HANCOCK JOHN VARIABLE LIFE ACCOUNT U, S-6, 2000-11-20

HANCOCK JOHN VARIABLE LIFE ACCOUNT U
S-6, 2000-11-20

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<PAGE>

As filed with the Securities and Exchange Commission on November 20, 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 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 JANUARY 1, 2001

eVARIABLE LIFE

a flexible premium variable 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>
Equity Index................................................... State Street Global Advisors
Large Cap Value................................................ T. Rowe Price Associates, Inc.
Large Cap Value CORE /SM/...................................... Goldman Sachs Asset Management
Large Cap Aggressive Growth.................................... Alliance Capital Management L.P.
Large/Mid Cap Value............................................ Wellington Management Company, LLP
Mid Cap Growth................................................. Janus Capital Corporation
Small/Mid Cap CORE /SM/........................................ Goldman Sachs Asset Management
Small/Mid Cap Value............................................ The Boston Company Asset Management, LLC
Small/Mid Cap Growth........................................... Wellington Management Company, LLP
Small Cap Equity............................................... Capital Guardian Trust Company
Small Cap Growth............................................... John Hancock Advisers, Inc.
AIM V.I. Value................................................. A I M Advisors, Inc.
AIM V.I. Growth................................................ A I M Advisors, Inc.
Fidelity VIP Growth............................................ Fidelity Management and Research Company
Fidelity VIP Contrafund/(R)/................................... Fidelity Management and Research Company
MFS Growth..................................................... MFS Investment Management/(R)/
MFS Research................................................... MFS Investment Management/(R)/
MFS New Discovery.............................................. MFS Investment Management/(R)/
V.A. Financial Industries...................................... John Hancock Advisers, Inc.
Janus Aspen Global Technology.................................. Janus Capital Corporation
Global Balanced................................................ Capital Guardian Trust Company
Janus Aspen Worldwide Growth................................... Janus Capital Corporation
International Opportunities.................................... T. Rowe Price International, Inc.
Fidelity VIP Overseas.......................................... Fidelity Management and Research Company
Emerging Markets Equity........................................ Morgan Stanley Dean Witter Investment Management Inc.
Short-Term Bond ............................................... Independence Investment Associates, Inc.
Active Bond.................................................... John Hancock Advisers, Inc.
V.A. Strategic Income.......................................... John Hancock Advisers, Inc.
High Yield Bond................................................ Wellington Management Company, LLP
Global Bond.................................................... Capital Guardian Trust Company
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 22.

. 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 29.

. 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 43.

. Finally, there is an Alphabetical Index of Key Words and Phrases at
the back of the prospectus on page 114.

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:

<TABLE>
<CAPTION>
<S> <C>
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?......................................................... 8
.What charges will the Trusts deduct from your investment
in the policy?.................................................. 9
.What other charges can we impose in the future?.................. 11
.How can you change your policy's investment allocations?......... 12
.How can you access your investment in the policy?................ 13
.How much will we pay when the insured person dies?............... 14
.Can you add additional benefit riders?........................... 16
.How can you change your policy's insurance coverage?............. 17
.Can you cancel your policy after it's issued?.................... 18
.Can you choose the form in which we pay out policy
proceeds?....................................................... 18
.To what extent can we vary the terms and conditions of
the policies in particular cases?............................... 19
.How will your policy be treated for income tax purposes?......... 20
.How do you communicate with us?.................................. 20
</TABLE>

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 36. 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 no lapse guarantee 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 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 "No lapse
guarantee feature" and "Lapse and reinstatement" on page 7).

6
<PAGE>

No lapse guarantee feature

This feature guarantees that your 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 No Lapse Guarantee Premiums ("NLG Premiums") due to date. If the no lapse
guarantee test is not satisfied on any grace period testing date, the no lapse
guarantee 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 31 under "Procedures for
issuance of a policy".)

The NLG Premium will never be greater than the so-called "guideline premium"
for the policy as defined in Section 7702 of the Internal Revenue Code.

The no lapse guarantee feature applies only to the Sum Insured in effect when
we issue the policy. It will not be in effect if you increase the Sum Insured
(see "How much will we pay when the insured person dies?" on page 14). The
amount of the Sum Insured that is guaranteed will be reduced to the extent that
we pay it to you under a living care or life-time care additional benefit rider
while the insured is living (see "Can you add additional benefit riders?" on
page 16). 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 NLG Premiums have 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 descibed in the next section, "Lapse
and reinstatement".

Lapse and reinstatement

Your entire policy can lapse for failure to pay charges due under the policy.
If the no lapse guarantee feature is not in effect, the policy will lapse if the
policy's surrender value is not sufficient to pay the charges due on a grace
period testing date. We will notify you of how much you will need to pay to keep
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 no lapse guarantee feature by paying the necessary NLG Premiums
described in your policy.

If you don't pay at least the required amount by the end of the grace period,
your policy will lapse. If your policy lapses, all coverage under the policy
will cease. Even if the policy 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 no lapse guarantee feature 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.

7
<PAGE>

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 32.)

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; 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 9. 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 on page 34.

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

Deduction 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.

Deductions from account value

. 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. The table in your policy will

8
<PAGE>

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 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 Sum Insured 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 $500,000 to $999,999, and the highest
band is for policies between $250,000 to $499,999. 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 14).

. 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
percentages are .062% for policy years 1 - 15, .033% for policy years 16 -
30 , and .016% for policy year 31 and each policy year thereafter. These
percentages equate to effective annual rates of .75% for policy years 1 -
15, .40% for policy years 16 - 30 , and .20% for policy years 31 and
thereafter. The reductions after policy year 15 have not occurred yet
under any policy, since no policy has been outstanding for 15 years. We
guarantee that this charge will never exceed .075% of that portion of your
account value allocated to variable investment options. This percentage
equates to an effective annual rate of .90%. 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 16.

. 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.

9
<PAGE>

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.

<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):
Equity Index ......................... 0.14% N/A 0.00% 0.14% 0.08%
Large Cap Value ....................... 0.74% N/A 0.10% 0.84% 0.11%
Large Cap Value CORE /sm/ ............. 0.75% N/A 0.10% 0.85% 0.42%
Large Cap Aggressive Growth ........... 0.98% N/A 0.10% 1.08% 0.19%
Large/Mid Cap Value ................... 0.95% N/A 0.10% 1.05% 0.47%
Mid Cap Growth ....................... 0.82% N/A 0.10% 0.92% 0.11%
Small/Mid Cap CORE/sm/ ............... 0.80% N/A 0.10% 0.90% 0.66%
Small/Mid Cap Value ................... 0.95% N/A 0.10% 1.05% 1.44%
Small/Mid Cap Growth ................. 0.75% N/A 0.10% 0.85% 0.10%
Small Cap 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 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%
Active Bond * ......................... 0.61% N/A 0.03% 0.64% 0.03%
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%

JOHN HANCOCK DECLARATION TRUST (NOTE 2):
V.A. Financial Industries ............. 0.80% N/A 0.10% 0.90% 0.10%
V.A. Strategic Income ................. 0.60% N/A 0.25% 0.85% 0.27%

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

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

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

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 Growth ........................... 0.75% N/A 0.16% 0.91% 0.71%
MFS Research ......................... 0.75% N/A 0.11% 0.86% 0.11%
MFS New Discovery ..................... 0.90% N/A 0.17% 1.07% 1.59%
</TABLE>

10
<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). Shareholders of the 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.

* 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) John Hancock Declaration Trust funds' percentages reflect the investment
management fees currently payable and other fund expenses allocated in
1999. John Hancock Advisers, Inc. has agreed to limit temporarily other
expenses of each fund to 0.25% of the fund's average daily assets.

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

(4) 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 Growth and New
Discovery Funds, subject to reimbursement by the fund, such that each such
fund's "other fund expenses" shall not exceed 0.15% of the average daily
net assets of the fund during the current fiscal year.

WHAT OTHER CHARGES COULD WE IMPOSE IN THE FUTURE?

Except for the premium and DAC tax charges, 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.

11
<PAGE>

We also reserve the right to increase the tax charge in order to correspond,
respectively, 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. 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.

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

12
<PAGE>

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. 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
8). We also reserve the right to refuse any partial withdrawal that would cause
the policy's Sum Insured to fall below $250,000. 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 Sum Insured
(see "How much will we pay when the insured person dies?" on page 14). If that
happens, we will automatically reduce your Sum Insured. The calculation of that
reduction is explained in the policy. If the reduction in 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:

13
<PAGE>

. 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 .25% thereafter.

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

The minimum amount of each loan is $1,000. 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 4.25% thereafter. 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.

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 "Sum
Insured".

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 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 Sum
Insured amount plus your policy's account value on the date of death,
or (2) the

14
<PAGE>

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 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 36). 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 Maintenance of Death
Benefit Rider that provides for continuation of the Sum Insured after the
insured person reaches 100.

15
<PAGE>

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 36). 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:

. 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.

. Age 100 Maintenance of Death Benefit Rider - Provides for the
continuation of the 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 zero. The monthly charge for this rider currently begins in
the 6th policy year.

. 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 15 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

<PAGE>

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 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 12 will continue to apply.)
Benefits under this rider do not reduce the No Lapse Guarantee Premium payment
requirements described on page 7 that may be necessary for the no lapse
guarantee 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 Sum Insured. As to when such an increase
would take effect, see "Effective date of other policy transactions" on page 34.
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.

Decrease in coverage

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

. the remaining Sum Insured will be at least $250,000, and

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

17
<PAGE>

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 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" on page 15 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 36 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

. if applicable, 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

18
<PAGE>

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

. 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 35. No variation in any charge will exceed any maximum
stated in this prospectus with respect to that charge.

19
<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 36.

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.

Information can be obtained through our Life Servicing Office on how to
initiate other transactions under your policy, including 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 Sum Insured

. change of beneficiary

. election of payment option for policy proceeds

. tax withholding elections

. election of telephone transaction privilege

. death benefit claims

Such information may also be obtained through our website at
"www.jhancock.com".

<PAGE>

It is important to follow the instructions provided when initiating a
transaction under your policy. Certain requests must be made in writing and be
signed and dated by you. Electronic requests for transactions that require a
signature will not be processed under our current rules.

Whether it is in writing or electronic, we don't consider that we've
"received" any communication until such time as it has arrived at the proper
place and in the proper and complete form. 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.

21
<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
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 Trusts 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 -0.87%, 5.08% and 11.03%. 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. 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 loans or
-----------
withdrawals are made and that no optional rider benefits have been elected.
-----------------------------

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 0.76%, and (2) an assumed average asset charge for
all other operating expenses of the Trusts equivalent to an effective annual
rate of 0.11%. 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 10. 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 Sum Insured and annual Planned Premium amount requested.

22
<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$250,000 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: $ 1,425 *
USING CURRENT CHARGES

<TABLE>
<CAPTION>
Death Benefit Account Value / Surrender Value
----------------------------- --------------------------------
Premiums Assuming Hypothetical Gross Assuming Hypothetical Gross
End of Accumulated 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
------ -------------- -------- -------- --------- --------- --------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,496 250,000 250,000 250,000 938 1,006 1,074
2 3,067 250,000 250,000 250,000 1,843 2,036 2,238
3 4,717 250,000 250,000 250,000 2,707 3,085 3,496
4 6,449 250,000 250,000 250,000 3,531 4,151 4,853
5 8,268 250,000 250,000 250,000 4,307 5,229 6,314
6 10,177 250,000 250,000 250,000 5,036 6,317 7,889
7 12,182 250,000 250,000 250,000 5,710 7,410 9,582
8 14,288 250,000 250,000 250,000 6,332 8,508 11,408
9 16,498 250,000 250,000 250,000 6,897 9,607 13,374
10 18,820 250,000 250,000 250,000 7,403 10,703 15,494
11 21,257 250,000 250,000 250,000 7,841 11,789 17,776
12 23,816 250,000 250,000 250,000 8,211 12,861 20,235
13 26,503 250,000 250,000 250,000 8,507 13,913 22,886
14 29,324 250,000 250,000 250,000 8,737 14,952 25,755
15 32,287 250,000 250,000 250,000 8,924 16,000 28,892
16 35,398 250,000 250,000 250,000 9,143 17,159 32,478
17 38,664 250,000 250,000 250,000 9,317 18,335 36,421
18 42,093 250,000 250,000 250,000 9,384 19,466 40,702
19 45,694 250,000 250,000 250,000 9,321 20,530 45,342
20 49,475 250,000 250,000 250,000 9,142 21,533 50,397
25 71,412 250,000 250,000 250,000 7,230 26,317 84,604
30 99,409 250,000 250,000 250,000 3,180 30,305 141,623
35 135,142 ** 250,000 276,758 ** 30,942 240,659
40 180,747 ** 250,000 427,334 ** 20,394 406,985
45 238,951 ** ** 718,197 ** ** 683,997
</TABLE>

---------
* The illustrations assume that Planned Premiums 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 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 AVERAGE 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.

<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$250,000 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: $ 1,425 *
USING MAXIMUM CHARGES

<TABLE>
<CAPTION>
Death Benefit Account Value / Surrender Value
----------------------------- --------------------------------
Premiums Assuming Hypothetical Gross Assuming Hypothetical Gross
End of Accumulated 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
------ -------------- -------- -------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,496 250,000 250,000 250,000 937 1,004 1,072
2 3,067 250,000 250,000 250,000 1,837 2,031 2,232
3 4,717 250,000 250,000 250,000 2,698 3,074 3,483
4 6,449 250,000 250,000 250,000 3,515 4,133 4,831
5 8,268 250,000 250,000 250,000 4,285 5,201 6,280
6 10,177 250,000 250,000 250,000 5,005 6,278 7,838
7 12,182 250,000 250,000 250,000 5,671 7,357 9,511
8 14,288 250,000 250,000 250,000 6,283 8,439 11,311
9 16,498 250,000 250,000 250,000 6,837 9,519 13,246
10 18,820 250,000 250,000 250,000 7,331 10,594 15,327
11 21,257 250,000 250,000 250,000 7,758 11,655 17,563
12 23,816 250,000 250,000 250,000 8,116 12,700 19,968
13 26,503 250,000 250,000 250,000 8,399 13,723 22,554
14 29,324 250,000 250,000 250,000 8,605 14,718 25,336
15 32,287 250,000 250,000 250,000 8,721 15,671 28,326
16 35,398 250,000 250,000 250,000 8,748 16,580 31,545
17 38,664 250,000 250,000 250,000 8,671 17,429 35,007
18 42,093 250,000 250,000 250,000 8,473 18,195 38,720
19 45,694 250,000 250,000 250,000 8,139 18,862 42,703
20 49,475 250,000 250,000 250,000 7,650 19,405 46,972
25 71,412 250,000 250,000 250,000 2,290 19,420 73,494
30 99,409 ** 250,000 250,000 ** 11,391 112,139
35 135,142 ** ** 250,000 ** ** 171,838
40 180,747 ** ** 289,357 ** ** 275,579
45 238,951 ** ** 467,719 ** ** 445,447
</TABLE>

** Policy lapses unless additional premium payments are made.

<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$250,000 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: $ 1,425 *
USING CURRENT CHARGES

<TABLE>
<CAPTION>
Death Benefit Account Value / Surrender Value
----------------------------- --------------------------------
Premiums Assuming Hypothetical Gross Assuming Hypothetical Gross
End of Accumulated 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
------ -------------- -------- -------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,496 250,936 251,004 251,072 936 1,004 1,072
2 3,067 251,837 252,030 252,232 1,837 2,030 2,232
3 4,717 252,697 253,073 253,481 2,697 3,073 3,481
4 6,449 253,513 254,129 254,827 3,513 4,129 4,827
5 8,268 254,280 255,195 256,272 4,280 5,195 6,272
6 10,177 254,996 256,267 257,823 4,996 6,267 7,823
7 12,182 255,657 257,338 259,486 5,657 7,338 9,486
8 14,288 256,262 258,410 261,271 6,262 8,410 11,271
9 16,498 256,808 259,476 263,184 6,808 9,476 13,184
10 18,820 257,291 260,533 265,236 7,291 10,533 15,236
11 21,257 257,704 261,570 267,431 7,704 11,570 17,431
12 23,816 258,045 262,585 269,781 8,045 12,585 19,781
13 26,503 258,309 263,571 272,295 8,309 13,571 22,295
14 29,324 258,504 264,531 274,996 8,504 14,531 24,996
15 32,287 258,655 265,490 277,928 8,655 15,490 27,928
16 35,398 258,835 266,549 281,271 8,835 16,549 31,271
17 38,664 258,969 267,612 284,920 8,969 17,612 34,920
18 42,093 258,992 268,611 288,839 8,992 18,611 38,839
19 45,694 258,880 269,519 293,030 8,880 19,519 43,030
20 49,475 258,648 270,343 297,536 8,648 20,343 47,536
25 71,412 256,472 273,884 326,971 6,472 23,884 76,971
30 99,409 252,217 275,840 372,862 2,217 25,840 122,862
35 135,142 ** 273,036 444,411 ** 23,036 194,411
40 180,747 ** 257,098 549,764 ** 7,098 299,764
45 238,951 ** ** 707,783 ** ** 457,783
</TABLE>

** Policy lapses unless additional premium payments are made.

<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$250,000 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: $ 1,425 *
USING MAXIMUM CHARGES

<TABLE>
<CAPTION>
Death Benefit Account Value / Surrender Value
----------------------------- --------------------------------
Premiums Assuming Hypothetical Gross Assuming Hypothetical Gross
End of Accumulated 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
------ -------------- -------- -------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,496 250,935 251,002 251,070 935 1,002 1,070
2 3,067 251,832 252,025 252,226 1,832 2,025 2,226
3 4,717 252,687 253,062 253,469 2,687 3,062 3,469
4 6,449 253,497 254,111 254,805 3,497 4,111 4,805
5 8,268 254,258 255,167 256,238 4,258 5,167 6,238
6 10,177 254,967 256,227 257,773 4,967 6,227 7,773
7 12,182 255,618 257,286 259,415 5,618 7,286 9,415
8 14,288 256,214 258,342 261,175 6,214 8,342 11,175
9 16,498 256,749 259,389 263,057 6,749 9,389 13,057
10 18,820 257,221 260,425 265,072 7,221 10,425 15,072
11 21,257 257,622 261,440 267,223 7,622 11,440 17,223
12 23,816 257,952 262,429 269,520 7,952 12,429 19,520
13 26,503 258,204 263,386 271,972 8,204 13,386 21,972
14 29,324 258,375 264,302 274,588 8,375 14,302 24,588
15 32,287 258,454 265,165 277,372 8,454 15,165 27,372
16 35,398 258,440 265,969 280,337 8,440 15,969 30,337
17 38,664 258,319 266,696 283,487 8,319 16,696 33,487
18 42,093 258,073 267,322 286,817 8,073 17,322 36,817
19 45,694 257,689 267,826 290,330 7,689 17,826 40,330
20 49,475 257,148 268,184 294,022 7,148 18,184 44,022
25 71,412 251,566 266,844 315,108 1,566 16,844 65,108
30 99,409 ** 256,791 339,490 ** 6,791 89,490
35 135,142 ** ** 362,058 ** ** 112,058
40 180,747 ** ** 370,500 ** ** 120,500
45 238,951 ** ** 336,280 ** ** 86,280
</TABLE>

** Policy lapses unless additional premium payments are made.

<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$250,000 TOTAL SUM INSURED

MALE, ISSUE AGE 35, STANDARD NONSMOKER UNDERWRITING RISK CLASS

OPTION A DEATH BENEFIT
CASH VALUE ACCUMULATION TEST
PLANNED PREMIUM: $ 1,425 *
USING CURRENT CHARGES

<TABLE>
<CAPTION>
Death Benefit Account Value / Surrender Value
----------------------------- --------------------------------
Premiums Assuming Hypothetical Gross Assuming Hypothetical Gross
End of Accumulated 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
------ -------------- -------- -------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,496 250,000 250,000 250,000 938 1,006 1,074
2 3,067 250,000 250,000 250,000 1,843 2,036 2,238
3 4,717 250,000 250,000 250,000 2,707 3,085 3,496
4 6,449 250,000 250,000 250,000 3,531 4,151 4,853
5 8,268 250,000 250,000 250,000 4,307 5,229 6,314
6 10,177 250,000 250,000 250,000 5,036 6,317 7,889
7 12,182 250,000 250,000 250,000 5,710 7,410 9,582
8 14,288 250,000 250,000 250,000 6,332 8,508 11,408
9 16,498 250,000 250,000 250,000 6,897 9,607 13,374
10 18,820 250,000 250,000 250,000 7,403 10,703 15,494
11 21,257 250,000 250,000 250,000 7,841 11,789 17,776
12 23,816 250,000 250,000 250,000 8,211 12,861 20,235
13 26,503 250,000 250,000 250,000 8,507 13,913 22,886
14 29,324 250,000 250,000 250,000 8,737 14,952 25,755
15 32,287 250,000 250,000 250,000 8,924 16,000 28,892
16 35,398 250,000 250,000 250,000 9,143 17,159 32,478
17 38,664 250,000 250,000 250,000 9,317 18,335 36,421
18 42,093 250,000 250,000 250,000 9,384 19,466 40,702
19 45,694 250,000 250,000 250,000 9,321 20,530 45,342
20 49,475 250,000 250,000 250,000 9,142 21,533 50,397
25 71,412 250,000 250,000 250,000 7,230 26,317 84,604
30 99,409 250,000 250,000 250,000 3,180 30,305 141,623
35 135,142 ** 250,000 358,457 ** 30,942 236,824
40 180,747 ** 250,000 528,856 ** 20,394 386,365
45 238,951 ** ** 785,148 ** ** 621,851
</TABLE>

** Policy lapses unless additional premium payments are made.

<PAGE>

FLEXIBLE PREMIUM VARIABLE LIFE
$250,000 TOTAL SUM INSURED

MALE, ISSUE AGE 35, STANDARD NONSMOKER UNDERWRITING RISK CLASS

OPTION A DEATH BENEFIT
CASH VALUE ACCUMULATION TEST
PLANNED PREMIUM: $ 1,425 *
USING MAXIMUM CHARGES

<TABLE>
<CAPTION>
Death Benefit Account Value / Surrender Value
----------------------------- --------------------------------
Premiums Assuming Hypothetical Gross Assuming Hypothetical Gross
End of Accumulated 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
------ -------------- -------- -------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,496 250,000 250,000 250,000 937 1,004 1,072
2 3,067 250,000 250,000 250,000 1,837 2,031 2,232
3 4,717 250,000 250,000 250,000 2,698 3,074 3,483
4 6,449 250,000 250,000 250,000 3,515 4,133 4,831
5 8,268 250,000 250,000 250,000 4,285 5,201 6,280
6 10,177 250,000 250,000 250,000 5,005 6,278 7,838
7 12,182 250,000 250,000 250,000 5,671 7,357 9,511
8 14,288 250,000 250,000 250,000 6,283 8,439 11,311
9 16,498 250,000 250,000 250,000 6,837 9,519 13,246
10 18,820 250,000 250,000 250,000 7,331 10,594 15,327
11 21,257 250,000 250,000 250,000 7,758 11,655 17,563
12 23,816 250,000 250,000 250,000 8,116 12,700 19,968
13 26,503 250,000 250,000 250,000 8,399 13,723 22,554
14 29,324 250,000 250,000 250,000 8,605 14,718 25,336
15 32,287 250,000 250,000 250,000 8,721 15,671 28,326
16 35,398 250,000 250,000 250,000 8,748 16,580 31,545
17 38,664 250,000 250,000 250,000 8,671 17,429 35,007
18 42,093 250,000 250,000 250,000 8,473 18,195 38,720
19 45,694 250,000 250,000 250,000 8,139 18,862 42,703
20 49,475 250,000 250,000 250,000 7,650 19,405 46,972
25 71,412 250,000 250,000 250,000 2,290 19,420 73,494
30 99,409 ** 250,000 250,000 ** 11,391 112,139
35 135,142 ** ** 259,814 ** ** 171,653
40 180,747 ** ** 355,329 ** ** 259,592
45 238,951 ** ** 480,236 ** ** 380,355
</TABLE>

** Policy lapses unless additional premium payments are made.

<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 21.

CONTENTS OF THIS SECTION BEGINNING ON PAGE
------------------------ -----------------
Description of us......................................... 30
How we support the policy and investment options.......... 30
Procedures for issuance of a policy....................... 31
Commencement of investment performance.................... 32
How we process certain policy transactions................ 32
Effects of policy loans................................... 34
Additional information about how certain policy charges
work...................................................... 34
How we market the policies................................ 35
Tax considerations........................................ 36
Reports that you will receive............................. 38
Voting privileges that you will have...................... 38
Changes that we can make as to your policy................ 39
Adjustments we make to death benefits..................... 39
When we pay policy proceeds............................... 39
Other details about exercising rights and paying benefits. 40
Legal matters............................................. 40
Registration statement filed with the SEC................. 40
Accounting and actuarial experts.......................... 41
Financial statements of JHVLICO and the Account........... 41
List of our Directors and Executive Officers of JHVLICO... 42

<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
theTrusts. 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 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

30
<PAGE>

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 Sum Insured at issue of
$250,000. 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 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 32).

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.

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

<PAGE>

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 (because of 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.

COMMENCEMENT OF INVESTMENT PERFORMANCE

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

<PAGE>

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 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 (monthly, 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.

<PAGE>

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:

. 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:

. 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 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 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 amount of the charges in any policy year does not specifically correspond
to sales expenses for that year. (See "What charges will we deduct from your
investment in the policy?" in the Basic Information section of this prospectus.)
We expect to recover our total sales expenses over the life of the policies.
Sales expenses may be recovered from a variety of 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
35.)

Effect of premium payment pattern

You may structure the timing and amount of premium payments. Delaying the
payment of premiums to later policy years could increase the risk that the no
lapse guarantee feature will not be in effect and the account value will be
insufficient to pay policy charges. As a result, the policy may lapse and
eventually terminate. Conversely, accelerating the payment of premiums to
earlier policy years could cause aggregate premiums paid to exceed the

<PAGE>

policy's 7-pay premium limit and, as a result, cause the policy to become a
modified endowment, with adverse tax consequences to you upon receipt of policy
distributions. (See "Tax considerations" beginning on page 36.)

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 the
associated individuals and any association's capabilities with respect to
administrative tasks; the anticipated lapse and surrender rates of the policies;
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 directly by us, and may also be
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 who have entered
into selling agreements with Signator. 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

<PAGE>

basis by Signator, and JHVLICO reimburses Signator for such compensation and for
other direct and indirect expenses actually incurred in connection with the
marketing and sale of the policies.

The maximum commission payable to a Signator representative for selling a
policy is 10% of the Target Premium paid in the first policy year, and 2% of any
additional premium paid in the first policy year. In addition, the maximum
"trail" commission payable at the end of each policy year is equal to a
percentage of the account value for the applicable policy year. The percentage
is 0.35% for policy years 1 - 30.

The policies may also be 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 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

<PAGE>

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 169, 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, the amount of any outstanding loan that
was not previously considered income (as discussed below) will be treated as if
it had been distributed to the owner if the policy terminates for any reason.

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 59 1/2.

<PAGE>

Furthermore, any time there is a "material change" in a policy (such as an
increase in the 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
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 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 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

<PAGE>

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 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.

<PAGE>

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.

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.

<PAGE>

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.

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.

<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.

<PAGE>

UNAUDITED FINANCIAL STATEMENTS

FOR

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

THIRD QUARTER 2000

<PAGE>

[UNAUDITED FINANCIALS TO BE INSERTED BY AMENDMENT]

<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

45
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

STATUTORY-BASIS STATEMENTS OF FINANCIAL POSITION

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

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

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

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

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

TOTAL OBLIGATIONS AND STOCKHOLDER'S EQUITY .... $10,613.0 $8,599.0
========= ========
</TABLE>

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

<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>

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.

<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>

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.

<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

<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.

<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

<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 4 1/2% for policies issued on or thereafter. Reserves for
single premium policies are determined by the net single premium method using
the 1958 CSO mortality table, with an assumed interest rate of 4%. Reserves for
universal life policies issued prior to 1985 are equal to the gross account
value which at all times exceeds minimum statutory requirements. Reserves for
universal life policies issued from 1985 through 1988 are maintained at the
greater of the Commissioner's Reserve Valuation Method (CRVM) using the 1958 CSO
mortality table, with 4 1/2% interest or the cash surrender value. Reserves for
universal life policies issued after 1988 and for flexible variable policies are
maintained using the greater of the cash surrender value or the CRVM method with
the 1980 CSO mortality table and 5 1/2% interest for policies issued from 1988
through 1992; 5% interest for policies issued in 1993 and 1994; and 4 1/2%
interest for policies issued in 1995 through 1999.

Federal Income Taxes

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

<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.

<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

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

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

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

3. NET INVESTMENT INCOME

Investment income has been reduced by the following amounts:

<TABLE>
<CAPTION>
1999 1998
------ ------
(IN MILLIONS)
<S> <C> <C>
Investment expenses ....................... $ 9.5 $ 8.3
Interest expense........................... 1.7 2.4
Depreciation expense....................... 0.6 0.8
Investment taxes........................... 0.3 0.7
------ ------

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

<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

4. NET CAPITAL GAINS (LOSSES) AND OTHER ADJUSTMENTS

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

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

Net gains from asset sales ..................... $ (2.8) $ 7.6
Capital gains tax ............................... 0.2 (2.9)
Net capital gains transferred to IMR ........... 0.9 (5.3)
------ ------

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

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

<TABLE>
<CAPTION>
1999 1998
------ ------
<S> <C> <C>
(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)
====== ======
</TABLE>

<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.

<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>

57
<PAGE>

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

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

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

<TABLE>
<CAPTION>
STATEMENT FAIR
VALUE VALUE
-------- ---------
(IN MILLIONS)
<S> <C> <C>
Due in one year or less........................... $ 58.5 $ 58.2
Due after one year through five years............. 286.8 282.0
Due after five years through ten years ........... 425.4 405.6
Due after ten years............................... 216.2 195.3
-------- ---------
986.9 941.1

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

$1,216.3 $ 1,163.2
======== =========
</TABLE>

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

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

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

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

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

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

$433.1 $433.1
====== ======
</TABLE>

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

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

<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>
NUMBER OF CONTRACTS/ ASSETS (LIABILITIES)
NOTIONAL AMOUNTS -----------------------------------------------------
1999 1998
Carrying Carrying
1999 1998 Value Fair Value Value Fair Value
------- ------- --------- --------- ----------
(IN MILLIONS)
<S> <C> <C> <C> <S> <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>

60
<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 BENEFICIARIES' FUNDS AND OBLIGATIONS
RELATED TO SEPARATE ACCOUNTS

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

DECEMBER 31, 1999 PERCENT
----------------- ------
(IN MILLIONS)
<S> <C> <C>
Subject to discretionary withdrawal (with adjustment)
With market value adjustment..................... $3.8 0.1%
At book value less surrender charge.............. 40.5 1.5
At market value.................................. 2,326.6 87.1
-------- -----
Total with adjustment....................... 2,370.9 88.7
Subject to discretionary withdrawal
at book value (without adjustment)............ 287.1 10.7
Not subject to discretionary withdrawal--general
account......................................... 15.4 0.6
-------- -----
Total annuity reserves and deposit liabilities... $2,673.4 100.0%
======== =====
</TABLE>
61
<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.

62
<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.

63
<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.

64
<PAGE>

UNAUDITED FINANCIAL STATEMENTS

FOR

JOHN HANCOCK VARIABLE LIFE ACCOUNT U

THIRD QUARTER 2000

65
<PAGE>

[UNAUDITED FINANCIALS TO BE INSERTED BY AMENDMENT]

<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.

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

<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.

68
<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.

69
<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.

70
<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.

71
<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.

72
<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.

73
<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.

74
<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.

75
<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.

<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.

<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.

<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.

<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.

<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.

<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.

<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.

<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.

<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.

<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:

<TABLE>
<CAPTION>
PORTFOLIO SHARES OWNED COST VALUE
--------- ------------ ------------ ----------------
<S> <C> <C> <C>
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
</TABLE>

<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:

<TABLE>
<CAPTION>
PORTFOLIO PURCHASES SALES
--------- ------------ -------------
<S> <C> <C>
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
</TABLE>

<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.

<TABLE>
<CAPTION>
KEY WORD OR PHRASE PAGE KEY WORD OR PHRASE PAGE
<S> <C> <C> <C>
Account .................... 30 monthly deduction date ....... 32
account value .............. 8 no lapse guarantee feature.... 7
asset-based risk charge..... 9 No Lapse Guarantee Premium ... 7
asset rebalancing .......... 13 Option A; Option B ........... 14
attained age ............... 9 optional rider benefits ...... 16
beneficiary ................ 44 owner ........................ 5
business day ............... 30 partial withdrawal ........... 13
changing Option A or B ..... 18 partial withdrawal charge .... 9
changing the Sum Insured ... 17 payment options .............. 18
charges .................... 8 Planned Premium .............. 6
Code ....................... 36 policy anniversary ........... 32
cost of insurance rates .... 9 policy year .................. 32
date of issue .............. 31 premium; premium payment ..... 5
death benefit .............. 5 prospectus ................... 2
deductions ................. 8 receive; receipt ............. 21
dollar cost averaging ...... 12 reinstate; reinstatement ..... 7
expenses of the Trusts ..... 9 SEC .......................... 2
fixed investment option .... 31 Separate Account U ........... 30
full surrender ............. 13 Servicing Office ............. 2
fund ....................... 2 special loan account ......... 14
grace period ............... 7 subaccount ................... 30
grace period testing date .. 7 Sum Insured .................. 14
insurance charge ........... 8 surrender .................... 5
insured person ............. 5 surrender value .............. 13
investment options ......... 1 tax considerations ........... 36
JHVLICO .................... 30 telephone transactions ....... 21
lapse ...................... 7 transfers of account value ... 12
loan ....................... 13 Trusts ....................... 2
loan interest .............. 14 variable investment options .. 1
Maximum Monthly Benefit..... 16 we; us ....................... 30
maximum premiums ........... 6 withdrawal ................... 13
Minimum Initial Premium .... 31 withdrawal charges ........... 9
minimum insurance amount.... 15 you; your .................... 5
modified endowment ........ 37
</TABLE>

<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 88 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.

(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, 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 20th day of November, 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 November 20, 2000
Officer and Acting Principal
Financial Officer)

/s/ MICHELE G. VAN LEER
-----------------------
Michele G. Van Leer Vice Chairman of the Board November 20, 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 20th day of
November, 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