331,420       **     15,007     331,420
</TABLE>

---------
 * The illustrations assume that Planned Premiums are equal to the Target
   Premium and are paid at the start of each Policy Year. The Death Benefit and
   Surrender Value will differ if premiums are paid in different amounts or
   frequencies, if policy loans are taken, or if Additional Sum Insured or
   optional rider benefits are elected.
** Policy lapses unless additional premium payments are made.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE DEATH BENEFIT,
ACCOUNT VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGED 0%, 6% OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. WE CAN MAKE NO REPRESENTATION THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ANY ONE YEAR OR CONTINUED OVER ANY PERIOD OF TIME.
IN FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       30
<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$100,000 TOTAL SUM INSURED

MALE, ISSUE AGE 35, STANDARD NONSMOKER UNDERWRITING RISK CLASS

OPTION A DEATH BENEFIT
CASH VALUE ACCUMULATION TEST
PLANNED PREMIUM:  $  760 *
USING MAXIMUM CHARGES

<TABLE>
<CAPTION>
                                 Death Benefit                  Account Value                 Surrender Value
                         -----------------------------  -----------------------------  -----------------------------
            Premiums      Assuming Hypothetical Gross    Assuming Hypothetical Gross    Assuming Hypothetical Gross
End of    Accumulated    Annual Investment Return of:   Annual Investment Return of:   Annual Investment Return of:
Policy   At 5% Interest  -----------------------------  -----------------------------  -----------------------------
 Year       Per Year     0% Gross  6% Gross  12% Gross  0% Gross  6% Gross  12% Gross  0% Gross  6% Gross   12% Gross
------   --------------  --------  --------  ---------  --------  --------  ---------  --------  --------  -----------
<S>      <C>             <C>       <C>       <C>        <C>       <C>       <C>        <C>       <C>       <C>
   1            798      100,000   100,000    100,000      191       216         242        0         0            0
   2          1,636      100,000   100,000    100,000      608       679         753        0         0            0
   3          2,516      100,000   100,000    100,000    1,009     1,151       1,306      249       391          546
   4          3,439      100,000   100,000    100,000    1,392     1,632       1,903      632       872        1,143
   5          4,409      100,000   100,000    100,000    1,756     2,120       2,548      996     1,360        1,788
   6          5,428      100,000   100,000    100,000    2,100     2,616       3,244    1,492     2,008        2,636
   7          6,497      100,000   100,000    100,000    2,422     3,115       3,995    1,890     2,583        3,463
   8          7,620      100,000   100,000    100,000    2,722     3,619       4,805    2,266     3,163        4,349
   9          8,799      100,000   100,000    100,000    2,996     4,125       5,679    2,692     3,821        5,375
  10         10,037      100,000   100,000    100,000    3,248     4,634       6,623    3,096     4,482        6,471
  11         11,337      100,000   100,000    100,000    3,472     5,141       7,641    3,472     5,141        7,641
  12         12,702      100,000   100,000    100,000    3,667     5,644       8,740    3,667     5,644        8,740
  13         14,135      100,000   100,000    100,000    3,831     6,143       9,927    3,831     6,143        9,927
  14         15,640      100,000   100,000    100,000    3,964     6,636      11,209    3,964     6,636       11,209
  15         17,220      100,000   100,000    100,000    4,063     7,118      12,595    4,063     7,118       12,595
  16         18,879      100,000   100,000    100,000    4,125     7,588      14,094    4,125     7,588       14,094
  17         20,621      100,000   100,000    100,000    4,144     8,038      15,714    4,144     8,038       15,714
  18         22,450      100,000   100,000    100,000    4,114     8,462      17,461    4,114     8,462       17,461
  19         24,370      100,000   100,000    100,000    4,031     8,853      19,348    4,031     8,853       19,348
  20         26,387      100,000   100,000    100,000    3,885     9,201      21,383    3,885     9,201       21,383
  25         38,086      100,000   100,000    100,000    1,992     9,996      34,340    1,992     9,996       34,340
  30         53,018           **   100,000    100,000       **     7,897      54,124       **     7,897       54,124
  35         72,076           **        **    128,038       **        **      84,592       **        **       84,592
  40         96,398           **        **    175,144       **        **     127,954       **        **      127,954
  45        127,441           **        **    237,023       **        **     187,726       **        **      187,726
</TABLE>

---------
 * The illustrations assume that Planned Premiums are equal to the Target
   Premium and are paid at the start of each Policy Year. The Death Benefit and
   Surrender Value will differ if premiums are paid in different amounts or
   frequencies, if policy loans are taken, or if Additional Sum Insured or
   optional rider benefits are elected.
** Policy lapses unless additional premium payments are made.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE DEATH BENEFIT,
ACCOUNT VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGED 0%, 6% OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. WE CAN MAKE NO REPRESENTATION THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ANY ONE YEAR OR CONTINUED OVER ANY PERIOD OF TIME.
IN FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       31
<PAGE>

                             ADDITIONAL INFORMATION

     This section of the prospectus provides additional detailed information
that is not contained in the Basic Information section on pages 4 through 24.


CONTENTS OF THIS SECTION                                    BEGINNING ON PAGE
------------------------                                    -----------------
Description of us............................ ..............       33
How we support the policy and investment options............       33
Procedures for issuance of a policy.........................       34
Basic Sum Insured vs. Additional Sum Insured................       35
Commencement of investment performance......................       35
How we process certain policy transactions..................       36
Effects of policy loans.....................................       37
Additional information about how certain policy charges
   work.....................................................       38
How we market the policies..................................       39
Tax considerations..........................................       40
Reports that you will receive...............................       42
Voting privileges that you will have........................       42
Changes that we can make as to your policy..................       42
Adjustments we make to death benefits.......................       43
When we pay policy proceeds.................................       43
Other details about exercising rights and paying benefits...       44
Legal matters...............................................       44
Registration statement filed with the SEC...................       44
Accounting and actuarial experts............................       44
Financial statements of JHVLICO and the Account.............       45
List of our Directors and Executive Officers of JHVLICO.....       46

                                       32
<PAGE>

DESCRIPTION OF US

     We are JHVLICO, a stock life insurance company chartered in 1979 under
Massachusetts law. We are authorized to transact a life insurance and annuity
business in all states other than New York and in the District of Columbia. We
began selling variable life insurance policies in 1980.

     We are regulated and supervised by the Massachusetts Commissioner of
Insurance, who periodically examines our affairs. We also are subject to the
applicable insurance laws and regulations of all jurisdictions in which we are
authorized to do business. We are required to submit annual statements of our
operations, including financial statements, to the insurance departments of the
various jurisdictions in which we do business for purposes of determining
solvency and compliance with local insurance laws and regulations. The
regulation to which we are subject, however, does not provide a guarantee as to
such matters.

     We are a wholly-owned subsidiary of John Hancock Life Insurance Company
("John Hancock"), a Massachusetts stock life insurance company. On February 1,
2000, John Hancock Mutual Life Insurance Company (which was chartered in
Massachusetts in 1862) converted to a stock company by "demutualizing" and
changed its name to John Hancock Life Insurance Company. As part of the
demutualization process, John Hancock became a subsidiary of John Hancock
Financial Services, Inc., a newly formed publicly-traded corporation. John
Hancock's home office is at John Hancock Place, Boston, Massachusetts 02117. As
of December 31, 1999, John Hancock's assets were approximately $71 billion and
it had invested approximately $575 million in JHVLICO in connection with
JHVLICO's organization and operation. It is anticipated that John Hancock will
from time to time make additional capital contributions to JHVLICO to enable us
to meet our reserve requirements and expenses in connection with our business.
John Hancock is committed to make additional capital contributions if necessary
to ensure that we maintain a positive net worth.

HOW WE SUPPORT THE POLICY AND INVESTMENT OPTIONS

Separate Account U

     The variable investment options shown on page 1 are in fact subaccounts of
Separate Account U (the "Account"), a separate account established by us under
Massachusetts law. The Account meets the definition of "separate account" under
the Federal securities laws and is registered as a unit investment trust under
the Investment Company Act of 1940 ("1940 Act"). Such registration does not
involve supervision by the SEC of the management of the Account or of us.

     The Account's assets are our property. Each policy provides that amounts we
hold in the Account pursuant to the policies cannot be reached by any other
persons who may have claims against us.

     The assets in each subaccount are invested in the corresponding fund of one
of the Trusts. New subaccounts may be added as new funds are added to the Trusts
and made available to policy owners. Existing subaccounts may be deleted if
existing funds are deleted from the Trusts.

     We will purchase and redeem Trust shares for the Account at their net asset
value without any sales or redemption charges. Shares of a Trust represent an
interest in one of the funds of the Trust which corresponds to a subaccount of
the Account. Any dividend or capital gains distributions received by the Account
will be reinvested in shares of that same fund at their net asset value as of
the dates paid.

     On each business day, shares of each fund are purchased or redeemed by us
for each subaccount based on, among other things, the amount of net premiums
allocated to the subaccount, distributions reinvested, and transfers to, from
and among subaccounts, all to be effected as of that date. Such purchases and
redemptions are effected at each

                                       33
<PAGE>

fund's net asset value per share determined for that same date. A "business day"
is any date on which the New York Stock Exchange is open for trading. We compute
policy values for each business day as of the close of that day (usually 4:00
p.m. Eastern Standard Time).

Our general account

     Our obligations under the policy's fixed investment option are backed by
our general account assets. Our general account consists of assets owned by us
other than those in the Account and in other separate accounts that we may
establish. Subject to applicable law, we have sole discretion over the
investment of assets of the general account and policy owners do not share in
the investment experience of, or have any preferential claim on, those assets.
Instead, we guarantee that the account value allocated to the fixed investment
option will accrue interest daily at an effective annual rate of at least 4%
without regard to the actual investment experience of the general account.

     Because of exemptive and exclusionary provisions, interests in our fixed
investment option have not been registered under the Securities Act of 1933 and
our general account has not been registered as an investment company under the
1940 Act. Accordingly, neither the general account nor any interests therein are
subject to the provisions of these acts, and we have been advised that the staff
of the SEC has not reviewed the disclosure in this prospectus relating to the
fixed investment option. Disclosure regarding the fixed investment option may,
however, be subject to certain generally-applicable provisions of the Federal
securities laws relating to accuracy and completeness of statements made in
prospectuses.

PROCEDURES FOR ISSUANCE OF A POLICY

     Generally, the policy is available with a minimum Basic Sum Insured at
issue of $100,000. At the time of issue, the insured person must have an
attained age of no more than 85. All insured persons must meet certain health
and other insurance risk criteria called "underwriting standards".

     Policies issued in Montana or in connection with certain employee plans
will not directly reflect the sex of the insured person in either the premium
rates or the charges or values under the policy. The illustrations set forth in
this prospectus are sex-distinct and, therefore, may not reflect the rates,
charges, or values that would apply to such policies.

Minimum Initial Premium

     The Minimum Initial Premium must be received by us at our Life Servicing
Office in order for the policy to be in full force and effect. There is no grace
period for the payment of the Minimum Initial Premium. The Minimum Initial
Premium is determined by us based on the characteristics of the insured person,
the Basic Sum Insured and the Additional Sum Insured at issue, and the policy
options you have selected.

Commencement of insurance coverage

     After you apply for a policy, it can sometimes take up to several weeks for
us to gather and evaluate all the information we need to decide whether to issue
a policy to you and, if so, what the insured person's rate class should be.
After we approve an application for a policy and assign an appropriate insurance
rate class, we will prepare the policy for delivery. We will not pay a death
benefit under a policy unless the policy is in effect when the insured person
dies (except for the circumstances described under "Temporary insurance coverage
prior to policy delivery" on page 35).

     The policy will take effect only if all of the following conditions are
satisfied:

 .    The policy is delivered to and received by the applicant.

 .    The Minimum Initial Premium is received by us.

 .    The insured person is living and still meets our health criteria for
     issuing insurance.

                                       34
<PAGE>

If all of the above conditions are satisfied, the policy will take effect on the
date shown in the policy as the "date of issue." That is the date on which we
begin to deduct monthly charges. Policy months, policy years and policy
anniversaries are all measured from the date of issue.

Backdating

     In order to preserve a younger age at issue for the insured person, we can
designate a date of issue that is up to 60 days earlier than the date that would
otherwise apply. This is referred to as "backdating" and is allowed under state
insurance laws. Backdating can also be used in certain corporate-owned life
insurance cases involving multiple policies to retain a common monthly deduction
date.

     The conditions for coverage described above under "Commencement of
insurance coverage" must still be satisfied, but in a backdating situation the
policy always takes effect retroactively. Backdating results in a lower
insurance charge (if it is used to preserve the insured person's younger age at
issue), but monthly charges begin earlier than would otherwise be the case.
Those monthly charges will be deducted as soon as we receive premiums sufficient
to pay them.

Temporary coverage prior to policy delivery

     If a specified amount of premium is paid with the application for a policy
and other conditions are met, we will provide temporary term life insurance
coverage on the insured person for a period prior to the time coverage under the
policy takes effect. Such temporary term coverage will be subject to the terms
and conditions described in the application for the policy, including limits on
amount and duration of coverage.

Monthly deduction dates

     Each charge that we deduct monthly is assessed against your account value
or the subaccounts at the close of business on the date of issue and at the
close of the first business day in each subsequent policy month.

BASIC SUM INSURED VS. ADDITIONAL SUM INSURED

     As noted earlier in this prospectus, you should consider a number of
factors in determining whether to elect coverage in the form of Basic Sum
Insured or in the form of Additional Sum Insured.

     For the same amount of premiums paid, the amount of the issue charge
deducted from account value and the amount of compensation paid to the selling
insurance agent will generally be less if coverage is included as Additional Sum
Insured rather than as Basic Sum Insured. On the other hand, the amount of any
Additional Sum Insured is not included in the guaranteed death benefit feature
after the 5th policy year. Therefore, if the policy's surrender value is
insufficient to pay the monthly charges as they fall due (including the charges
for the Additional Sum Insured) after the 5th policy year, the Additional Sum
Insured coverage will lapse, even if the Basic Sum Insured stays in effect
pursuant to the guaranteed death benefit feature.

     Generally, you will incur lower issue charges and have more flexible
coverage with respect to the Additional Sum Insured than with respect to the
Basic Sum Insured. If this is your priority, you may wish to maximize the
proportion of the Additional Sum Insured. However, if your priority is to take
advantage of the guaranteed death benefit feature after the 5th policy year, the
proportion of the Policy's Total Sum Insured that is guaranteed can be increased
by taking out more coverage as Basic Sum Insured at the time of policy issuance.

     Any decision you make to modify the amount of Additional Sum Insured
coverage after issue can have significant tax consequences (see "Tax
Considerations" beginning on page 40).

COMMENCEMENT OF INVESTMENT PERFORMANCE

     Any premium payment processed prior to the twentieth day after the policy's
date of issue will

                                       35
<PAGE>

automatically be allocated to the Money Market investment option. On the later
of the date such payment is received or the twentieth day following the date of
issue, the portion of the Money Market investment option attributable to such
payment will be reallocated automatically among the investment options you have
chosen.

All other premium payments will be allocated among the investment options you
have chosen as soon as they are processed.

HOW WE PROCESS CERTAIN POLICY TRANSACTIONS

Premium payments

     We will process any premium payment as of the day we receive it, unless one
of the following exceptions applies:

     (1) We will process a payment received prior to a policy's date of issue as
if received on the date of issue.

     (2) If the Minimum Initial Premium is not received prior to the date of
issue, we will process each premium payment received thereafter as if received
on the business day immediately preceding the date of issue until all of the
Minimum Initial Premium is received.

     (3) We will process the portion of any premium payment for which we require
evidence of the insured person's continued insurability only after we have
received such evidence and found it satisfactory to us.

     (4) If we receive any premium payment that we think will cause a policy to
become a modified endowment or will cause a policy to lose its status as life
insurance under the tax laws, we will not accept the excess portion of that
premium payment and will immediately notify the owner. We will refund the excess
premium when the premium payment check has had time to clear the banking system
(but in no case more than two weeks after receipt), except in the following
circumstances:

 .    The tax problem resolves itself prior to the date the refund is to be made;
     or

 .    The tax problem relates to modified endowment status and we receive a
     signed acknowledgment from the owner prior to the refund date instructing
     us to process the premium notwithstanding the tax issues involved.

     In the above cases, we will treat the excess premium as having been
received on the date the tax problem resolves itself or the date we receive the
signed acknowledgment. We will then process it accordingly.

     (4) If a premium payment is received or is otherwise scheduled to be
processed (as specified above) on a date that is not a business day, the premium
payment will be processed on the business day next following that date.

Transfers among investment options

     Any reallocation among investment options must be such that the total in
all investment options after reallocation equals 100% of account value.
Transfers out of any investment option will be effective at the end of the
business day in which we receive at our Life Servicing Office notice
satisfactory to us.

     We have the right to defer transfers of amounts out of the fixed investment
option for up to six months.

Dollar cost averaging

     Scheduled transfers under this option may be made from the Money Market
investment option to not more than nine other variable investment options.
However, the amount transferred to any one investment option must be at least
$100.

     Once we receive the election in form satisfactory to us at our Life
Servicing Office, transfers will begin on the second monthly deduction date
following its receipt. If you have any questions with respect to this provision,
call 1-800-732-5543.

     Once elected, the scheduled monthly transfer option will remain in effect
for so long as you have at

                                       36
<PAGE>

least $2,500 of your account value in the Money Market investment option, or
until we receive written notice from you of cancellation of the option or notice
of the death of the insured person. The dollar cost averaging and rebalancing
options cannot be in effect at the same time. We reserve the right to modify,
terminate or suspend the dollar cost averaging program at any time.

Asset Rebalancing

     This option can be elected in the application or by sending the appropriate
form to our Life Servicing Office. You must specify the frequency for
rebalancing (quarterly, semi-annually or annually), the preset percentage for
each variable investment option and a future beginning date. The first
rebalancing will occur on the monthly deduction date that occurs on or next
follows the beginning date you select.

     Once elected, rebalancing will continue until we receive notice of
cancellation of the option or notice of the death of the insured person. If you
cancel rebalancing, you will have to wait 30 days before you can start it again.

     The fixed investment option does not participate in and is not affected by
rebalancing.The rebalancing and dollar cost averaging options cannot be in
effect at the same time. We reserve the right to modify, terminate or suspend
the rebalancing program at any time.

Telephone transfers and policy loans

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

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

Effective date of other policy transactions

     The following transactions take effect on the policy anniversary on or next
following the date we approve your request:

 .    Additional Sum Insured increases.

 .    Change of death benefit Option from A to B.

     A change of death benefit Option from B to A is effective on the policy
anniversary on or next following the date we receive the request.

     The following transactions take effect on the monthly deduction date on or
next following the date we approve your request:

 .    Total Sum Insured decreases

 .    Reinstatements of lapsed policies

     We process loans, surrenders, partial withdrawals and loan repayments as of
the day we receive such request or repayment.

EFFECTS OF POLICY LOANS

     The account value, the surrender value, and any death benefit above the
Total Sum Insured are permanently affected by any loan, whether or not it is
repaid in whole or in part. This is because the amount of the loan is deducted
from the investment options and placed in a special loan account. The investment
options and the special loan account will generally have different rates of
investment return.

     The amount of the outstanding loan (which includes accrued and unpaid
interest) is subtracted

                                       37
<PAGE>

from the amount otherwise payable when the policy proceeds become payable.

     Whenever the outstanding loan equals or exceeds the surrender value, the
policy will terminate 31 days after we have mailed notice of termination to you
(and to any assignee of record at such assignee's last known address) specifying
the minimum amount that must be paid to avoid termination, unless a repayment of
at least the amount specified is made within that period.

ADDITIONAL INFORMATION ABOUT HOW CERTAIN POLICY CHARGES WORK

Sales expenses and related charges

     The sales charges (i.e., the premium sales charge and the CDSC) help to
compensate us for the cost of selling our policies. (See "What charges will we
deduct from your investment in the policy?" in the Basic Information section of
this prospectus.) The amount of the charges in any policy year does not
specifically correspond to sales expenses for that year. We expect to recover
our total sales expenses over the life of the policies. To the extent that the
sales charges do not cover total sales expenses, the sales expenses may be
recovered from other sources, including gains from the charge for mortality and
expense risks and other gains with respect to the policies, or from our general
assets. (See "How we market the policies" on page 39.) Similarly, administrative
expenses not fully covered by the issue charge and the administrative charge may
also be recovered from such other sources.

Effect of premium payment pattern

     You may structure the timing of premium payments to minimize the sales
charges, although doing so involves certain risks. Paying less premium in the
first 5 policy years and more in later years could reduce your total sales
charges. For example, if the Target premium was $2,000 and you paid $1,500 in
each of the first 10 policy years, you would pay total sales charges of $525 and
be subject to a maximum CDSC of $1,500. If you paid $1,000 in each of the first
5 policy years and $2,000 in each of policy years 6 through 10, you would pay
total sales charges of only $500 and be subject to a maximum CDSC of only
$1,000. However, delaying the payment of premiums to later policy years could
increase the risk that the guaranteed death benefit feature will not be in
effect and the surrender value will be insufficient to pay policy charges. As a
result, the policy or any Additional Sum Insured may lapse and eventually
terminate.

Monthly charges

     Unless we agree otherwise, we will deduct the monthly charges described in
the Basic Information section from your policy's investment options in
proportion to the amount of account value you have in each. For each month that
we cannot deduct any charge because of insufficient account value, the
uncollected charges will accumulate and be deducted when and if sufficient
account value becomes available.

     The insurance under the policy continues in full force during any grace
period but, if the insured person dies during the policy grace period, the
amount of unpaid monthly charges is deducted from the death benefit otherwise
payable.

Reduced charges for eligible classes

     The charges otherwise applicable may be reduced with respect to policies
issued to a class of associated individuals or to a trustee, employer or similar
entity where we anticipate that the sales to the members of the class will
result in lower than normal sales or administrative expenses, lower taxes or
lower risks to us. We will make these reductions in accordance with our rules in
effect at the time of the application for a policy. The factors we consider in
determining the eligibility of a particular group for reduced charges, and the
level of the reduction, are as follows: the nature of any association and its
organizational framework; the method by which sales will be made to the members
of the class; the facility with which premiums will be collected from any
associated individuals and the association's capabilities with respect to
administrative tasks; the anticipated lapse and surrender rates of the policies;

                                       38
<PAGE>

the size of the class of associated individuals and the number of years it has
been in existence; the aggregate amount of premiums paid; and any other such
circumstances which result in a reduction in sales or administrative expenses,
lower taxes or lower risks. Any reduction in charges will be reasonable and will
apply uniformly to all prospective policy purchasers in the class and will not
unfairly discriminate against any owner.

HOW WE MARKET THE POLICIES

     Signator Investors, Inc. ("Signator"), an indirect wholly-owned subsidiary
of John Hancock located at 197 Clarendon Street, Boston, MA 02117, is registered
as a broker-dealer under the Securities Exchange Act of 1934 and is a member of
the National Association of Securities Dealers, Inc. and the Securities Investor
Protection Corporation. Signator acts as principal underwriter and principal
distributor of the policies pursuant to a sales agreement among John Hancock,
Signator, JHVLICO, and the Account. Signator also serves as principal
underwriter for John Hancock Variable Annuity Accounts U, I and V, John Hancock
Mutual Variable Life Insurance Account UV and John Hancock Variable Life
Accounts V and S, all of which are registered under the 1940 Act. Signator is
also the principal underwriter for John Hancock Variable Series Trust I.

     Applications for policies are solicited by agents who are licensed by state
insurance authorities to sell JHVLICO's policies and who are also registered
representatives ("representatives") of Signator or other broker-dealer firms, as
discussed below. John Hancock (on behalf of JHVLICO) performs insurance
underwriting and determines whether to accept or reject the application for a
policy and each insured person's risk classification. JHVLICO will make the
appropriate refund if a policy ultimately is not issued or is returned under the
"free look" provision. Officers and employees of John Hancock and JHVLICO are
covered by a blanket bond by a commercial carrier in the amount of $25 million.

     Signator's representatives are compensated for sales of the policies on a
commission and service fee basis by Signator, and JHVLICO reimburses Signator
for such compensation and for other direct and indirect expenses (including
agency expense allowances, general agent, district manager and supervisor's
compensation, agent's training allowances, deferred compensation and insurance
benefits of agents, general agents, district managers and supervisors, agency
office clerical expenses and advertising) actually incurred in connection with
the marketing and sale of the policies.

     The maximum commission payable to a Signator representative for selling a
policy varies by policy year and, in the first policy year, is different for the
portion of premiums paid up to the Target Premium and the portion, if any, of
premiums paid in excess of the Target Premium. For the first policy year, the
maximum commission is 50% of the Target Premium and 4% of any excess premium.
For policy years 2 through 5, the maximum commission is 4% of all premiums paid.
For policy years 6 and thereafter, the maximum commission is 3% of all premiums
paid. In addition, a "trail" commission is payable at the end of each policy
year equal to a percentage of that portion of account value allocated to the
variable investment options for the applicable policy year. The maximum
percentages are 0.40% for policy years 1 through 10 and 0.20% for policy years
11 and thereafter.

     Representatives with less than four years of service with Signator and
those compensated on salary plus bonus or level commission programs may be paid
on a different basis. Representatives who meet certain productivity and
persistency standards with respect to the sale of policies issued by JHVLICO and
John Hancock will be eligible for additional compensation.

     The policies are also sold through other registered broker-dealers that
have entered into selling agreements with Signator and whose representatives are
authorized by applicable law to sell variable life insurance policies. The
commissions which will be paid by such broker-dealers to their representatives
will be in accordance with their

                                       39
<PAGE>

established rules. The commission rates may be more or less than those set forth
above for Signator's representatives. In addition, their qualified registered
representatives may be reimbursed by the broker-dealers under expense
reimbursement allowance programs in any year for approved voucherable expenses
incurred. Signator will compensate the broker-dealers as provided in the selling
agreements, and JHVLICO will reimburse Signator for such amounts and for certain
other direct expenses in connection with marketing the policies through other
broker-dealers.

     Representatives of Signator and the other broker-dealers mentioned above
may also earn "credits" toward qualification for attendance at certain business
meetings sponsored by John Hancock.

     The offering of the policies is intended to be continuous, but neither
JHVLICO nor Signator is obligated to sell any particular amount of policies.

TAX CONSIDERATIONS

     This description of federal income tax consequences is only a brief summary
and is not intended as tax advice. Tax consequences will vary based on your own
particular circumstances, and for further information you should consult a
qualified tax advisor. Federal, state and local tax laws, regulations and
interpretations can change from time to time. As a result, the tax consequences
to you and the beneficiary may be altered, in some cases retroactively.

Policy proceeds

     We believe the policy will receive the same federal income and estate tax
treatment as fixed benefit life insurance policies. Section 7702 of the Internal
Revenue Code (the "Code") defines life insurance for federal tax purposes. If
certain standards are met at issue and over the life of the policy, the policy
will satisfy that definition. We will monitor compliance with these standards.

     If the policy complies with the definition of life insurance, we believe
the death benefit proceeds under the policy will be excludable from the
beneficiary's gross income under the Code. In addition, if you have elected the
Long-Term Care Acceleration Rider, the rider's benefits generally will be
excludable from gross income under the Code. The tax-free nature of these
accelerated benefits is contingent on the rider meeting specific requirements
under Sections 101 and/or Section 7702B of the Code. We have designed the rider
to meet these standards.

     Other policy distributions

     Increases in account value as a result of interest or investment experience
will not be subject to federal income tax unless and until values are actually
received through distributions. In general, the owner will be taxed on the
amount of distributions that exceed the premiums paid under the policy. But
under certain circumstances within the first 15 policy years, the owner may be
taxed on a distribution even if total withdrawals do not exceed total premiums
paid. Any taxable distribution will be ordinary income to the owner (rather than
capital gains).

     Distributions for tax purposes can include amounts received upon surrender
or partial withdrawals. You may also be deemed to have received a distribution
for tax purposes if you assign all or part of your policy rights or change your
policy's ownership. If you have elected the Long-Term Care Acceleration Rider,
as described beginning on page 19, you may be deemed to have received a
distribution for tax purposes each time a deduction is made from your policy's
account value to pay the rider charge.

     We also believe that, except as noted below, loans received under the
policy will be treated as indebtedness of an owner and that no part of any loan
will constitute income to the owner. However, if the policy terminates for any
reason, the amount of any outstanding loan that was not previously considered
income will be treated as if it had been distributed to the owner upon such
termination. This could result in

                                       40
<PAGE>

a considerable tax bill. Under certain circumstances involving large amounts of
outstanding loans, you might find yourself having to choose between high
premiums requirements to keep your policy from lapsing and a significant tax
burden if you allow the lapse to occur.

     It is possible that, despite our monitoring, a policy might fail to qualify
as life insurance under Section 7702 of the Code. This could happen, for
example, if we inadvertently failed to return to you any premium payments that
were in excess of permitted amounts, or if any of the funds failed to meet
certain investment diversification or other requirements of the Code. If this
were to occur, you would be subject to income tax on the income and gains under
the policy for the period of the disqualification and for subsequent periods.

     In the past, the United States Treasury Department has stated that it
anticipated issuing guidelines prescribing circumstances in which the ability of
a policy owner to direct his or her investment to particular funds may cause the
policy owner, rather than the insurance company, to be treated as the owner of
the shares of those funds. In that case, any income and gains attributable to
those shares would be included in your current gross income for federal income
tax purposes. Under current law, however, we believe that we, and not the owner
of a policy, would be considered the owner of the fund's shares for tax
purposes.

     Tax consequences of ownership or receipt of policy proceeds under federal,
state and local estate, inheritance, gift and other tax laws depend on the
circumstances of each owner or beneficiary.

     Because there may be unfavorable tax consequences (including recognition of
taxable income and the loss of income tax-free treatment for any death benefit
payable to the beneficiary), you should consult a qualified tax adviser prior to
changing the policy's ownership or making any assignment of ownership interests.

7-pay premium limit

     At the time of policy issuance, we will determine whether the Planned
Premium schedule will exceed the 7-pay limit discussed below. If so, our
standard procedures prohibit issuance of the policy unless you sign a form
acknowledging that fact.

     The 7-pay limit is the total of net level premiums that would have been
payable at any time for a comparable fixed policy to be fully "paid-up" after
the payment of 7 equal annual premiums. "Paid-up" means that no further premiums
would be required to continue the coverage in force until maturity, based on
certain prescribed assumptions. If the total premiums paid at any time during
the first 7 policy years exceed the 7-pay limit, the policy will be treated as a
"modified endowment", which can have adverse tax consequences.

     The owner will be taxed on distributions and loans from a "modified
endowment" to the extent of any income (gain) to the owner (on an income-first
basis). The distributions and loans affected will be those made on or after, and
within the two year period prior to, the time the policy becomes a modified
endowment. Additionally, a 10% penalty tax may be imposed on taxable portions of
such distributions or loans that are made before the owner attains age 591/2.

     Furthermore, any time there is a "material change" in a policy (such as an
increase in the Additional Sum Insured, the addition of certain other policy
benefits after issue, a change in death benefit option, or reinstatement of a
lapsed policy), the policy will have a new 7-pay limit as if it were a
newly-issued policy. If a prescribed portion of the policy's then account value,
plus all other premiums paid within 7 years after the material change, at any
time exceed the new 7-pay limit, the policy will become a modified endowment.

     Moreover, if benefits under a policy are reduced (such as a reduction in
the Total Sum Insured or death benefit or the reduction or cancellation of
certain rider benefits) during the 7 years in which a 7-pay test is being
applied, the 7-pay limit will be recalculated

                                       41
<PAGE>

based on the reduced benefits. If the premiums paid to date are greater than the
recalculated 7-pay limit, the policy will become a modified endowment.

     All modified endowments issued by the same insurer (or its affiliates) to
the owner during any calendar year generally will be treated as one contract for
the purpose of applying the modified endowment rules. A policy received in
exchange for a modified endowment will itself also be a modified endowment. You
should consult your tax advisor if you have questions regarding the possible
impact of the 7-pay limit on your policy.

Corporate and H.R. 10 plans

     The policy may be acquired in connection with the funding of retirement
plans satisfying the qualification requirements of Section 401 of the Code. If
so, the Code provisions relating to such plans and life insurance benefits
thereunder should be carefully scrutinized. We are not responsible for
compliance with the terms of any such plan or with the requirements of
applicable provisions of the Code.

REPORTS THAT YOU WILL RECEIVE

     At least annually, we will send you a statement setting forth the following
information as of the end of the most recent reporting period: the amount of the
death benefit, the Basic Sum Insured and the Additional Sum Insured, the account
value, the portion of the account value in each investment option, the surrender
value, premiums received and charges deducted from premiums since the last
report, and any outstanding policy loan (and interest charged for the preceding
policy year). Moreover, you also will receive confirmations of premium payments,
transfers among investment options, policy loans, partial withdrawals and
certain other policy transactions.

     Semiannually we will send you a report containing the financial statements
of the Trusts, including a list of securities held in each fund.

VOTING PRIVILEGES THAT YOU WILL HAVE

     All of the assets in the subaccounts of the Account are invested in shares
of the corresponding funds of the Trusts. We will vote the shares of each of the
funds of a Trust which are deemed attributable to variable life insurance
policies at regular and special meetings of the Trust's shareholders in
accordance with instructions received from owners of such policies. Shares of
the Trust held in the Account which are not attributable to such policies, as
well as shares for which instructions from owners are not received, will be
represented by us at the meeting. We will vote such shares for and against each
matter in the same proportions as the votes based upon the instructions received
from the owners of such policies.

     We determine the number of a fund's shares held in a subaccount
attributable to each owner by dividing the amount of a policy's account value
held in the subaccount by the net asset value of one share in the fund.
Fractional votes will be counted. We determine the number of shares as to which
the owner may give instructions as of the record date for a Trust's meeting.
Owners of policies may give instructions regarding the election of the Board of
Trustees or Board of Directors of a Trust, ratification of the selection of
independent auditors, approval of Trust investment advisory agreements and other
matters requiring a shareholder vote. We will furnish owners with information
and forms to enable owners to give voting instructions.

     However, we may, in certain limited circumstances permitted by the SEC's
rules, disregard voting instructions. If we do disregard voting instructions,
you will receive a summary of that action and the reasons for it in the next
semi-annual report to owners.

CHANGES THAT WE CAN MAKE AS TO YOUR POLICY

Changes relating to a Trust or the Account

     The voting privileges described in this prospectus reflect our
understanding of applicable

                                       42
<PAGE>

Federal securities law requirements. To the extent that applicable law,
regulations or interpretations change to eliminate or restrict the need for such
voting privileges, we reserve the right to proceed in accordance with any such
revised requirements. We also reserve the right, subject to compliance with
applicable law, including approval of owners if so required, (1) to transfer
assets determined by JHVLICO to be associated with the class of policies to
which your policy belongs from the Account to another separate account or
subaccount, (2) to operate the Account as a "management-type investment company"
under the 1940 Act, or in any other form permitted by law, the investment
adviser of which would be JHVLICO, John Hancock, or an affiliate of either, (3)
to deregister the Account under the 1940 Act, (4) to substitute for the fund
shares held by a subaccount any other investment permitted by law, and (5) to
take any action necessary to comply with or obtain any exemptions from the 1940
Act. We would notify owners of any of the foregoing changes and, to the extent
legally required, obtain approval of owners and any regulatory body prior
thereto. Such notice and approval, however, may not be legally required in all
cases.

Other permissible changes

     We reserve the right to make any changes in the policy necessary to ensure
the policy is within the definition of life insurance under the Federal tax laws
and is in compliance with any changes in Federal or state tax laws.

     In our policies, we reserve the right to make certain changes if they would
serve the best interests of policy owners or would be appropriate in carrying
out the purposes of the policies. Such changes include the following:

 .    Changes necessary to comply with or obtain or continue exemptions under the
     federal securities laws

 .    Combining or removing investment options

 .    Changes in the form of organization of any separate account

     Any such changes will be made only to the extent permitted by applicable
laws and only in the manner permitted by such laws. When required by law, we
will obtain your approval of the changes and the approval of any appropriate
regulatory authority.

ADJUSTMENTS WE MAKE TO DEATH BENEFITS

     If the insured person commits suicide within certain time periods, the
amount of death benefit we pay will be limited as described in the policy. Also,
if an application misstated the age or gender of the insured person, we will
adjust the amount of any death benefit as described in the policy.

WHEN WE PAY POLICY PROCEEDS

General

     We will pay any death benefit, withdrawal, surrender value or loan within 7
days after we receive the last required form or request (and, with respect to
the death benefit, any other documentation that may be required). If we don't
have information about the desired manner of payment within 7 days after the
date we receive notification of the insured person's death, we will pay the
proceeds as a single sum, normally within 7 days thereafter.

Delay to challenge coverage

     We may challenge the validity of your insurance policy based on any
material misstatements made to us in the application for the policy. We cannot
make such a challenge, however, beyond certain time limits that are specified in
the policy.

Delay for check clearance

     We reserve the right to defer payment of that portion of your account value
that is attributable to a premium payment made by check for a reasonable period
of time (not to exceed 15 days) to allow the check to clear the banking system.

                                       43
<PAGE>

Delay of separate account proceeds

     We reserve the right to defer payment of any death benefit, loan or other
distribution that is derived from a variable investment option if (1) the New
York Stock Exchange is closed (other than customary weekend and holiday
closings) or trading on the New York Stock Exchange is restricted; (2) an
emergency exists, as a result of which disposal of securities is not reasonably
practicable or it is not reasonably practicable to fairly determine the account
value; or (3) the SEC by order permits the delay for the protection of owners.
Transfers and allocations of account value among the investment options may also
be postponed under these circumstances. If we need to defer calculation of
separate account values for any of the foregoing reasons, all delayed
transactions will be processed at the next values that we do compute.

OTHER DETAILS ABOUT EXERCISING RIGHTS AND PAYING BENEFITS

Joint ownership

     If more than one person owns a policy, all owners must join in most
requests to exercise rights under the policy.

Assigning your policy

     You may assign your rights in the policy to someone else as collateral for
a loan or for some other reason. Assignments do not require the consent of any
revocable beneficiary. A copy of the assignment must be forwarded to us. We are
not responsible for any payment we make or any action we take before we receive
notice of the assignment in good order. Nor are we responsible for the validity
of the assignment. An absolute assignment is a change of ownership. All
collateral assignees of record must consent to any full surrender, partial
withdrawal or loan from the policy.

Your beneficiary

     You name your beneficiary when you apply for the policy. The beneficiary is
entitled to the proceeds we pay following the insured person's death. You may
change the beneficiary during the insured person's lifetime. Such a change
requires the consent of any irrevocable named beneficiary. A new beneficiary
designation is effective as of the date you sign it, but will not affect any
payments we make before we receive it. If no beneficiary is living when the
insured person dies, we will pay the insurance proceeds to the owner or the
owner's estate.

LEGAL MATTERS

     The legal validity of the policies described in this prospectus has been
passed on by Ronald J. Bocage, Vice President and Counsel for JHVLICO. Messrs.
Freedman, Levy, Kroll & Simonds, Washington, D.C., have advised us on certain
Federal securities law matters in connection with the policies.

REGISTRATION STATEMENT FILED WITH THE SEC

     This prospectus omits certain information contained in the Registration
Statement which has been filed with the SEC. More details may be obtained from
the SEC upon payment of the prescribed fee.

ACCOUNTING AND ACTUARIAL EXPERTS

     Certain of the financial statements of JHVLICO and the Account included in
this prospectus have been audited by Ernst & Young LLP, independent auditors,
for the periods indicated in their reports thereon which appear elsewhere herein
and have been included in reliance on their reports given on their authority as
experts in accounting and auditing. Actuarial matters included in this
prospectus have been examined by Todd G. Engelsen, F.S.A., Vice President and
Actuary of JHVLICO and Second Vice President of John Hancock.

                                       44
<PAGE>

FINANCIAL STATEMENTS OF JHVLICO AND THE ACCOUNT

     The financial statements of JHVLICO included herein should be distinguished
from the financial statements of the Account and should be considered only as
bearing upon the ability of JHVLICO to meet its obligations under the policies.

     In addition to those financial statements of JHVLICO and the Account
included herein that have been audited by Ernst & Young LLP, this prospectus
also contains unaudited financial statements of both JHVLICO and the Account for
a period subsequent to the audited financial statements.



                                       45
<PAGE>

               LIST OF DIRECTORS AND EXECUTIVE OFFICERS OF JHVLICO

     The Directors and Executive Officers of JHVLICO and their principal
occupations during the past five years are as follows:


<TABLE>
<CAPTION>
Directors and Executive Officers        Principal Occupations
--------------------------------        ---------------------
<S>                                     <C>
David F. D'Alessandro................   Chairman of the Board and Chief Executive Officer of JHVLICO; President and Chief
                                        Executive Officer, John Hancock Life Insurance Company.
Michele G. Van Leer..................   Vice Chairman of the Board and President of JHVLICO; Senior Vice President, John Hancock
                                        Life Insurance Company.
Ronald J. Bocage ....................   Director, Vice President and Counsel of JHVLICO; Vice President and Counsel, John Hancock
                                        Life Insurance Company.
Bruce M. Jones.......................   Director and Vice President of JHVLICO; Vice President, John Hancock Life Insurance Company.

Thomas J. Lee........................   Director and Vice President of JHVLICO; Vice President, John Hancock Life Insurance Company.

Barbara L. Luddy.....................   Director, Vice President and Actuary of JHVLICO; Senior Vice President, John Hancock Life
                                        Insurance Company.
Robert S. Paster.....................   Director and Vice President of JHVLICO; Vice President, John Hancock Life Insurance Company.

Robert R. Reitano....................   Director and Vice President of JHVLICO; Vice President, John Hancock Life Insurance Company.

Paul Strong..........................   Director and Vice President of JHVLICO; Vice President, John Hancock Life Insurance Company.

Daniel L. Ouellette..................   Vice President, Marketing, of JHVLICO; Senior Vice President, John Hancock Life Insurance
                                        Company.
Edward P. Dowd.......................   Vice President, Investments, of JHVLICO; Senior Vice President, John Hancock Life Insurance
                                        Company
Roger G. Nastou......................   Vice President, Investments, of JHVLICO; Vice President, John Hancock Life Insurance Company

Todd G. Engelsen.....................   Vice President and Illustration Actuary of JHVLICO; Second Vice President, John Hancock
                                        Life Insurance Company
Julie H. Indge.......................   Treasurer of JHVLICO; Financial Officer, John Hancock Life Insurance Company

Patrick J. Gill......................   Controller of JHVLICO; Senior Associate Controller, John Hancock Life Insurance Company.

Peter Scavongelli....................   Secretary of JHVLICO; State Compliance Officer, John Hancock Life Insurance Company
</TABLE>

     The business address of all Directors and officers of JHVLICO is John
Hancock Place, Boston, Massachusetts 02117.

                                       46

<PAGE>

                         UNAUDITED FINANCIAL STATEMENTS

                                       FOR

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

                               THIRD QUARTER 2000



                                       47
<PAGE>

               [UNAUDITED FINANCIALS TO BE INSERTED BY AMENDMENT]

                                       48
<PAGE>

                REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

To the Directors and Policyholders
John Hancock Variable Life Insurance Company

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

     We conducted our audits in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

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

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

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


                                                               ERNST & YOUNG LLP

Boston, Massachusetts
March 10, 2000

                                       49
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

                STATUTORY-BASIS STATEMENTS OF FINANCIAL POSITION


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

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


 TOTAL ASSETS........................................   $10,613.0    $8,599.0
                                                        =========    ========

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

STOCKHOLDER'S EQUITY
  Common Stock, $50 par value; authorized 50,000
    shares; issued and outstanding 50,000 shares.....         2.5         2.5
  Paid-in capital....................................       572.4       377.5
  Unassigned deficit--Note 10........................      (177.9)      (49.2)
                                                        ---------    --------
  TOTAL STOCKHOLDER'S EQUITY.........................       397.0       330.8
                                                        ---------    --------

 TOTAL OBLIGATIONS AND STOCKHOLDER'S EQUITY..........   $10,613.0    $8,599.0
                                                        =========    ========

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

                                       50
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

        STATUTORY-BASIS STATEMENTS OF OPERATIONS AND UNASSIGNED DEFICIT

<TABLE>
<CAPTION>
                                                                      YEAR ENDED DECEMBER 31,
                                                                         1999         1998
                                                                      ----------    ---------
                                                                            (IN MILLIONS)
<S>                                                                     <C>         <C>
INCOME
Premiums.........................................................       $  950.8     $1,272.3
Net investment income--Note 3....................................          136.0        122.8
Other, net.......................................................          605.4        618.1
                                                                      ----------    ---------
                                                                         1,692.2      2,013.2
BENEFITS AND EXPENSES
Payments to policyholders and beneficiaries......................          349.9        301.4
Additions to reserves to provide for future payments to
   policyholders and beneficiaries...............................          888.8      1,360.2
Expenses of providing service to policyholders and
 obtaining new insurance--Note 5.................................          314.4        274.2
State and miscellaneous taxes....................................           20.5         28.1
                                                                      ----------    ---------
                                                                         1,573.6      1,963.9
                                                                      ----------    ---------
 Gain from operations before federal income
 taxes and net realized capital losses                                     118.6         49.3
Federal income taxes--Note 1.....................................           42.9         33.1
                                                                      ----------    ---------
 GAIN FROM OPERATIONS BEFORE NET REALIZED CAPITAL LOSSES.........           75.7         16.2
Net realized capital losses--Note 4..............................           (1.7)        (0.6)
                                                                      ----------    ---------
  NET INCOME.....................................................           74.0         15.6

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

    UNASSIGNED DEFICIT AT END OF YEAR............................     $   (177.9)     $ (49.2)
                                                                      ==========    =========
</TABLE>

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

                                       51
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

                    STATUTORY-BASIS STATEMENTS OF CASH FLOWS


<TABLE>
<CAPTION>
                                                                      YEAR ENDED DECEMBER 31,
                                                                         1999         1998
                                                                      ----------    ---------
                                                                            (IN MILLIONS)
<S>                                                                     <C>         <C>
Cash flows from operating activities:
   Insurance premiums............................................        $ 958.5    $ 1,275.3
   Net investment income.........................................          134.2        118.2
   Benefits to policyholders and beneficiaries...................         (321.6)      (275.5)
Dividends paid to policyholders..................................          (25.6)       (22.3)
Insurance expenses and taxes.....................................         (344.8)      (296.9)
Net transfers to separate accounts...............................         (705.3)      (874.4)
   Other, net....................................................          540.6        551.3
                                                                      ----------    ---------
          NET CASH PROVIDED FROM OPERATIONS......................          236.0        475.7
                                                                      ----------    ---------

Cash flows used in investing activities:
   Bond purchases................................................         (240.7)      (618.8)
   Bond sales....................................................          108.3        340.7
   Bond maturities and scheduled redemptions.....................           78.4        111.8
   Bond prepayments..............................................           18.7         76.5
   Stock purchases...............................................           (3.9)       (23.4)
   Proceeds from stock sales.....................................            3.6          1.9
   Real estate purchases.........................................           (2.2)        (4.2)
   Real estate sales.............................................           17.8          2.1
   Other invested assets purchases...............................           (4.5)         0.0
   Mortgage loans issued.........................................          (70.7)      (145.5)
   Mortgage loan repayments......................................           25.3         33.2
   Other, net....................................................          (68.9)      (435.2)
                                                                      ----------    ---------
          NET CASH USED IN INVESTING ACTIVITIES..................         (138.8)      (660.9)
                                                                      ----------    ---------
Cash flows from financing activities:
   Capital contribution..........................................          194.9
   Net (decrease) increase in short-term note payable............          (61.9)        61.9
                                                                      ----------    ---------
          NET CASH PROVIDED FROM FINANCING ACTIVITIES............          133.0         61.9
                                                                      ----------    ---------

INCREASE (DECREASE) IN CASH AND TEMPORARY CASH INVESTMENTS.......          230.2       (123.3)
Cash and temporary cash investments at beginning of year.........           19.9        143.2
                                                                      ----------    ---------
          CASH AND TEMPORARY CASH INVESTMENTS AT END OF YEAR.....         $250.1        $19.9
                                                                      ==========    =========
</TABLE>

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


                                       52
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

                 NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS

1.   NATURE OF OPERATIONS AND SIGNIFICANT ACCOUNTING PRACTICES

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

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

Basis of Presentation

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

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

     The significant accounting practices of the Company are as follows:

Pending Statutory Standards

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

                                       53
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

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

Revenues and Expenses

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

Cash and Temporary Cash Investments

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

Valuation of Assets

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

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

Investments in affiliates are included on the statutory equity method.

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

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

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

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

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

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

                                       54
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

     Asset Valuation and Interest Maintenance Reserves

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

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

Goodwill

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

Separate Accounts

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

Fair Value Disclosure of Financial Instruments

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

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

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

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

                                       55
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

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

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

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

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

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

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

Capital Gains and Losses

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

Policy Reserves

     Life reserves are developed by actuarial methods and are determined based
on published tables using statutorily specified interest rates and valuation
methods that will provide, in the aggregate, reserves that are greater than or
equal to the minimum or guaranteed policy cash values or the amounts required by
the Commonwealth of Massachusetts Division of Insurance. Reserves for variable
life insurance policies are maintained principally on the modified preliminary
term method using the 1958 and 1980 Commissioner's Standard Ordinary (CSO)
mortality tables, with an assumed interest rate of 4% for policies issued prior
to May 1, 1983 and 41/2% for policies issued on or thereafter. Reserves for
single premium policies are determined by the net single premium method using
the 1958 CSO mortality table, with an assumed interest rate of 4%. Reserves for
universal life policies issued prior to 1985 are equal to the gross account
value which at all times exceeds minimum statutory requirements. Reserves for
universal life policies issued from 1985 through 1988 are maintained at the
greater of the Commissioner's Reserve Valuation Method (CRVM) using the 1958 CSO
mortality table, with 41/2% interest or the cash surrender value. Reserves for
universal life policies issued after 1988 and for flexible variable policies are
maintained using the greater of the cash surrender value or the CRVM method with
the 1980 CSO mortality table and 51/2% interest for policies issued from 1988
through 1992; 5% interest for policies issued in 1993 and 1994; and 41/2%
interest for policies issued in 1995 through 1999.

Federal Income Taxes

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

                                       56
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

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

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

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

Adjustments to Policy Reserves

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

Reinsurance

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

2.   ACQUISITION

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



                                       57
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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


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


                                                              1999     1998
                                                            -------   -------
                                                             (IN MILLIONS)

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


3.   NET INVESTMENT INCOME

Investment income has been reduced by the following amounts:


                                                              1999     1998
                                                            -------   -------
                                                              (IN MILLIONS)
Investment expenses..................................       $   9.5   $   8.3
Interest expense.....................................           1.7       2.4
Depreciation expense.................................           0.6       0.8
Investment taxes.....................................           0.3       0.7
                                                            -------   -------
                                                              $12.1     $12.2
                                                            =======   =======


                                       58
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

4.   NET CAPITAL GAINS (LOSSES) AND OTHER ADJUSTMENTS

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


                                                              1999     1998
                                                            -------   -------
                                                              (IN MILLIONS)
Net gains from asset sales...........................       $  (2.8)  $   7.6
Capital gains tax....................................           0.2      (2.9)
Net capital gains transferred to IMR.................           0.9      (5.3)
                                                            -------   -------
Net REALIZED CAPITAL LOSSES..........................       $  (1.7)  $  (0.6)
                                                            =======   =======

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

                                                              1999     1998
                                                            -------   -------
                                                              (IN MILLIONS)
Net losses from changes in security values and book
     value adjustments...............................       $  (2.6)  $  (2.7)
Increase in asset valuation reserve..................          (1.2)     (3.3)
                                                            -------   -------
Net UNREALIZED CAPITAL LOSSES AND OTHER ADJUSTMENTS..       $  (3.8)  $  (6.0)
                                                            =======   =======

                                       59
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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


5.   TRANSACTIONS WITH PARENT

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

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

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

     Effective January 1, 1996, the Company entered into a modified coinsurance
agreement with John Hancock to reinsure 50% of the 1995 inforce block and 50% of
1996 and all future issue years of certain variable annuity contracts
(Independence Preferred, Declaration, Independence 2000, MarketPlace, and
Revolution). In connection with this agreement, the Company received a net cash
payment of $40.0 million and $12.7 million in 1999 and 1998, respectively, for
surrender benefits, tax, reserve increase, commission, expense allowances and
premium, This agreement increased the Company's net gain from operations by
$26.9 million and $8.4 million in 1999 and 1998, respectively.

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

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


                                       60
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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


6.   INVESTMENTS

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


<TABLE>
<CAPTION>
                                                                     Gross Unrealized Gross Unrealized
                                                            Statement Value         Gains          Losses         Fair Value
                                                            ---------------     -------------   ------------     ------------
                                                                                       (IN MILLIONS)
<S>                                                           <C>                 <C>              <C>           <C>
December 31, 1999
U.S. Treasury securities and obligations of U.S. .......
 government corporations and agencies ..................      $      5.9          $   0.0          $   0.1       $      5.8
Obligations of states and political subdivisions .......             2.2              0.1              0.1              2.2
Debit securities issued by foreign governments .........            13.9              0.8              0.1             14.6
Corporate securities ...................................           964.9             13.0             59.4            918.5
Mortgage-backed securities .............................           229.4              0.5              7.8            222.1
                                                              ----------          --------         --------      ----------
Total bonds ............................................      $  1,216.3          $  14.4          $  67.5       $  1,163.2
                                                              ==========          ========         ========      ==========



December 31, 1998
U.S. Treasury securities and obligations of U.S. .......
 government corporations and agencies ..................      $      5.1          $   0.1          $   0.0       $      5.2
Obligations of states and political subdivisions .......             3.2              0.3              0.0              3.5
Corporate securities ...................................           925.2             50.4             15.0            960.6
Mortgage-backed securities .............................           252.3             10.0              0.1            262.2
                                                              ----------          --------         --------      ----------

Total bonds ............................................      $  1,185.8          $  60.8          $  15.1       $  1,231.5
                                                              ==========          ========         ========      ==========
</TABLE>



                                       61
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

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


                                                         Statement    Fair
                                                           Value      Value
                                                        ----------   ---------
                                                           (In millions)
Due in one year or less..............................    $  58.5     $  58.2
Due after one year through five years................      286.8       282.0
Due after five years through ten years...............      425.4       405.6
Due after ten years..................................      216.2       195.3
                                                        --------     ---------
                                                           986.9       941.1
Mortgage-backed securities...........................      229.4       222.1
                                                        --------     ---------

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


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

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

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

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

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

                                       62
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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



                              Statement       Geographic       Statement
 Property Type                  Value        Concentration       Value
                              (In millions)                   (In millions)

Apartments ..............       $112.1      East North Central  $  71.3
Hotels ..................         11.3      East South Central      7.4
Industrial ..............         66.0      Middle Atlantic        28.5
Office buildings ........         86.4      Mountain               21.0
Retail ..................         25.5      New England            37.5
Agricultural ............         99.6      Pacific               111.1
Other ...................         32.2      South Atlantic         87.6
                                            West North Central     16.6
                                            West South Central     48.6
                                            Other                   3.5
                                ------                           ------
                                $433.1                           $433.1
                                ======                           ======

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

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

                                       63
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

7.   REINSURANCE

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

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

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

     The Company has not entered into any reinsurance agreement in which the
reinsurer may unilaterally cancel any reinsurance for reasons other than
nonpayment of premiums or other similar credits. The Company does not have any
reinsurance agreements in effect in which the amount of losses paid or accrued
through December 31, 1999 would result in a payment to the reinsurer of amounts
which, in the aggregate and allowing for offset of mutual credits from other
reinsurance agreements with the same reinsurer, exceed the total direct premiums
collected under the reinsured policies.

8.   FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET RISK

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


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


                                       64
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

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

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

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

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

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


                                                          December 31,
                                                              1999       Percent
                                                         -------------   -------
                                                               (In millions)
Subject to discretionary withdrawal (with adjustment)
With market value adjustment ..............................  $    3.8       0.1%
At book value less surrender charge .......................      40.5       1.5
At market value ...........................................   2,326.6      87.1
                                                             --------    -------
     Total with adjustment ................................   2,370.9      88.7
Subject to discretionary withdrawal                             287.1      10.7
   at book value (without adjustment) .....................
Not subject to discretionary withdrawal--general account ..      15.4       0.6
                                                             --------   --------


Total annuity reserves and deposit liabilities ............  $2,673.4     100.0%
                                                             ========   ========

                                       65
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

10.  COMMITMENTS AND CONTINGENCIES

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

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

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

     Given the uncertainties associated with estimating the reserve, it is
reasonably possible that the final cost of the settlement could differ
materially from the amounts presently provided for by the Company. John Hancock
and the Company will continue to update their estimate of the final cost of the
settlement as claims are processed and more specific information is developed,
particularly as the actual cost of the claims subject to alternative dispute
resolution becomes available. However, based on information available at this
time, and the uncertainties associated with the final claim processing and
alternative dispute resolution, the range of any additional costs related to the
settlement cannot be reasonably estimated. If the Company's share of the
settlement increases, John Hancock will contribute additional capital to the
Company so that the Company's total stockholder's equity would not be impacted.


                                       66
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

11.  FAIR VALUE OF FINANCIAL INSTRUMENTS

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


<TABLE>
<CAPTION>
                                                                 December 31,
                                                         1999                     1998
                                                --------------------     ---------------------
                                                Carrying      Fair       Carrying       Fair
                                                 Amount      Value        Amount       Value
                                                --------    --------     --------     --------
                                                                  (In millions)
<S>                                                <C>         <C>          <C>          <C>
ASSETS
   Bonds--Note 6                                $1,216.3    $1,163.2     $1,185.8     $1,231.5
   Preferred stocks--Note 6                         35.9        35.9         36.5         36.5
   Common stocks--Note 6                             3.2         3.2          3.1          3.1
   Mortgage loans on real estate--Note 6           433.1       421.7        388.1        401.3
   Policy loans--Note 1                            172.1       172.1        137.7        137.7
   Cash items--Note 1                              250.1       250.1         19.9         19.9

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

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



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

12.  SUBSEQUENT EVENTS

REORGANIZATION AND INITIAL PUBLIC OFFERING

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

                                       67
<PAGE>

                  JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

13.  IMPACT OF YEAR 2000 (UNAUDITED)

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

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

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


                                       68
<PAGE>

                         UNAUDITED FINANCIAL STATEMENTS

                                      FOR

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                               THIRD QUARTER 2000



                                       69
<PAGE>

               [UNAUDITED FINANCIALS TO BE INSERTED BY AMENDMENT]

                                       70
<PAGE>

                 REPORT ERNST & YOUNG LLP, INDEPENDENT AUDITORS

To the Policyholders of
John Hancock Variable Life Account U of John Hancock Variable Life Insurance
 Company

     We have audited the accompanying statement of assets and liabilities of
John Hancock Variable Life Account U (the Account) (comprising, respectively,
the Large Cap Growth, Sovereign Bond, International Equity Index, Small Cap
Growth, International Balanced, Mid Cap Growth, Large Cap Value, Money Market,
Mid Cap Value, Small/Mid Cap Growth (formerly, Diversified Mid Cap Growth), Real
Estate Equity, Growth & Income, Managed, Short-Term Bond, Small Cap Value,
International Opportunities, Equity Index, Global Bond (formerly, Strategic
Bond), Turner Core Growth, Brandes International Equity, Frontier Capital
Appreciation, Emerging Markets Equity, Global Equity, Bond Index, Small/Mid Cap
CORE, High Yield Bond and Enhanced U.S. Equity Subaccounts) as of December 31,
1999, and the related statements of operations and changes in net assets for
each of the periods indicated therein. These financial statements are the
responsibility of the Account's management. Our responsibility is to express an
opinion on these financial statements based on our audits.

     We conducted our audits in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

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

                                                               ERNST & YOUNG LLP
Boston, Massachusetts
February 11, 2000

                                       71
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                      STATEMENT OF ASSETS AND LIABILITIES

                               DECEMBER 31, 1999


<TABLE>
<CAPTION>
                                                                                                INTERNATIONAL
                                                                     LARGE CAP     SOVEREIGN       EQUITY        SMALL CAP
                                                                       GROWTH         BOND          INDEX         GROWTH
                                                                     SUBACCOUNT    SUBACCOUNT    SUBACCOUNT     SUBACCOUNT
                                                                    ------------  ------------  -------------  -------------
<S>                                                                 <C>           <C>           <C>            <C>
ASSETS
Cash ..........................................................     $     18,374  $     31,159   $     3,363    $     1,196
Investments in shares of portfolios of John Hancock
 Variable Series Trust I, at value ............................      156,931,243   236,200,057    29,055,936     10,825,578
Policy loans and accrued interest receivable ..................       20,131,090    56,920,743     2,843,104             --
Receivable from:
 John Hancock Variable Series Trust I .........................          166,807        45,107        32,276         20,662
 M Fund Inc. ..................................................               --            --            --             --
                                                                     ------------  ------------   -----------    -----------
Total assets ..................................................      177,247,514   293,197,066    31,934,679     10,847,436
LIABILITIES
Payable to John Hancock Variable Life Insurance Company .......          164,174        40,650        31,788         20,488
Asset charges payable .........................................           21,008        35,617         3,852          1,370
                                                                    ------------  ------------   -----------    -----------
                                                                         185,182        76,267        35,640         21,858
                                                                    ------------  ------------   -----------    -----------
Net assets ....................................................     $177,062,332  $293,120,799   $31,899,039    $10,825,578
                                                                    ============  ============   ===========    ===========
</TABLE>


<TABLE>
<CAPTION>
                                                                    INTERNATIONAL    MID CAP     LARGE CAP         MONEY
                                                                      BALANCED       GROWTH        VALUE           MARKET
                                                                     SUBACCOUNT    SUBACCOUNT    SUBACCOUNT      SUBACCOUNT
                                                                    ------------  ------------  -------------  -------------
<S>                                                                 <C>           <C>           <C>            <C>
ASSETS
Cash ..........................................................     $        133  $      2,329   $     1,091    $     4,680
Investments in shares of portfolios of  John
 Hancock Variable Series Trust I, at value ....................        1,177,232    20,852,255     9,553,293     62,519,986
Policy loans and accrued interest receivable ..................               --            --            --     14,118,655
Receivable from:
 John Hancock Variable Series Trust I .........................              970       103,804         6,237        159,443
 M Fund Inc. ..................................................               --            --            --             --
                                                                    ------------  ------------   -----------    -----------
Total assets ..................................................        1,178,335    20,958,388     9,560,621     76,802,764
LIABILITIES
Payable to John Hancock Variable Life Insurance Company .......              950       103,466         6,081        158,266
Asset charges payable .........................................              153         2,667         1,247          5,857
                                                                    ------------  ------------   -----------    -----------
                                                                           1,103       106,133         7,328        164,123
                                                                    ------------  ------------   -----------    -----------
Net assets ....................................................     $  1,177,232  $ 20,852,255   $ 9,553,293    $76,638,641
                                                                    ============  ============   ===========    ===========
</TABLE>

See accompanying notes.

                                       72
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

                               DECEMBER 31, 1999


<TABLE>
<CAPTION>
                                                                                   SMALL/MID
                                                                      MID CAP        CAP       REAL ESTATE      GROWTH &
                                                                       VALUE        GROWTH       EQUITY          INCOME
                                                                     SUBACCOUNT   SUBACCOUNT   SUBACCOUNT      SUBACCOUNT
                                                                    ------------  -----------  -----------  ----------------
<S>                                                                 <C>           <C>          <C>          <C>
ASSETS
Cash ..........................................................     $        589  $     1,386  $     1,428   $      132,575
Investments in shares of portfolios of John
 Hancock Variable Series Trust I, at value ....................        5,236,581   12,409,573   11,482,706    1,091,050,404
Policy loans and accrued interest receivable ..................               --           --    1,895,766      187,689,150
Receivable from:
 John Hancock Variable Series Trust I .........................           27,820       34,285        1,966          333,111
 M Fund Inc. ..................................................               --           --           --               --
                                                                    ------------  -----------  -----------   --------------
Total assets ..................................................        5,264,990   12,445,244   13,381,866    1,279,205,240
LIABILITIES
Payable to John Hancock Variable Life Insurance Company .......           27,735       34,083        1,758          314,139
Asset charges payable .........................................              675        1,588        1,636          151,547
                                                                    ------------  -----------  -----------   --------------
Total liabilities .............................................           28,410       35,671        3,394          465,686
                                                                    ------------  -----------  -----------   --------------
Net assets ....................................................     $  5,236,580  $12,409,573  $13,378,472   $1,278,739,554
                                                                    ============  ===========  ===========   ==============
</TABLE>


<TABLE>
<CAPTION>
                                                                                  SHORT-TERM  SMALL CAP   INTERNATIONAL
                                                                       MANAGED       BOND       VALUE     OPPORTUNITIES
                                                                     SUBACCOUNT   SUBACCOUNT  SUBACCOUNT    SUBACCOUNT
                                                                    ------------  ----------  ----------  ---------------
<S>                                                                <C>           <C>         <C>         <C>
ASSETS
Cash ..........................................................     $     52,222  $      129  $      460    $      593
Investments in shares of portfolios of John
 Hancock Variable Series Trust I, at value ....................      422,672,470   1,129,483   4,111,416     5,310,586
Policy loans and accrued interest receivable ..................       77,400,280          --          --            --
Receivable from:
 John Hancock Variable  Series Trust I ........................          123,268         218       2,954         5,072
 M Fund Inc. ..................................................               --          --          --            --
                                                                    ------------  ----------  ----------    ----------
Total assets ..................................................      500,248,240   1,129,830   4,114,830     5,316,251
LIABILITIES
Payable to John Hancock Variable Life Insurance Company .......          115,790         199       2,887         4,985
Asset charges payable .........................................           59,700         148         527           680
                                                                    ------------  ----------  ----------    ----------
Total liabilities .............................................          175,490         347       3,414         5,665
                                                                    ------------  ----------  ----------    ----------
Net assets ....................................................     $500,072,750  $1,129,483  $4,111,416    $5,310,586
                                                                    ============  ==========  ==========    ==========
</TABLE>

See accompanying notes.

                                       73
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

                               DECEMBER 31, 1999


<TABLE>
<CAPTION>
                                                                                                TURNER        BRANDES
                                                                       EQUITY       GLOBAL       CORE      INTERNATIONAL
                                                                        INDEX        BOND       GROWTH        EQUITY
                                                                     SUBACCOUNT   SUBACCOUNT  SUBACCOUNT    SUBACCOUNT
                                                                     -----------  ----------  ----------  ---------------
<S>                                                                  <C>          <C>         <C>         <C>
ASSETS
Cash ..........................................................      $     2,517  $      216   $     60      $     65
Investments in shares of portfolios of John
 Hancock Variable Series Trust I, at value ....................       22,117,624   1,882,675         --            --
Investments in shares of portfolios of M Fund Inc., at value ..               --          --    536,192       588,128
Policy loans and accrued interest receivable ..................               --          --         --            --
Receivable from:
 John Hancock Variable  Series Trust I ........................           19,259          31         --            --
 M Fund Inc. ..................................................               --          --          9            10
                                                                     -----------  ----------   --------      --------
Total assets ..................................................       22,139,400   1,882,922    536,261       588,203
LIABILITIES
Payable to John Hancock Variable Life Insurance Company .......           18,897          --         --            --
Asset charges payable .........................................            2,879         247         69            75
                                                                     -----------  ----------   --------      --------
Total liabilities .............................................           21,776         247         69            75
                                                                     -----------  ----------   --------      --------
Net assets ....................................................      $22,117,624  $1,882,675   $536,192      $588,128
                                                                     ===========  ==========   ========      ========
</TABLE>

<TABLE>
<CAPTION>
                                                                        FRONTIER     EMERGING
                                                                        CAPITAL      MARKETS      GLOBAL
                                                                      APPRECIATION    EQUITY      EQUITY     BOND INDEX
                                                                       SUBACCOUNT   SUBACCOUNT  SUBACCOUNT   SUBACCOUNT
                                                                      ------------  ----------  ----------  ------------
<S>                                                                   <C>           <C>         <C>         <C>
ASSETS
Cash ..........................................................         $     80     $     43    $     12     $     45
Investments in shares of portfolios of John Hancock
 Variable Series Trust I, at value ............................               --      395,733     112,572      387,762
Investments in shares of portfolios of M Fund Inc., at value ..          728,674           --          --           --
Policy loans and accrued interest receivable ..................               --           --          --           --
Receivable from:
 John Hancock Variable  Series Trust I ........................               --        2,536           2        1,123
 M Fund Inc. ..................................................               12           --          --           --
                                                                        --------     --------    --------     --------
Total assets ..................................................          728,766      398,312     112,586      388,930
LIABILITIES
Payable to John Hancock Variable Life Insurance Company .......               --        2,529          --        1,116
Asset charges payable .........................................               92           49          14           51
                                                                        --------     --------    --------     --------
Total liabilities .............................................               92        2,578          14        1,167
                                                                        --------     --------    --------     --------
Net assets ....................................................         $728,674     $395,734    $112,572     $387,763
                                                                        ========     ========    ========     ========
</TABLE>

See accompanying notes.

                                       74
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

                               DECEMBER 31, 1999


<TABLE>
<CAPTION>
                                                                       SMALL/MID   HIGH YIELD    ENHANCED
                                                                        CAP CORE      BOND      U.S. EQUITY
                                                                       SUBACCOUNT  SUBACCOUNT   SUBACCOUNT
                                                                       ----------  ----------  -------------
<S>                                                                    <C>         <C>         <C>
ASSETS
Cash ..........................................................         $      9    $    --       $     1
Investments in shares of portfolios of John Hancock
 Variable Series Trust I, at value ............................           99,481     90,611            --
Investments in shares of portfolios of M Fund Inc., at value ..               --         --        14,140
Policy loans and accrued interest receivable ..................               --         --            --
Receivable from:
 John Hancock Variable Series Trust I .........................           16,714      1,478            --
 M Fund Inc. ..................................................               --         --            --
                                                                        --------    -------       -------
Total assets ..................................................          116,204     92,089        14,141
LIABILITIES
Payable to John Hancock Variable Life Insurance Company .......           16,712      1,477            --
Asset charges payable .........................................               11         11             2
                                                                        --------    -------       -------
Total liabilities .............................................           16,723      1,488             2
                                                                        --------    -------       -------
Net assets ....................................................         $ 99,481    $90,601       $14,139
                                                                        ========    =======       =======
</TABLE>

See accompanying notes.

                                       75
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                            STATEMENT OF OPERATIONS

                     YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                  LARGE CAP GROWTH SUBACCOUNT              SOVEREIGN BOND SUBACCOUNT
                                             -------------------------------------  ----------------------------------------
                                                1999         1998         1997          1999          1998           1997
                                             -----------  -----------  -----------  -------------  ------------  -------------
<S>                                          <C>          <C>          <C>          <C>            <C>           <C>
Investment income:
Distributions received from:
 John Hancock Variable Series
  Trust I ................................   $24,007,195  $11,641,271  $ 7,675,850  $ 17,792,726   $19,685,096    $17,409,990
 M Fund Inc...............................            --           --           --            --            --             --
Interest income on policy loans ..........     1,211,333    1,008,607      875,892     4,084,783     4,027,376      3,926,698
                                             -----------  -----------  -----------  ------------   -----------    -----------
Total investment income ..................    25,218,528   12,649,878    8,551,742    21,877,509    23,712,472     21,336,688
Expenses:
 Mortality and expense risks .............       828,714      624,665      480,057     1,643,861     1,624,615      1,514,127
                                             -----------  -----------  -----------  ------------   -----------    -----------
Net investment income ....................    24,389,814   12,025,213    8,071,685    20,233,648    22,087,857     19,822,561
Net realized and unrealized gain (loss) on
 investments:
 Net realized gain .......................     4,239,424    3,520,199    4,216,904       192,098     1,600,539      1,088,488
 Net unrealized appreciation (depreciation)
  during the period ......................     1,727,703   18,509,310    7,920,403   (20,304,536)   (2,317,324)     2,987,952
                                             -----------  -----------  -----------  ------------   -----------    -----------
Net realized and unrealized gain (loss) on
 investments .............................     5,967,127   22,029,509   12,137,307   (20,112,438)     (716,785)     4,076,440
                                             -----------  -----------  -----------  ------------   -----------    -----------
Net increase in net assets resulting from
 operations...............................   $30,356,941  $34,054,722  $20,208,992  $    121,210   $21,371,072    $23,899,001
                                             ===========  ===========  ===========  ============   ===========    ===========
</TABLE>




<TABLE>
<CAPTION>
                                              INTERNATIONAL EQUITY INDEX SUBACCOUNT     SMALL CAP GROWTH SUBACCOUNT
                                             --------------------------------------   -------------------------------
                                                1999         1998          1997          1999       1998        1997
                                             -----------  -----------  -------------  ----------  ---------  -----------
<S>                                          <C>          <C>          <C>            <C>         <C>        <C>
Investment income:
Distributions received from:
 John Hancock Variable Series
  Trust I ................................    $  917,904   $3,394,842   $   840,616    $1,272,230  $     --    $    976
 M Fund Inc. .............................            --           --            --            --        --          --
Interest income on policy loans ..........       179,345      170,285       170,905            --        --          --
                                              ----------   ----------   -----------    ----------  --------    --------
Total investment income ..................     1,097,249    3,565,127     1,011,521     1,272,230        --         976
Expenses:
 Mortality and expense risks .............       147,126      124,891       107,415        37,386    20,335      11,175
                                              ----------   ----------   -----------    ----------  --------    --------
Net investment income (loss) .............       950,123    3,440,236       904,106     1,234,844   (20,335)    (10,199)
Net realized and unrealized gain
 (loss) on investments:
 Net realized gain .......................       168,248      148,419       209,781       491,241    55,393      34,153
 Net unrealized  appreciation
  (depreciation) during the period .......     5,712,567      105,161    (2,036,425)    2,317,857   518,731     226,085
                                              ----------   ----------   -----------    ----------  --------    --------
Net realized and unrealized gain
 (loss) on investments ...................     5,880,815      253,580    (1,826,644)    2,809,098   574,124     260,238
                                              ----------   ----------   -----------    ----------  --------    --------
Net increase (decrease) in net
 assets resulting from operations ........    $6,830,938   $3,693,816   $  (922,538)   $4,043,942  $553,789    $250,039
                                              ==========   ==========   ===========    ==========  ========    ========
</TABLE>

See accompanying notes.

                                       76
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                      STATEMENT OF OPERATIONS (CONTINUED)

                     YEARS AND PERIODS ENDED DECEMBER 31,



<TABLE>
<CAPTION>
                                              INTERNATIONAL BALANCED SUBACCOUNT         MID CAP GROWTH SUBACCOUNT
                                             ----------------------------------    ----------------------------------
                                                1999         1998        1997         1999        1998         1997
                                             -----------  -----------  ----------  ----------  ----------  -------------
<S>                                          <C>          <C>          <C>         <C>         <C>         <C>
Investment income:
Distributions received from:
 John Hancock Variable Series Trust I ....     $  99,184    $  57,587    $ 30,867    $2,117,559  $  461,919   $       --
 M Fund Inc. .............................            --           --          --            --          --           --
Interest income on policy loans ..........            --           --          --            --          --           --
                                               ---------    ---------    --------    ----------  ----------   ----------
Total investment income ..................        99,184       57,587      30,867     2,117,559     461,919           --
Expenses:
 Mortality and expense risks .............         6,368        4,696       2,758        58,898      16,758        5,801
                                               ---------    ---------    --------    ----------  ----------   ----------
Net investment income (loss) .............        92,816       52,891      28,109     2,058,661     445,161       (5,801)
Net realized and unrealized gain
 (loss) on investments:
 Net realized gain (loss) ................         4,711       (4,506)     12,000       773,222      73,958          394
 Net unrealized appreciation
  (depreciation) during the period .......       (38,997)      78,455     (41,999)    6,801,000     647,137      199,441
                                               ---------    ---------    --------    ----------  ----------   ----------
Net realized and unrealized gain
 (loss) on investments ...................       (34,286)      73,949     (29,999)    7,574,222     721,095      199,835
                                               ---------    ---------    --------    ----------  ----------   ----------
Net increase (decrease) in net
 assets resulting from operations ........     $  58,530    $ 126,840    $ (1,890)   $9,632,883  $1,166,256   $  194,034
                                               =========    =========    ========    ==========  ==========   ==========
</TABLE>

<TABLE>
<CAPTION>
                                                LARGE CAP VALUE SUBACCOUNT           MONEY MARKET SUBACCOUNT
                                              --------------------------------  ----------------------------------
                                                1999        1998        1997       1999        1998         1997
                                              ----------  ----------  --------  ----------  ----------  ------------
<S>                                           <C>         <C>         <C>       <C>         <C>         <C>
Investment income:
Distributions received from:
 John Hancock Variable  Series Trust I ...     $ 648,532   $ 433,626   $266,440  $2,943,852  $2,888,490   $2,746,662
 M Fund Inc. .............................            --          --         --          --          --           --
Interest income on policy loans ..........            --          --         --     985,509     973,241      957,390
                                               ---------   ---------   --------  ----------  ----------   ----------
Total investment income ..................       648,532     433,626    266,440   3,929,361   3,861,731    3,704,052
Expenses:
 Mortality and expense risks .............        54,610      44,753     25,295     411,487     380,002      361,409
                                               ---------   ---------   --------  ----------  ----------   ----------
Net investment income ....................       593,922     388,873    241,145   3,517,874   3,481,729    3,342,643
Net realized and unrealized gain
 (loss) on investments:
 Net realized gain .......................       165,556     673,582    217,073          --          --           --
 Net unrealized appreciation
  (depreciation) during the period .......      (569,216)   (479,093)   532,936          --          --           --
                                               ---------   ---------   --------  ----------  ----------   ----------
Net realized and unrealized gain
 (loss) on investments ...................      (403,660)    194,489    750,009          --          --           --
                                               ---------   ---------   --------  ----------  ----------   ----------
Net increase in net assets resulting from
 operations ..............................     $ 190,262   $ 583,362   $991,154  $3,517,874  $3,481,729   $3,342,643
                                               =========   =========   ========  ==========  ==========   ==========
</TABLE>

See accompanying notes.

                                       77
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                      STATEMENT OF OPERATIONS (CONTINUED)

                     YEARS AND PERIODS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                    MID CAP VALUE SUBACCOUNT                SMALL/MID CAP GROWTH SUBACCOUNT
                                             ---------------------------------------   -----------------------------------------
                                                1999          1998           1997          1999           1998           1997
                                             -----------  --------------  -----------  -------------  ------------  ---------------
<S>                                          <C>          <C>             <C>          <C>            <C>           <C>
Investment income:
Distributions received from:
 John Hancock Variable Series
  Trust I ................................   $   31,306   $      40,338   $  178,590   $  1,903,687   $    217,686   $  1,022,881
 M Fund Inc...............................           --              --           --             --             --             --
Interest income on policy loans...........           --              --           --             --             --             --
                                             ----------   -------------   ----------   ------------   ------------   ------------
Total investment income...................       31,306          40,338      178,590      1,903,687        217,686      1,022,881
Expenses:
 Mortality and expense risks..............       29,798          23,760        6,329         69,847         63,334         54,469
                                             ----------   -------------   ----------   ------------   ------------   ------------
Net investment income.....................        1,508          16,578      172,261      1,833,840        154,352        968,412
Net realized and unrealized gain (loss) on
 investments:
 Net realized gain (loss).................     (241,740)       (422,902)     121,152        (13,020)        56,968        533,297
 Net unrealized appreciation (depreciation)
  during the period.......................      469,537        (260,362)     (86,033)    (1,274,161)       334,213     (1,073,252)
                                             ----------   -------------   ----------   ------------   ------------   ------------
Net realized and unrealized gain (loss) on
 investments..............................      227,797        (683,264)      35,119     (1,287,181)       391,181       (539,955)
                                             ----------   -------------   ----------   ------------   ------------   ------------
Net increase (decrease) in net assets
 resulting from operations................   $  229,305   $    (666,686)  $  207,380   $    546,659   $    545,533   $    428,457
                                             ==========   =============   ==========   ============   ============   ============
</TABLE>

<TABLE>
<CAPTION>
                                                 REAL ESTATE EQUITY SUBACCOUNT              GROWTH & INCOME SUBACCOUNT
                                             --------------------------------------  ----------------------------------------
                                                1999          1998          1997         1999          1998           1997
                                             ------------  ------------  ----------  ------------  ------------  --------------
<S>                                          <C>           <C>           <C>         <C>           <C>           <C>
Investment income:
Distributions received from:
 John Hancock Variable Series
  Trust I.................................   $   771,050   $   817,633   $  957,079  $124,750,392  $ 96,326,313   $ 99,799,718
 M Fund Inc...............................            --            --           --            --            --             --
Interest income on policy loans...........       131,461       145,212      140,517    12,877,539    11,727,553     10,448,315
                                             -----------   -----------   ----------  ------------  ------------   ------------
Total investment income...................       902,511       962,845    1,097,596   137,627,931   108,053,866    110,248,033
Expenses:
 Mortality and expense risks..............        78,893        86,610       76,454     6,531,512     5,589,689      4,658,703
                                             -----------   -----------   ----------  ------------  ------------   ------------
Net investment income.....................       823,618       876,235    1,021,142   131,096,419   102,464,177    105,589,330
Net realized and unrealized gain (loss) on
 investments:
 Net realized gain........................       123,591       442,876      551,925    22,802,197    22,835,488     16,543,458
 Net unrealized appreciation (depreciation)
  during the period.......................    (1,106,755)   (3,720,942)     447,661     7,687,109   112,457,395     67,250,127
                                             -----------   -----------   ----------  ------------  ------------   ------------
Net realized and unrealized gain (loss) on
 investments..............................      (983,164)   (3,278,066)     999,586    30,489,306   135,292,883     83,793,585
                                             -----------   -----------   ----------  ------------  ------------   ------------
Net increase (decrease) in net assets
 resulting from operations................   $  (159,546)  $(2,401,831)  $2,020,728  $161,585,725  $237,757,060   $189,382,915
                                             ===========   ===========   ==========  ============  ============   ============
</TABLE>

See accompanying notes.

                                       78
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                      STATEMENT OF OPERATIONS (CONTINUED)

                     YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                     MANAGED SUBACCOUNT                SHORT-TERM BOND SUBACCOUNT
                                            --------------------------------------  ---------------------------------
                                               1999          1998         1997         1999        1998        1997
                                            ------------  -----------  -----------  -----------  ---------  -----------
<S>                                         <C>           <C>          <C>          <C>          <C>        <C>
Investment income:
Distributions received from:
 John Hancock Variable Series Trust I ....   $39,951,885   $37,907,821  $32,757,460  $   53,689   $ 31,261    $  22,079
 M Fund Inc. .............................            --            --           --          --         --           --
Interest income on policy loans ..........     5,217,121     4,949,021    4,669,363          --         --           --
                                             -----------   -----------  -----------  ----------   --------    ---------
Total investment income ..................    45,169,006    42,856,842   37,426,823      53,689     31,261       22,079
Expenses:
 Mortality and expense risks .............     2,636,085     2,381,406    2,111,314       5,065      3,052        2,202
                                             -----------   -----------  -----------  ----------   --------    ---------
Net investment income ....................    42,532,921    40,475,436   35,315,509      48,624     28,209       19,877
Net realized and unrealized gain
 (loss) on investments:
 Net realized gain (loss) ................     5,060,826     5,853,076    5,663,060      (3,107)     2,008          235
 Net unrealized appreciation
  (depreciation) during the period .......    (9,288,287)   24,834,482   16,843,903     (23,648)    (5,287)       1,405
                                             -----------   -----------  -----------  ----------   --------    ---------
Net realized and unrealized gain
 (loss) on investments ...................    (4,227,461)   30,687,558   22,506,963     (26,755)    (3,279)       1,640
                                             -----------   -----------  -----------  ----------   --------    ---------
Net increase in net assets resulting from
 operations ..............................   $38,305,460   $71,162,994  $57,822,472  $   21,869   $ 24,930    $  21,517
                                             ===========   ===========  ===========  ==========   ========    =========
</TABLE>

<TABLE>
<CAPTION>
                                                 SMALL CAP VALUE SUBACCOUNT       INTERNATIONAL OPPORTUNITIES SUBACCOUNT
                                              --------------------------------   ---------------------------------------
                                                1999        1998        1997         1999          1998           1997
                                              ----------  ----------  ---------  -------------  -----------  ---------------
<S>                                           <C>         <C>         <C>        <C>            <C>          <C>
Investment income:
Distributions received from:
 John Hancock Variable Series Trust I ....     $  97,290   $  24,781   $256,363    $  354,646     $ 27,799      $  35,111
 M Fund Inc. .............................            --          --         --            --           --             --
Interest income on policy loans ..........            --          --         --            --           --             --
                                               ---------   ---------   --------    ----------     --------      ---------
Total investment income ..................        97,290      24,781    256,363       354,646       27,799         35,111
Expenses:
 Mortality and expense  risks ............        24,661      23,711     10,530        24,257       19,481         11,575
                                               ---------   ---------   --------    ----------     --------      ---------
Net investment income ....................        72,629       1,070    245,833       330,389        8,318         23,536
Net realized and unrealized gain
 (loss) on investments:
 Net realized gain (loss) ................      (217,582)     61,917    129,604       123,861       64,757         78,058
 Net unrealized appreciation
  (depreciation) during the period .......       (40,472)   (364,339)   (32,439)      839,140      339,709       (141,034)
                                               ---------   ---------   --------    ----------     --------      ---------
Net realized and unrealized gain
 (loss) on investments ...................      (258,054)   (302,422)    97,165       963,001      404,466        (62,976)
                                               ---------   ---------   --------    ----------     --------      ---------
Net increase (decrease) in net
 assets resulting from operations ........     $(185,425)  $(301,352)  $342,998    $1,293,390     $412,784      $ (39,440)
                                               =========   =========   ========    ==========     ========      =========
</TABLE>

See accompanying notes.

                                       79
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                      STATEMENT OF OPERATIONS (CONTINUED)

                     YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                   EQUITY INDEX SUBACCOUNT           GLOBAL BOND SUBACCOUNT
                                              ----------------------------------  ----------------------------
                                                 1999        1998        1997       1999       1998      1997
                                              ----------  ----------  ----------  ----------  -------  ----------
<S>                                           <C>         <C>         <C>         <C>         <C>      <C>
Investment income:
Distributions received from:
 John Hancock Variable  Series Trust I ...    $  921,698  $  367,284  $  220,686  $  91,316   $62,244   $84,597
 M Fund Inc. .............................            --          --          --         --        --        --
Interest income on policy loans ..........            --          --          --         --        --        --
                                              ----------  ----------  ----------  ---------   -------   -------
Total investment income ..................       921,698     367,284     220,686     91,316    62,244    84,597
Expenses:
 Mortality and expense risks .............       103,983      60,274      28,637      9,736     7,516     5,827
                                              ----------  ----------  ----------  ---------   -------   -------
Net investment income ....................       817,715     307,010     192,049     81,580    54,728    78,770
Net realized and unrealized gain
 (loss) on investments:
 Net realized gain (loss) ................       471,802     132,619      38,987     (1,996)   32,917     5,891
 Net unrealized appreciation
  (depreciation) during the period .......     2,019,913   2,082,107   1,193,531   (126,001)   11,342    (3,195)
                                              ----------  ----------  ----------  ---------   -------   -------
Net realized and unrealized gain
 (loss) on investments ...................     2,491,715   2,214,726   1,232,518   (127,997)   44,259     2,696
                                              ----------  ----------  ----------  ---------   -------   -------
Net increase (decrease) in net
 assets resulting from operations ........    $3,309,430  $2,521,736  $1,424,567  $ (46,417)  $98,987   $81,466
                                              ==========  ==========  ==========  =========   =======   =======
</TABLE>

<TABLE>
<CAPTION>
                                              TURNER CORE GROWTH SUBACCOUNT    BRANDES INTERNATIONAL EQUITY SUBACCOUNT
                                             ------------------------------    ----------------------------------------
                                                1999       1998       1997         1999           1998          1997
                                             ----------  ---------  ---------  -------------  ------------  -------------
<S>                                          <C>         <C>        <C>        <C>            <C>           <C>
Investment income:
Distributions received from:
 John Hancock Variable Series Trust I......     $     --    $    --    $    --     $     --       $    --        $   --
 M Fund Inc. ..............................       38,038      5,535     11,090       18,453        13,237         2,278
Interest income on policy loans ...........           --         --         --           --            --            --
                                                --------    -------    -------     --------       -------        ------
Total investment income ...................       38,038      5,535     11,090       18,453        13,237         2,278
Expenses:
 Mortality and expense risks ..............        2,102      1,022        505        1,904         1,143           746
                                                --------    -------    -------     --------       -------        ------
Net investment income .....................       35,936      4,513     10,585       16,549        12,094         1,532
Net realized and unrealized gain
 (loss) on investments: ...................
 Net realized gain ........................       44,245     14,364      3,166        7,704         1,184           133
 Net unrealized appreciation during
  the period ..............................       37,727     49,605     12,370      119,400        15,813         2,674
                                                --------    -------    -------     --------       -------        ------
Net realized and unrealized gain on
 investments ..............................       81,972     63,969     15,536      127,104        16,997         2,807
                                                --------    -------    -------     --------       -------        ------
Net increase in net assets resulting from
 operations ...............................     $117,908    $68,482    $26,121     $143,653       $29,091        $4,339
                                                ========    =======    =======     ========       =======        ======
</TABLE>

See accompanying notes.

                                       80
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                      STATEMENT OF OPERATIONS (CONTINUED)

                     YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                   FRONTIER CAPITAL APPRECIATION    EMERGING MARKETS EQUITY         GLOBAL
                                                            SUBACCOUNT                    SUBACCOUNT          EQUITY SUBACCOUNT
                                                  ------------------------------   ------------------------   ------------------
                                                    1999       1998        1997        1999         1998*       1999      1998*
                                                  ---------  ----------  --------  -------------  ----------  --------  ----------
<S>                                               <C>        <C>         <C>       <C>            <C>         <C>       <C>
Investment income:
Distributions received from:
 John Hancock Variable Series Trust I .........   $     --   $           $    --     $ 13,510       $   1     $   508    $     1
 M Fund Inc.  .................................     20,787      1,888      8,986           --          --          --         --
Interest income on policy loans ...............         --         --         --           --          --          --         --
                                                  --------   --------    -------     --------       -----     -------    -------
Total investment income .......................     20,787      1,888      8,986       13,510           1         508          1
Expenses:
 Mortality and expense risks ..................      3,019      2,096      1,464          720          --         267         --
                                                  --------   --------    -------     --------       -----     -------    -------
Net investment income (loss) ..................     17,768       (208)     7,522       12,790           1         241          1
Net realized and unrealized gain on investments:
 Net realized gain ............................     22,678     12,123      9,048        5,339          --         602          1
 Net unrealized appreciation (depreciation)
  during the period ...........................    164,599    (17,930)    40,541       86,570          10      13,424         45
                                                  --------   --------    -------     --------       -----     -------    -------
Net realized and unrealized gain (loss) on
 investments ..................................    187,277     (5,807)    49,589       91,909          10      14,026         46
                                                  --------   --------    -------     --------       -----     -------    -------
Net increase (decrease) in net assets resulting
 from operations ..............................   $205,045   $ (6,015)   $57,111     $104,699       $  11     $14,267    $    47
                                                  ========   ========    =======     ========       =====     =======    =======
</TABLE>

<TABLE>
<CAPTION>
                                                                          SMALL/MID                          ENHANCED
                                                                          CAP CORE        HIGH YIELD       U.S.  EQUITY
                                              BOND INDEX SUBACCOUNT      SUBACCOUNT     BOND SUBACCOUNT     SUBACCOUNT
                                              ----------------------   -------------    ----------------  --------------
                                                 1999         1998*     1999    1998*    1999     1998*       1999**
                                              ------------  ---------  ------  -------  --------  ------  --------------
<S>                                           <C>           <C>        <C>     <C>      <C>       <C>     <C>
Investment income:
Distributions received from:
 John Hancock Variable Series Trust I .......   $ 17,417      $ 149     $6,810    $--    $2,748    $ 19       $   --
 M Fund Inc. ................................         --         --         --     --        --      --        1,117
Interest income on policy loans .............         --         --         --     --        --      --           --
                                                --------      -----     ------     --    ------    ----       ------
Total investment income .....................     17,417        149      6,810            2,748      19        1,117
Expenses:
 Mortality and expense risks ................      1,565          3        178     --       206       1            4
                                                --------      -----     ------     --    ------    ----       ------
Net investment income .......................     15,852        146      6,632     --     2,542      18        1,113
Net realized and unrealized gain
 (loss) on investments: .....................
 Net realized gain (loss) ...................     (1,422)        (1)       252     --      (186)     --           91
 Net unrealized appreciation
  (depreciation) during the period ..........    (22,820)      (196)     3,005      6      (511)    (26)        (879)
                                                --------      -----     ------     --    ------    ----       ------
Net realized and unrealized gain
 (loss) on investments ......................    (24,242)      (197)     3,257      6      (697)    (26)        (788)
                                                --------      -----     ------     --    ------    ----       ------
Net increase (decrease) in net
 assets resulting from operations ...........   $ (8,390)     $ (51)    $9,889     $6    $1,845    $ (8)      $  325
                                                ========      =====     ======     ==    ======    ====       ======
</TABLE>

---------
*  From May 1, 1998 (commencement of operations).
** From March 9, 1999 (commencement of operations).

See accompanying notes.

                                       81
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                      STATEMENTS OF CHANGES IN NET ASSETS

                     YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                               LARGE CAP GROWTH SUBACCOUNT                   SOVEREIGN BOND SUBACCOUNT
                                        ------------------------------------------   ------------------------------------------
                                            1999           1998           1997           1999           1998            1997
                                        -------------  -------------  -------------  -------------  -------------  ---------------
<S>                                     <C>            <C>            <C>            <C>            <C>            <C>
Increase (decrease) in net assets from
 operations:
 Net investment income ..............   $ 24,389,814   $ 12,025,213   $  8,071,685   $ 20,233,648   $ 22,087,857    $ 19,822,561
 Net realized gains .................      4,239,424      3,520,199      4,216,904        192,098      1,600,539       1,088,488
 Net unrealized appreciation
  (depreciation) during the period ..      1,727,703     18,509,310      7,920,403    (20,304,536)    (2,317,324)      2,987,952
                                        ------------   ------------   ------------   ------------   ------------    ------------
Net increase in net assets resulting
 from operations ....................     30,356,941     34,054,722     20,208,992        121,210     21,371,072      23,899,001
From policyholder transactions:
 Net premiums from policyholders ....     37,307,814     21,681,632     18,819,133     26,114,799     32,901,747      31,136,450
 Net benefits to policyholders ......    (25,817,420)   (21,510,240)   (19,915,971)   (35,577,616)   (39,577,750)    (39,506,771)
 Net increase (decrease) in policy
  loans .............................             --      2,561,877        (41,068)            --      1,607,456       1,612,490
                                        ------------   ------------   ------------   ------------   ------------    ------------
Net increase (decrease) in net assets
 resulting from policyholder
 transactions .......................     11,490,394      2,733,269     (1,137,906)    (9,462,817)    (5,068,547)     (6,757,831)
                                        ------------   ------------   ------------   ------------   ------------    ------------
Net increase (decrease) in net assets     41,847,335     36,787,991     19,071,086     (9,341,607)    16,302,525      17,141,170
Net assets at beginning of
 period .............................    135,214,997     98,427,006     79,355,920    302,462,406    286,159,881     269,018,711
                                        ------------   ------------   ------------   ------------   ------------    ------------
Net assets at end of period .........   $177,062,332   $135,214,997   $ 98,427,006   $293,120,799   $302,462,406    $286,159,881
                                        ============   ============   ============   ============   ============    ============
</TABLE>

<TABLE>
<CAPTION>
                                         INTERNATIONAL EQUITY INDEX SUBACCOUNT         SMALL CAP GROWTH SUBACCOUNT
                                        ---------------------------------------   -------------------------------------
                                           1999          1998          1997          1999          1998          1997
                                        ------------  ------------  ------------  ------------  -----------  -------------
<S>                                     <C>           <C>           <C>           <C>           <C>          <C>
Increase (decrease) in net assets from
 operations:
 Net investment income (loss) .......   $   950,123   $ 3,440,236   $   904,106   $ 1,234,844   $  (20,335)   $  (10,199)
 Net realized gains .................       168,248       148,419       209,781       491,241       55,393        34,153
 Net unrealized appreciation
  (depreciation) during the period ..     5,712,567       105,161    (2,036,425)    2,317,857      518,731       226,085
                                        -----------   -----------   -----------   -----------   ----------    ----------
Net increase (decrease) in net assets
 resulting from operations ..........     6,830,938     3,693,816      (922,538)    4,043,942      553,789       250,039
From policyholder transactions:
 Net premiums from policyholders ....     7,373,967     6,549,988     6,398,146     4,316,218    2,382,203     1,906,439
 Net benefits to policyholders ......    (6,834,914)   (5,210,982)   (4,052,306)   (2,206,402)    (998,381)     (626,114)
 Net increase in policy loans .......            --        86,200        41,466            --           --            --
                                        -----------   -----------   -----------   -----------   ----------    ----------
Net increase in net assets resulting
 from policyholder transactions .....       539,053     1,425,206     2,387,306     2,109,816    1,383,822     1,280,325
                                        -----------   -----------   -----------   -----------   ----------    ----------
Net increase in net assets ..........     7,369,991     5,119,022     1,464,768     6,153,758    1,937,611     1,530,364
Net assets at beginning of
 period .............................    24,529,048    19,410,026    17,945,258     4,671,820    2,734,209     1,203,845
                                        -----------   -----------   -----------   -----------   ----------    ----------
Net assets at end of period .........   $31,899,039   $24,529,048   $19,410,026   $10,825,578   $4,671,820    $2,734,209
                                        ===========   ===========   ===========   ===========   ==========    ==========
</TABLE>

See accompanying notes.

                                       82
<PAGE>

                     JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                     YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                               INTERNATIONAL BALANCED SUBACCOUNT              MID CAP GROWTH SUBACCOUNT
                                            ---------------------------------------   ------------------------------------------
                                               1999          1998          1997           1999           1998            1997
                                            ------------  ------------  ------------  -------------  -------------  ---------------
<S>                                         <C>           <C>           <C>           <C>            <C>            <C>
Increase (decrease) in net assets from
 operations:
 Net investment income (loss) ...........   $    92,816   $    52,891   $    28,109   $  2,058,661   $    445,161    $     (5,801)
 Net realized gains (losses) ............         4,711        (4,506)       12,000        773,222         73,958             394
 Net unrealized appreciation
  (depreciation) during the period ......       (38,997)       78,455       (41,999)     6,801,000        647,137         199,441
                                            -----------   -----------   -----------   ------------   ------------    ------------
Net increase (decrease) in net assets
 resulting from operations ..............        58,530       126,840        (1,890)     9,632,883      1,166,256         194,034
From policyholder transactions:
 Net premiums from policyholders ........       377,958       341,482       602,033      8,941,124      3,164,065       1,031,218
 Net benefits to policyholders ..........      (131,331)     (310,766)     (102,953)    (2,937,257)      (612,975)       (294,344)
 Net increase in policy loans ...........            --            --            --             --             --              --
                                            -----------   -----------   -----------   ------------   ------------    ------------
Net increase in net assets resulting from
 policyholder transactions ..............       246,627        30,716       499,080      6,003,867      2,551,090         736,874
                                            -----------   -----------   -----------   ------------   ------------    ------------
Net increase in net assets ..............       305,157       157,556       497,190     15,636,750      3,717,346         930,908
Net assets at beginning of period .......       872,075       714,519       217,329      5,215,505      1,498,159         567,251
                                            -----------   -----------   -----------   ------------   ------------    ------------
Net assets at end of period .............   $ 1,177,232   $   872,075   $   714,519   $ 20,852,255   $  5,215,505    $  1,498,159
                                            ===========   ===========   ===========   ============   ============    ============
</TABLE>

<TABLE>
<CAPTION>
                                                  LARGE CAP VALUE SUBACCOUNT                      MONEY MARKET SUBACCOUNT
                                            ---------------------------------------   --------------------------------------------
                                               1999          1998          1997           1999           1998            1997
                                            ------------  ------------  ------------  -------------  -------------  ---------------
<S>                                         <C>           <C>           <C>           <C>            <C>            <C>
Increase (decrease) in net assets from
 operations:
 Net investment income ..................   $   593,922   $   388,873   $   241,145   $  3,517,874   $  3,481,729    $  3,342,641
 Net realized gains .....................       165,556       673,582       217,073             --             --              --
 Net unrealized appreciation
  (depreciation) during the period ......      (569,216)     (479,093)      532,936             --             --              --
                                            -----------   -----------   -----------   ------------   ------------    ------------
Net increase in net assets resulting from
 operations .............................       190,262       583,362       991,154      3,517,874      3,481,729       3,342,641
From policyholder transactions:
 Net premiums from policyholders ........     3,166,658     4,214,076     3,739,319     33,694,123     24,612,731      19,023,054
 Net benefits to policyholders ..........    (1,903,017)   (3,212,048)   (1,140,574)   (30,672,090)   (24,024,723)    (20,817,572)
 Net increase in policy loans ...........            --            --            --             --        421,166         390,775
                                            -----------   -----------   -----------   ------------   ------------    ------------
Net increase (decrease) in net assets
 resulting from policyholder
 transactions ...........................     1,263,641     1,002,028     2,598,745      3,022,033      1,009,174      (1,403,743)
                                            -----------   -----------   -----------   ------------   ------------    ------------
Net increase in net assets ..............     1,453,903     1,585,390     3,589,899      6,539,907      4,490,903       1,938,898
Net assets at beginning of period .......     8,099,390     6,514,000     2,924,101     70,098,734     65,607,831      63,668,933
                                            -----------   -----------   -----------   ------------   ------------    ------------
Net assets at end of period .............   $ 9,553,293   $ 8,099,390   $ 6,514,000   $ 76,638,641   $ 70,098,734    $ 65,607,831
                                            ===========   ===========   ===========   ============   ============    ============
</TABLE>

See accompanying notes.

                                       83

<PAGE>

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                      YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                MID CAP VALUE SUBACCOUNT                  SMALL/MID CAP GROWTH SUBACCOUNT
                                         ---------------------------------------   ---------------------------------------------
                                            1999          1998          1997           1999            1998             1997
                                         ------------  ------------  ------------  --------------  --------------  ----------------
<S>                                      <C>           <C>           <C>           <C>             <C>             <C>
Increase (decrease) in net assets from
 operations:
 Net investment income ...............   $     1,508   $    16,578   $   172,261   $   1,833,840   $     154,352    $     968,412
 Net realized gains (losses) .........      (241,740)     (422,902)      121,152         (13,020)         56,968          533,297
 Net unrealized appreciation
  (depreciation) during the period ...       469,537      (260,362)      (86,033)     (1,274,161)        334,213       (1,073,252)
                                         -----------   -----------   -----------   -------------   -------------    -------------
Net increase (decrease) in net assets
 resulting from operations ...........       229,305      (666,686)      207,380         546,659         545,533          428,457
From policyholder transactions:
 Net premiums from policyholders .....     1,886,594     5,997,691     2,070,644       3,493,643       3,953,326        6,338,416
 Net benefits to policyholders .......    (1,745,112)   (2,912,034)     (190,430)     (3,105,108)     (3,311,846)      (3,379,629)
 Net increase in policy loans ........            --            --            --              --              --               --
                                         -----------   -----------   -----------   -------------   -------------    -------------
Net increase in net assets resulting
 from policyholder transactions ......       141,482     3,085,657     1,880,214         388,535         641,480        2,958,787
                                         -----------   -----------   -----------   -------------   -------------    -------------
Net increase in net assets ...........       370,787     2,418,971     2,087,594         935,194       1,187,013        3,387,244
Net assets at beginning of period ....     4,865,793     2,446,822       359,228      11,474,379      10,287,366        6,900,122
                                         -----------   -----------   -----------   -------------   -------------    -------------
Net assets at end of period ..........   $ 5,236,580   $ 4,865,793   $ 2,446,822   $  12,409,573   $  11,474,379    $  10,287,366
                                         ===========   ===========   ===========   =============   =============    =============
</TABLE>


<TABLE>
<CAPTION>
                                            REAL ESTATE EQUITY SUBACCOUNT                  GROWTH & INCOME SUBACCOUNT
                                       ---------------------------------------   -----------------------------------------------
                                          1999          1998          1997            1999             1998             1997
                                       ------------  ------------  ------------  ---------------  ---------------  ----------------
<S>                                    <C>           <C>           <C>           <C>              <C>              <C>
Increase (decrease) in net assets
 from operations:
 Net investment income .............   $   823,618   $   876,235   $ 1,021,142   $  131,096,419   $  102,464,177    $ 105,589,330
 Net realized gains ................       123,591       442,876       551,925       22,802,197       22,835,488       16,543,458
 Net unrealized appreciation
  (depreciation) during the period .    (1,106,755)   (3,720,942)      447,661        7,687,109      112,457,395       67,250,127
                                       -----------   -----------   -----------   --------------   --------------    -------------
Net increase (decrease) in net assets
 resulting from operations .........      (159,546)   (2,401,831)    2,020,728      161,585,725      237,757,060      189,382,915
From policyholder transactions:
 Net premiums from policyholders ...     2,304,591     6,295,255     7,786,904      101,973,160       92,955,980       86,308,294
 Net benefits to policyholders .....    (3,311,591)   (5,507,305)   (5,481,110)    (133,701,210)    (134,661,151)    (115,839,460)
 Net increase (decrease) in policy
  loans.............................            --       (83,216)      265,517               --       18,165,114       18,568,293
                                       -----------   -----------   -----------   --------------   --------------    -------------
Net increase (decrease) in net assets
 resulting from policyholder
 transactions.......................    (1,007,000)      704,734     2,571,311      (31,728,050)     (23,540,057)     (10,962,873)
                                       -----------   -----------   -----------   --------------   --------------    -------------
Net increase (decrease) in net assets   (1,166,546)   (1,697,097)    4,592,039      129,857,675      214,217,003      178,420,042
Net assets at beginning of period ..    14,545,018    16,242,115    11,650,076    1,148,881,879      934,664,876      756,244,834
                                       -----------   -----------   -----------   --------------   --------------    -------------
Net assets at end of period ........   $13,378,472   $14,545,018   $16,242,115   $1,278,739,554   $1,148,881,879    $ 934,664,876
                                       ===========   ===========   ===========   ==============   ==============    =============
</TABLE>

See accompanying notes.

                                       84
<PAGE>

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                      YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                     MANAGED SUBACCOUNT                    SHORT-TERM BOND SUBACCOUNT
                                         ------------------------------------------   -------------------------------------
                                             1999           1998           1997          1999          1998          1997
                                         -------------  -------------  -------------  ------------  ------------  ------------
<S>                                      <C>            <C>            <C>            <C>           <C>           <C>
Increase (decrease) in net assets from
 operations:
 Net investment income ...............   $ 42,532,921   $ 40,475,436   $ 35,315,509   $    48,624   $    28,209    $  19,877
 Net realized gains (losses) .........      5,060,826      5,853,076      5,663,060        (3,107)        2,008          235
 Net unrealized appreciation
  (depreciation) during the period ...     (9,288,287)    24,834,482     16,843,903       (23,648)       (5,287)       1,405
                                         ------------   ------------   ------------   -----------   -----------    ---------
Net increase (decrease) in net assets
 resulting from operations ...........     38,305,460     71,162,994     57,822,472        21,869        24,930       21,517
From policyholder transactions:
 Net premiums from policyholders .....     44,546,082     40,631,684     40,318,523       690,849       435,150      278,114
 Net benefits to policyholders .......    (55,332,758)   (55,447,667)   (54,498,285)     (178,124)     (274,762)    (218,771)
 Net increase in policy loans ........             --      5,379,590      4,761,829            --            --           --
                                         ------------   ------------   ------------   -----------   -----------    ---------
Net increase (decrease) in net assets
 resulting from policyholder
 transactions.........................    (10,786,676)    (9,436,393)    (9,417,933)      512,725       160,388       59,343
                                         ------------   ------------   ------------   -----------   -----------    ---------
Net increase in net assets ...........     27,518,784     61,726,601     48,404,539       534,594       185,318       80,860
Net assets at beginning of period ....    472,553,966    410,827,365    362,422,826       594,889       409,571      328,711
                                         ------------   ------------   ------------   -----------   -----------    ---------
Net assets at end of period ..........   $500,072,750   $472,553,966   $410,827,365   $ 1,129,483   $   594,889    $ 409,571
                                         ------------   ------------   ------------   -----------   -----------    ---------
</TABLE>

<TABLE>
<CAPTION>
                                               SMALL CAP VALUE SUBACCOUNT         INTERNATIONAL OPPORTUNITIES SUBACCOUNT
                                         ---------------------------------------  -----------------------------------------
                                            1999          1998          1997         1999          1998           1997
                                         ------------  ------------  -----------  ------------  ------------  -------------
<S>                                      <C>           <C>           <C>          <C>           <C>           <C>
Increase (decrease) in net assets from
 operations:
 Net investment income ...............   $    72,629   $     1,070   $  245,833   $   330,389   $     8,318    $   23,536
 Net realized gains (losses) .........      (217,582)       61,917      129,604       123,861        64,757        78,058
 Net unrealized appreciation
  (depreciation) during the period ...       (40,472)     (364,359)     (32,439)      839,140       339,709      (141,034)
                                         -----------   -----------   ----------   -----------   -----------    ----------
Net increase (decrease) in net assets
 resulting from operations ...........      (185,425)     (301,372)     342,998     1,293,390       412,784       (39,440)
From policyholder transactions:
 Net premiums from policyholders .....     1,446,109     2,644,808    2,466,836     1,632,955     2,203,753     1,969,364
 Net benefits to policyholders .......    (1,547,128)   (1,288,464)    (358,679)   (1,315,539)   (1,443,700)     (709,490)
 Net increase in policy loans ........            --            --           --            --            --            --
                                         -----------   -----------   ----------   -----------   -----------    ----------
Net increase (decrease) in net assets
 resulting from policyholder
 transactions.........................      (101,019)    1,356,344    2,108,157       317,416       760,053     1,259,874
                                         -----------   -----------   ----------   -----------   -----------    ----------
Net increase (decrease) in net assets       (286,444)    1,054,972    2,451,155     1,610,806     1,172,837     1,220,434
Net assets at beginning of period ....     4,397,860     3,342,888      891,733     3,699,780     2,526,943     1,306,509
                                         -----------   -----------   ----------   -----------   -----------    ----------
Net assets at end of period ..........   $ 4,111,416   $ 4,397,860   $3,342,888   $ 5,310,586   $ 3,699,780    $2,526,943
                                         ===========   ===========   ==========   ===========   ===========    ==========
</TABLE>

See accompanying notes.

                                       85
<PAGE>

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                      YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                         EQUITY INDEX SUBACCOUNT                  GLOBAL BOND SUBACCOUNT
                                                  ---------------------------------------  ----------------------------------------
                                                     1999          1998          1997         1999         1998           1997
                                                  ------------  ------------  -----------  -----------  ------------  -------------
<S>                                               <C>           <C>           <C>          <C>          <C>           <C>
Increase (decrease) in net assets from
 operations:
 Net investment income ........................   $   817,715   $   307,010   $  192,049   $   81,580   $    54,728    $   78,770
 Net realized gains (losses) ..................       471,802       132,619       38,987       (1,996)       32,917         5,891
 Net unrealized appreciation (depreciation)
  during the period ...........................     2,019,913     2,082,107    1,193,531     (126,001)       11,342        (3,195)
                                                  -----------   -----------   ----------   ----------   -----------    ----------
Net increase (decrease) in net assets resulting
 from operations ..............................     3,309,430     2,521,736    1,424,567      (46,417)       98,987        81,466
From policyholder transactions:
 Net premiums from policyholders ..............     7,762,529     4,632,113    6,068,371    1,115,699       798,933       807,985
 Net benefits to policyholders ................    (2,563,485)   (1,120,852)    (260,531)    (292,075)   (1,158,109)     (201,240)
 Net increase in policy loans .................            --            --           --           --            --            --
                                                  -----------   -----------   ----------   ----------   -----------    ----------
Net increase (decrease) in net assets resulting
 from policyholder transactions ...............     5,199,044     3,511,261    5,807,840      823,624      (359,176)      606,745
                                                  -----------   -----------   ----------   ----------   -----------    ----------
Net increase (decrease) in net assets .........     8,508,474     6,032,997    7,232,407      777,207      (260,189)      688,211
Net assets at beginning of period .............    13,609,150     7,576,153      343,746    1,105,468     1,365,657       677,446
                                                  -----------   -----------   ----------   ----------   -----------    ----------
Net assets at end of period ...................   $22,117,624   $13,609,150   $7,576,153   $1,882,675   $ 1,105,468    $1,365,657
                                                  ===========   ===========   ==========   ==========   ===========    ==========
</TABLE>

<TABLE>
<CAPTION>
                                               TURNER CORE  GROWTH SUBACCOUNT    BRANDES INTERNATIONAL EQUITY SUBACCOUNT
                                              --------------------------------  ------------------------------------------
                                                1999        1998       1997        1999          1998           1997
                                              ----------  ---------  ---------  ------------  ------------  --------------
<S>                                           <C>         <C>        <C>        <C>           <C>           <C>
Increase (decrease) in net assets from
 operations:
 Net investment income ......................  $  35,936   $  4,513   $ 10,585    $ 16,549      $ 12,094       $  1,532
 Net realized gains .........................     44,245     14,364      3,166       7,704         1,184            133
 Net unrealized appreciation during
  the period ................................     37,727     49,605     12,370     119,400        15,813          2,674
                                               ---------   --------   --------    --------      --------       --------
Net increase in net assets resulting from
 operations .................................    117,908     68,482     26,121     143,653        29,091          4,339
From policyholder transactions:
 Net premiums from policyholders ............    240,351    203,590     91,440     239,618        55,021        146,796
 Net benefits to policyholders ..............   (136,661)   (77,651)    (9,878)    (29,520)      (10,341)       (34,985)
 Net increase in policy loans ...............         --         --         --          --            --             --
                                               ---------   --------   --------    --------      --------       --------
Net increase in net assets resulting from
 policyholder transactions ..................    103,690    125,939     81,562     210,098        44,680        111,811
                                               ---------   --------   --------    --------      --------       --------
Net increase in net assets ..................    221,598    194,421    107,683     353,751        73,771        116,150
Net assets at beginning of period ...........    314,594    120,173     12,490     234,377       160,606         44,456
                                               ---------   --------   --------    --------      --------       --------
Net assets at end of period .................  $ 536,192   $314,594   $120,173    $588,128      $234,377       $160,606
                                               =========   ========   ========    ========      ========       ========
</TABLE>

See accompanying notes.

                                       86
<PAGE>

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                      YEARS AND PERIODS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                FRONTIER CAPITAL           EMERGING MARKETS EQUITY         GLOBAL
                                             APPRECIATION SUBACCOUNT             SUBACCOUNT          EQUITY SUBACCOUNT
                                         --------------------------------  ------------------------  ---------------------
                                           1999       1998        1997        1999         1998*       1999       1998*
                                         ---------  ----------  ---------  ------------  ----------  ---------  ----------
<S>                                      <C>        <C>         <C>        <C>           <C>         <C>        <C>
Increase (decrease) in net assets from
 operations:
 Net investment income (loss) ........   $ 17,768   $    (208)  $  7,522    $  12,790     $      1   $    241    $     1
 Net realized gains ..................     22,678      12,123      9,048        5,339           --        602          1
 Net unrealized appreciation
  (depreciation) during the
  period .............................    164,599     (17,930)    40,541       86,570           10     13,424         45
                                         --------   ---------   --------    ---------     --------   --------    -------
Net increase (decrease) in net assets
 resulting from operations ...........    205,045      (6,015)    57,111      104,699           11     14,267         47
From policyholder transactions:
 Net premiums from
  policyholders ......................    255,268     128,779    327,804      433,406        2,018    108,420        915
 Net benefits to policyholders .......    (89,136)   (146,083)   (47,276)    (144,400)          --    (11,064)       (13)
 Net increase in policy loans ........         --          --         --           --           --         --         --
                                         --------   ---------   --------    ---------     --------   --------    -------
Net increase (decrease) in net assets
 resulting from policyholder
 transactions. .......................    166,132     (17,304)   280,528      289,006        2,018     97,356        902
                                         --------   ---------   --------    ---------     --------   --------    -------
Net increase (decrease) in net assets.    371,177     (23,319)   337,639      393,705        2,029    111,623        949
Net assets at beginning of period ....    357,497     380,816     43,177        2,029            0        949          0
                                         --------   ---------   --------    ---------     --------   --------    -------
Net assets at end of period ..........   $728,674   $ 357,497   $380,816    $ 395,734     $  2,029   $112,572    $   949
                                         ========   =========   ========    =========     ========   ========    =======
</TABLE>

<TABLE>
<CAPTION>
                                                                                                              ENHANCED U.S.
                                                                       SMALL/MID             HIGH YIELD           EQUITY
                                          BOND INDEX SUBACCOUNT    CAP CORE SUBACCOUNT     BOND SUBACCOUNT      SUBACCOUNT
                                         -----------------------  ---------------------  ------------------  ---------------
                                            1999        1998*       1999        1998*      1999     1998*        1999**
                                         -----------  ----------  ----------  ---------  ---------  -------  ---------------
<S>                                      <C>          <C>         <C>         <C>        <C>        <C>      <C>
Increase (decrease) in net assets from
 operations:
 Net investment income (loss) ........    $ 15,852     $   146     $ 6,632      $ --     $  2,542   $   18      $ 1,113
 Net realized gains (losses) .........      (1,422)         (1)        252        --         (186)      --           91
 Net unrealized appreciation
  (depreciation) during the
  period .............................     (22,820)       (196)      3,005         6         (511)     (26)        (879)
                                          --------     -------     -------      ----     --------   ------      -------
Net increase (decrease) in net assets
 resulting from operations ...........      (8,390)        (51)      9,889         6        1,845       (8)         325
From policyholder transactions:
 Net premiums from
  policyholders ......................     412,326      10,254      97,385       104       98,955    2,887       13,814
 Net benefits to policyholders .......     (26,307)        (69)     (7,901)       (2)     (13,078)      --           --
 Net increase in policy loans ........          --          --          --        --           --       --           --
                                          --------     -------     -------      ----     --------   ------      -------
Net increase in net assets resulting
 from policyholder transactions ......     386,019      10,185      89,484       102       85,877    2,887       13,814
                                          --------     -------     -------      ----     --------   ------      -------
Net increase in net assets ...........     377,629      10,134      99,373       108       87,722    2,879       14,139
Net assets at beginning of period ....      10,134           0         108         0        2,879        0            0
                                          --------     -------     -------      ----     --------   ------      -------
Net assets at end of period ..........    $387,763     $10,134     $99,481      $108     $ 90,601   $2,879      $14,139
                                          ========     =======     =======      ====     ========   ======      =======
</TABLE>

---------
*  From May 1, 1998 (commencement of operations).
** From March 9, 1999 (commencement of operations).

See accompanying notes.

                                       87
<PAGE>

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                         NOTES TO FINANCIAL STATEMENTS

                               DECEMBER 31, 1999

1.   ORGANIZATION

     John Hancock Variable Life Account U (the Account) is a separate investment
account of John Hancock Variable Life Insurance Company (JHVLICO), a
wholly-owned subsidiary of John Hancock Mutual Life Insurance Company (John
Hancock). The Account was formed to fund variable life insurance policies
(Policies) issued by JHVLICO. The Account is operated as a unit investment trust
registered under the Investment Company Act of 1940, as amended, and currently
consists of twenty-seven subaccounts. The assets of each subaccount are invested
exclusively in shares of a corresponding Portfolio of John Hancock Variable
Series Trust I (the Fund) or of M Fund Inc. (M Fund). New subaccounts may be
added as new Portfolios are added to the Fund or to M Fund, or as other
investment options are developed and made available to policyholders. The
twenty-seven Portfolios of the Fund and M Fund which are currently available are
the Large Cap Growth, Sovereign Bond, International Equity Index, Small Cap
Growth, International Balanced, Mid Cap Growth, Large Cap Value, Money Market,
Mid Cap Value, Small/Mid Cap Growth (formerly, Diversified Mid Cap Growth), Real
Estate Equity, Growth & Income, Managed, Short-Term Bond, Small Cap Value,
International Opportunities, Equity Index, Global Bond (formerly, Strategic
Bond), Turner Core Growth, Brandes International Equity, Frontier Capital
Appreciation, Emerging Markets Equity, Global Equity, Bond Index, Small/Mid Cap
CORE, High Yield Bond, and Enhanced U.S. Equity Portfolios. Each Portfolio has a
different investment objective.

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

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

2.   SIGNIFICANT ACCOUNTING POLICIES

  Estimates

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

  Valuation of Investments

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

  Federal Income Taxes

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

                                       88
<PAGE>

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                    NOTES TO FINANCIAL STATEMENTS--CONTINUED

  Expenses

     JHVLICO assumes mortality and expense risks of the variable life insurance
policies for which asset charges are deducted at an annual rate of .50% of net
assets (excluding policy loans) of the Account. Additionally, a monthly charge
at varying levels for the cost of extra insurance is deducted from the net
assets of the Account.

     JHVLICO makes certain deductions for administrative expenses and state
premium taxes from premium payments before amounts are transferred to the
Account. With respect to the single premium policy, during the first nine years
after policy issue, JHVLICO assesses a contingent deferred sales charge at
varying levels in the event of early surrender of the variable life insurance
policy.

  Policy Loans

     Policy loans represent outstanding loans plus accrued interest. Interest is
accrued (net of a charge for policy loan administration determined at an annual
rate of .75% of the aggregate amount of policyowner indebtedness) and compounded
daily.

3.   Transactions with Affiliates

     John Hancock acts as the distributor, principal underwriter and investment
advisor for the Fund. Certain officers of the Account are officers and directors
of JHVLICO, the Fund or John Hancock.

                                       89
<PAGE>

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                    NOTES TO FINANCIAL STATEMENTS--CONTINUED

4.   DETAILS OF INVESTMENTS

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


          PORTFOLIO             SHARES OWNED      COST           VALUE
          ---------             ------------  ------------  ----------------
Large Cap Growth ..............   5,741,593   $120,709,045   $  156,931,243
Sovereign Bond ................  25,890,030    250,666,359      236,200,057
International Equity Index ....   1,479,056     24,178,244       29,055,936
Small Cap Growth ..............     566,326      7,786,928       10,825,578
International Balanced ........     109,967      1,176,141        1,177,232
Mid Cap Growth ................     713,403     13,208,576       20,852,255
Large Cap Value ...............     708,140      9,871,242        9,553,293
Money Market ..................   6,251,999     62,519,986       62,519,986
Mid Cap Value .................     409,851      5,090,205        5,236,581
Small/Mid Cap Growth ..........     884,190     13,682,215       12,409,573
Real Estate Equity ............   1,000,760     13,989,522       11,482,706
Growth & Income ...............  54,521,668    796,471,840    1,091,050,404
Managed .......................  27,360,590    363,175,625      422,672,470
Short-Term Bond ...............     116,179      1,157,416        1,129,483
Small Cap Value ...............     376,603      4,498,794        4,111,416
International Opportunities ...     350,017      4,215,384        5,310,586
Equity Index ..................   1,081,124     16,808,530       22,117,624
Global Bond ...................     191,740      1,993,841        1,882,675
Turner Core Growth ............      23,384        436,035          536,192
Brandes International Equity ..      37,895        449,896          588,128
Frontier Capital Appreciation .      34,502        539,359          728,674
Emerging Markets Equity .......      32,273        309,153          395,733
Global Equity .................       9,277         99,103          112,572
Bond Index ....................      41,614        410,779          387,762
Small/Mid Cap CORE ............      10,135         96,470           99,481
High Yield Bond ...............      10,083         91,148           90,611
Enhanced U.S. Equity ..........         674         15,019           14,140

                                       90
<PAGE>

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT U

                    NOTES TO FINANCIAL STATEMENTS--CONTINUED

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


             PORTFOLIO                 PURCHASES        SALES
             ---------                ------------  ------------
Large Cap Growth ..................   $ 40,147,156   $ 8,250,657
Sovereign Bond ....................     27,217,744    17,748,511
International Equity Index ........      4,421,148     3,377,977
Small Cap Growth ..................      4,824,260     1,479,601
International Balanced ............        640,162       300,719
Mid Cap Growth ....................      9,490,182     1,427,655
Large Cap Value ...................      2,984,422     1,126,859
Money Market ......................     21,519,371    15,378,894
Mid Cap Value .....................      1,426,492     1,283,502
Small/Mid Cap Growth ..............      3,998,048     1,775,674
Real Estate Equity ................      1,670,570     1,772,028
Growth & Income ...................    133,888,047    52,458,290
Managed ...........................     46,301,140    19,231,354
Short-Term Bond ...................        682,313       120,964
Small Cap Value ...................      1,054,005     1,082,396
International Opportunities .......      1,758,914     1,111,110
Equity Index ......................      7,177,051     1,160,291
Global Bond .......................      1,188,656       283,452
Turner Core Growth ................        279,803       140,177
Brandes International Equity ......        255,671        29,025
Frontier Capital Appreciation .....        401,413       217,513
Emerging Markets Equity ...........        454,479       152,683
Global Equity .....................        107,485         9,888
Bond Index ........................        429,057        27,186
Small/Mid Cap CORE ................        106,540        10,425
High Yield Bond ...................         99,666        11,238
Enhanced U.S. Equity ..............         26,361        11,432


                                       91
<PAGE>

                 ALPHABETICAL INDEX OF KEY WORDS AND PHRASES


     This index should help you locate more information about many of the
important concepts in this prospectus.

   Key Word or Phrase                                                       Page

Account ...................................................................   33
account value .............................................................    9
Additional Sum Insured ....................................................   17
asset-based risk charge ...................................................   10
asset rebalancing .........................................................   15
attained age ..............................................................   10
Basic Sum Insured .........................................................   17
beneficiary ...............................................................   44
business day ..............................................................   34
changing Option A or B ....................................................   20
changing the Total Sum Insured ............................................   20
charges ...................................................................    9
Code ......................................................................   40
cost of insurance rates ...................................................   10
date of issue .............................................................   35
death benefit .............................................................    5
deductions ................................................................    9
dollar cost averaging .....................................................   15
expenses of the Trusts ....................................................   11
fixed investment option ...................................................   34
full surrender ............................................................   15
funds .....................................................................    2
grace period ..............................................................    8
guaranteed death benefit feature ..........................................    7
Guaranteed Death Benefit Premium ..........................................    7
insurance charge ..........................................................   10
insured person ............................................................    5
investment options ........................................................    1
JHVLICO ...................................................................   33
lapse .....................................................................    7
loan ......................................................................   16
loan interest .............................................................   16
Maximum Monthly Benefit ...................................................   19
maximum premiums ..........................................................    6
Minimum Initial Premium ...................................................   34
minimum insurance amount ..................................................   17
minimum premiums ..........................................................    6
modified endowment ........................................................   41
monthly deduction date ....................................................   35
Option A; Option B ........................................................   17
optional benefits charge ..................................................   10
owner .....................................................................    5
partial withdrawal ........................................................   15
partial withdrawal charge .................................................   11
payment options ...........................................................   21
Planned Premium ...........................................................    6
policy anniversary ........................................................   35
policy year ...............................................................   35
premium; premium payment ..................................................    5
prospectus ................................................................    2
receive; receipt ..........................................................   24
reinstate; reinstatement ..................................................    8
sales charges .............................................................    9
SEC .......................................................................    2
Separate Account U ........................................................   33
Servicing Office ..........................................................    2
special loan account ......................................................   16
subaccount ................................................................   33
surrender .................................................................    5
surrender value ...........................................................   15
Target Premium ............................................................    9
tax considerations ........................................................   40
telephone transactions ....................................................   24
Total Sum Insured .........................................................   17
transfers of account value ................................................   14
Trusts ....................................................................    2
variable investment options ...............................................    1
we; us ....................................................................   33
withdrawal ................................................................   15
withdrawal charge .........................................................   11
you; your .................................................................    5

                                       92
<PAGE>

                                    PART II

                          UNDERTAKING TO FILE REPORTS

      Subject to the terms and conditions of Section 15(d) of the Securities
Exchange Act of 1934, the undersigned registrant hereby undertakes to file with
the Securities and Exchange Commission such supplementary and periodic
information, documents, and reports as may be prescribed by any rule or
regulation of the Commission heretofore or hereafter duly adopted pursuant to
authority conferred in that Section.

                       REPRESENTATION OF REASONABLENESS

      John Hancock Variable Life Insurance Company represents that the fees and
charges deducted under the Policies, in the aggregate, are reasonable in
relation to the services rendered, the expenses expected to be incurred, and the
risks assumed by the insurance company.

                     UNDERTAKING REGARDING INDEMNIFICATION

      Pursuant to Section X of JHVLICO's Bylaws and Section 67 of the
Massachusetts Business Corporation Law, JHVLICO indemnifies each director,
former director, officer, and former officer, and his heirs and legal
representatives from liability incurred or imposed in connection with any legal
action in which he may be involved by reason of any alleged act or omission as
an officer or a director of JHVLICO.

      Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public 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 of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

                       CONTENTS OF REGISTRATION STATEMENT

      This Registration Statement comprises the following Papers and Documents:

      The facing sheet.

      Cross-Reference Table.

      The prospectuses containing 92 pages.

      The undertaking regarding indemnification.

      The undertaking to file reports.

      The signatures.
<PAGE>

     The following exhibits:

1.A.  (1) JHVLICO Board Resolution establishing the separate account included in
          Post-Effective Amendment No. 2 on Form S-6 Registration Statement to
          File No. 33-76660, filed March 5, 1996 is incorporated by reference.

      (2) Not Applicable.

      (3) (a) Form of Distribution Agreement by and among Signator Investors,
              Inc. (previously known as "John Hancock Distributors, Inc."), John
              Hancock Mutual Life Insurance Company, and John Hancock Variable
              Life Insurance Company, incorporated by reference from Pre-
              Effective Amendment No. 2 to Form S-6 Registration Statement of
              John Hancock Variable Life Account S (File No. 333-15075) filed
              April 18, 1997.

          (b) Specimen Variable Contracts Selling Agreement between Signator
              Investors, Inc., and selling broker-dealers, incorporated by
              reference from Pre-Effective Amendment No. 2 to Form S-6
              Registration Statement of John Hancock Variable Life Account S
              (File No. 333-15075) filed April 18, 1997.

          (c) Schedule of Sales Commissions included in I. A. (3)(a) above.

      (4) Not Applicable.

      (5) Form of flexible premium variable insurance policy included in the
          initial registration statement on Form S-6 of this account for
          flexible premium policies, filed March 18, 1994 (File No. 33-76660) is
          incorporated by reference.

      (6) Certificate of Incorporation and By-Laws of John Hancock Variable Life
          Insurance Company included in Post-Effective Amendment No. 2 on Form
          S-6 Registration Statement to File 76660, filed March 5, 1996 is
          incorporated by reference.

      (7) Not Applicable.

      (8) Not Applicable.

      (9) Not Applicable.

     (10) Form of application for Policy included in Post-Effective Amendment
          No. 2 on Form S-6 Registration Statement, filed March 5, 1996 to File
          No. 33-76660 is incorporated by reference.

     (11) Not Applicable. The Registrant invests only in shares of open-end
          Funds.

<PAGE>

2. Included as exhibit 1.A (5) above.

3. Opinion and consent of counsel as to securities being registered,(to be Filed
   by amendment).

4. Not Applicable.

5. Not Applicable.

6. Opinion and consent of actuary (Filed herewith).

7. Consent of independent auditors (to be Filed by amendment).

8. Memorandum describing John Hancock's issuance, transfer and redemption
   procedures for flexible premium policies pursuant to Rule
   6e-3(T)(b)(12)(iii), included in Post-Effective Amendment No. 2 on
   Form S-6 Registration Statement to File No. 33-76660, filed March 5, 1996 is
   incorporated by reference.

9. Powers of Attorney for Bruce M. Jones and Paul Strong, incorporated by
   reference from Post-Effective Amendment No. 2 to File No. 333-81127, filed
   on May 4, 2000. Power of Attorney for Ronald J. Bocage, incorporated by
   reference from Form 10-K annual report of John Hancock Variable Life
   Insurance Company (File No. 33-62895) filed March 28,1997. Powers of attorney
   for Tomlinson, D'Alessandro, Shaw, Luddy, Lee, Reitano, Van Leer and Paster
   included in Post-Effective Amendment No. 2 on Form S-6 Registration
   Statement to File No. 33-76660, filed March 5, 1996 is incorporated by
   reference.

10. Representations, Description and Undertaking pursuant to Rule
    6e-3(T)(b)(13)(iii)(F) under the Investment Company Act of 1940 included in
    Post-Effective Amendment No. 2 on Form S-6 Registration Statement to File
    No. 33-76660, filed March 5, 1996 is incorporated by reference.


<PAGE>

                                   SIGNATURES


      Pursuant to the requirements of the Securities Act of 1933, the John
Hancock Variable Life Insurance Company has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunder duly
authorized, and its seal to be hereunto fixed and attested, all in the City of
Boston and Commonwealth of Massachusetts on the 15th day of December, 2000.

                                 JOHN HANCOCK VARIABLE LIFE
                                 INSURANCE COMPANY

(SEAL)

                                     By  /s/ MICHELE G. VAN LEER
                                         -----------------------
                                         Michele G. Van Leer
                                         Vice Chairman and President



Attest:    /s/ PETER SCAVONGELLI
           ---------------------
           Peter Scavongelli
           Assistant Secretary
<PAGE>

      Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities with John Hancock Variable Life Insurance Company and on the dates
indicated.

Signatures                     Title                              Date
----------                     -----                              ----


/s/ PATRICK J. GILL
-------------------
Patrick J. Gill            Controller (Principal Accounting   December 15, 2000
                           Officer and Acting Principal
                           Financial Officer)

/s/ MICHELE G. VAN LEER
-----------------------
Michele G. Van Leer        Vice Chairman of the Board         December 15, 2000
for herself and as         and President(Acting Principal
Attorney-in-Fact           Executive Officer)

      For:  David F. D'Alessandro  Chairman of the Board
            Robert S. Paster       Director
            Thomas J. Lee          Director
            Bruce M. Jones         Director
            Paul Strong            Director
            Barbara L. Luddy       Director
            Ronald J. Bocage       Director
            Robert R. Reitano      Director


<PAGE>

      Pursuant to the requirements of the Securities Act of 1933, the
Registrant, certifies that it meets all of the requirements for effectiveness of
this Registration Statement under the Securities Act of 1933 and has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, and its seal to be hereunto fixed and attested, all
in the City of Boston and Commonwealth of Massachusetts on the 15th day of
December, 2000.


                         On behalf of the Registrant

                 By John Hancock Variable Life Insurance Company
                                  (Depositor)



(SEAL)



                                 By  /s/ Michele G. Van Leer
                                     -----------------------
                                     Michele G. Van Leer
                                     Vice Chairman and President



Attest   /s/ PETER SCAVONGELLI
         ---------------------
         Peter Scavongelli
         Secretary


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