FREEDOM INVESTMENT TRUST II
N-30D, 1996-08-20
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                  John Hancock Funds

                      Growth
                       Fund

                 SEMI-ANNUAL REPORT

                    June 30, 1996



TRUSTEES

Edward J. Boudreau, Jr.
Chairman
Douglas M. Costle*
Leland O. Erdahl.*
Richard A. Farrell*
William F. Glavin*
John A. Moore*
Patti McGill Peterson*
John W. Pratt*
*Members of the Audit Committee

OFFICERS

Edward J. Boudreau, Jr.
Chairman and Chief Executive Officer
Robert G. Freedman
Vice Chairman and
Chief Investment Officer
Anne C. Hodsdon
President
Susan S. Newton
Vice President and Secretary
James B. Little
Senior Vice President and
Chief Financial Officer
Thomas H. Connors
Second Vice President and Compliance Officer
James J. Stokowski
Vice President and Treasurer

CUSTODIAN

Investors Bank & Trust Company
89 South Street
Boston, Massachusetts 02110

TRANSFER AGENT

John Hancock Investor Services Corporation
P.O. Box 9116
Boston, Massachusetts 02205-9116

INVESTMENT ADVISER

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

PRINCIPAL DISTRIBUTOR

John Hancock Funds, Inc.
101 Huntington Avenue
Boston, Massachusetts 02199-7603

LEGAL COUNSEL

Hale and Dorr
60 State Street
Boston, Massachusetts 02109



A 1 1/4" x 1" photo of Edward J. Boudreau Jr., Chairman and 
Chief Executive Officer, flush right, next to second paragraph.

Chairman's Message

DEAR FELLOW SHAREHOLDERS:

Since late 1994, prospectus simplification has been a major topic in
the mutual fund industry. At that time, Securities and Exchange 
Commission Chairman Arthur Levitt called on fund companies to make their 
prospectuses more user-friendly. He noted that prospectuses are
often overloaded with technical detail and are hard for most investors 
to understand. Many industry observers agreed, and rightly so.

So it is my pleasure to let you know that John Hancock Funds has 
introduced the first in a series of new prospectuses. Covering the John 
Hancock growth funds, the new prospectus made its debut on July 1 after 
being under development for a year. It is simplified, using shorter, 
clearer language with a streamlined design, and consolidated, 
incorporating several funds with similar investment objectives into one 
document. We are excited about our new prospectus because we believe it 
is a bold but sensible step forward. And while it is easier to read, it 
still complies with all federal and state guidelines.

We have taken the initiative to create a prospectus that dramatically 
departs from the norm. Among its most innovative features is a two-page 
spread highlighting each fund's goals and investment strategy, the types 
of securities it buys, its portfolio management and risk factors, all in 
plainer language. Fund expenses and financial highlights are now found 
here, too, as is a new bar chart that shows year-to-year volatility for 
each fund. Other features include a better presentation of fund 
services, a new glossary of investment risks and a discussion about how 
funds are organized, including a diagram showing the connection of the 
various players that provide services to your Hancock fund(s).

In the coming months, we will introduce similar prospectuses for our 
growth and income, tax-free income, international/global and money 
market funds. We believe we have made a significant advancement in the 
drive toward better mutual fund prospectuses. We hope you will agree 
because in the end, we did it for you, our shareholders.

Sincerely,

/S/EDWARD J. BOUDREAU, JR.

EDWARD J. BOUDREAU, JR., CHAIRMAN AND CHIEF EXECUTIVE OFFICER



By Bernice S. Behar, CFA, Portfolio Manager

John Hancock
Growth Fund

Growth stocks forge ahead despite uncertainty 
over interest rates

"... stock 
prices 
continued to 
climb ..."

Continued economic growth and sustained investor optimism helped fuel 
the stock market to achieve relatively impressive gains during the past 
six months, despite the uncertain interest-rate environment. In the 
first half of the period, stock prices continued to climb in the face of 
higher interest rates, but later backed down after rates showed signs of 
holding steady at a little above 7%.

The consumer staple stocks replaced technology as the best performing 
stocks during the first half of the period, as the "household" names of 
the Dow Jones Industrial Average outperformed the technology-laden 
NASDAQ and small-cap stocks. In the first half, investors still believed 
that the economy would continue its slow growth, and they were looking 
for stable growth companies, including the consumer staples which have 
the ability to maintain earnings even when the economy is slow. The Fund 
was well-positioned in these large-cap names at the beginning of the 
year, which helped us get off to a strong start in 1996. For the six 
months ended June 30, 1996, John Hancock Growth Fund Class A and Class B 
shares posted total returns at net asset value of 14.56% and 14.18%, 
respectively, thus outperforming the average growth fund's return of 
10.08%, according to Lipper Analytical Services.1 Please see pages six 
and seven for longer-term Fund performance information.

A 2 1/4" x 3 3/4" photo of Bernice S. Behar and Andrew Slabin at 
bottom right. Caption reads "Bernice S. Behar and Fund management 
team member Andrew Slabin." 



Chart with heading "Top Five Common Stock Holdings" at top of left 
hand column. The chart lists five holdings: 1) HBO & Company 3.5% 2) 
Paychex 3.2% 3) cisco Systems 2.7% 4) Gillette Co. 2.3% 5) Coca-Cola 
2.3%. A footnote below reads "As a percentage of net assets on 
June 30, 1996."

"... we nearly 
doubled 
the Fund's 
holdings in 
retail 
stocks."

In addition to having strong positions in consumer non-durable stocks 
such as Coca-Cola and Gillette, the Fund's outperformance was 
attributable to its holdings in high-quality stocks in other sectors 
such as technology, retail and financial services. Familiar names in 
these sectors, such as cisco Systems and Nike, were rewarded by the 
market during the early part of the year. The Fund was able to hold its 
gains because of a series of investment strategies we implemented 
throughout the period.

Maximizing performance

One strategy was to cut some of the underperforming names in 
underperforming sectors. Because of disappointments relative to 
infrastructure-related telecommunications companies, we sold the Fund's 
holdings in stocks such as AT&T, Nokia and Ericsson. The digital 
revolution in wireless communication, which investors had so eagerly 
anticipated, seems to be taking much longer to develop than had 
originally been expected. We believe these companies will eventually 
achieve what the market expects of them, but it will probably take a bit 
longer than initially anticipated. We also sold a couple of 
semiconductor companies such as Applied Materials and LSI Logic because 
of the correction that's been taking place in that sector for nearly a 
year. Finally, we reduced our weighting in health-care stocks, a group 
whose valuations were reaching uncomfortably lofty levels. A positive 
by-product of cutting out some of these stocks is that the Fund has 
become less volatile.

Table entitled "Scorecard" at bottom left hand column. The heading for 
the left column is "Investment"; the heading for the center column is 
"Recent performance.. and what's behind the numbers". The first listing 
is "Home Depot" followed by an up arrow and the phrase "Market share 
growth in home improvement sector". The second listing is "Cascade 
Communications" followed by an up arrow and the phrase "Integral player 
in internet structure." The third listing is "Polygram" followed by a 
down arrow and the phrase "Weak sales in film and music."  Footnote 
below reads "See "Schedule of Investments." Investment holdings are 
subject to change."

Cyclical vs. defensive

Another key decision that we made in the second half of the period was 
to reduce the consumer defensive names that had performed so well in the 
early part of the year, with the more aggressive consumer cyclical 
names, those whose performance is more closely tied to swings in the 
economy. This was largely based on our recognition that the economy was 
growing, and that in a growing economy, the more aggressive cyclical 
stocks tend to be more rewarding. One of the best new positions was Apac 
Teleservices, a leading outsourcer of telemarketing services which 
performed well and quickly rose to be one of the largest positions in 
the Fund. 

Because we recognized that consumers began to increase spending, we 
nearly doubled the Fund's holdings in retail stocks. During the last six 
months, the retail sector has begun to break out of the list of poorly-
performing sectors, where it has languished for more than two years, and 
has become a much better place to invest. Holdings such as Avon Products 
and Federated Department Stores did well and still have a lot of room 
for stock price increases to continue. We also re-established the Fund's 
holding in Home Depot, a perennial favorite. Though Home Depot's growth 
rate had slowed during the past two years, business has improved due to 
the strong housing market. The company continues to impress us with its 
strong management and market dominance.

Bar chart with heading "Fund Performance" at top of left hand column. 
Under the heading is the footnote: "For the six months ended June 30, 
1996." The chart is scaled in increments of 5% from bottom to top, with 
15% at the top and 0% at the bottom.  Within the chart there are three 
solid bars.  The first represents the 14.56% total return for the John 
Hancock Growth Fund: Class A. The second represents the 14.18% total 
return for the John Hancock Growth Fund: Class B. The third represents 
the 10.08% total return for the average growth fund. A footnote below 
reads: "The total returns for John Hancock Growth Fund are at net asset 
value with all distributions reinvested. The average growth fund is 
tracked by Lipper Analytical Services. See following page for historical 
performance information."

The total returns for John Hancock Growth Fund are at net asset value 
with all distributions reinvested. The average growth fund is tracked by 
Lipper Analytical Services.1 See following page for historical 
performance information.

We maintained the Fund's holding in energy stocks that we established in 
late 1995, and that turned out to be a net positive during the first six 
months of 1996. Crude oil and natural gas prices have risen steadily for 
about a year, making drilling, refining and oil-service companies 
attractive. In addition to the positive worldwide supply/demand scenario 
for oil and gas and the harsh winter of 1995-1996, we've been encouraged 
by the strong demand coming from developing nations. 

"We don't 
perceive any
real threat
of inflation
over the
next six 
months...:

Looking ahead

The changes that we've made to the Fund's holdings during the past six 
months were part of an overall effort to position John Hancock Growth 
Fund as a well-balanced portfolio without over-emphasizing any one 
particular sector. Our general philosophy is to own the best companies 
available in a balanced fashion, and to make adjustments as necessary. 
Though we don't expect any major changes to the Fund's strategy during 
the next six months, managing a mutual fund is an evolutionary process 
and we're committed to owning the most dynamic and well-positioned 
growth stocks at any given point in time.

We're optimistic as we look toward the second half of the year. We are 
anticipating pretty good earnings growth for many companies in the third 
and fourth quarters. We don't perceive any real threat of inflation over 
the next six months and foresee a leveling off of interest rates. In 
fact, even if rates remain where they were on June 30, 1996, it's likely 
that the stock market will continue its gains over the next six months 
as long as inflation remains in check. Though growth isn't likely to be 
explosive, we expect to see growth stocks performing well in a slow-to-
moderate growth environment.

- -----------------------------------------------------------------------
This commentary reflects the views of the portfolio manager through the 
end of the Fund's period discussed in this report. Of course, the 
manager's views are subject to change as market and other conditions 
warrant. 

1 Figures from Lipper Analytical Services include reinvested dividends 
  and do not take into account sales charges. Actual load-adjusted 
  performance is lower. 



A LOOK AT PERFORMANCE

The tables on the right show the cumulative total returns and the 
average annual total returns for the John Hancock Growth Fund. Total 
return is a performance measure that equals the sum of all income and 
capital gain distributions, assuming reinvestment of these distributions 
and the change in the price of the Fund's net asset value per share. 
Performance figures include the maximum applicable sales charge of 5% 
for Class A shares. The effect of the maximum contingent deferred sales 
charge for Class B shares (maximum 5% and declining to 0% over six 
years) is included in Class B performance. Performance is affected by a 
12b-1 plan, which commenced on January 1, 1990 and January 3, 1994 for 
Class A and Class B shares, respectively. Remember that all figures 
represent past performance and are no guarantee of how the Fund will 
perform in the future. Also, keep in mind that the total return and 
share price of the Fund's investments will fluctuate. As a result, your 
Fund's shares may be worth more or less than their original cost, 
depending on when you sell them.

CUMULATIVE TOTAL RETURNS

For the period ended June 30, 1996

                                      One       Five  Most Recent
                                     Year      Years    Ten Years
                                   ------  ---------     --------
John Hancock Growth Fund: 
Class A                             17.69%     87.89%      165.02%
John Hancock Growth Fund: 
Class B (1)                         17.92%     31.45%         N/A

AVERAGE ANNUAL TOTAL RETURNS

For the period ended June 30, 1996

                                      One       Five  Most Recent
                                     Year      Years    Ten Years
                                   ------  ---------     --------
John Hancock Growth Fund: 
Class A                             17.69%     13.44%      10.24%
John Hancock Growth Fund: 
Class B (1)                         17.92%     11.61%        N/A


Notes to Performance

(1) Class B shares started on January 3, 1994.



WHAT HAPPENED TO A $10,000 INVESTMENT...

The charts on the right show how much a $10,000 investment in the John 
Hancock Growth Fund would be worth on June 30, 1996, assuming you have 
been invested and have reinvested all distributions for the entire time 
periods represented in the graphs. For comparison, we've shown the same 
$10,000 investment in the Standard & Poor's 500 Stock Index -- an 
unmanaged index that includes 500 widely traded common stocks and is 
used often as a measure of stock market performance. 

Growth Fund
Class A shares

Line chart with the heading Growth Fund: Class A, representing the growth 
of a hypothetical $10,000 investment over the most recent ten years.  
Within the chart are three lines.

The first line represents the value of the Standard & Poor's 500 Stock 
Index and is equal to $43,986 as of June 30, 1996.  The second line 
represents the value of the hypothetical $10,000 investment made in the 
Growth Fund on December 31, 1985, before sales charge, and is equal to 
$36,672 as of June 30, 1996. The third line represents the Growth Fund
after sales charge and is equal to $34,845 as of June 30, 1996.

Growth Fund
Class B shares

Line chart with the heading Growth Fund: Class B, representing the growth 
of a hypothetical $10,000 investment over the life of the fund.  Within 
the chart are three lines.

The first line represents the value of the Standard & Poor's 500 Stock 
Index and is equal to $15,340 as of June 30, 1996.  The second line 
represents the value of the hypothetical $10,000 investment made in the 
Growth Fund on January 3, 1994, before contingent deferred sales charge, 
and is equal to $13,445 as of June 30, 1996.  The third line represents 
the Growth Fund after contingent deferred sales charge and is equal to 
$13,145 as of June 30, 1996.



<TABLE>
<CAPTION>

The Statement of Assets and Liabilities is the Fund's balance sheet and
shows the value of what the Fund owns, is due and owes on June 30, 1996.
You'll also find the net asset value and the maximum offering price per
share as of that date.

Statement of Assets and Liabilities
June 30, 1996 (Unaudited)
- ---------------------------------------------------------------------------------
<S>                                                                <C>
Assets:
Investments at value - Note C:
Common and preferred stocks (cost $186,465,041)                      $288,452,196
Joint repurchase agreement (cost - $6,299,000)                          6,299,000
Corporate savings account                                                   3,052
                                                                     ------------
                                                                      294,754,248
Interest receivable                                                           973
Dividends receivable                                                      137,425
Other assets                                                               27,871
                                                                     ------------
Total Assets                                                          294,920,517
- ---------------------------------------------------------------------------------

Liabilities:
Payable for shares repurchased                                                415
Payable to John Hancock Advisers, Inc.
and affiliates - Note B                                                   195,988
Accounts payable and accrued expenses                                     193,763
                                                                     ------------
Total Liabilities                                                         390,166
- ---------------------------------------------------------------------------------

Net Assets:
Capital paid-in                                                       171,942,913
Accumulated net realized gain on investments                           21,777,844
Net unrealized appreciation of investments                            101,988,162
Accumulated net investment loss                                        (1,178,568)
                                                                     ------------
Net Assets                                                           $294,530,351
=================================================================================

Net Asset Value Per Share:
(Based on net asset values and shares of beneficial
interest outstanding - unlimited number of shares
authorized with no par value, respectively)
Class A - $269,139,601 / 12,043,521                                        $22.35
=================================================================================

Class B - $25,390,750 / 1,155,287                                          $21.98
=================================================================================

Maximum Offering Price Per Share*
Class A - ($22.35 x 105.26%)                                               $23.53
=================================================================================

*On single retail sales of less than $50,000. On sales of $50,000 or
more and on group sales the offering price is reduced.

See notes to financial statements.

</TABLE>



<TABLE>
<CAPTION>

The Statement of Operations summarizes the Fund's investment income
earned and expenses incurred in operating the Fund. It also shows
net gains (losses) for the period stated.

Statement of Operations
Six months ended June 30, 1996 (Unaudited)
- ---------------------------------------------------------------------------------
<S>                                                                     <C>
Investment Income:
Dividends (net of foreign withholding
taxes of $6,297)                                                         $816,053
Interest                                                                  126,935
                                                                     ------------
                                                                          942,988
                                                                     ------------
Expenses:
Investment management fee - Note B                                      1,088,768
Distribution/service fee - Note B
Class A                                                                   382,692
Class B                                                                    94,117
Transfer agent fee - Note B                                               378,418
Registration and filing fees                                               51,149
Custodian fee                                                              28,464
Financial services fee - Note B                                            25,684
Printing                                                                   24,996
Auditing fee                                                               18,650
Trustees' fees                                                             12,112
Miscellaneous                                                              11,119
Legal fees                                                                  5,387
                                                                     ------------
Total Expenses                                                          2,121,556
- ---------------------------------------------------------------------------------
Net Investment Loss                                                    (1,178,568)
- ---------------------------------------------------------------------------------
Realized and Unrealized Gain on Investments:
Net realized gain on investments sold                                  21,666,267
Change in net unrealized appreciation/depreciation
of investments                                                         16,872,844
                                                                     ------------
Net Realized and Unrealized Gain
on Investments                                                         38,539,111
- ---------------------------------------------------------------------------------
Net Increase in Net Assets
Resulting from Operations                                             $37,360,543
=================================================================================

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Statement of Changes in Net Assets
- ------------------------------------------------------------------------------------------------------------------------
                                                                                                            SIX MONTHS
                                                                                              YEAR ENDED       ENDED
                                                                                             DECEMBER 31,  JUNE 30, 1996
                                                                                                 1995        (UNAUDITED)
                                                                                            ------------    ------------
<S>                                                          <C>           <C>               <C>            <C>
Increase (Decrease) in Net Assets:
From Operations:
Net investment loss                                                                            ($973,581)    ($1,178,568)
Net realized gain on investments sold                                                          9,207,214      21,666,267
Change in net unrealized appreciation/
depreciation of investments                                                                   30,638,725      16,872,844
                                                                                            ------------    ------------
Net Increase in Net Assets Resulting from Operations                                          38,872,358      37,360,543
                                                                                            ------------    ------------
Distributions to Shareholders:
Distributions from net realized gain on investments sold
Class A -- ($0.6945 and none per
share, respectively)                                                                          (8,391,968)             --
Class B -- ($0.6945 and none per
share, respectively)                                                                            (552,264)             --
                                                                                            ------------    ------------
Total Distributions to Shareholders                                                           (8,944,232)             --
                                                                                            ------------    ------------
From Fund Share Transactions -- Net*                                                          75,837,052        (442,834)
                                                                                            ------------    ------------
Net Assets:
Beginning of period                                                                          151,847,464     257,612,642
                                                                                            ------------    ------------
End of period (including accumulated net
investment loss of none and $1,178,568,
respectively)                                                                               $257,612,642    $294,530,351
                                                                                            ============    ============

* Analysis of Fund Share Transactions:
                                                                                                   SIX MONTHS ENDED
                                                                  YEAR ENDED DECEMBER 31,           JUNE 30, 1996
                                                                           1995                      (UNAUDITED)
                                                                 ------------------------     --------------------------
                                                                    SHARES         AMOUNT         SHARES          AMOUNT
                                                                 ---------    -----------     ----------     -----------
CLASS A
Shares sold                                                      1,671,481    $32,932,574      1,451,734     $30,046,586
Shares issued in reorganization -- Note D                        3,788,495     77,588,384             --              --
Shares issued to shareholders in
reinvestment of distributions                                      402,050      7,803,606             --              --
                                                                 ---------    -----------     ----------     -----------
                                                                 5,862,026    118,324,564      1,451,734      30,046,586
Less shares repurchased                                         (2,691,827)   (52,370,704)    (1,796,574)    (37,424,715)
                                                                 ---------    -----------     ----------     -----------
Net increase (decrease)                                          3,170,199    $65,953,860       (344,840)    ($7,378,129)
                                                                 =========    ===========     ==========     ===========


                                                                                                    SIX MONTHS ENDED
                                                                   YEAR ENDED DECEMBER 31,            JUNE 30, 1996
                                                                             1995                      (UNAUDITED)
                                                                  -----------------------       ------------------------
                                                                    SHARES         AMOUNT         SHARES          AMOUNT
                                                                  --------    -----------       --------     -----------
CLASS B
Shares sold                                                        333,335     $6,333,583        664,631     $14,007,763
Shares issued in reorganization -- Note D                          471,911      9,563,328             --              --
Shares issued to shareholders in
reinvestment of distributions                                       27,495        526,875             --              --
                                                                  --------    -----------       --------     -----------
                                                                   832,741     16,423,786        664,631      14,007,763
Less shares repurchased                                           (246,690)    (4,843,723)      (335,842)     (7,072,468)
                                                                  --------    -----------       --------     -----------
Net increase                                                       586,051    $11,580,063        328,789      $6,935,295
                                                                  ========    ===========       ========     ===========

CLASS C **
Shares sold                                                            841        $15,270
Shares issued to shareholders in
reinvestment of distributions                                           --             --
                                                                  --------    -----------
                                                                       841         15,270
Less shares repurchased                                            (99,061)    (1,712,141)
                                                                  --------    -----------
Net decrease                                                       (98,220)   ($1,696,871)
                                                                  ========    ===========

** All Class C shares were redeemed on March 31, 1995.

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

John Hancock Funds - Growth Fund

Financial Highlights

Selected data for a share of beneficial interest outstanding throughout the period
indicated, investment returns, key ratios and supplemental data are listed as follows:
- -----------------------------------------------------------------------------------------------------------------------------
                                                                      YEAR ENDED DECEMBER 31,                SIX MONTHS ENDED
                                                  ----------------------------------------------------------    JUNE 30, 1996
                                                      1991        1992        1993         1994          1995      (UNAUDITED)
                                                  ---------------------------------------------------------------------------
<S>                                               <C>        <C>         <C>         <C>          <C>           <C>
CLASS A
Per Share Operating Performance
Net Asset Value, Beginning of Period               $12.93      $17.48      $17.32       $17.40        $15.89          $19.51
                                                 --------    --------    --------     --------      --------        --------
Net Investment Income (Loss)                         0.04       (0.06)      (0.11)       (0.10)        (0.09)(1)       (0.08)(1)
Net Realized and Unrealized Gain
(Loss) on Investments                                5.36        1.10        2.33        (1.21)         4.40            2.92
                                                 --------    --------    --------     --------      --------        --------
Total from Investment Operations                     5.40        1.04        2.22        (1.31)         4.31            2.84
                                                 --------    --------    --------     --------      --------        --------
Less Distributions:
Dividends from Net Investment
Income                                              (0.04)         --          --           --            --              --
Distributions from Net Realized
Gain on Investments Sold                            (0.81)      (1.20)      (2.14)       (0.20)        (0.69)             --
                                                 --------    --------    --------     --------      --------        --------
Total Distributions                                 (0.85)      (1.20)      (2.14)       (0.20)        (0.69)             --
                                                 --------    --------    --------     --------      --------        --------
Net Asset Value, End of Period                     $17.48      $17.32      $17.40       $15.89        $19.51          $22.35
                                                 ========    ========    ========     ========      ========        ========

Total Investment Return at Net
Asset Value(2)                                      41.68%       6.06%      13.03%       (7.50%)       27.17%          14.56%(6)
Ratios and Supplemental Data
Net Assets, End of Period (000's
omitted)                                         $145,287    $153,057    $162,937     $146,466      $241,700        $269,140
Ratio of Expenses to Average Net
Assets                                               1.44%       1.60%       1.56%        1.65%         1.48%           1.50%(7)
Ratio of Net Investment Income
(Loss) to Average Net Assets                         0.27%      (0.36%)     (0.67%)      (0.64%)       (0.46%)         (0.80%)(7)
Portfolio Turnover Rate                                82%         71%         68%          52%           68%(3)          42%
Average brokerage commission
rate(4)                                               N/A         N/A         N/A          N/A           N/A         $0.0693

                                                                                                             SIX MONTHS ENDED
                                                                                                                JUNE 30, 1996
                                                                                          1994(5)       1995       (UNAUDITED)
                                                                                      --------      --------        --------

CLASS B
Per Share Operating Performance
Net Asset Value, Beginning of Period                                                    $17.16        $15.83          $19.25
                                                                                      --------      --------        --------
Net Investment Loss                                                                      (0.20)(1)     (0.26)(1)       (0.15)(1)
Net Realized and Unrealized Gain
(Loss) on Investments                                                                    (0.93)         4.37            2.88
                                                                                      --------      --------        --------
Total from Investment Operations                                                         (1.13)         4.11            2.73
                                                                                      --------      --------        --------
Less Distributions:
Distributions from Net
Realized Gain on Investments Sold                                                        (0.20)        (0.69)             --
                                                                                      --------      --------        --------
Net Asset Value, End of Period                                                          $15.83        $19.25          $21.98
                                                                                      ========      ========        ========

Total Investment Return at
Net Asset Value(2)                                                                       (6.56%)(6)    26.01%          14.18%(6)
Ratios and Supplemental Data
Net Assets, End of Period
(000's omitted)                                                                         $3,807       $15,913         $25,391
Ratio of Expenses to Average
Net Assets                                                                                2.38%(7)      2.31%           2.20%(7)
Ratio of Net Investment Loss
to Average Net Assets                                                                    (1.25%)(7)    (1.39%)         (1.50%)(7)
Portfolio Turnover Rate                                                                     52%           68%(3)          42%
Average brokerage
commission rate(4)                                                                         N/A           N/A         $0.0693


                                                                                  PERIOD ENDED    YEAR ENDED          PERIOD
                                                                                   DECEMBER 31,  DECEMBER 31,          ENDED
                                                                                          1993          1994  MARCH 31, 1995
                                                                                      --------      --------        --------
CLASS C (8)
Per Share Operating Performance
Net Asset Value, Beginning
of Period                                                                               $17.05        $17.46          $16.02
                                                                                      --------      --------        --------
Net Investment Income (Loss)                                                             (0.02)        (0.01)        0.02(1)
Net Realized and Unrealized
Gain (Loss) on Investments                                                                2.57         (1.23)           1.28
                                                                                      --------      --------        --------
Total from Investment
Operations                                                                                2.55         (1.24)           1.30
                                                                                      --------      --------        --------
Less Distributions:
Distributions from Net
Realized Gain on Investments Sold                                                        (2.14)        (0.20)             --
                                                                                      --------      --------        --------
Net Asset Value, End
of Period                                                                               $17.46        $16.02          $17.32
                                                                                      ========      ========        ========

Total Investment Return at
Net Asset Value(2)                                                                      (15.18%)(6)    (7.07%)          8.11%(6)
Ratios and Supplemental Data
Net Assets, End of Period
(000's omitted)                                                                          1,285%        1,574%          1,672%
Ratio of Expenses to Average
Net Assets                                                                                1.05%(7)      1.12%           1.05%(7)
Ratio of Net Investment Income
(Loss) to Average Net Assets                                                             (0.17%)(7)    (0.08%)          0.44%(7)
Portfolio Turnover Rate                                                                     68%           52%             39%

(1) Based on the average of the shares outstanding at the end of each month.
(2) Assumes dividend reinvestment and does not reflect the effect of sales charges.
(3) Excludes merger activity.
(4) Per portfolio share traded. Required for fiscal years that began
    September 1, 1995 or later.
(5) Class B shares commenced operations on January 3, 1994.
(6) Not annualized.
(7) Annualized.
(8) Class C shares commenced operations on May 7, 1993. Net asset value and net
    assets at the end of the period reflect amounts prior to the
    redemption of all shares on March 31, 1995.

The Financial Highlights summarizes the impact of the following factors on a single
share for the period indicated: net investment income, gains (losses), dividends
and total investment return of the Fund. It shows how the Fund's net asset value
for a share has changed since the end of the previous period. Additionally,
important relationships between some items presented in the financial statements
are expressed in ratio form.

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Schedule of Investments
June 30, 1996 (Unaudited)
- --------------------------------------------------------------------------------------------

The Schedule of Investments is a complete list of all securities owned by
the Growth Fund on June 30, 1996. It's divided into three main categories:
common stocks, preferred stocks and short-term investments. Common and
preferred stocks are further broken down by industry group. Short-term
investments, which represent the Fund's "cash" position, are listed last.

                                                                    NUMBER OF         MARKET
ISSUER, DESCRIPTION                                                    SHARES          VALUE
- -------------------------------------                           -------------  -------------
<S>                                                                  <C>         <C>
COMMON STOCK
Banks - United States (1.50%)
Chase Manhattan Corp.                                                  62,400     $4,407,000
                                                                                ------------
Beverages (2.32%)
Coca-Cola Co. (The)                                                   140,000      6,842,500
                                                                                ------------
Computers (16.88%)
Adaptec, Inc.*                                                        140,000      6,632,500
America Online, Inc.*                                                  70,000      3,062,500
cisco Systems, Inc.*                                                  140,000      7,927,500
Hewlett-Packard Co.                                                    40,000      3,985,000
McAfee Associates, Inc. *                                               2,000         98,000
Microsoft Corp.*                                                       25,000      3,003,125
Oracle Corp.*                                                         140,000      5,521,250
Seagate Technology, Inc.*                                              90,000      4,050,000
Sterling Commerce, Inc. *                                             101,000      3,749,625
Sun Microsystems, Inc.*                                               100,000      5,887,500
Wang Laboratories, Inc.*                                              160,000      3,020,000
Xylan Corp.*                                                           60,000      2,790,000
                                                                                ------------
                                                                                  49,727,000
                                                                                ------------
Consumer Products Misc. (1.49%)
PolyGram N.V.                                                          75,000      4,396,875
                                                                                ------------
Cosmetics & Personal Care (4.02%)
Avon Products, Inc.                                                   110,000      4,963,750
Gillette Co. (The)                                                    110,000      6,861,250
                                                                                ------------
                                                                                  11,825,000
                                                                                ------------
Electronics (1.75%)
Intel Corp.                                                            70,000      5,140,625
                                                                                ------------
Finance (6.57%)
Associates First Capital Corp. (Class A) *                             87,500      3,292,187
Capital One Financial Corp.                                           100,000      2,850,000
First Data Corp.                                                       60,000      4,777,500
First USA, Inc.                                                        60,000      3,300,000
MBNA Corp.                                                            180,000      5,130,000
                                                                                ------------
                                                                                  19,349,687
                                                                                ------------
Household (0.63%)
Harman International Industries, Inc.                                  37,450      1,844,413
                                                                                ------------


Leisure (4.77%)
Disney (Walt) Co., (The)                                               65,740     $4,133,402
HFS, Inc. *                                                            80,000      5,600,000
ITT Corp. *                                                            45,000      2,981,250
Marriott International, Inc.                                           25,000      1,343,750
                                                                                ------------
                                                                                  14,058,402
                                                                                ------------
Linen Supply & Related (1.64%)
Cintas Corp.                                                           90,000      4,815,000
                                                                                ------------
Media (6.58%)
Clear Channel Communications, Inc. *                                   82,500      6,795,937
Gannett Co., Inc.                                                      55,000      3,891,250
Jacor Communications, Inc. *                                           28,900        892,288
Tribune Co.                                                            55,000      3,994,375
United States Satellite
Broadcasting Co., Inc. *                                              101,000      3,812,750
                                                                                ------------
                                                                                  19,386,600
                                                                                ------------
Medical (18.72%)
Amgen, Inc. *                                                          60,000      3,240,000
Cardinal Health, Inc.                                                  82,500      5,950,312
Elan Corp., PLC, American Depository
Receipt (ADR) * (Ireland)                                              70,000      3,998,750
HBO & Co.                                                             150,000     10,162,500
Health Care & Retirement Corp. *                                      195,000      4,631,250
Health Management
Associates, Inc. (Class A) *                                          292,500      5,923,125
IDEXX Laboratories, Inc. *                                             75,000      2,943,750
Johnson & Johnson                                                     130,000      6,435,000
Manor Care, Inc.                                                      110,000      4,331,250
Merck & Co., Inc.                                                      50,000      3,231,250
Pfizer, Inc.                                                           60,000      4,282,500
                                                                                ------------
                                                                                  55,129,687
                                                                                ------------
Oil & Gas (6.97%)
Diamond Offshore Drilling, Inc. *                                     100,000      5,725,000
Halliburton Co.                                                        70,000      3,885,000
Reading & Bates Corp. *                                               200,000      4,425,000
Schlumberger, Ltd.                                                     45,000      3,791,250
Western Atlas, Inc. *                                                  46,600      2,714,450
                                                                                ------------
                                                                                  20,540,700

                                                                                ------------
Restaurants (2.83%)
Landry's Seafood Restaurants, Inc. *                                  120,000      2,970,000
McDonald's Corp.                                                       70,000      3,272,500
Planet Hollywood International, Inc.
(Class A)                                                              77,000      2,079,000
                                                                                ------------
                                                                                   8,321,500
                                                                                ------------
Retail (7.08%)
CUC International, Inc. *                                             142,500      5,058,750
Federated Department Stores, Inc. *                                    35,000      1,194,375
Home Depot, Inc.                                                       50,000      2,700,000
Men's Wearhouse, Inc. (The) *                                          75,000      2,418,750
Nordstrom, Inc.                                                        40,000      1,780,000
PetSmart, Inc.*                                                       100,000      4,775,000
Saks Holdings, Inc. *                                                  48,500      1,655,063
Wal-Mart Stores, Inc.                                                  50,000      1,268,750
                                                                                ------------
                                                                                  20,850,688
                                                                                ------------
Service (8.05%)
APAC Teleservices, Inc. *                                             161,000      5,796,000
Apollo Group, Inc.* (Class A)                                         121,950      3,414,600
Checkpoint Systems, Inc. *                                             25,000        859,375
Corrections Corp of America *                                          60,000      4,200,000
Paychex, Inc.                                                         196,250      9,444,531
                                                                                ------------
                                                                                  23,714,506
                                                                                ------------
Shoes & Related Apparel (1.40%)
Nike, Inc. (Class B)                                                   40,000      4,110,000
                                                                                ------------
Telecommunications (3.47%)
Cascade Communications Corp.*                                          70,000      4,760,000
Lucent Technologies, Inc.                                             100,000      3,787,500
McLeod, Inc. (Class A) *                                               70,000      1,680,000
                                                                                ------------
                                                                                  10,227,500
                                                                                ------------

Textile (1.27%)
Tommy Hilfiger Corp.*                                                  70,000     $3,753,750
                                                                                ------------
                       TOTAL COMMON STOCKS
                        (Cost $186,454,541)                           (97.93%)  $288,441,433
                                                                                ------------
PREFERRED STOCK
Diversified Operations (0.01%)
Teledyne, Inc., Ser E, $1.20                                              700         10,763
                                                                                ------------
                     TOTAL PREFERRED STOCK
                             (Cost $10,500)                            (0.01%)        10,763
                                                                                ------------
                        TOTAL COMMON STOCKS
                        AND PREFERRED STOCK
                        (Cost $186,465,041)                           (97.94%)   288,452,196
                                                                                ------------

<CAPTION>

                                                      INTEREST      PAR VALUE
ISSUER, DESCRIPTION                                       RATE (000'S OMITTED)
- --------------------------------------------    -------------- --------------
<S>                                                   <C>           <C>         <C>
SHORT-TERM INVESTMENTS
Joint Repurchase Agreement (2.14%)
Investment in a joint repurchase
agreement transaction with
Toronto-Dominion Bank Ltd. --
Dated 06-28-96, Due 07-01-96
(secured by U.S.Treasury Bills,
5.38% Due 12-12-96 and 5.69%
Due 06-26-97; U.S. Treasury Bonds,
7.25% Due 5-15-16 and
7.50% Due 11-15-16 and
U.S Treasury Notes 4.375%
through 7.75% Due 08-15-96
through 11-15-01) -- Note A                               5.50%        $6,299      6,299,000
                                                                                ------------
CORPORATE SAVINGS ACCOUNT (0.00%)
Investors Bank & Trust Company
Daily Interest Savings Account
Current Rate 4.75%                                                                     3,052
                                                                                ------------
               TOTAL SHORT-TERM INVESTMENTS                            (2.14%)     6,302,052
                                                                                ------------
                          TOTAL INVESTMENTS                          (100.08%)  $294,754,248
                                                                     ========   ============

* Non-income producing security.
 
  The percentage shown for each investment category is the total value of that
  category as a percentage of the net assets of the Fund.

See notes to financial statements

</TABLE>



Notes To Financial Statements
John Hancock Funds - Growth Fund

(UNAUDITED)
NOTE A --
ACCOUNTING POLICIES

John Hancock Capital Series (the "Trust"), is an open-end management 
investment company, registered under the Investment Company Act of 1940. 
Until June 30,1996, the Trust consisted of two series portfolios: John 
Hancock Growth Fund (the "Fund") and John Hancock Special Value Fund. As 
of July 1, 1996, the Fund became a series of John Hancock Freedom 
Investment Trust II. As a result, the Fund's fiscal year end has been 
changed to October 31. The investment objective of the Fund is to 
achieve long-term appreciation of capital.

The Trustees have authorized the issuance of multiple classes of shares 
of the Fund, designated as Class A and Class B shares. The shares of 
each class represent an interest in the same portfolio of investments of 
the Fund and have equal rights to voting, redemptions, dividends and 
liquidation, except that certain expenses, subject to the approval of 
the Trustees, may be applied differently to each class of shares in 
accordance with current regulations of the Securities and Exchange 
Commission. Shareholders of a class which bears distribution/service 
expenses under terms of a distribution plan, have exclusive voting 
rights regarding such distribution plan. Significant accounting policies 
of the Fund are as follows:

VALUATION OF INVESTMENTS Securities in the Fund's portfolio are valued 
on the basis of market quotations, valuations provided by independent 
pricing services or, at fair value as determined in good faith in 
accordance with procedures approved by the Trustees. Short-term debt 
investments maturing within 60 days are valued at amortized cost which 
approximates market value.

JOINT REPURCHASE AGREEMENT Pursuant to an exemptive order issued by the 
Securities and Exchange Commission, the Fund, along with other 
registered investment companies having a management contract with John 
Hancock Advisers, Inc. (the "Adviser"), a wholly-owned subsidiary of The 
Berkeley Financial Group, may participate in a joint repurchase 
agreement transaction. Aggregate cash balances are invested in one or 
more repurchase agreements, whose underlying securities are obligations 
of the U.S. government and/or its agencies. The Fund's custodian bank 
receives delivery of the underlying securities for the joint account on 
the Fund's behalf. The Adviser is responsible for ensuring that the 
agreement is fully collateralized at all times.

INVESTMENT TRANSACTIONS Investment transactions are recorded as of the 
date of purchase, sale or maturity. Net realized gains and losses on 
sales of investments are determined on the identified cost basis for 
both financial reporting and federal income tax purposes.

FEDERAL INCOME TAXES The Fund's policy is to comply with the 
requirements of the Internal Revenue Code that are applicable to 
regulated investment companies and to distribute all of its taxable 
income, including any net realized gain on investments, to its 
shareholders. Therefore, no federal income tax provision is required.

DIVIDENDS, INTEREST AND DISTRIBUTIONS Dividend income on investment 
securities is recorded on the ex-dividend date. Interest income on 
investment securities is recorded on the accrual basis. Foreign income 
may be subject to foreign withholding taxes which are accrued as 
applicable.

The Fund records all distributions to shareholders from net investment 
income and realized gains on the ex-dividend date. Such distributions 
are determined in conformity with income tax regulations, which may 
differ from generally accepted accounting principles. Dividends paid by 
the Fund, if any, with respect to each class of shares will be 
calculated in the same manner, at the same time and will be in the same 
amount, except for effect of expenses that may be applied differently to 
each class as explained previously.

EXPENSES The majority of the expenses of the Trust are directly 
identifiable to an individual Fund. Expenses which are not readily 
identifiable to a specific Fund are allocated in such a manner as deemed 
equitable, taking into consideration, among other things, the nature and 
type of expense and the relative sizes of the Fund.

CLASS ALLOCATIONS Income, common expenses and realized and unrealized 
gains (losses) are determined at the Fund level and allocated daily to 
each class of shares based on the appropriate net assets of the 
respective classes. Distribution/service fees, if any, are calculated 
daily at the class level based on the appropriated net assets of each 
class and the specific expense rate(s) applicable to each class.

USE OF ESTIMATES The preparation of these financial statements in 
accordance with generally accepted accounting principles incorporates 
estimates made by management in determining the reported amounts of 
assets, liabilities, revenues, and expenses of the Fund.

NOTE B -- 
MANAGEMENT FEE, AND 
TRANSACTIONS WITH AFFILIATES AND OTHERS

Under the present investment management contract, the Fund pays a 
monthly management fee to the Adviser for a continuous investment 
program equivalent, on an annual basis, to the sum of (a) 0.80% of the 
first $250,000,000 of the Fund's average daily net asset value, (b) 
0.75% of the next $250,000,000 and (c) 0.70% of the Fund's average daily 
net asset value in excess of $500,000,000.

In the event normal operating expenses of the Fund, exclusive of certain 
expenses prescribed by state law, are in excess of the most restrictive 
state limit where the Fund is registered to sell shares of beneficial 
interest, the fee payable to the Adviser will be reduced to the extent 
of such excess and the Adviser will make additional arrangements 
necessary to eliminate any remaining excess expenses. The current limits 
are 2.5% of the first $30,000,000 of the Fund's average daily net asset 
value, 2.0% of the next $70,000,000 and 1.5% of the remaining average 
daily net asset value.

The Fund has a distribution agreement with John Hancock Funds, Inc. ("JH 
Funds"), a wholly-owned subsidiary of the Adviser. For the period ended 
June 30, 1996, JH Funds received net sales charges of $215,301. Out of 
this amount, $24,034 was retained and used for printing prospectuses, 
advertising, sales literature, and other purposes, $75,786 was paid as 
sales commissions to unrelated broker-dealers, and $115,481 was paid as 
sales commissions to personnel of John Hancock Distributors, Inc. 
("Distributors"), Tucker Anthony, Incorporated ("Tucker Anthony") and 
Sutro & Co., Inc. ("Sutro"), all of which are broker-dealers. The 
Adviser's indirect parent, John Hancock Mutual Life Insurance Company, 
is the indirect sole shareholder of Distributors and John Hancock 
Freedom Securities Corporation and its subsidiaries, which include 
Tucker Anthony and Sutro.

Class B shares which are redeemed within six years of purchase will be 
subject to a contingent deferred sales charge ("CDSC") at declining 
rates beginning at 5.0% of the lesser of the current market value at the 
time of redemption or the original purchase cost of the shares being 
redeemed. Proceeds from the CDSC are paid to JH Funds and are used in 
whole or in part to defray its expenses related to providing 
distribution related services to the Fund in connection with the sale of 
Class B shares. For the period ended June 30, 1996, contingent deferred 
sales charges amounted to $13,940.

In addition, to reimburse JH Funds for the services it provides as 
distributor of shares of the Fund, the Fund has adopted a Distribution 
Plan with respect to Class A and Class B shares pursuant to Rule 12b-1 
under the Investment Company Act of 1940. Accordingly, the Fund will 
make payments to JH Funds for distribution and service expenses at an 
annual rate not to exceed 0.30% of Class A average daily net assets and 
1.00% of Class B average daily net assets to reimburse JH Funds for its 
distribution/service costs. Up to a maximum of 0.25% of such payments 
may be service fees as defined by the amended Rules of Fair Practice of 
the National Association of Securities Dealers. Under the amended Rules 
of Fair Practice, curtailment of a portion of the Fund's 12b-1 payments 
could occur under certain circumstances.

The Fund has a transfer agent agreement with John Hancock Investor 
Services Corp. ("Investor Services"), a wholly-owned subsidiary of The 
Berkeley Financial Group. The Fund pays transfer agent fees based on the 
number of shareholder accounts and certain out-of-pocket expenses.

On March 26, 1996, the Board of Directors approved retroactively to 
January 1, 1996, an agreement with the Adviser to perform necessary tax 
and financial management services for the Funds. The compensation for 
1996 is estimated to be at an annual rate of 0.01875% of the average net 
assets of each Fund.

Mr. Edward J. Boudreau, Jr. is a director and/or officer of the Adviser 
and/or its affiliates, as well as a Trustee of the Fund. The 
compensation of unaffiliated Trustees is borne by the Fund. Effective 
with the fees paid for 1995, the unaffiliated Trustees may elect to 
defer for tax purposes their receipt of this compensation under the John 
Hancock Group of Funds Deferred Compensation Plan. The Fund makes 
investments into other John Hancock funds, as applicable, to cover its 
liability for the deferred compensation. Investments to cover the Fund's 
deferred compensation liability are recorded on the Fund's books as an 
other asset. The deferred compensation liability and the related other 
asset are always equal and are marked to market on a periodic basis to 
reflect any income earned by the investment as well as any unrealized 
gains or losses. At June 30, 1996, the Fund's investment to cover the 
deferred compensation had unrealized appreciation of $1,007.

NOTE C --
INVESTMENT TRANSACTIONS

Purchases and proceeds from sales of securities, other than short-term 
obligations, during the period ended June 30, 1996 aggregated 
$114,042,500 and $115,305,204, respectively.

The cost of investments owned at June 30, 1996 (excluding the corporate 
savings account), for Federal income tax purposes was $192,768,854. 
Gross unrealized appreciation and depreciation of investments aggregated 
$104,770,096  and $2,787,754, respectively, resulting in net unrealized 
appreciation of $101,982,342.

NOTE D --
REORGANIZATION

On September 8, 1995, the shareholders of John Hancock Capital Growth 
Fund (JHCGF) approved a plan of reorganization between JHCGF and the 
Fund providing for the transfer of substantially all of the assets and 
liabilities of JHCGF to the Fund in exchange solely for Class A and 
Class B shares of the Fund. The acquisition was accounted for as a tax 
free exchange of 3,788,495 Class A shares, and 471,911 Class B shares of 
John Hancock Growth Fund for the net assets of JHCGF, which amounted to 
$77,588,384 and $9,563,328 for Class A and B shares, respectively, 
including $20,624,702 of unrealized appreciation, at the close of 
business on September 15, 1995.



Notes
John Hancock Funds - Growth Fund

[THIS PAGE INTENTIONALLY LEFT BLANK]



Notes
John Hancock Funds - Growth Fund

[THIS PAGE INTENTIONALLY LEFT BLANK]



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This report is for the information of shareholders of the John Hancock 
Growth Fund. It may be used as sales literature when preceded or 
accompanied by the current prospectus, which details charges, investment 
objectives and operating policies.


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