HANCOCK JOHN LIMITED TERM GOVERNMENT FUND
N-1A/A, 1995-03-01
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               John Hancock Limited Term Government Fund, May 1, 1994

                   Supplement to Class A and Class B Prospectus


Effective January 1, 1995, the prospectus is amended as follows: (a) John
Hancock Broker Distribution Services, Inc. will be known as John Hancock Funds,
Inc. and (b) John Hancock Fund Services, Inc. will be known as John Hancock
Investor Services Corporation.

The "Contingent Deferred Sales Charge-Investments of $1 million or more in Class
A shares" section under SHARE PRICE is supplemented as follows:


         Existing full service clients of John Hancock Mutual Life Insurance
         Company group annuity contract holders as of September 1, 1994, may
         purchase Class A shares with no initial sales charge, but if the shares
         are redeemed within 12 months after the end of the calendar year in
         which the purchase was made, a contingent deferred sales charge will be
         imposed at the rate for Class A shares described in the prospectus.

The "Qualifying for a Reduced Sales Charge" section under SHARE PRICE is 
supplemented as follows:

         Shares of the Fund may be sold without sales charge to investors
         reinvesting redemption proceeds which were subject to a sales charge
         from non-John Hancock mutual funds. Investors reinvesting redemption
         proceeds from non-John Hancock mutual funds must submit proof of the
         redemption at the time of purchase of the Fund. This may be a copy of
         the redemption check or the confirmation statement. These reinvestments
         must remain in the Fund for 15 days before redemption or exchange. John
         Hancock Funds may make a payment for these reinvestments, out of its
         own resources, to a Selling Broker in an amount not to exceed 0.25% of
         the amount invested.


The INSTITUTIONAL INVESTORS section is amended as follows:

         Plans that qualify to purchase Class C shares will also be permitted to
         purchase shares of any other class of the Fund.

March 1, 1995

2200S-3/95

<PAGE>

  As filed with the Securities and Exchange Commission on February 28, 1994. 
                                                     Registration Nos. 2-29503 
                                                                      811-1678 
SECURITIES AND EXCHANGE COMMISSION 


Washington, D.C. 20549 

                                  FORM N-1A 

                            REGISTRATION STATEMENT 
                                    UNDER 
                          THE SECURITIES ACT OF 1933 

                         Pre-Effective Amendment No. 


                     Post-Effective Amendment No. 43 [x] 


                                    and/or 

                         REGISTRATION STATEMENT UNDER 
                      THE INVESTMENT COMPANY ACT OF 1940 


                               Amendment No. 22 
                       (Check appropriate box or boxes) 
John Hancock Limited Term Government Fund 


(Exact Name of Registrant as Specified in Charter) 

101 Huntington Avenue 
Boston, Massachusetts 02199-7603 
(Address of Principal Executive Offices) 

Registrant's Telephone Number, including Area Code 
                                (617) 375-1700 

                           EDWARD J. BOUDREAU, JR. 
                         John Hancock Advisers, Inc. 
                            101 Huntington Avenue 
                       Boston, Massachusetts 02199-7603 
                   (Name and Address of Agent for Service) 

                                  Copies to: 

                             JEFFERY N. CARP Esq. 
                                Hale and Dorr 
                               60 State Street 
                               Boston, MA 02109 

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


Box immediately upon filing pursuant to paragraph (b) 
Box on (date) pursuant to paragraph (b) 
Box 60 days after filing pursuant to paragraph (a) 
Checked Box on May 1, 1994 pursuant to paragraph (a) of Rule 485 


      Calculation of Registration Fees Under the Securities Act of 1933 

<TABLE>
<CAPTION>
                                                           Proposed            Proposed 
                                                           Maximum            Aggregate 
      Title of Securities          Amount of Shares     Offering Price         Maximum             Amount of 
        Being Registered           Being Registered       Per Share         Offering Price      Registration Fee 
<S>                                   <C>                  <C>                 <C>                 <C>
Shares of Beneficial Interest        Indefinite*            N/A                    N/A                N/A 
Shares of Beneficial Interest            953,016           $   9.01           $289,998               $100 
</TABLE>
 *Registrant continues its election to register an indefinite number of 
shares of beneficial interest pursuant to Rule 24f-2 under the Investment 
Company Act of 1940, as amended. 
**Registrant elects to calculate the maximum aggregate offering price 
pursuant to Rule 24e-2. 8,580,600 shares were redeemed during the fiscal year 
ended December 31, 1993. 7,659,770 shares were used for reductions pursuant 
to Paragraph (c) of Rule 24f-2 during the current fiscal year. 920,830 shares 
is the amount of redeemed shares used for reduction in this Amendment. 
Pursuant to Rule 457(c) under the Securities Act of 1933, the maximum public 
offering price of $9.01 per share on February 17, 1994 is the price used as 
the basis for calculating the registration fee. While no fee is required for 
the 920,830 shares, the Registrant has elected to register, for $100, an 
additional $289,998 of shares (approximately 32,186 shares at $9.01 per 
share). 


Pursuant to Rule 24f-2 under the Investment Company Act of 1940, Registrant 
has registered an indefinite number of securities under the Securities Act of 
1933. The Registrant filed the notice required by Rule 24f-2 for its most 
recent fiscal year on or about February 23, 1994. 



                                      1 
<PAGE>
 
JOHN HANCOCK 
LIMITED TERM 
GOVERNMENT FUND 

CLASS A AND CLASS B SHARES 
PROSPECTUS 
MAY 1, 1994 

TABLE OF CONTENTS 
<TABLE>
<CAPTION>
                                                     PAGE 
<S>                                                   <C>
Expense Information                                    2 
The Fund's Financial Highlights                        3 
Investment Objective and Policies                      5 
Organization and Management of the Fund                7 
Alternative Purchase Arrangements                      8 
The Fund's Expenses                                    9 
Dividends and Taxes                                    9 
Performance                                           10 
How to Buy Shares                                     11 
Share Price                                           13 
How to Redeem Shares                                  17 
Additional Services and Programs                      19 
Institutional Investors                               23 
</TABLE>
This Prospectus sets forth information about John Hancock Limited Term 
Government Fund (the "Fund") that you should know before investing. Please 
read and retain it for future reference. 

Additional information about the Fund has been filed with the Securities and 
Exchange Commission (the "SEC"). You can obtain a copy of the Fund's 
Statement of Additional Information, dated May 1, 1994, and incorporated by 
reference in this Prospectus, free of charge by writing or telephoning: John 
Hancock Fund Services, Inc., P.O. Box 9116, Boston, Massachusetts 02205-9116, 
1-800-225-5291, (1-800-554-6713 TDD). 

Shares of the Fund are not deposits or obligations of, or guaranteed or 
endorsed by, any bank, and the shares are not federally insured by the 
Federal Deposit Insurance Corporation, the Federal Reserve Board, or any 
other agency. 

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND 
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES 
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE 
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY 
IS A CRIMINAL OFFENSE. 

                                      2 
<PAGE>
 
EXPENSE INFORMATION 

The purpose of the following information is to help you to understand the 
various fees and expenses that you will bear, directly or indirectly, when 
you purchase shares of the Fund. The operating expenses included in the table 
and hypothetical example below are based on expenses for the Class A shares 
of the Fund for the fiscal year ended December 31, 1993, adjusted to reflect 
current fees and expenses. No Class B shares were actually outstanding during 
that period, since Class B commenced operations on January 3, 1994. Actual 
fees and expenses of Class A shares and Class B shares may be greater or less 
than those indicated. 

<TABLE>
<CAPTION>
    Shareholder Transaction          Class A                         Class B 
Expenses                            Shares**                         Shares** 
<S>                                 <C>                              <C>
Maximum sales charge imposed 
  on purchases (as a 
  percentage of offering 
  price)                               3.00%                           None 
Maximum sales charge imposed 
  on reinvested dividends              None                            None 
Maximum deferred sales charge          None*                           3.00% 
Redemption fee+                        None                            None 
Exchange fee                           None                            None 
Annual Fund Operating Expenses 
  (as a percentage of average 
  net assets) 
Management fee                         0.60%                           0.60% 
12b-1 fee***                           0.30%                           1.00% 
Other expenses                         0.51%                           0.53% 
Total Fund operating expenses          1.41%                           2.13% 
</TABLE>
  * No sales charge is payable at the time of purchase on investments in 
Class A shares of $1 million or more, but for these investments a contingent 
deferred sales charge may be imposed, as described below under the caption 
"Share Price," in the event of certain redemption transactions made within 
one year of purchase. 
 ** The information set forth in the foregoing table relates only to the 
Class A shares and Class B shares. The Fund has been operating since its 
organization primarily with only one class of shares (now designated as Class 
A shares). As of the date of this Prospectus, the Board of Trustees has 
authorized the issuance of three classes of shares of the Fund, designated 
Class A, Class B and Class C. See "Organization and Management of the Fund." 
Class C shares are only offered to certain institutional investors and are 
described in a separate prospectus. Some individual investors who are 
currently eligible to purchase Class A and Class B shares may also be 
participants in plans that are eligible to purchase Class C shares. See 
"Institutional Investors." Class C shares are not subject to a sales charge 
on purchases, redemptions, or reinvested dividends, nor are they subject to 
deferred sales charges or an exchange fee. Class C expenses are identical to 
those of Class A shares except that the transfer agent fee may differ and 
there is no 12b-1 Fee on Class C shares. 
*** The amount of the 12b-1 fee used to cover service expenses will be up to 
0.25% of the Fund's average net assets, and the remaining portion will be 
used to cover distribution expenses. See "The Fund's Expenses." 
  +Redemption by wire fee (currently $4.00) not included. 
<TABLE>
<CAPTION>
 Example:                                                                           1 Year    3 Years    5 Years    10 Years 
<S>                                                                                    <C>        <C>       <C>           <C>
You would pay the following expenses for the indicated period of years on a 
  hypothetical $1,000 investment,  assuming a 5% annual return: 
 Class A Shares                                                                        $44        $73       $105          $194 
 Class B Shares 
  --Assuming complete redemption at end of period                                      $51        $85       $112          $224 
  --Assuming no redemption                                                             $21        $65       $112          $224 
</TABLE>
You would pay the following expenses for the indicated period of years on a 
hypothetical $1,000 investment in Class C shares, assuming a 5% annual 
return: 1 year, $8; 3 years, $26; 5 years, $45, and 10 years, $100. 
(This example should not be considered a representation of past or future 
expenses. Actual expenses may be greater or less than those shown.) 

The Fund's payment of a distribution fee may result in a long-term 
shareholder indirectly paying more than the economic equivalent of the 
maximum front-end sales charge permitted under the National Association of 
Securities Dealers Rules of Fair Practice. 

The management and 12b-1 fees referred to above are more fully explained in 
this Prospectus under the caption "The Fund's Expenses" and in the Statement 
of Additional Information under the captions "Investment Advisory and Other 
Services" and "Distribution Contract." 

                                      2 
<PAGE>
 
THE FUND'S FINANCIAL HIGHLIGHTS 

The following table of Financial Highlights has been audited by Ernst & 
Young, the Fund's independent auditors for the fiscal year ended December 31, 
1993, whose unqualified report is included in the Fund's 1993 Annual Report 
and is included in the Statement of Additional Information. 


Selected data for each class of shares outstanding throughout each period 
indicated are as follows: 
<TABLE>
<CAPTION>
                                                         YEAR ENDED DECEMBER 31, 
                                            1993        1992       1991       1990       1989 
<S>                                       <C>         <C>        <C>        <C>        <C>
CLASS A 
Per Share Operating Performance 
Net Asset Value, Beginning of Period      $   8.77    $   8.97   $   8.61   $   8.73   $   8.56 
Net Investment Income                         0.48        0.54       0.67       0.74       0.79 
Net Realized & Unrealized Gain on 
  Investments                                 0.14       (0.18)      0.36      (0.11)      0.18 
  Total from Investment Operations            0.62        0.36       1.03       0.63       0.97 
Dividends from Net Investment Income         (0.48)      (0.54)     (0.67)     (0.75)     (0.80) 
Distributions from Net Realized Gain on 
  Investments Sold                           (0.11)      (0.02)     --         --         -- 
  Total Distributions                        (0.59)      (0.56)     (0.67)     (0.75)     (0.80) 
Net Asset Value, End of Period            $   8.80    $   8.77   $   8.97   $   8.61   $   8.73 
Total Investment Return at Net Asset 
  Value (f)                                   7.13%       4.19%     12.54%      7.75%     11.59% 
Ratios and Supplemental Data 
Net Assets, End of period (000's 
  omitted)                                $262,903    $259,170   $211,322   $176,329   $179,065 
Ratio of Expenses to Average Net Assets       1.51%       1.55%      1.44%      1.53%      1.01% 
Ratio of Net Investment Income to 
  Average Net Assets                          5.34%       6.13%      7.72%      8.56%      8.98% 
Portfolio Turnover Rate(c)                     175%        185%       134%        75%        26% 
</TABLE>



                                      3 
<PAGE>
 
Selected data for each class of shares outstanding throughout each period 
indicated are as follows: 
<TABLE>
<CAPTION>
                                            1988        1987       1986       1985       1984 
<S>                                       <C>         <C>        <C>        <C>        <C>
CLASS A 
Per Share Operating Performance 
Net Asset Value, Beginning of Period      $   8.83    $   9.71   $   9.24   $   8.61   $   8.40 
Net Investment Income                         0.77        0.78       0.83       0.91       0.89 
Net Realized & Unrealized Gain on 
  Investments                                (0.28)      (0.83)      0.47       0.70       0.16 
  Total from Investment Operations            0.49       (0.05)      1.30       1.61       1.05 
Dividends from Net Investment Income         (0.76)      (0.83)     (0.83)     (0.98)     (0.84) 
Distributions from Net Realized Gain on 
  Investments Sold                           --          --         --         --         -- 
  Total Distributions                        (0.76)      (0.83)     (0.83)     (0.98)     (0.84) 
Net Asset Value, End of Period            $   8.56    $   8.83   $   9.71   $   9.24   $   8.61 
Total Investment Return at Net Asset 
  Value (f)                                   5.67%      (0.49%)    14.59%     20.04%     13.41% 
Ratios and Supplemental Data 
Net Assets, End of period (000's 
  omitted)                                $192,315    $202,924   $201,293   $139,080   $117,622 
Ratio of Expenses to Average Net Assets       1.02%       0.97%      0.90%      0.98%      0.97% 
Ratio of Net Investment Income to 
  Average Net Assets                          8.71%       8.52%      8.82%     10.38%     10.89% 
Portfolio Turnover Rate(c)                                                                -- 
                                                12%          7%         6%         9% 
</TABLE>

                                      3 
<PAGE>
 
THE FUND'S FINANCIAL HIGHLIGHTS (CONTINUED) 
<TABLE>
<CAPTION>
                                                                   1993 
<S>                                                               <C>
CLASS C(d) 
Per Share Operating Performance 
Net Asset Value, Beginning of Period                              $ 8.82(e) 
Net Investment Income                                               0.01 
Net Realized & Unrealized Gain on Investments                      (0.03) 
  Total from Investment Operations                                 (0.02) 
Dividends from Net Investment Income                                -- 
Distributions from Net Realized Gain on Investments Sold              -- 
  Total Distributions                                                 -- 
Net Asset Value, End of Period                                    $ 8.80 
Total Investment Return at Net Asset Value (f)                     (0.23%)(a) 
Ratios and Supplemental Data 
Net Assets, End of Period (000's omitted)                         $3,491 
Ratio of Expenses to Average Net Assets                             1.08%(b) 
Ratio of Net Investment Income to Average Net Assets                5.42%(b) 
Portfolio Turnover Rate                                              N/A 
</TABLE>


(a) Not annualized. 
(b) On an annualized basis. 
(c) Prior to 1985, long-term U.S. Government securities transactions were 
excluded for purposes of determining portfolio turnover rates. The portfolio 
turnover rates for years ended after December 31, 1984 have been calculated 
to include long-term U.S. government securities transactions. 
(d) Class C shares commenced investment operations on December 27, 1993. 
(e) Initial price to commence operations. 
(f) Does not reflect sales charges. 



                                      4 
<PAGE>
 
INVESTMENT OBJECTIVE AND POLICIES 

The Fund seeks current income and security of principal through investment 
primarily in securities of the United States government and its agencies. 

The Fund's investment objective is to provide current income and security of 
principal through investment primarily in securities of the United States 
government and its agencies. These are direct obligations of, or are 
guaranteed as to payment of principal and interest by, the United States 
government or its agencies ("Government Obligations"). There is no assurance 
that the Fund will achieve its investment objective. 

The Fund intends to invest at least 80% of its total assets in Government 
Obligations, including repurchase agreements secured by those obligations. 
Investments will be made in an attempt to minimize excessive fluctuations in 
net asset value per share, so at times the highest yielding Government 
Obligations may not be selected for investment if, in management's view, 
future interest rate movements could result in a depreciation in value. While 
the Fund makes no commitment concerning the portfolio maturities of 
particular securities, it expects that under normal conditions a substantial 
portion of the portfolio will be invested in Government Obligations with 
maturities of up to ten years and expects to maintain an average 
dollar-weighted maturity of five to seven years. 

The Government Obligations in which the Fund will invest include but are not 
limited to: 

  Treasury Notes and Bonds--These are direct obligations of the United States 
government backed by the full faith and credit of the United States. New 
issues of notes mature in one to seven years, while bonds generally have a 
maturity of five years or more. 

  Treasury Bills--These are direct obligations of the United States 
government backed by the full faith and credit of the United States and 
mature in one year or less. 

  Agency Securities--These securities may be guaranteed by the United States 
Treasury or supported by the issuer's right to borrow from the Treasury and 
may be backed by the credit of the Federal agency itself. 

Mortgage Backed Securities 

The Fund may invest in GNMA mortgage-backed certificates ("GNMA's or Ginnie 
Maes") and other U.S. Government securities such as those issued by the 
Federal National Mortgage Association and the Federal Home Loan Mortgage 
Corporation, representing ownership interest in mortgage pools. 

The mortgage-backed securities in which the Fund invests represent 
participation interests in pools of adjustable and fixed rate mortgage loans 
which are guaranteed by agencies or instrumentalities of the U.S. Government. 
Such securities differ from conventional debt securities which provide for 
periodic payment of interest in fixed amounts (usually semi-annually) with 
principal payments at maturity or specified call dates. Mortgage- backed 
securities provide monthly payments which are, in effect, a "pass-through" of 
the monthly interest and principal payments (including any prepayments) made 
by the individual borrowers on the pooled mortgage loans. The yield on 
mortgage-backed securities is based on the average scheduled life of the 
underlying pool of mortgage loans, which is computed on the basis of the 
maturities of the underlying instruments. The actual life of any particular 
pool may be shortened by unscheduled or early payments of principal and 
interest. The occurrence of prepayments is affected by a wide range of 
economic, demographic and social factors and, accordingly, it is not possible 
to accurately predict the average life of a particular pool. 

Unscheduled or early payments of principal and interest on the underlying 
mortgages may make the securities' effective maturity shorter than this and 
the prevailing interest rates may be higher or lower than the current yield 
of the Fund's portfolio at the time such payments are received by the Fund 
for reinvestment. Mortgage-backed secu 

                                      5 
<PAGE>
 
rities may have less potential for capital appreciation than comparable 
fixed-income securities due to the existence of rate adjustment features in 
the underlying mortgages and the likelihood of increased prepayments of 
mortgages as interest rates decline. If the Fund buys mortgage-backed 
securities at a premium, mortgage foreclosures and prepayments of principal 
by mortgagors (which may be made at any time without penalty) may result in 
some loss of the Fund's principal investment to the extent of the premium 
paid. 

In addition to Government Obligations, the Fund may invest up to 20% of its 
total assets in certificates of deposit maturing in one year or less. These 
will be issued by United States banks or thrift institutions which are 
insured by the Federal Deposit Insurance Corporation and which have assets of 
$1 billion or more. 

The Fund may employ certain investment strategies to help achieve its 
investment objective. 

Restricted Securities. The Fund may purchase restricted securities, including 
those eligible for resale to "qualified institutional buyers" pursuant to 
Rule 144A under the Securities Act of 1933 (the "Securities Act"), subject to 
an investment restriction limiting the Fund's illiquid securities to not more 
than 15% of its net assets. The Trustees will monitor the Fund's investments 
in these securities, focusing on certain factors including valuation, 
liquidity and availability of information. This investment practice could 
have the effect of reducing the level of liquidity in the Fund to the extent 
that qualified institutional buyers may lose interest in purchasing these 
securities for a time. 

Repurchase Agreements, Forward Commitments and When-Issued Securities. The 
Fund may enter into repurchase agreements and may purchase securities on a 
forward or when-issued basis. In a repurchase agreement, the Fund buys a 
security subject to the right and obligation to sell it back at a higher 
price. These transactions must be fully collateralized at all times, but 
involve some credit risk if the other party defaults on its obligation and 
the Fund is delayed or prevented from liquidating the collateral. The Fund 
will segregate in a separate account cash or liquid, high grade debt 
securities equal in value to its forward commitments and when-issued 
securities. Purchasing Government Obligations for future delivery or on a 
forward or when- issued basis may increase the Fund's overall investment 
exposure and involves a risk of loss if the value of the securities declines 
before the settlement date. 

Short-Term Trading. The Fund will attempt to maximize current income through 
short- term portfolio trading. This may involve selling portfolio instruments 
and purchasing different instruments to take advantage of disparities of 
yield in different segments of the market for Government Obligations. 
Portfolio turnover rates of the Fund for recent years are shown in the 
section "The Fund's Financial Highlights." A high rate of portfolio turnover 
(greater than 100%) involves correspondingly greater brokerage expenses which 
must be borne by the Fund and the shareholders and may, under certain 
circumstances, make it more difficult for the Fund to qualify as a regulated 
investment company under the Internal Revenue Code of 1986. See "Tax Status" 
and "Brokerage Allocation" in the Statement of Additional Information. 

The Fund follows certain 
policies, which may help reduce investment risk. 

The Fund has adopted certain investment restrictions which are detailed in 
the Statement of Additional Information, where they are classified as 
fundamental or nonfundamental. The Fund's investment objective and those 
investment restrictions desig 

                                      6 
<PAGE>
 
nated as fundamental may not be changed without shareholder approval. All 
other investment policies and restrictions are nonfundamental and can be 
changed by a vote of the Trustees without shareholder approval. 

Brokers are chosen based on best price and execution. 

When choosing brokerage firms to carry out the Fund's transactions, the 
primary consideration is execution at the most favorable prices, taking into 
account the broker's professional ability and quality of service. 
Consideration may also be given to the broker's sales of Fund shares. 
Pursuant to procedures determined by the Trustees, John Hancock Advisers, 
Inc. (the "Adviser") may place securities transactions with brokers 
affiliated with the Adviser. These brokers include Tucker Anthony 
Incorporated and Sutro & Company Inc. They are indirectly owned by John 
Hancock Mutual Life Insurance Company, which in turn indirectly owns the 
Adviser. 

                   ORGANIZATION AND MANAGEMENT OF THE FUND 

The Trustees elect officers and retain the investment adviser who is 
responsible for the day- to-day operations of the Fund, subject to the 
Trustees' policies and supervision. 

The Fund is a diversified open-end management investment company organized as 
a Delaware corporation in 1968 and reorganized as a Massachusetts business 
trust in 1984. The Fund has an unlimited number of shares of beneficial 
interest. The Fund's Declaration of Trust permits the Trustees, without 
shareholder approval, to create and classify shares of beneficial interest 
into separate series of the Fund. As of the date of this Prospectus, the 
Trustees have not authorized the creation of any new series of the Fund. 
Although additional series may be added in the future, the Trustees have no 
current intention of creating additional series of the Fund. The Fund's 
Declaration of Trust permits the Trustees to classify and reclassify any 
series or portfolio of shares into one or more classes. Accordingly, the 
Trustees have authorized the issuance of three classes of the Fund, 
designated Class A, Class B and Class C. The shares of each class represent 
an interest in the same portfolio of investments of the Fund and have equal 
rights as to voting, redemption, dividends and liquidation. However, each 
bears different distribution and transfer agent fees and expenses, and Class 
A and Class B shareholders have exclusive voting rights with respect to their 
distribution plans. 

Shareholders have certain rights to remove Trustees. The Fund is not required 
and does not intend to hold annual shareholder meetings, although special 
meetings may be held for such purposes as electing or removing Trustees, 
changing fundamental investment restrictions and policies or approving a 
management contract. The Fund under certain circumstances, will assist in 
shareholder communications with other shareholders. 

John Hancock Advisers, Inc. advises investment companies having total assets 
of approximately $10 billion. 

The Adviser was organized in 1968 and is a wholly-owned indirect subsidiary 
of the John Hancock Mutual Life Insurance Company, a financial services 
company. The Adviser provides the Fund, and other investment companies in the 
John Hancock group of funds, with investment research and portfolio 
management services. John Hancock Broker Distribution Services, Inc. ("Broker 
Services") distributes shares for all of the John Hancock mutual funds 
through selected broker-dealers ("Selling Brokers"). Certain Fund officers 
are also officers of the Adviser and Broker Services. 

Anne M. McDonley, Vice President, is portfolio manager of the Fund as well as 
the John Hancock Freedom Gold & Government Fund. Ms. McDonley joined John 
Hancock Advisers in August 1992 as Fixed-Income Derivatives Specialist. Prior 
to 1992, she was Vice President and Treasurer of First Signature Bank & Trust 
Company, an indirect subsidiary of John Hancock Mutual Life Insurance 
Company. 

                                      7 
<PAGE>
 
ALTERNATIVE PURCHASE ARRANGEMENTS 

You can purchase shares of the Fund at a price equal to their net asset value 
per share plus a sales charge. At your election, this charge may be imposed 
either at the time of the purchase (See "Initial Sales Charge 
Alternative--Class A Shares") or on a contingent deferred basis (See 
"Contingent Deferred Sales Charge Alternative--Class B Shares"). If you do 
not specify on your account application which class of shares you are 
purchasing, it will be assumed that you are investing in Class A shares. 

Investments in Class A shares of the Fund are subject to an initial sales 
charge. 

Class A Shares. If you elect Class A shares, you will incur an initial sales 
charge unless you purchase $1 million or more. If you purchase $1 million or 
more of Class A shares, you will not be subject to an initial sales charge, 
but you will incur a sales charge if you redeem your shares within one year 
of purchase. Class A shares are subject to ongoing distribution and service 
fees at a combined annual rate of up to 0.30% of the Fund's average daily net 
assets attributable to the Class A shares. Certain purchases of Class A 
shares qualify for reduced initial sales charges. See "Share 
Price--Qualifying for a Reduced Sales Charge." 

Investments in Class B shares are subject to a contingent deferred sales 
charge. 

Class B Shares. You will not incur a sales charge when you purchase Class B 
shares, but the shares are subject to a sales charge if you redeem them 
within five years of purchase (the "contingent deferred sales charge" or the 
"CDSC"). Class B shares are subject to ongoing distribution and service fees 
at a combined annual rate of up to 1.00% of the Fund's average daily net 
assets attributable to the Class B shares. Investing in Class B shares 
permits all of your dollars to work from the time you make your investment, 
but the higher ongoing distribution fee will cause these shares to have a 
higher expense ratio than that of Class A shares. To the extent that any 
dividends are paid by the Fund, these higher expenses will result in lower 
dividends than those paid on Class A shares. 

You should consider which class of shares will be a more beneficial 
investment for you. 

Factors to Consider in Choosing an Alternative. The alternative purchase 
arrangement allows you to choose the most beneficial way to buy shares, given 
the amount of the purchase, the length of time you expect to hold the shares 
and other circumstances. You should consider whether during the anticipated 
life of your Fund investment the accumulated CDSC and fees on Class B shares 
would be less than the initial sales charge and accumulated fees on Class A 
shares purchased at the same time, and to what extent this differential would 
be offset by the Class A shares' lower expenses. To help you make this 
determination, the table under the caption "Expense Information" gives 
examples of the charges applicable to each class of shares. Class A shares 
will normally be more beneficial if you qualify for a reduced sales charge. 
See "Share Price-Qualifying for a Reduced Sales Charge." 

Class A shares are subject to lower distribution and service fees and, 
accordingly, pay correspondingly higher dividends per share, to the extent 
any dividends are paid. However, because initial sales charges are deducted 
at the time of purchase, you would not have all your funds invested initially 
and, therefore, would initially own fewer shares. If you do not qualify for 
reduced initial sales charges and expect to maintain your investment for an 
extended period of time, you might consider purchasing Class A shares because 
the accumulated distribution and service charges on Class B shares may exceed 
the initial sales charge and accumulated distribution and service charges on 
Class A shares during the life of your investment. 

                                      8 
<PAGE>
 
Alternatively, you might determine that it would be more advantageous to 
purchase Class B shares in order to have all your funds invested initially, 
although remaining subject to higher distribution fees and, for a five-year 
period, a CDSC. 

In the case of Class A shares, the distribution expenses that Broker Services 
incurs in connection with the sale of the shares will be paid from the 
proceeds of the initial sales charge and the ongoing distribution and service 
fees. In the case of Class B shares, the expenses will be paid from the 
proceeds of the ongoing distribution and service fees, as well as the CDSC 
incurred upon redemption within six years of purchase. The purpose and 
function of the Class B shares' CDSC and ongoing distribution and service 
fees are the same as those of the Class A shares' initial sales charge and 
ongoing distribution and service fees. Sales personnel distributing the 
Fund's shares may receive different compensation for selling each class of 
shares. 

Dividends, if any, on Class A and Class B shares will be calculated in the 
same manner, at the same time and on the same day and will be in the same 
amount. However, each class will bear only its own distribution and service 
fees, shareholder meeting expenses and any incremental transfer agency costs. 
See "Dividends and Taxes." 

THE FUND'S EXPENSES 

For managing its investment and business affairs, the Fund pays a fee to the 
Adviser which for the 1993 fiscal year, was 0.48% of the Fund's average daily 
net asset value. 

The Class A and Class B shareholders have adopted distribution plans (each a 
"Plan") pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the 
"1940 Act"). Under these Plans, the Fund will pay distribution and service 
fees at an aggregate annual rate of 0.30% of the Class A shares' average 
daily net assets and an aggregate annual rate of 1.00% of the Class B shares' 
average daily net assets. In each case, up to 0.25% is for service expenses 
and the remaining amount is for distribution expenses. The distribution fees 
will be used to reimburse Broker Services for its distribution expenses 
including but not limited to: (i) initial and ongoing sales compensation to 
Selling Brokers and others (including affiliates of Broker Services) engaged 
in the sale of Fund shares; (ii) marketing, promotional and overhead expenses 
incurred in connection with the distribution of Fund shares; and (iii) with 
respect to Class B shares only, interest expenses on unreimbursed 
distribution expenses. The service fees will be used to compensate Selling 
Brokers for providing personal and account maintenance services to 
shareholders. In the event Broker Services is not fully reimbursed for 
payments made or expenses incurred by it under the Class A Plan, these 
expenses will not be carried beyond twelve months from the date they were 
incurred. These unreimbursed expenses under the Class B Plan will be carried 
forward together with interest on the balance of these unreimbursed expenses. 

The total expenses of the Fund's Class A shares for the year ended December 
31, 1993, were 1.51% of average daily net asset value. Class B shares of the 
Fund did not commence activity until 1994. 

DIVIDENDS AND TAXES 

Dividends. Dividends from the Fund's net investment income are generally 
declared daily and distributed monthly. Capital gains, if any, are generally 
declared annually. Dividends are reinvested in additional shares unless you 
elect the option to receive them in cash. If you elect the cash option and 
the U.S. Postal Service cannot deliver 

                                      9 
<PAGE>
 
your checks, your election will be converted to the reinvestment option. 
Because of the higher expenses associated with Class B shares, any dividends 
on Class B shares will be lower than those for the Class A shares. See "Share 
Price." 

Taxation. Dividends from the Fund's net investment income and net short-term 
capital gains are generally taxable to you as ordinary income. Dividends from 
the Fund's net long- term capital gains are taxable as long-term capital 
gains. These dividends are taxable whether you take them in cash or reinvest 
in additional shares. Certain dividends may be paid in January of a given 
year, but they may be taxable as if you received them the previous December. 
The Fund will send you a statement by January 31 showing the tax status of 
the dividends you received for the prior year. 

The Fund has qualified and intends to continue to qualify as a regulated 
investment company under Subchapter M of the Code. As a regulated investment 
company, the Fund will not be subject to Federal income taxes on any net 
investment income and net realized capital gains that are distributed to its 
shareholders at least annually. When you redeem (sell) or exchange shares, 
you may realize a gain or loss. 

On the account application, you must certify that your social security or 
other taxpayer identification number is correct and that you are not subject 
to backup Federal tax withholding. If you do not provide this information or 
are otherwise subject to withholding, the Fund may be required to withhold 
31% of your dividends, redemptions and exchanges. 

In addition to Federal taxes, you may be subject to state, foreign or local 
taxes, depending on your residence. In some states, a portion of the Fund's 
dividends that represents interest received by the Fund on direct U.S. 
government obligations may be exempt from tax. You should consult your tax 
adviser for specific advice. 

PERFORMANCE 

The Fund may advertise its yield and total return. 

Yield reflects the Fund's rate of income on portfolio investments as a 
percentage of the Fund's share price. Yield is computed by annualizing the 
result of dividing the net investment income per share over a 30 day period 
by the maximum offering price per share on the last day of that period. 
Yields are calculated according to accounting methods that are standardized 
for all stock and bond funds. Because yield accounting methods differ from 
the methods used for other accounting purposes, the Fund's yield may not 
equal the income paid on shares or the income reported in the Fund's 
financial statements. 

Total return is based on the overall change in value of a hypothetical 
investment in the Fund. 

The Fund's total return shows the overall dollar or percentage change in 
value, assuming the reinvestment of all dividends. Cumulative total return 
shows the Fund's performance over a period of time. Average annual total 
return shows the cumulative return of shares divided over the number of years 
included in the period. Because average annual total return tends to smooth 
out variations in performance, you should recognize that it is not the same 
as actual year-to-year results. 

Both total return and yield calculations for Class A shares generally include 
the effect of paying the maximum sales charge of 3% (except as shown in "The 
Fund's Financial Highlights"). Investments at a lower sales charge would 
result in higher performance figures. Yield and total return for the Class B 
shares reflect deduction of the applicable CDSC imposed on a redemption of 
shares held for the applicable period. All calculations assume that all 
dividends are reinvested at net asset value on the reinvestment dates during 
the 

                                      10 
<PAGE>
 
periods. Yield and total return of Class A, Class B and Class C shares will 
be calculated separately, and, because each class is subject to different 
expenses, the yield or total return with respect to that class for the same 
period may differ. The relative performance of the Class A and Class B shares 
will be affected by a variety of factors, including the higher operating 
expenses attributable to the Class B shares, whether the Fund's investment 
performance is better in the earlier or later portions of the period measured 
and the level of net assets of the Classes during the period. The Fund will 
include the total return of Class A, Class B and Class C shares in any 
advertisement or promotional materials including Fund performance data. The 
value of Fund shares, when redeemed, may be more or less than their original 
cost. Both yield and total return are historical calculations and are not an 
indication of future performance. See "Factors to Consider in Choosing an 
Alternative." Further information about the performance of the Fund is 
contained in the Fund's Annual Report to Shareholders which may be obtained 
free of charge by writing or telephoning John Hancock Fund Services, Inc. at 
the address or telephone number listed on the front page of this Prospectus. 

HOW TO BUY SHARES 

Opening an account 

The minimum initial investment in Class A and Class B shares is $1,000 ($250 
for group investments or $500 for retirement plans). 

Complete the Account Application attached to this Prospectus. Indicate 
whether you are buying Class A or Class B shares. If you do not specify which 
class of shares you are purchasing, Fund Services will assume you are 
investing in Class A shares. 

By Check 

1. Make your check payable to John Hancock Fund Services, Inc. ("Fund 
Services"). 
2. Deliver the completed application and check to your registered 
representative or Selling Broker, or mail it directly to Fund Services. 

By Wire 

1. Obtain an account number by contacting your registered representative or 
Selling Broker, or by calling 1-800-225-5291. 
2. Instruct your bank to wire funds to: 
  First Signature Bank & Trust 
John Hancock Deposit Account No. 900000260 
ABA No. 211475000 
For credit to: John Hancock Limited Term Government Fund 
Class A or Class B shares 
Your Account Number 
Name(s) under which account is registered 
3. Deliver the completed application to your registered representative or 
Selling Broker, or mail it directly to Fund Services. 

Monthly Automatic 
Accumulation 
Program (MAAP) 

Buying additional Class A and Class B shares 

1. Complete the "Automatic Investing" and "Bank Information" sections on the 
Account Privileges Application, designating a bank account from which funds 
may be drawn. 
2. The amount you elect to invest will be automatically withdrawn from your 
bank or credit union account. 

                                      11 
<PAGE>
 
By Telephone 

1. Complete the "Invest-By-Phone" and "Bank Information" sections on the 
Account Privileges Application, designating a bank account from which funds 
may be drawn. Note that in order to invest by phone, your account must be in 
a bank or credit union that is a member of the Automated Clearing House 
system (ACH). 
2. After your authorization form has been processed, you may purchase 
additional Class A and Class B shares by calling Fund Services toll-free at 
1-800-225-5291. 
3. Give the Fund Services representative the name in which your account is 
registered, the Fund name, the class of shares you own, your account number 
and the amount you wish to invest. 
4. Your investment normally will be credited to your account the business day 
following your phone request. 
By Check 

1. Either complete the detachable stub included on your account statement or 
include a note with your investment listing the name of the Fund, the class 
of shares you own, your account number and the name(s) in which the account 
is registered. 
2. Make your check payable to John Hancock Fund Services, Inc. 
3. Mail the account information and check to: 
John Hancock Fund Services, Inc. 
P.O. Box 9115 
Boston, MA 02205-9115 
or deliver it to your registered representative or Selling Broker. 
By Wire 
Instruct your bank to wire funds to: 
  First Signature Bank & Trust 
John Hancock Deposit Account No. 900000260 
ABA Routing No. 211475000 
For credit to: John Hancock Limited Term Government Fund 
(Class A or Class B shares) 
Your Account Number 
Name(s) under which account is registered 

Other Requirements: All purchases must be made in U.S. dollars. Checks 
written on foreign banks will delay purchases until U.S. funds are received, 
and a collection charge may be imposed. Shares of the Fund are priced at the 
offering price based on the net asset value computed after Broker Services 
receives notification of the dollar equivalent from the Fund's custodian 
bank. Wire purchases normally take two or more hours to complete and, to be 
accepted the same day, must be received by 4:00 p.m., New York time. Your 
bank may charge a fee to wire funds. Telephone transactions are recorded to 
verify information. Share certificates are not issued unless a request is 
made to Fund Services. 

Institutional Investors: Certain institutional investors may purchase Class C 
shares of the Fund, which have no sales charge or 12b-1 Fee. See 
"Institutional Investors" for further information. 

You will receive statements regarding your account which you should keep to 
help with your personal recordkeeping. 

You will receive a statement of your account after any transaction that 
affects your share balance or registration (statements related to 
reinvestment of dividends and automatic investment/withdrawal plans will be 
sent to you quarterly). A tax information statement will be mailed to you by 
January 31 of each year. 

                                      12 
<PAGE>
 
SHARE PRICE 

The offering price of shares is their net asset value plus a sales charge, if 
applicable, which will vary with the purchase alternative you choose. 

The net asset value ("NAV") is the value of one share. The NAV per share is 
calculated by dividing the net assets of each class by the number of 
outstanding shares of that class. The NAV will be different for each class to 
the extent that different amounts of undistributed income are accrued on 
shares of each class between dividend declarations. 

Fixed-income securities are generally valued by a pricing service which uses 
electronic pricing techniques based on general institutional trading. Some 
securities are valued at fair value based on procedures approved by the 
Trustees as determined in good faith by the Trustees, and for certain other 
securities the amortized cost method is used if the Trustees determine in 
good faith that this approximates fair value as described more fully in the 
Statement of Additional Information. The NAV is calculated once daily as of 
the close of regular trading on the New York Stock Exchange (generally at 
4:00 p.m., New York time) on each day that the Exchange is open. 

Shares of the Fund are sold at the offering price based on the NAV computed 
after your investment request is received in good order by Broker Services. 
If you buy shares of the Fund through a Selling Broker, the Selling Broker 
must receive your investment before the close of regular trading on the New 
York Stock Exchange and transmit it to Broker Services before its close of 
business to receive that day's offering price. 

The Fund offers two classes of shares in this Prospectus: Class A shares, 
which are subject to an initial sales charge, and Class B shares, which are 
subject to a contingent deferred sales charge. If you do not specify a 
particular class of shares, it will be assumed that you are purchasing Class 
A shares and an initial sales charge will be assessed. 

Initial Sales Charge Alternative--Class A Shares. 

The offering price you pay for Class A shares of the Fund equals the NAV plus 
a sales charge as follows: 
<TABLE>
<CAPTION>
                                                                         Combined 
                                                                        Reallowance          Reallowance to 
                              Sales Charge as     Sales Charge as       and Service         Selling Brokers 
                                a Percentage       a Percentage          Fee as a           as a Percentage 
      Amount Invested              of the             of the           Percentage of             of the 
 (Including Sales Charge)      Offering Price     Amount Invested    Offering Price(+)     Offering Price (*) 
<S>                                 <C>                <C>                 <C>                    <C>
Less than $100,000                  3.00%              3.09%               2.50%                  2.26% 
$100,000 to $499,999                2.50%              2.56%               2.25%                  2.01% 
$500,000 to $999,999                2.00%              2.04%               1.75%                  1.51% 
$1,000,000 and over                 0.00%(**)          0.00%(**)           (***)                  0.00%(***) 
</TABLE>
  (*) Upon notice to Selling Brokers with whom it has sales agreements, 
Broker Services may reallow an amount up to the full applicable sales charge. 
A Selling Broker to whom substantially the entire sales charge is reallowed 
or who receives these incentives may be deemed to be an underwriter under the 
Securities Act of 1933. 

 (**) No sales charge is payable at the time of purchase of Class A shares of 
$1 million or more, but a contingent deferred sales charge may be imposed in 
the event of certain redemption transactions made within one year of 
purchase. 

                                      13 
<PAGE>
 
(***) Broker Services may pay a commission and first year's service fee (as 
described in (+) below) to Selling Brokers who initiate and are responsible 
for purchases of $1 million or more in aggregate as follows: 1% on sales to 
$4,999,999, plus 0.50% on the next $5 million and 0.25% on $10 million and 
over. 

(+) At the time of sale Broker Services pays to Selling Brokers the first 
year's service fee in advance, in an amount equal to 0.25% of the net assets 
invested in the Fund. Thereafter it pays the service fee periodically in 
arrears in an amount up to 0.25% of the Fund's average annual net assets. 
Selling Brokers receive the fee as compensation for providing personal and 
account maintenance services to shareholders. 

Sales charges ARE NOT APPLIED to any distributions which are reinvested in 
additional shares of the Fund. 


In addition to the reallowance allowed to all Selling Brokers, Brokers 
Services will pay the following: Round trip airfare to a luxury resort will 
be given to each registered representative of a Selling Broker who sells 
certain amounts of shares of John Hancock funds. Broker Services will make 
these incentive payments out of its own resources. Other than distribution 
fees, the Fund does not bear distribution expenses. 


In addition, Broker Services will pay certain affiliated Selling Brokers at 
an annual rate of up to 0.05% of the daily net assets of the accounts 
attributable to such brokers. 

Under certain circumstances described below, investors in Class A shares may 
be entitled to pay reduced sales charges. See "Qualifying for a Reduced Sales 
Charge" below. 

Contingent Deferred Sales Charge--Investments of $1 million or more in Class 
A Shares. Purchases of $1 million or more in Class A shares will be made at 
net asset value with no initial sales charge, but if the shares are redeemed 
within 12 months after the end of the calendar month in which the purchase 
was made (the contingent deferred sales charge period), a contingent deferred 
sales charge ("CDSC") will be imposed. The rate of the CDSC will depend on 
the amount invested as follows: 
<TABLE>
<CAPTION>
         Amount Invested               CDSC Rate 
<S>                                      <C>
$1 million to $4,999,999                 1.00% 
Next $5 million to $9,999,999            0.50% 
Amounts of $10 million and over          0.25% 
</TABLE>
The charge will be assessed on an amount equal to the lesser of the current 
market value or the original purchase cost of the shares redeemed. 
Accordingly, no CDSC will be imposed on increases in account value above the 
initial purchase price, including any dividends which have been reinvested in 
additional Class A shares. 

In determining whether a CDSC applies to a redemption, the calculation will 
be determined in a manner that results in the lowest possible rate being 
charged. Therefore, it will be assumed that redemption is first of any shares 
in the shareholder's account not subject to the CDSC. The CDSC is waived on 
redemption in certain circumstances. See "Waiver of Contingent Deferred Sales 
Charges" below. 

                                      14 
<PAGE>
 
You may qualify for a reduced sales charge on your investment in Class A 
shares. 

Qualifying for a Reduced Sales Charge. If you invest more than $100,000 in 
Class A shares of the Fund or a combination of funds in the John Hancock 
family of funds (except money market funds), you may qualify for a reduced 
sales charge on your investments through a LETTER OF INTENTION or through the 
COMBINATION PRIVILEGE. You may also be able to use the ACCUMULATION PRIVILEGE 
to take advantage of the value of your previous investments in Class A shares 
of John Hancock funds when meeting the breakpoints for a reduced sales 
charge. 

Fund employees and affiliates 

Class A shares of the Fund may be purchased without paying an initial sales 
charge by the following: 


* A Trustee/Director or officer of the Trust/Company; a Director or officer 
of the Adviser and its affiliates or Selling Brokers; employees or sales 
representatives of any of the foregoing; retired officers, employees or 
Directors of any of the foregoing; a member of the immediate family of any of 
the foregoing; or any Fund, pension, profit sharing or other benefit plan for 
the individuals described above. 


Special transactions 

* Any state, county, city or any instrumentality, department, authority or 
agency of these entities (an "eligible governmental authority") which is 
prohibited by applicable investment laws from paying a sales charge or 
commission when it purchases shares of any registered investment management 
company. 

* A bank, trust company, credit union, savings institution or other type of 
depository institution, its trust departments or common trust funds (an 
"eligible depository institution") if it is purchasing $1 million or more for 
non-discretionary customers or accounts. 

* A broker, dealer or registered investment adviser that has entered into an 
agreement with Broker Services providing specifically for the use of Fund 
shares in fee-based investment products made available to their clients. 

* A former participant in an employee benefit plan with John Hancock Mutual 
Funds, when s/he withdraws from his/her plan and transfers any or all of 
his/her plan distributions directly to the Fund. 


* Class A shares of the Fund may also be purchased without an initial sales 
charge in connection with certain liquidation, merger or acquisition 
transactions involving other investment companies or personal holding 
companies. 


Contingent Deferred Sales Charge Alternative--Class B Shares. Class B shares 
are offered at net asset value per share without a sales charge so that your 
entire investment will go to work at the time of purchase. Class B shares 
redeemed within four years of purchase will be subject to a Contingent 
Deferred Sales Charge ("CDSC") at the rates set forth below. This charge will 
be assessed on an amount equal to the lesser of the current market value or 
the original purchase cost of the shares being redeemed. Accordingly, you 
will not be assessed a CDSC on increases in account value above the initial 
purchase price, including shares derived from dividend reinvestments. 

In determining whether a CDSC applies to a redemption, the calculation will 
be determined in a manner that results in the lowest possible rate being 
charged. It will be 

                                      15 
<PAGE>
 
assumed that your redemption comes first from shares you have held beyond the 
four-year CDSC redemption period or those you acquired through reinvestment 
of dividends or distributions, and next from the shares you have held the 
longest during the four-year period. 

Example: 

You have purchased 100 shares at $10 per share. The second year after your 
purchase, your investment's net asset value per share has increased by $2 to 
$12, and you have gained 10 additional shares through dividend reinvestment. 
If you redeem 50 shares at this time, your CDSC will be calculated as 
follows: 

<TABLE>
<CAPTION>
<S>                                                                                 <C>
 * Proceeds of 50 shares redeemed at $12 per share                                  $ 600 
* Minus proceeds of 10 shares not subject to CDSC because they were acquired 
  through dividend reinvestment (10 X $12)                                           -120 
* Minus appreciation on remaining shares, also not subject to CDSC (40 X $2)          -80 
* Amount subject to CDSC                                                            $ 400 
</TABLE>
Proceeds from the CDSC are paid to Broker Services. Broker Services uses them 
in whole or in part to defray its expenses related to providing the Fund with 
distribution services in connection with the sale of the Class B shares, such 
as compensating Selling Brokers for selling these shares. The combination of 
the CDSC and the distribution and service fees makes it possible for the Fund 
to sell Class B shares without deducting a sales charge at the time of the 
purchase. 

The amount of the CDSC, if any, will vary depending on the number of years 
from the time you purchase your Class B shares until the time you redeem 
them. Solely for purposes of determining the holding period, any payments you 
make during the month will be aggregated and deemed to have been made on the 
last day of the month. 
<TABLE>
<CAPTION>
 Year in Which                     Contingent Deferred Sales 
Class B Redeemed                   Charge As a Percentage of 
    Following Purchase           Dollar Amount Subject to CDSC 
<S>                                           <C>
First                                         3.0% 
Second                                        2.0% 
Third                                         2.0% 
Fourth                                        1.0% 
Fifth and thereafter                          None 
</TABLE>
A commission equal to 2.75% of the amount invested and a first year's service 
fee equal to 0.25% of the amount invested are paid to Selling Brokers. The 
initial service fee is paid in advance at the time of sale for the provision 
of personal and account maintenance services to shareholders during the 
twelve months following the sale, and thereafter the service fee is paid in 
arrears. 

                                      16 
<PAGE>
 
Conversion of Class B Shares. Your Class B shares and an appropriate portion 
of reinvested dividends on those shares will be converted into Class A shares 
automatically no later than the month following five years after the shares 
were purchased, resulting in lower annual distribution fees. If you exchanged 
Class B shares into the Fund from another John Hancock fund, the calculation 
will be based on the time the shares in the original fund were purchased. 


Waiver of Contingent Deferred Sales Charge. The CDSC is waived on redemptions 
of Class B shares (and Class A shares subject to the CDSC) in the following 
circumstances: (1) redemptions in connection with a tax-exempt retirement 
plan distribution which is mandatory under the Internal Revenue Code (i.e., 
after age 70-1/2); (2) redemptions involving certain liquidation, merger or 
acquisition transactions involving other investment companies or personal 
holding companies; (3) redemptions that are due to death or disability; or 
(4) redemptions made pursuant to the Reinvestment Privilege, as described 
below. The CDSC is waived on redemptions of shares following distributions to 
participants or beneficiaries of plans qualified under Section 401(a) of the 
Code or from custodial accounts under Code Section 403(b)(7), deferred 
compensation plans under Code Section 457 and other employee benefit plans, 
and certain returns of excess contributions made to these plans. In addition, 
all of these distributions must be permitted to be made without penalty under 
the Code. In addition, certain IRA and retirement plans purchasing shares 
before October 1, 1992 will not be subject to a CDSC. If you are entitled to 
a waiver of the CDSC, you must notify Fund Services either directly or 
through your Selling Broker at the time you make your redemption. The waiver 
will be granted subject to confirmation of your entitlement to the waiver. 



HOW TO REDEEM SHARES 

You may redeem all or a portion of your shares on any business day. Your 
shares will be redeemed at the next NAV calculated after your redemption 
request is received in good order by Fund Services, less any applicable CDSC. 
The Fund may hold payment until reasonably satisfied that investments which 
were recently made by check or Invest-by-Phone have been collected (which may 
take up to 10 calendar days). 

Once your shares are redeemed, the Fund generally sends you payment on the 
next business day. When you redeem your shares, you will generally realize a 
gain or loss depending on the difference between what you paid for them and 
what you receive for them, subject to certain other tax rules. Under unusual 
circumstances, the Fund may suspend redemptions or postpone payment for up to 
seven days or longer, as permitted by Federal securities laws. 

                                      17 
<PAGE>
 
By Telephone 

All 

To assure acceptance of your redemptions request, please follow these 
procedures. 

Fund shareholders are automatically eligible for the telephone redemption 
privilege. Call 1-800-225-5291, from 8:00 A.M. to 4:00 P.M. (New York time), 
Monday through Friday, excluding days on which the New York Stock Exchange is 
closed. Fund Services employs the following procedures to confirm that 
instructions received by telephone are genuine. Your name, the account 
number, taxpayer identification number applicable to the account and other 
relevant information may be requested. In addition, telephone instructions 
are recorded. 
You may redeem up to $100,000 by telephone, but the address on the account 
must not have changed for the last 30 days. A check will be mailed to the 
exact name(s) and address shown on the account. 
If reasonable procedures, such as those described above, are not followed, 
the Fund may be liable for any loss due to unauthorized or fraudulent 
telephone instructions. In all other cases, neither the Fund nor Fund 
Services will be liable for any loss or expense for acting upon telephone 
instructions made in accordance with the telephone transaction procedures 
mentioned above. 
Telephone redemption is not available for IRAs or other tax-qualified 
retirement plans or shares of the Fund that are in certificate form. 
During periods of extreme economic conditions or market changes, telephone 
requests may be difficult to implement due to a large volume of calls. During 
these times you should consider placing redemption requests in writing or 
using EASI-Line. EASI-Line is a telephone number which is listed on account 
statements. 
By Wire 

If you have a telephone redemption form on file with the Fund, redemption 
proceeds of $1,000 or more can be wired on the next business day to your 
designated bank account, and a fee (currently $4.00) will be deducted. You 
may also use electronic funds transfer to your assigned bank account, and the 
funds are usually collectable after two business days. Your bank may or may 
not charge for this service. Redemptions of less than $1,000 will be sent by 
check or electronic funds transfer. 
This feature may be elected by completing the "Telephone Redemption" section 
on the Account Privileges Application attached to this Prospectus. 

By Check 
(Class A 
shares only) 

You may elect the checkwriting option on the account application, which 
allows you to write checks in amounts from a minimum of $100. Checks may not 
be written against shares in your account which have been purchased within 
the last 15 days, except for shares purchased by wire transfer (which are 
immediately available), or for Fund shares that are in certificate form. 
There is a $5.00 charge for each checkbook which will be deducted from your 
account. Other expenses relating to checkwriting are borne by the Fund. 
You should make sure that there are sufficient shares in the account to cover 
the amount of any check drawn, since the net asset value of shares will 
fluctuate. If insufficient shares are in the account, the check will be 
returned marked "insufficient funds" and no shares will be redeemed. 
It is not possible to determine in advance the total value of your account so 
as to write a check for the value of the entire account because dividends 
declared on shares held in the account or prior redemptions and possible 
changes in net asset value may cause the account to change in amount. 
Accordingly, you should not close your account by writing a check. 
Shareholders may not maintain a Systematic Withdrawal Plan and utilize the 
checkwriting service at the same time. 

In Writing 

Send a stock power or "letter of instruction" specifying the name of the 
Fund, the dollar amount or the number of shares to be redeemed, your name, 
class of shares, your account number and the additional requirements listed 
below that apply to your particular account. 

                                      18 
<PAGE>
 
<TABLE>
<CAPTION>
 Type of Registration                    Requirements 
<S>                                       <C>
Individual, Joint Tenants, Sole 
  Proprietorship, Custodial (Uniform      A letter of instruction signed (with titles where applicable) by 
  Gifts or Transfer to Minors Act),       all persons authorized to sign for the account, exactly as it is 
  General Partners.                       registered with the signature(s) guaranteed. 
Corporation, Association                  A letter of instruction and a corporate resolution, signed by 
                                          person(s) authorized to act on the account, with the 
                                          signature(s) guaranteed. 
Trusts                                    A letter of instruction signed by the Trustee(s) with the 
                                          signature(s) guaranteed. (If the Trustee's name is not 
                                          registered on your account, also provide a copy of the trust 
                                          document, certified within the last 60 days.) 
</TABLE>
If you do not fall into any of these registration categories, please call 
1-800-225-5291 for further instructions. 

Who may guarantee your signature 

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

Through Your Broker 

Additional information about redemptions. 

Your broker may be able to initiate the redemption. Contact him or her for 
instructions. 
If you have certificates for your shares, you must submit them with your 
stock power or a letter of instruction. Unless you specify to the contrary, 
any outstanding Class A shares will be redeemed before Class B shares. You 
may not redeem certificated shares by telephone. 
Due to the proportionately high cost of maintaining smaller accounts, the 
Fund reserves the right to redeem at net asset value all shares in an account 
which holds fewer than 50 shares (except accounts under retirement plans) and 
to mail the proceeds to the shareholder, or the transfer agent may impose an 
annual fee of $10.00. No account will be involuntarily redeemed or additional 
fee imposed, if the value of the account is in excess of the Fund's minimum 
initial investment. No CDSC will be imposed on involuntary redemptions of 
shares. Shareholders will be notified before these redemptions are to be made 
or this fee is imposed and will have 30 days to purchase additional shares to 
bring their account up to the required minimum. Unless the number of shares 
acquired by further purchases and dividend reinvestments, if any, exceeds the 
number of shares redeemed, repeated redemptions from a smaller account may 
eventually trigger this policy. 

ADDITIONAL SERVICES AND PROGRAMS 

Exchange Privilege 

You may exchange shares of the Fund only for shares of the same class in 
another John Hancock mutual fund. 

If your investment objective changes, or if you wish to achieve further 
diversification, John Hancock offers other funds with a wide range of 
investment goals. Contact your registered representative or Selling Broker 
and request a prospectus for the John Hancock funds that interest you. Read 
the prospectus carefully before exchanging your shares. You can exchange 
shares of each class of the Fund only for shares of the same class of another 
John Hancock mutual fund. For this purpose, John Hancock 

                                      19 
<PAGE>
 
funds with only one class of shares will be treated as Class A whether or not 
they have been so designated. 

Exchanges between funds which are not subject to a CDSC are based on their 
respective net asset values. No sales charge or transaction charge is 
imposed. Class B shares of the Fund which are subject to a CDSC may be 
exchanged for Class B shares of another John Hancock fund without incurring 
the CDSC; however these shares will be subject to the CDSC schedule of the 
shares acquired (except that exchanges into John Hancock Short-Term Strategic 
Income Fund and John Hancock Limited Term Government Fund will be subject to 
the initial fund's CDSC). For purposes of computing the CDSC payable upon 
redemption of shares acquired in an exchange, the holding period of the 
original shares is added to the holding period of the shares acquired in an 
exchange. 

You may exchange Class B shares of the Fund into John Hancock Cash Management 
Fund at net asset value. Shares so acquired will continue to be subject to a 
CDSC upon redemption. The rate of the CDSC will be the rate in effect on the 
original fund at the time of the exchange. 

If you exchange Class B shares purchased prior to January 1, 1994 (except 
John Hancock Short-Term Strategic Income Fund) for Class B shares of any 
other John Hancock fund, you will continue to be subject to the CDSC schedule 
that was in effect when they were purchased. See "Contingent Deferred Sales 
Charge Alternative-- Class B shares." 

The Fund reserves the right to require you to keep previously exchanged 
shares (and reinvested dividends) in the Fund for 90 days before you are 
permitted a new exchange. 


Under exchange agreements with Broker Services, certain dealers, brokers and 
investment advisers may exchange their clients' Fund shares, subject to the 
terms of those agreements and Broker Services' right to reject or suspend 
those exchanges at any time. Because of the restrictions and procedures under 
those agreements, the exchanges may be subject to timing limitations and 
other restrictions that do not apply to exchanges requested by shareholders 
directly, as described above. 



Because Fund performance and shareholders can be hurt by excessive trading, 
the Fund reserves the right to terminate the exchange privilege for any 
person or group that, in Broker Services' judgment, is involved in a pattern 
of exchanges that coincide with a "market timing" strategy that may disrupt 
the Fund's ability to invest effectively according to its investment 
objective and policies, or might otherwise affect the Fund and its 
shareholders adversely. The Fund may also temporarily or permanently 
terminate the exchange privilege for any person who makes seven or more 
exchanges out of the Fund per calendar year. Accounts under common control or 
ownership will be aggregated for this purpose. 



Although the Fund will attempt to give you prior notice whenever it is 
reasonably able to do so, it may impose these restrictions at any time. The 
Fund may also terminate or alter the terms of the exchange privilege upon 60 
days' notice to shareholders. 


An exchange of shares is treated as a redemption of shares of one fund and 
the purchase of shares in another for Federal income tax purposes. An 
exchange may result in a gain or loss. 

                                      20 
<PAGE>
 
When you make an exchange, your account registration must be identical in 
both the existing and new account. The exchange privilege is available only 
in states where the exchange can be made legally. 

By Telephone 

1. When you fill out the application for your purchase of Fund shares, you 
automatically authorize exchanges by telephone unless you check the box 
indicating that you do not wish to have the telephone exchange privilege. 

2. Call 1-800-225-5291. Have the account number of your current fund and the 
exact name in which it is registered available to give to the telephone 
representative. 

In Writing 

1. In a letter request an exchange and list the following: 
- -- the name and class of the fund whose shares you currently own 
- -- your account number 
- -- the name(s) in which the account is registered 
- -- the name of the fund in which you wish your exchange to be invested 
- -- the number of shares, all shares or the dollar amount you wish to exchange 
Sign your request exactly as the account is registered. 

2. Mail the request and information to: 
John Hancock Fund Services, Inc. 
P.O. Box 9116 
Boston, Massachusetts 02205-9116 

Reinvestment Privilege 

If you redeem shares of the Fund, you may be able to reinvest the proceeds in 
shares of the Fund or another John Hancock fund without paying an additional 
sales charge. 

1. No sales charge will apply to Class A shares that are reinvested in any of 
the other John Hancock funds which are otherwise subject to a sales charge as 
long as you reinvest within 120 days of the redemption date. If you paid a 
CDSC upon a redemption, you may reinvest at net asset value in the same class 
of shares from which you redeemed within 120 days. Your account will be 
credited with the amount of the CDSC previously charged, and the reinvested 
shares will continue to be subject to a CDSC. The holding period of the 
shares acquired through reinvestment, for purposes of computing the CDSC 
payable upon a subsequent redemption, will include the holding period of the 
redeemed shares. 

2. Any portion of your redemption may be reinvested in Fund shares or in 
shares of any of the other John Hancock funds, subject to the minimum 
investment limit of that fund. 

3. To reinvest, you must notify Fund Services in writing. Include the account 
number and class from which your shares were originally redeemed. 

Systematic Withdrawal Plan 

You can pay routine bills from your account or make periodic disbursements 
from your retirement account to comply with IRS regulations. 

1. You may elect the Systematic Withdrawal Plan may be elected at any time by 
completing the Account Privileges Application which is attached to this 
Prospectus. You can also obtain this application from your registered 
representative or by calling 1-800-225-5291. 

                                      21 
<PAGE>
 
2. To be eligible, you must have at least $5,000 in your account. 

3. Payments from your account can be made monthly, quarterly, semi-annually 
or annually or on a selected monthly basis to yourself or any other 
designated payee. 

4. There is no limit on the number of payees you may authorize, but all 
payments must be made at the same time or intervals. 

5. It is not advantageous to maintain a Systematic Withdrawal Plan 
concurrently with purchases of additional Class A or Class B shares because 
you may be subject to an initial sales charge on your purchases of Class A 
shares or a CDSC on your redemptions of Class B shares. In addition, 
redemptions are taxable events. 

6. If the U.S. Postal Service cannot deliver your checks, or if deposits to a 
bank account are returned, your redemptions will be discontinued. 

Monthly Automatic Accumulation Program (MAAP) 

You can make automatic investments and simplify your investing 

1. You may authorize an investment to be drawn automatically each month from 
your bank for investment in Fund shares, under the "Automatic Investing" and 
"Bank Information" sections of the Account Privileges Application. 

2. You may also authorize automatic investing through payroll deduction by 
completing the Direct Deposit Investing section of the Account Privileges 
Application. 

3. You may terminate your Monthly Automatic Accumulation Program at any time. 

4. There is no charge to you for this program, and there is no cost to the 
Fund. 

5. If you have payments being withdrawn from a bank account and we are 
notified that the account has been closed, your withdrawals will be 
discontinued. 

Group Investment Program 

Organized groups of at least four persons may establish accounts. 

1. An individual account will be established for each participant, but the 
initial sales charge for Class A shares will be based on the aggregate dollar 
amount of all participants' investments. To determine how to qualify for this 
program, contact your registered representative or call 1-800-225-5291. 

2. The initial aggregate investment of all participants in the group must be 
at least $250. 

3. No additional charge is made in connection with this program. There is no 
obligation to make investments beyond the minimum, and you may terminate the 
program at any time. 

Retirement Plans 

1. You may use the Fund as a funding medium for various types of qualified 
retirement plans, including Individual Retirement Accounts, Keogh Plans (H.R. 
10), Pension and Profit Sharing Plans (including 401(k) Plans), Tax-Sheltered 
Annuity Retirement Plans (403(b) or TSA Plans) and 457 Plans. 

2. The initial investment minimum or aggregate minimum for any of the above 
plans is $500. However, accounts being established as group IRA, SEP, SARSEP, 
TSA, 401(k) and 457 Plans will be accepted without an initial minimum 
investment. 

                                      22 
<PAGE>
 
INSTITUTIONAL INVESTORS 

Class C shares of the Fund are available only to the following types of 
institutional investors: (i) Benefits plans not affiliated with the Adviser 
which have at least $25,000,000 in plan assets, and either have a separate 
trustee vested with investment discretion and certain limitations on the 
ability of the plan beneficiaries to access their plan investments without 
incurring adverse tax consequences or allow their participants to select 
among one or more investment options, including the Fund 
("participant-directed plans"); (ii) Banks and insurance companies which are 
not affiliated with the Adviser purchasing shares for their own account; 
(iii) Investment companies not affiliated with the Adviser; (iv) Tax-exempt 
retirement plans of the Adviser and its affiliates, including affiliated 
brokers; and (v) Unit investment trusts sponsored by Broker Services and 
certain other sponsors. Participant-directed plans include, but are not 
limited to, 401(k), TSA and 457 plans. 

Class C shares are available to eligible institutional investors at net asset 
value without the imposition of a sales charge and are not subject to ongoing 
distribution fees imposed under a plan adopted pursuant to Rule 12b-1 under 
the Investment Company Act of 1940. The minimum initial investment in Class C 
shares is $1,000,000, but this requirement may be waived at the discretion of 
the Fund's officers. Some individuals who are currently eligible to purchase 
Class A or Class B shares may also be participants in plans that are eligible 
to purchase Class C shares of the Fund. Plans that qualify to purchase Class 
C shares will not be permitted to purchase shares of any other class of the 
Fund. 

Broker Services may pay a one-time payment of up to 0.15% of the amount 
invested in Class C shares to a selling broker for its sales of Class C 
shares. A person entitled to receive compensation for selling shares of the 
Fund may receive different compensation with respect to sales of Class A, 
Class B and Class C shares or any additional future class of shares. 

The Reinvestment Privilege, Systematic Withdrawal Plan, Monthly Automatic 
Accumulation Program, Group Investment Program and Retirement Plans are not 
available for Class C shares. 

If you are considering a purchase of Class C shares of the Fund, please call 
John Hancock Fund Services, Inc. at 1-800-437-9312 to obtain information 
about eligibility, instructions for purchase by check or wire and an 
Institutional Account Application. 

                                      23 
<PAGE>
 
John Hancock 
LIMITED TERM 
Government Fund 

Investment Adviser 
John Hancock Advisers, Inc. 
101 Huntington Avenue 
Boston, Massachusetts 02199-7603 

Principal Distributor 
John Hancock Broker Distribution Services, Inc. 
101 Huntington Avenue 
Boston, Massachusetts 02199-7603 

Custodian 
Investors Bank & Trust Company 
24 Federal Street 
Boston, Massachusetts 02110 

Transfer Agent 
John Hancock Fund Services, Inc. 
P.O. Box 9116 
Boston, Massachusetts 02205-9116 

Independent Auditors 
Ernst & Young 
200 Clarendon Street 
Boston, Massachusetts 02116 


HOW TO OBTAIN INFORMATION 
ABOUT THE FUND 

For: Service Information 
Telephone Exchange call 1-800-225-5291 
Investment-by-Phone 
Telephone Redemption 
For:TDDcall 1-800-554-6713 
JHD-2200P 5/94 

JOHN HANCOCK 
LIMITED TERM 
GOVERNMENT FUND
 
Class A and Class B Shares 
Prospectus 
May 1, 1994 

A mutual fund seeking current income and security of principal through 
investment primarily in securities of the United States government and its 
agencies. 

101 Huntington Avenue 
Boston, Massachusetts 02199-7603 
Telephone 1-800-225-5291 


                                      24 


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