HANCOCK JOHN CALIFORNIA TAX FREE INCOME FUND
N-30D, 1997-10-31
Previous: NUVEEN CALIFORNIA PERFORMANCE PLUS MUNICIPAL FUND INC, N-30D, 1997-10-31
Next: MERIT MEDICAL SYSTEMS INC, SC 13D/A, 1997-10-31




                                 Annual Report
- --------------------------------------------------------------------------------


                               [GRAPHIC OMITTED]




                                   California
                                    Tax-Free
                                  Income Fund


                                AUGUST 31, 1997





                           [LOGO] JOHN HANCOCK FUNDS
                                  A Global Investment Management Firm

<PAGE>

                                    TRUSTEES
                            Edward J. Boudreau, Jr.
                                James F. Carlin*
                             William H. Cunningham*
                               Charles F. Fretz*
                             Harold R. Hiser, Jr.*
                                Anne C. Hodsdon
                               Charles L. Ladner*
                              Leo E. Linbeck, Jr.*
                             Patricia P. McCarter*
                             Steven R. Pruchansky*
                              Richard S. Scipione
                     Lt. Gen. Norman H. Smith, USMC (Ret.)*
                                John P. Toolan*
                        *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
                                James B. Little
                           Senior Vice President and
                            Chief Financial Officer
                                Susan S. Newton
                          Vice President and Secretary
                               James J. Stokowski
                          Vice President and Treasurer
                               Thomas H. Connors
                  Second Vice President and Compliance Officer

                                   CUSTODIAN
                        Investors Bank and Trust Company
                              200 Clarendon Street
                          Boston, Massachusetts 02116

                                 TRANSFER AGENT
                     John Hancock Signature Services, Inc.
                         1 John Hancock Way, Suite 1000
                        Boston, Massachusetts 02217-1000

                               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 LLP
                                60 State Street
                          Boston, Massachusetts 02109

                              INDEPENDENT AUDITORS
                               Ernst & Young LLP
                              200 Clarendon Street
                        Boston, Massachusetts 02116-5072


                               Chairman's Message

DEAR FELLOW SHAREHOLDERS:

The Taxpayer  Relief Act of 1997 recently  signed into law by President  Clinton
includes new twists and important changes to Individual Retirement Account (IRA)
laws. The provisions will, among other things,  allow more people to qualify for
annual  tax-deductible IRA contributions and to save tax-free for college.  They
also allow IRA investors to withdraw money  penalty-free  from all IRAs to buy a
first home or pay for college expenses.

     For existing  deductible  IRAs, the law doubles income limits over the next
eight to 10 years for those eligible to deduct an annual IRA  contribution of up
to $2,000.  For individuals,  the annual income cap will increase  incrementally
from the  current  $25,000 to  $50,000 by 2005.  For  couples,  the limit  would
increase from $40,000 today to $80,000 in 2007.  The new law allows  non-working
spouses to make IRA  contributions  even if their spouse is covered by a pension
plan at work, provided the couple's joint income is less than $150,000.

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

     The law also creates two new IRA investment vehicles. One, called the "Roth
IRA" after its principal congressional sponsor, allows for non-deductible annual
contributions up to a $2,000 maximum. But income accumulates tax-free and if the
account has been open for five  years,  distributions  are  tax-free if they are
used after age 591/2 or upon death,  disability or a first-time  home  purchase.
Withdrawals for higher-education expenses would not be subject to a 10% penalty.
Eligible investors must earn less than $95,000 per year individually or $150,000
per couple.

     A second  new IRA plan is called the  "Education  IRA"  which  allows  non-
deductible  contributions  of up to $500  per  year,  per  child  under  age 18.
Earnings in the account accumulate tax-free,  and withdrawals are also not taxed
when applied toward undergraduate or graduate-level expenses. Eligible investors
are subject to the same income restrictions as the Roth IRA.

     The law has also made some important changes in capital gains tax rates and
estate tax laws. But the devil is in the details,  and so we recommend exploring
how you can benefit from the changes with your investment  professional  and tax
advisor.  The Taxpayer  Relief Act of 1997 gives  investors  new options  toward
savings. It's a move we applaud. 

Sincerely,

/s/ Edward J. Boudreau, Jr.

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

                                       2

<PAGE>

================================================================================

                    By Dianne Sales, CFA, Portfolio Manager

                            John Hancock California
                              Tax-Free Income Fund

                   Municipal bonds turn in solid performance
                        as market fluctuations increase

The bond market rode waves of volatility  over the last 12 months.  Fear about a
rebirth of inflation -- dreaded by bond holders for its erosive effects on fixed
income  payments --  alternated  during the year with elation over economic data
that showed inflation at barely  noticeable  levels.  When the economy picked up
steam early this year and investors'  concerns  grew, the Federal  Reserve Board
raised interest rates a quarter  percentage point as an insurance policy against
inflation.  Interest  rates rose and bond prices fell both leading up to, and in
the wake of, the Fed action.  In fact, the conflicting  opinions of analysts who
held to the traditional  view that a surging economy  inevitably leads to higher
inflation,  and of those who  embrace  the "new era" belief that the economy can
grow at a faster pace today without  inflation,  added to the market's wavering.
But by the end of April,  bonds  staged a rally that lasted  through  July as it
became clear that the economy had slowed from its blistering  first quarter 1997
pace and the Fed made no further attempts to rein it in.

"Our careful management of portfolio duration helped the Fund's performance."

     Even with the increased  volatility,  bonds moved ahead overall  during the
year. Municipal bond performance was further enhanced by the continuing positive
trends of reduced  supply and strong demand.  With this  backdrop,  John Hancock
California  Tax-Free  Income  Fund  turned  in a strong  absolute  and  relative
performance.  For the 12 months  ended  August 31,  1997,  the Fund posted total
returns for its Class A and Class B 

[A 2 1/4" x 3 1/2"  photo  of Fund  management  team.  Caption  reads:  " Dianne
Sales-Singer (seated) and Fund management team members (l-r) Michael Roye, Holly
Morris, and Frank Lucibella".]

                                        3

<PAGE>

================================================================================

              John Hancock Funds - California Tax-Free Income Fund


[Pie  chart with the  heading  "Portfolio  Diversification"  at top of left hand
column.  The chart is divided  into 11  sections.  Going from top left to right;
Water & Sewer 11%;  General  Obligation 2%;  Certificate of  Participation  12%;
Education 11%; Electric 5%; Health 22%; Housing 4%;  Industrial  Development 1%;
Other 22%; Polution Control 2%;  Transportation  8%. Footnote below states "As a
percentage of net assets on August 31, 1997".]

"The prospects for California remain bright."

shares of 9.71% and  8.88%,  respectively,  at net asset  value.  That  compared
favorably to the 8.98%  return of the average  California  municipal  bond fund,
according to Lipper Analytical  Services,  Inc. 1 Please see pages six and seven
for longer-term performance information.

Strategy and performance review
Throughout the year,  our careful  management of portfolio  duration  helped the
Fund's performance.  Duration is a measure of how much a bond's price changes in
response to changing interest rates. The shorter the duration, the less a bond's
price moves with rate changes.  At the  beginning of the period last  September,
the Fund's  duration was longer than  average and we  benefited  from the market
rally last October and November.  As the economy heated up earlier this year, we
became more conservative and shortened  duration,  only to lengthen again in May
when inflation fears ebbed. For now, we are keeping duration neutral relative to
our peers, given the rally that's already occurred and the market's skittishness
about the economy's strength.

[Table  entitled  "Scorecard" at bottom of left hand column.  The header for the
left  column  is  "Investments";  the  header  for the right  column is  "Recent
performance ... and what's behind the numbers". The first listing is Puerto Rico
Acqueduct & Sewer  Authority  followed by an up arrow and the phrase  "Good bond
call structure". The second listing is Foothills/Eastern Transportation Corridor
followed by an up arrow and the phrase "Impoving economy;  yield scarcity".  The
third  listing is Housing  bonds  followed by a down arrow and the phrase "Short
call structure  limits  performance".  A footnote below states "See 'Schedule of
Investments.' Investment holdings are subject to change".]

     Performance  boosts  came from our bonds with  attractive  coupons and good
call  protection  (the length of time during which a security cannot be redeemed
prior to its maturity). In particular, our non-callable bonds, those that cannot
be redeemed until maturity, did well. Our focus on bonds with good structure has
been a priority for the Fund over the past several  years.  As we have discussed
in previous  reports,  having  strong call  protection  helps the Fund  maintain
greater income  stability,  because it prevents more of the Fund's holdings from
being called away by  municipalities  looking to  refinance  their debt at lower
interest rates. Early calls can reduce returns because bondholders are forced to
reinvest the proceeds at lower  yields.  In addition to providing a  competitive
yield,  bonds with good call  protection  have seen strong price gains as demand
for them has risen and they have become more rare.

     By far the strongest  contributors to the Fund's  performance over the last
12 months were our uninsured, lower-rated bonds. Now that about 65% of municipal
bonds coming to the market have bond insurance (a policy that ensures the timely
payment of principal and interest),  the supply of lower-rated,  uninsured bonds
has  dwindled.  At the same  time,  demand for these  higher-yielding  bonds has
increased, causing their prices to rise significantly in the last 12 months. Our
in-depth  credit  analysis  has  led  us to  some  uninsured  bonds  with  solid
underlying fundamentals, strong liquidity and attractive yields.

                                       4

<PAGE>

================================================================================

              John Hancock Funds - California Tax-Free Income Fund


[Bar chart with heading "Fund Performance" at top of left hand column. Under the
heading  is the  footnote:  "For the year ended  August 31,  1997." The chart is
scaled in increments of 2%, with 10% at the top and 0% at the bottom.  The first
represents the 9.71% total return for John Hancock  California  Tax-Free  Income
Fund:  Class A. The second  represents  the 8.88% total  return for John Hancock
California  Tax-Free Income Fund:  Class B. The third represents the 8.98% total
return for the average  California  municipal bond fund. A Footnote below states
"Total returns for John Hancock California Tax-Free Income Fund are at net asset
value with all distributions  reinvested.  The average California municipal bond
fund is tracked by Lipper  Analytical  Services (1). See the following two pages
for historical performance information."]

One of our best-performing  BBB-rated bonds was also one of our largest holdings
- --  Foothills/Eastern  Transportation  Corridor  Agency  Bonds.  This  toll road
construction  project,  which  is on time and on  budget,  will  serve  southern
California's  rejuvenated and now robust Orange County. In addition to providing
attractive  current  income,  the bonds'  price  gains  continue  to reflect the
improving  California  economy as well as the  increased  demand  for  uninsured
bonds. Other solid performers were our holdings issued by Duarte for the City of
Hope National  Medical Center  Project.  This nationally  renowned  research and
cancer-care  facility  has been a solid  credit  due  primarily  to its  healthy
endowment and strong  fundraising  track record that help ensure the  non-profit
institution's future viability.

A look ahead
The prospects for  California  remain  bright.  The state today is on more solid
economic  footing than it has been in years;  its path of recovery is remarkably
widespread and the economy has become increasingly  diverse. The state's revenue
growth is stronger than expected,  but spending remains under control.  One area
we're watching is how the state handles the growing  pressures faced by counties
and cities as they  adjust to welfare  restructuring.  This comes at a time when
voters are reluctant to approve new initiatives.  It remains a key issue for the
state,  and while we are not concerned  about its impact on any of our holdings,
it could become a potential  vulnerable  spot for local  governments if it's not
properly addressed.

"...we'll continue to focus on increasing the Fund's competitive yield..."

We're also encouraged about the overall outlook for municipal bonds,  given that
the supply continues to be outstripped by demand,  especially in California with
its  buoyant  state  economy.  That has caused  more  investors  to seek ways to
shelter their rising incomes and benefit from the state's  federal and state tax
exemption  for municipal  bonds.  After their strong move up over the last year,
municipal  bonds are not as inexpensive as they were a year ago, but in our view
they remain fairly  valued.  For now, we're keeping the Fund's  duration  fairly
neutral until we have a clearer picture on the national  economy,  and the Fed's
next  moves.  As  always,  we'll  continue  to focus on  increasing  the  Fund's
competitive yield, while seeking ways to enhance overall return.


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

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

                                       5

<PAGE>

================================================================================

- --------------------------------------------------------------------------------
                             A LOOK AT PERFORMANCE
- --------------------------------------------------------------------------------

The tables on the right show the  cumulative  total returns for the John Hancock
California  Tax-Free  Income 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
shares  expressed  as a  percentage  of the  Fund's  net asset  value per share.
Performance  figures  include the maximum  applicable  sales  charge of 4.5% 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. 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.

     Please  note that a portion of the  Fund's  income may be subject to taxes,
and some investors may be subject to the Alternative Minimum Tax. Also note that
capital gains are taxable.

- --------------------------------------------------------------------------------
                            CUMULATIVE TOTAL RETURNS
- --------------------------------------------------------------------------------

For the period ended June 30, 1997
                                             ONE      FIVE     LIFE OF
                                             YEAR     YEARS     FUND
                                             ----     -----     ----

John Hancock California Tax-Free
Income Fund: Class A                         4.07%    35.01%  68.61%(1)
John Hancock California Tax-Free
Income Fund: Class B                         3.15%    34.31%  41.23%(2)

- --------------------------------------------------------------------------------
                          AVERAGE ANNUAL TOTAL RETURNS
- --------------------------------------------------------------------------------

For the period ended June 30, 1997
                                             ONE      FIVE     LIFE OF
                                             YEAR     YEARS     FUND
                                             ----     -----     ----

John Hancock California Tax-Free
Income Fund: Class A(3)                      4.07%    6.19%   7.21%(1)
John Hancock California Tax-Free
Income Fund: Class B(3)                      3.15%    6.08%   6.34%(2)

- --------------------------------------------------------------------------------
                                     YIELDS
- --------------------------------------------------------------------------------

As of August 31, 1997
                                                  SEC 30-DAY
                                                     YIELD
                                                     -----

John Hancock California Tax-Free
Income Fund: Class A                                 4.44%
John Hancock California Tax-Free
Income Fund: Class B                                 3.89%



                              Notes to Performance

(1)  Class A commenced operations on December 29, 1989.
(2)  Class B commenced operations on December 31, 1991.
(3)  The Adviser has  voluntarily  reduced a portion of the management fee and a
     portion of the custodian fees during the period.  Without the limitation of
     expenses,  the average  annual total  returns for  one-year,  five-year and
     since inception periods for Class A shares would have been 3.98%, 6.05% and
     6.93%, respectively. Without the limitation of expenses, the average annual
     total returns for one-year, five-year and since inception periods for Class
     B shares would have been 3.06%, 5.94% and 6.33%, respectively.

                                       6

<PAGE>

================================================================================

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

The charts on the right show how much a $10,000  investment  in the John Hancock
California  Tax-Free  Income Fund would be worth on August 31, 1997. They assume
that you invested on the day each class of shares started. They also assume that
you have  reinvested all  distributions.  For  comparison,  we've shown the same
$10,000  investment in the Lehman  Brothers  Municipal Bond Index--an  unmanaged
index that includes approximately 15,000 bonds and is commonly used as a measure
of bond performance.

- --------------------------------------------------------------------------------
California Tax-Free Income Fund:
Class A shares

Line  chart  with  the  heading  California   Tax-Free  Income  Fund:  class  A,
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 hypothetical  $10,000 investment made
in the  California  Tax-Free  Income Fund on December  29,  1989,  before  sales
charge,  and is  equal to  $18,032  as of  August  31,  1997.  The  second  line
represents the value of the Lehman Brothers Municipal Bond Index and is equal to
$17,964 as of August 31, 1997. The third line represents the California Tax-Free
Income Fund after sales charge and is equal to $17,220 as of August 31, 1997.

California Tax-Free Income Fund
Class B shares

Line  chart  with  the  heading  California   Tax-Free  Income  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 Lehman Brothers  Municipal Bond Index
and is equal to $14,931 as of August 31, 1997.  The second line  represents  the
value of the  hypothetical  $10,000  investment made in the California  Tax-Free
Income Fund on December 31, 1991, before contingent  deferred sales charge,  and
is equal to  $14,372  as of August  31,  1997.  The third  line  represents  the
California  Tax-Free Income Fund after  contingent  deferred sales charge and is
equal to $14,272 as of August 31, 1997.
- --------------------------------------------------------------------------------


                                       7

<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


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 August 31, 1997. You'll also
find the net asset  value and the  maximum  offering  price per share as of that
date.

Statement of Assets and Liabilities
August 31, 1997
- --------------------------------------------------------------------------------
Assets:
  Investments at value - Note C:
    Tax-exempt long-term bonds (cost - $348,318,365) ...........   $376,637,464
  Cash .........................................................      1,163,851
  Receivable for investments sold ..............................         61,200
  Receivable for shares sold ...................................        428,818
  Interest receivable ..........................................      5,618,268
  Other assets .................................................         79,832
                                                                   ------------
                              Total Assets .....................    383,989,433
                              -------------------------------------------------
Liabilities:
  Payable for investments purchased ............................      2,476,342
  Payable for shares repurchased ...............................        382,693
  Payable for futures variation margin - Note A ................         21,250
  Dividend payable .............................................        137,283
  Payable to John Hancock Advisers, Inc.
    and affiliates - Note B ....................................        250,185
  Accounts payable and accrued expenses ........................         61,492
                                                                   ------------
                              Total Liabilities ................      3,329,245
                              -------------------------------------------------
Net Assets:
  Capital paid-in ..............................................    364,264,628
  Accumulated net realized loss on investments and
    financial futures contracts ................................    (11,964,620)
  Net unrealized appreciation of investments and
    financial futures contracts ................................     28,325,177
  Undistributed net investment income ..........................         35,003
                                                                   ------------
                              Net Assets .......................   $380,660,188
                              =================================================
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) 
  Class A - $291,166,813/27,034,368 ............................         $10.77
  =============================================================================
  Class B - $89,493,375/8,309,315 ..............................         $10.77
  =============================================================================
Maximum Offering Price Per Share*
  Class A - ($10.77 x104.71%) ..................................         $11.28
  =============================================================================
* On single retail sales of less than $100,000. On sales of $100,000 or more and
on group sales the offering price is reduced.

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
Year ended August 31, 1997
- --------------------------------------------------------------------------------
Investment Income:
  Interest .....................................................    $23,384,662
                                                                    -----------
  Expenses:
    Investment management fee - Note B .........................      2,090,799
    Distribution and service fee - Note B
      Class A ..................................................        441,051
      Class B ..................................................        775,004
    Transfer agent fee - Note B ................................        205,909
    Financial services fee - Note B ............................         70,577
    Custodian fee ..............................................         47,493
    Auditing fee ...............................................         39,341
    Trustees' fees .............................................         35,870
    Registration and filing fees ...............................         19,988
    Printing ...................................................         19,374
    Legal fees .................................................         13,430
    Miscellaneous ..............................................         13,337
    Less management fee reduction - Note B .....................       (275,247)
                                                                    -----------
                              Total Expenses ...................      3,496,926
                              -------------------------------------------------
                              Net Investment Income ............     19,887,736
                              -------------------------------------------------
Realized and Unrealized Gain (Loss) on Investments and
Financial Futures Contracts:
  Net realized loss on investments sold ........................     (1,712,955)
  Net realized loss on financial futures contracts .............     (1,946,118)
  Change in net unrealized appreciation/depreciation
    of investments .............................................     19,006,860
  Change in net unrealized appreciation/depreciation
    of financial futures contracts .............................       (497,344)
                                                                    -----------
                              Net Realized and Unrealized
                              Gain on Investments and
                              Financial Futures Contracts ......     14,850,443
                              -------------------------------------------------
                              Net Increase in Net Assets
                              Resulting from Operations ........    $34,738,179
                              =================================================

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       8
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


Statement of Changes in Net Assets
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                                   PERIOD FROM
                                                                                 YEAR ENDED     JANUARY 1, 1996 TO      YEAR ENDED
                                                                             DECEMBER 31, 1995  AUGUST 31, 1996 (1)  AUGUST 31, 1997
                                                                             -----------------  -------------------  ---------------
<S>                                                                                   <C>                <C>                <C>
Increase (Decrease) in Net Assets:
From Operations:
  Net investment income .....................................................    $19,253,594       $13,676,394       $19,887,736
  Net realized loss on investments sold and financial futures contracts .....     (2,245,541)       (1,771,705)       (3,659,073)
  Change in net unrealized appreciation/depreciation of investments 
    and financial futures contracts .........................................     51,125,949       (10,264,530)       18,509,516
                                                                                ------------       -----------       -----------
      Net Increase in Net Assets Resulting from Operations ..................     68,134,002         1,640,159        34,738,179
                                                                                ------------       -----------       -----------
Distributions to Shareholders:
  Distributions from net investment income
    Class A - ($0.5743, $0.3875 and $0.5718 per share, respectively) ........    (15,185,497)      (11,033,084)      (15,922,912)
    Class B - ($0.4988, $0.3353 and $0.4909 per share, respectively) ........     (4,060,951)       (2,654,650)       (3,998,280)
                                                                                ------------       -----------       -----------
      Total Distributions to Shareholders ...................................    (19,246,448)      (13,687,734)      (19,921,192)
                                                                                ------------       -----------       -----------
From Fund Share Transactions - Net: * .......................................     26,141,459       ( 7,604,371)       (8,482,019)
                                                                                ------------       -----------       -----------
Net Assets:
  Beginning of period .......................................................    318,948,153       393,977,166       374,325,220
                                                                                ------------       -----------       -----------
  End of period (including undistributed net investment income of 
    $147,647; $107,130 and $35,003, respectively) ...........................   $393,977,166      $374,325,220      $380,660,188
                                                                                ============      ============      ============
* Analysis of Fund Share Transactions:
<CAPTION>

                                                                                  PERIOD FROM
                                                          YEAR ENDED              JANUARY 1, 1996 TO            YEAR ENDED
                                                       DECEMBER 31, 1995          AUGUST 31, 1996 (1)         AUGUST 31, 1997
                                                    -------------------------  -------------------------  --------------------------
                                                      SHARES       AMOUNT        SHARES       AMOUNT         SHARES      AMOUNT
                                                    -----------  ------------  -----------  ------------  -----------  -------------
<S>                                                     <C>           <C>         <C>            <C>           <C>         <C>
CLASS A
  Shares sold ....................................   2,339,818   $18,225,155    1,252,548   $13,030,082    15,577,087  $163,663,688
  Shares issued in reorganization - Note D .......   4,164,385    48,873,637       --            --            --            --
  Shares issued to shareholders in reinvestment 
    of distributions .............................     694,275     6,453,478      481,285     4,994,844       667,751     7,067,034
                                                     ---------   -----------    ---------    ----------    ----------   -----------
                                                     7,198,478    73,552,270    1,733,833    18,024,926    16,244,838   170,730,722
  Less shares repurchased ........................  (4,285,570)  (43,261,363)  (2,582,406)  (26,795,066)  (17,309,091) (182,073,253)
                                                     ---------   -----------    ---------    ----------    ----------   -----------
  Net increase (decrease) ........................   2,912,908   $30,290,907     (848,573)  ($8,770,140)  (1,064,253)  ($11,342,531)
                                                     =========   ===========    =========    ==========    =========    ===========
CLASS B
  Shares sold ....................................     861,939    $8,918,797      874,863    $9,083,702    1,334,549    $14,107,925
  Shares issued to shareholders in reinvestment 
    of distributions .............................     208,712     1,924,315      120,687     1,252,034      179,889      1,903,812
                                                     ---------   -----------    ---------    ----------    ----------   -----------
                                                     1,070,651    10,843,112      995,650    10,335,736    1,514,438     16,011,737
  Less shares repurchased ........................  (1,484,859)  (14,992,560)    (882,160)   (9,169,967)  (1,243,410)   (13,151,225)
                                                     ---------   -----------    ---------    ----------    ----------   -----------
  Net increase (decrease) ........................    (414,208)  ($4,149,448)     113,390    $1,165,769      271,028     $2,860,512
                                                     =========   ===========    =========    ==========    =========    ===========

(1)  Effective  August 31, 1996,  the fiscal period end changed from December 31 to August 31.
</TABLE>
The  Statement  of Changes  in Net Assets  shows how the value of the Fund's net
assets has changed since the end of the previous period. The difference reflects
earnings less expenses,  any investment gains and losses,  distributions paid to
shareholders and any increase or decrease in money shareholders  invested in the
Fund. The footnote  illustrates  the number of Fund shares sold,  reinvested and
repurchased during the last three periods,  along with the corresponding  dollar
value.

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       9
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


Financial Highlights
Selected data for each share of beneficial interest outstanding  throughout each
period indicated,  investment  returns,  key ratios and supplemental data are as
follows:
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                                         PERIOD FROM
                                                                         YEAR ENDED DECEMBER 31,        JANUARY 1, 1996  YEAR ENDED
                                                               ----------------------------------------- TO AUGUST 31,    AUGUST 31,
                                                                 1992       1993      1994(1)     1995      1996(9)          1997
                                                               --------   --------   --------   -------- --------------  -----------
<S>                                                               <C>        <C>        <C>        <C>        <C>            <C>
CLASS A
Per Share Operating Performance
  Net Asset Value, Beginning of Period ....................      $10.32     $10.41     $10.85      $9.28     $10.69       $10.36
                                                               --------   --------   --------   --------   --------      --------
  Net Investment Income ...................................        0.66(2)    0.62       0.58       0.57(2)    0.39(2)      0.57(2)
  Net Realized and Unrealized Gain (Loss) on
    Investments and Financial Futures Contracts ...........        0.25       0.76      (1.57)      1.41      (0.33)        0.41
                                                               --------   --------   --------   --------   --------      --------
    Total from Investment Operations ......................        0.91       1.38      (0.99)      1.98       0.06         0.98
                                                               --------   --------   --------   --------   --------      --------
  Less Distributions:
  Dividends from Net Investment Income ....................       (0.67)     (0.62)     (0.58)     (0.57)     (0.39)       (0.57)
  Distributions from Net Realized Gains on
    Investments Sold and Financial Futures Contracts ......       (0.15)     (0.32)      --         --         --           --
                                                               --------   --------   --------   --------   --------      --------
    Total Distributions ...................................       (0.82)     (0.94)     (0.58)     (0.57)     (0.39)       (0.57)
                                                               --------   --------   --------   --------   --------      --------
  Net Asset Value, End of Period ..........................      $10.41     $10.85      $9.28     $10.69     $10.36       $10.77
                                                               ========   ========   ========   ========   ========      ========
  Total Investment Return at Net Asset Value (3) ..........       9.15%     13.60%     (9.31%)    21.88%      0.61%(7)      9.71%
  Total Adjusted Investment Return at Net Asset Value (3,4)       8.90%     13.42%     (9.45%)    21.73%      0.55%(7)      9.64%

Ratios and Supplemental Data
  Net Assets, End of Period (000s omitted) ................    $217,014   $279,692   $241,583   $309,305   $291,072      $291,167
  Ratio of Expenses to Average Net Assets .................       0.58%      0.69%      0.75%      0.75%      0.76%(8,10)   0.75%
  Ratio of Adjusted Expenses to Average Net Assets (5) ....       0.83%      0.87%      0.89%      0.90%      0.84%(8)      0.82%
  Ratio of Net Investment Income to Average Net Assets ....       6.36%      5.69%      5.85%      5.76%      5.57%(8)      5.42%
  Ratio of Adjusted Net Investment Income to Average 
    Net Assets (5) ........................................       6.11%      5.51%      5.71%      5.61%      5.48%(8)      5.35%
  Portfolio Turnover Rate .................................         34%        51%        62%        37%(6)     30%           15%
  Fee Reduction per Share .................................       $0.03(2)   $0.02      $0.01      $0.01(2)   $0.01(2)      $0.01(2)
</TABLE>




The Financial  Highlights  summarizes  the impact of the following  factors on a
single share for each 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.
                                       10
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


Financial Highlights (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                                         PERIOD FROM
                                                                         YEAR ENDED DECEMBER 31,        JANUARY 1, 1996  YEAR ENDED
                                                               ----------------------------------------- TO AUGUST 31,    AUGUST 31,
                                                                 1992       1993      1994(1)     1995      1996(9)          1997
                                                               --------   --------   --------   -------- --------------  -----------
<S>                                                               <C>        <C>        <C>        <C>        <C>            <C>

CLASS B
Per Share Operating Performance
  Net Asset Value, Beginning of Period ....................     $10.32     $10.41     $10.85      $9.28     $10.68        $10.36
                                                               -------    -------    -------    -------    -------       ------- 
  Net Investment Income ...................................       0.58(2)    0.54       0.51       0.50(2)    0.33(2)       0.49(2)
  Net Realized and Unrealized Gain (Loss) on
    Investments and Financial Futures Contracts ...........       0.25       0.76      (1.57)      1.40      (0.31)         0.41
                                                               -------    -------    -------    -------    -------       ------- 
    Total from Investment Operations ......................       0.83       1.30      (1.06)      1.90       0.02          0.90
                                                               -------    -------    -------    -------    -------       ------- 
  Less Distributions:
  Dividends from Net Investment Income ....................      (0.59)     (0.54)     (0.51)     (0.50)     (0.34)        (0.49)
  Distributions from Net Realized Gains on
    Investments Sold and Financial Futures Contracts ......      (0.15)     (0.32)      --         --         --            --
                                                               -------    -------    -------    -------    -------       ------- 
    Total Distributions ...................................      (0.74)     (0.86)     (0.51)     (0.50)     (0.34)        (0.49)
                                                               -------    -------    -------    -------    -------       ------- 
  Net Asset Value, End of Period ..........................     $10.41     $10.85      $9.28     $10.68     $10.36        $10.77
                                                               =======    =======    =======    =======    =======       ======= 
  Total Investment Return at Net Asset Value (3) ..........      8.35%     12.76%     (9.99%)    20.87%      0.20%(7)      8.88%
  Total Adjusted Investment Return at Net Asset Value (3,4)      8.10%     12.58%    (10.13%)    20.72%      0.14%(7)      8.81%

Ratios and Supplemental Data
  Net Assets, End of Period (000s omitted) ................    $26,595    $65,437    $77,365    $84,673    $83,253       $89,493
  Ratio of Expenses to Average Net Assets .................      1.35%      1.44%      1.50%      1.50%      1.52%(8,10)   1.50%
  Ratio of Adjusted Expenses to Average Net Assets (5) ....      1.60%      1.62%      1.64%      1.65%      1.59%(8)      1.57%
  Ratio of Net Investment Income to Average Net Assets ....      5.43%      4.82%      5.10%      4.97%      4.81%(8)      4.66%
  Ratio of Adjusted Net Investment Income to Average 
    Net Assets (5) ........................................      5.18%      4.64%      4.96%      4.82%      4.72%(8)      4.59%
  Portfolio Turnover Rate .................................        34%        51%        62%        37%(6)     30%           15%
  Fee Reduction per Share .................................      $0.03(2    $0.02      $0.01      $0.01(2)   $0.01(2)      $0.01(2)

 (1) On December 22, 1994, John Hancock Advisers, Inc., became the investment adviser of the Fund.
 (2) Based on the average of the shares outstanding at the end of each month.
 (3) Assumes dividend reinvestment and does not reflect the effect of sales charges.
 (4) An estimated total return calculation that does not take into consideration fee reductions by
     the adviser during the periods shown.
 (5) Unreimbursed, without fee reduction.
 (6) Portfolio turnover excludes merger activity.
 (7) Not annualized.
 (8) Annualized.
 (9) Effective  August 31, 1996,  the fiscal period  changed from December 31 to August 31. 
(10) For the period ended  August 31, 1996, the Ratio of Expenses to Average Net Assets for the Fund excludes  
     the effect of expense offsets. If expenses offsets were included, the Ratio of Expenses to Average Net Assets
     would be 0.75% for Class A and 1.50% for Class B.
</TABLE>

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       11
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


Schedule of Investments
August 31, 1997
- --------------------------------------------------------------------------------

The Schedule of Investments  is a complete list of all  securities  owned by the
California  Tax-Free  Income Fund on August 31, 1997. It has one main  category:
tax-exempt  long-term bonds.  The tax-exempt  long-term bonds are broken down by
state. Under each state is a list of the securities owned by the Fund.
<TABLE>
<CAPTION>
                                                                                                  PAR VALUE                 YIELD
                                                               INTEREST    MATURITY     CREDIT      (000s      MARKET        AT
STATE, ISSUER, DESCRIPTION                                       RATE        DATE       RATING*    OMITTED)    VALUE       MARKET +
- --------------------------                                       ----        ----       -------    --------    -----       --------
<S>                                                               <C>         <C>         <C>        <C>         <C>         <C>
TAX-EXEMPT LONG-TERM BONDS
California (93.27%)
  ABAG Finance Auth for Nonprofit Corps,
    Cert of Part Nat'l Ctr for Int'l Schools Proj .............  7.375%    05-01-18       BB+      $4,300    $4,329,326      7.33%
    Cert of Part Peninsula Family YMCA Ser A ..................  6.800     10-01-11       Baa1      1,000     1,054,280      6.45
  Alameda, County of,
    Cert of Part 1992 Cap Proj ................................  6.750     06-01-16       A           500       548,725      6.15
  Anaheim Public Financing Auth,
    Sub Lease Rev 1997 Ser C Anaheim Pub Imp Proj .............  6.000     09-01-16       AAA       1,000     1,089,500      5.51
    Sub Lease Rev 1997 Cap Apprec Ser C Anaheim Pub Imp Proj ..   Zero     09-01-18       AAA       3,000       932,670      5.64
  Anaheim, City of,
    Ref Cert of Part Reg RITES Convention Center ..............  8.220#    07-16-23       AAA       2,000     2,245,000      7.90
  Arcadia, County of,
    Hosp Rev Methodist Hosp of Southern California ............  6.625     11-15-22       A         1,205     1,303,701      6.12
  Avalon Community Improvement Agency,
    Tax Alloc Community Imp Proj Ser B ........................  6.400     08-01-22       A-        1,895     1,989,769      6.10
  Bakersfield Central District Development Agency,
    Tax Alloc Ref Downtown Bakersfield Redevel Proj ...........  6.625     04-01-15       BBB+      4,000     4,495,040      5.90
  Bakersfield Memorial Hospital,
    Hosp Rev Ser A ............................................  6.500     01-01-22       A-        2,000     2,085,000      6.24
  Beaumont Unified School District,
    Cert of Part Cap Imp Proj .................................  7.700     01-01-21       BBB+      1,000     1,122,970      6.86
  Beverly Hills Public Financing Auth,
    Lease Rev INFLOS ..........................................  7.470#    06-01-15       AAA       2,500     2,521,875      7.41
  Brentwood Redevelopment Agency,
    Tax Alloc Brentwood Redevel Proj Ser A ....................  7.700     11-01-08       BBB         135       142,534      7.29
  Burbank Redevelopment Agency,
    Tax Alloc Golden State Redevel Proj Ser A .................  6.000     12-01-23       A-        2,750     2,807,062      5.88
  California Educational Facilities Auth,
    Rev 1993 Ser B Pooled College & Univ Proj .................  6.125     06-01-09       Baa3      1,000     1,043,410      5.87
    Rev Ref Ser A Univ of Southern California .................  5.700     10-01-15       AA        1,000     1,034,590      5.51
  California Health Facilities Financing Auth,
    Hosp Rev 1991 Ser A San Diego Hosp Assoc ..................  6.950     10-01-21       A           250       271,027      6.41
    Ins Hosp Rev Ser 1990 Children's Hosp San Diego ...........  6.500     07-01-20       AAA         500       540,730      6.01
    Ins Rev Ref Ser A Catholic Healthcare West Obligated Group   5.750     07-01-15       AAA       2,000     2,055,800      5.59
    Ins Rev Ser A San Diego Christian Foundation ..............  6.250     07-01-12       A+        1,135     1,205,529      5.88
    Ins Rev Ser B Hlth Facil Small Facil ......................  7.500     04-01-22       A+        2,000     2,327,480      6.44
    Rev 1990 Ser A Kaiser Permanente ..........................  7.000     12-01-10       AA          600       658,734      6.38

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       12
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


                                                                                                  PAR VALUE                 YIELD
                                                               INTEREST    MATURITY     CREDIT      (000s      MARKET        AT
STATE, ISSUER, DESCRIPTION                                       RATE        DATE       RATING*    OMITTED)    VALUE       MARKET +
- --------------------------                                       ----        ----       -------    --------    -----       --------
California (continued)
    Rev Ser 1994A Scripps Research Institute .................   6.300%    07-01-09       A2         $500      $540,715      5.83%
    Sec Rev 1991 Ser Hosp of the Good Samaritan ..............   7.000     09-01-21       BBB+      2,250     2,393,527      6.58
  California Housing Finance Agency,
    Home Mtg Rev 1988 Ser B ..................................   8.600     08-01-19       AA-          40        41,468      8.30
    Home Mtg Rev 1988 Ser D ..................................   8.000     08-01-19       AA-          70        73,002      7.67
    Home Mtg Rev 1989 Ser A ..................................   7.625     08-01-09       AA-          30        30,828      7.42
    Home Mtg Rev 1989 Ser B ..................................   8.000     08-01-29       AA-          65        67,939      7.65
    Home Mtg Rev 1989 Ser D ..................................   7.500     08-01-29       AA-         110       114,665      7.19
    Home Mtg Rev 1990 Ser D ..................................    Zero     08-01-20       AA-       8,500     1,477,385      6.65
    Home Mtg Rev 1991 Ser A ..................................   7.375     08-01-17       AA-         380       400,634      7.00
    Home Mtg Rev 1991 Ser C ..................................   7.450     08-01-11       AA-          15        15,373      7.27
    Home Mtg Rev 1994 Ser C ..................................   6.650     08-01-14       AA-       1,000     1,049,270      6.34
    Home Mtg Rev 1994 Ser G ..................................   7.250     08-01-17       AA-       3,500     3,766,350      6.74
    Hsg Rev 1991 Ser E .......................................   7.000     08-01-26       AAA         525       552,321      6.65
  California Pollution Control Financing Auth,      
    Poll Control Rev 1991 Ser Southern Calif Edison Co .......   6.900     12-01-17       A+          500       540,920      6.38
    Poll Control Rev 1992 Ser A Pacific Gas & Elec Co ........   6.625     06-01-09       A+          500       541,715      6.11
    Poll Control Rev 1997 Ser A Ref Laidlaw Environmental Proj   6.700     07-01-07       BBB-      2,000     2,036,940      6.58
    Solid Waste Disposal Rev Keller Canyon Landfill Co Proj ..   6.875     11-01-27       A         2,000     2,201,780      6.24
  California Rural Home Mortgage Finance Auth,
    Single Family Mtg Rev Ser A Mtg Backed Sec's Prog ........   7.550     11-01-26       AAA         800       907,400      6.66
    Single Family Mtg Rev Ser A Step Coupon Mtg Backed 
      Sec's Prog .............................................   6.450     05-01-27       AAA         805       914,102      5.68
  California State Department of Water Resources,
    Wtr Sys Rev Ser T Central Valley Proj** ..................   5.000     12-01-11       AA        2,500     2,423,050      5.16
  California State Public Works Board,
    Lease Rev 1992 Ser A The Trustees of the Calif State
      Univ Various Univ Projs ................................   6.700     10-01-17       A         1,500     1,691,475      5.94
    Lease Rev 1994 Ser A Dept of Corrections
      Calif State Prison Monterey County (Soledad II) ........   6.875     11-01-14       A           500       582,350      5.90
    Lease Rev 1996 Ser A Dept of Corrections .................   5.500     01-01-15       AAA       5,145     5,197,119      5.44
    Lease Rev Ref 1993 Ser A Dept of Corrections
      Various State Prisons ..................................   5.000     12-01-19       AAA       7,970     7,618,921      5.23
    Lease Rev Ref Ser A Various Univ Proj ....................   5.500     06-01-21       A         1,250     1,228,737      5.60
    Lease Rev Ser A Dept of Corrections ......................   5.250     01-01-21       AAA       4,500     4,352,760      5.43
    Lease Rev Ser A Various Community College Proj ...........   5.625     12-01-18       A         3,700     3,703,256      5.62
  California Statewide Communities Development Auth,
    Lease Rev Ser A Spl Facs-United Airlines .................   5.700     10-01-33       BB+       1,500     1,455,510      5.87
    Ins Cert of Part United Western Medical Centers ..........   6.750     12-01-21       A+        7,500     8,366,400      6.05
    Ins Rev Cert of Part Hlth Facil AIDS Proj Los Angeles ....   6.200     08-01-12       A+        1,250     1,311,463      5.91
    Ins Rev Cert of Part Hlth Facil AIDS Proj Los Angeles ....   6.250     08-01-22       A+        2,590     2,715,615      5.96
    Ins Rev Cert of Part Hlth Facil Eskaton Properties .......   6.700     05-01-11       A+        1,250     1,343,200      6.24
    Ins Rev Cert of Part Statewide Univ Northridge Proj ......   6.000     04-01-26       AAA       1,620     1,695,119      5.73
    Ins Rev Ref Cert of Part Triad Healthcare Hosp ...........   6.500     08-01-22       A+       13,000    13,810,160      6.12
  Campbell, City of,
    1991 Cert of Part Civic Center Proj ......................   6.750     10-01-17       AAA         155       172,689      6.06
    1991 Cert of Part Civic Center Proj ......................   6.750     10-01-17       A-        1,565     1,681,593      6.28

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       13
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


                                                                                                  PAR VALUE                 YIELD
                                                               INTEREST    MATURITY     CREDIT      (000s      MARKET        AT
STATE, ISSUER, DESCRIPTION                                       RATE        DATE       RATING*    OMITTED)    VALUE       MARKET +
- --------------------------                                       ----        ----       -------    --------    -----       --------
California (continued)
  Capistrano Unified School District,
    Spec Tax of Community Facil Dist 87-1 ....................   7.500%    09-01-07       Aaa      $3,500    $3,802,750      6.90%
    Spec Tax of Community Facil Dist 87-1 ....................   8.375     10-01-20       Aaa       3,000     3,422,160      7.34
    Spec Tax of Community Facil Dist 92-1 ....................   7.000     09-01-18       BBB-      1,500     1,577,715      6.66
    Spec Tax of Community Facil Dist 92-1 ....................   7.100     09-01-21       BBB-      2,250     2,405,903      6.64
  Carson Redevelopment Agency,
    Tax Alloc Ser 1992 Area No 1 Redevel Proj ................   6.375     10-01-12       BBB+        500       520,605      6.12
  Castaic Lake Water Agency,
    Cert of Part Ser 1990 Wtr Sys Imp Proj ...................   7.350     08-01-20       AAA         200       221,390      6.64
  Center Unified School District,
    GO Cap Apprec Ser C ......................................    Zero     09-01-16       AAA       2,145       748,090      5.62
  Central Coast Water Auth,
    Rev State Wtr Proj Regional Facil Ser 1992 ...............   6.600     10-01-22       AAA       3,700     4,155,544      5.88
  Central Valley Financing Auth,
    Cogeneration Proj Rev Carson Ice-Gen Proj Ser 1993 .......   6.100     07-01-13       BBB-      3,300     3,424,410      5.88
    Cogeneration Proj Rev Carson Ice-Gen Proj Ser 1993 .......   6.200     07-01-20       BBB-      1,000     1,037,560      5.98
  Clearlake Redevelopment Agency,
    Tax Alloc Highlands Park Community Devel Proj ............   6.400     10-01-23       BBB         500       513,925      6.23
  Costa Mesa Public Financing Auth,
    1991 Local Agency Rev Ser A ..............................   7.100     08-01-21       BBB         220       228,285      6.84
  Covina Hospital,
    Rev Cert of Part Intercommunity Hlth Serv Inc ............   7.000     03-01-17       BBB+        925       942,048      6.87
  Cucamonga School District,
    Cert of Part .............................................   7.600     12-01-15       Baa       1,000     1,097,850      6.92
  Davis Redevelopment Agency,
    Tax Alloc Ref Davis Redevel Proj .........................   7.000     09-01-24       AAA       5,115     5,787,367      6.19
  Del Mar Race Track Auth,
    Rev Ref Ser 1996 .........................................   6.000     08-15-06       BBB       2,240     2,361,587      5.69
    Rev Ref Ser 1996 .........................................   6.200     08-15-11       BBB       1,865     1,969,776      5.87
  Delano, City of,
    Cert of Part .............................................   7.000     04-01-10       BBB+      2,000     2,100,660      6.66
  Desert Hospital District,
    Hosp Rev Cert of Part Ser 1990 Desert Hosp Corp Proj .....   8.000     07-01-10       AAA         300       336,549      7.13
  Duarte, City of,
    Cert of Part City of Hope National Medical Center Proj ...   6.250     04-01-23       Baa1     15,960    16,399,698      6.08
  Elk Grove Unified School District,
    Spec Tax of Community Facil Dist 1 .......................   7.125     12-01-24       AAA       1,000     1,167,540      6.10
  Encinitas Public Finance Auth,
    Cert of Part Ser A Civic Center Proj .....................   6.750     12-01-11       A-        1,300     1,400,945      6.26
  Fairfield Public Financing Auth,
    1995 Rev Ser A Pennsylvania Ave Storm Drainage Proj ......   6.500     08-01-21       A-        1,085     1,141,626      6.18
  Fontana Public Financing Auth,
    Tax Alloc Rev 1990 Ser A North Fontana Redevel Proj ......   7.250     09-01-20       BB+         325       343,025      6.87
    Tax Alloc Rev Sub Lien 1991 Ser A North Fontana 
      Redevel Proj ...........................................   7.750     12-01-20       AA          195       224,638      6.73
  Foothill-Eastern Transportation Corridor Agency,
    Toll Rd Rev Fixed Rate Current Int Ser 1995A .............   6.500     01-01-32       BBB-      1,665     1,775,156      6.10
    Toll Rd Rev Fixed Rate Current Int Ser 1995A .............   6.000     01-01-34       BBB-     14,775    15,091,185      5.87

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       14
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


                                                                                                  PAR VALUE                 YIELD
                                                               INTEREST    MATURITY     CREDIT      (000s      MARKET        AT
STATE, ISSUER, DESCRIPTION                                       RATE        DATE       RATING*    OMITTED)    VALUE       MARKET +
- --------------------------                                       ----        ----       -------    --------    -----       --------
California (continued)
  Fresno Joint Powers Financing Auth,
    Rev Ser A ................................................   6.550%    09-02-12       BBB      $2,000    $2,131,520      6.15%
  Fresno, City of,
    Hlth Facil Rev Ser 1991 Saint Agnes Medical Center .......   6.625     06-01-21       AA          250       270,935      6.11
  Industry Urban-Development Agency,
    Tax Alloc Ref Trans Dist Proj 3 ..........................   6.900     11-01-16       A-        1,020     1,102,171      6.39
  Inglewood, City of,
    Cert of Part Civic Center Imp Proj .......................   7.000     08-01-19       BBB-      1,000     1,073,520      6.52
  Irvine, City of,
    Imp Board Act of 1915 Assessment Dist 95-12 Ser B ........   6.550     09-02-21       BB+       1,000     1,025,950      6.38
  Irwindale Community Redevelopment Agency,
    Sub Lien Tax Alloc Industrial Devel Proj .................   7.050     12-01-26       BBB       2,750     2,981,963      6.50
  Lincoln Redevelopment Agency,
    Tax Alloc Lincoln Redevel Proj ...........................   7.650     08-01-17       BBB+        805       916,855      6.72
  Los Alamitos Unified School District,
    Spec Tax of Community Facil Dist 90-1 ....................   7.150     08-15-21       Baa1      6,005     6,737,610      6.37
  Los Angeles Community Redevelopment Financing Auth,
    Rev MultiFamily Ser A Grand Central Square ...............   5.850     12-01-26       BB        2,000     1,865,080      6.27
  Los Angeles County Health Facilities Auth,
    Lease Rev Ref Olive View Medical Center Proj .............   7.500     03-01-08       AA          450       466,992      7.23
  Los Angeles Department of Airports,
    Airport Rev AMT Ser A Ontario International Airport Proj .   6.000     05-15-26       AAA       2,000     2,057,600      5.83
  Los Angeles Department of Water and Power,
    Elec Plant Rev Ref 2nd Iss of 1993 .......................   5.400     11-15-12       A+        1,000     1,007,960      5.36
  Los Angeles Public Works Financing Auth,
    Rev Regional Park & Open Space Dist A ....................   6.000     10-01-15       AA        3,750     3,953,775      5.69
  Los Angeles, County of,
    Cert of Part Disney Pkg Proj .............................   6.500     03-01-23       BBB       2,000     2,071,920      6.27
    Cert of Part Reg Linked SAVRS & RIBS-Ref PJ ..............   6.708#    06-01-15       BBB       1,200     1,257,120      6.40
    Rev Ser B AMT Harbor Dept ................................   6.000     08-01-15       AA        2,000     2,115,340      5.67
  Metropolitan Water District,
    Wtr Rev Iss of 1991 ......................................   6.625     07-01-12       AA          750       827,723      6.00
    Wtr Rev Iss of 1992 ......................................   5.000     07-01-20       AA        7,500     7,024,350      5.34
  Mountain View Capital Improvements Financing Auth,
    1992 Rev City Hall/Community Theatre Complex & Shoreline
      Regional Park Comm Tax Alloc Refin .....................   6.500     08-01-16       AAA         600       651,630      5.98
  Newport-Mesa Unified School District,
    Community Facil Dist 90-1 Spec Tax Ser 1996 ..............   6.750     09-01-21       BBB-      3,000     3,091,350      6.55
  Northern California Transmission Agency,
    Rev 1990 Ser A Calif-Oregon Transm Proj ..................   7.000     05-01-13       AAA         100       120,325      5.82
    Rev 1992 Ser A Calif-Oregon Transm Proj ..................   6.500     05-01-16       AAA       1,000     1,090,740      5.96
  Oakland, Port of,
    Spec Facil Rev 1992 Ser A Mitsui O.S.K. Lines Ltd Proj ...   6.800     01-01-19       A           500       538,470      6.31
  Oceanside, City of,
    Ref Cert of Part Ser A ...................................   6.375     04-01-12       A         3,000     3,210,900      5.96
  Orange Cove Irrigation District,
    Cert of Part Rehab Proj ..................................   7.250     02-01-12       BBB       2,000     2,225,340      6.52

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       15
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


                                                                                                  PAR VALUE                 YIELD
                                                               INTEREST    MATURITY     CREDIT      (000s      MARKET        AT
STATE, ISSUER, DESCRIPTION                                       RATE        DATE       RATING*    OMITTED)    VALUE       MARKET +
- --------------------------                                       ----        ----       -------    --------    -----       --------
California (continued)
    Cert of Part Rehab Proj ..................................   7.000%    02-01-15       BBB      $2,500    $2,761,950      6.34%
  Orange County Development Agency,
    Tax Alloc Santa Ana Heights Proj .........................   6.125     09-01-23       BBB       5,000     5,135,050      5.96
  Orange, County of,
    1996 Ser A Recovery Cert of Part .........................   5.800     07-01-16       AAA       2,000     2,053,260      5.65
    Cert of Part Civic Center Exp Proj .......................   6.700     08-01-18       AAA       1,000     1,108,790      6.04
    Ser A of 1990 Spec Tax of Community Facil Dist 87-3 
      Mission Viego ..........................................   7.800     08-15-15       AA          350       391,129      6.98
    Ser A of 1992 Spec Tax of Community Facil Dist 88-1 
      Aliso Viego ............................................   7.350     08-15-18       AAA       1,000     1,154,050      6.37
  Pasadena, City of,
    1993 Ref Cert of Part Old Pasadena Parking Facil Proj ....   6.250     01-01-18       A+        1,205     1,324,090      5.69
  Pittsburg Redevelopment Agency,
    Spec Tax of Community Facil Dist 90-1 California Ave .....   7.400     08-15-20       BBB       3,040     3,438,331      6.54
  Rancho Mirage, City of, Joint Powers Financing Auth,
    Cert of Part Eisenhower Memorial Hosp ....................   7.000     03-01-22       A2        4,500     5,069,115      6.21
    Civic Center Rev Ref Ser 1991A ...........................   7.500     04-01-17       BBB         195       219,428      6.67
    Civic Center Rev Ref Ser 1991A ...........................   7.500     04-01-17       BBB          55        59,910      6.89
  Redondo Beach Public Financing Auth,
    Rev South Bay Center Redevel Proj ........................   7.000     07-01-16       BBB+        950     1,031,748      6.45
  Richmond, County of,
    Imp Bd Act of 1915 Ref Reassessment District No 855 ......   6.600     09-02-19       BBB-      3,000     3,097,860       6.39
  Richmond Joint Powers Financing Auth,
    Rev Ser A ................................................   7.700     10-01-10       BBB-      1,645     1,837,991       6.89
  Riverside County Asset Leasing Corp,
    Leasehold Rev 1993 Ser A Riverside County Hosp Proj ......   6.500     06-01-12       A         1,000     1,123,860       5.78
  Sacramento Power Auth,
    Cogeneration Proj Rev Light & Pwr Imp ....................   6.000     07-01-22       BBB-     12,000    12,345,720      5.83
  Sacramento Unified School District,
    Spec Tax of Community Facil Dist 1 Ser B .................   7.300     09-01-13       Baa         760       877,101      6.33
  Saddleback Valley Unified School District,
    Spec Tax of Community Facil Dist 89-3 Ser A ..............   7.750     09-01-16       BBB       3,200     3,485,568      7.12
  San Bernardino, County of,
    Cert of Part Ser 1994 Medical Center Fin Proj ............   5.500     08-01-17       A-        3,750     3,731,850      5.53
    Cert of Part Ser 1994 Medical Center Fin Proj ............   5.500     08-01-17       AAA       5,000     5,066,450      5.43
    Cert of Part Ser A Medical Center Fin Proj ...............   5.500     08-01-15       AAA       5,875     5,932,869      5.45
    Cert of Part Ser B Cap Facil Proj ........................   6.875     08-01-24       AAA         350       426,125      5.65
  San Diego County Regional Transportation Commission,
    Sales Tax Rev 1991 Ser A .................................   7.000     04-01-06       AA-          90       100,765      6.25
  San Diego County Water Auth,
    Rev Cert of Part Reg RITES ...............................   7.342#    04-23-08       AAA       1,000     1,127,500      7.84
    Rev Cert of Part Reg RITES ...............................   7.342#    04-22-09       AAA         400       449,500      6.44
  San Diego, County of,
    Cert of Part Inmate Reception Center & Cooling ...........   6.750     08-01-19       AAA       3,000     3,459,090      5.85
  San Francisco State Building Auth,
    Lease Rev Ref 1993 Ser A Dept of Gen Serv ................   5.000     10-01-13       A         2,145     2,082,602      5.15
  San Francisco, City and County of,
    Resid Facil Ser A Coventry Park Proj .....................   8.500     12-01-26       BB        2,000     2,069,040      8.22

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       16
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


                                                                                                  PAR VALUE                 YIELD
                                                               INTEREST    MATURITY     CREDIT      (000s      MARKET        AT
STATE, ISSUER, DESCRIPTION                                       RATE        DATE       RATING*    OMITTED)    VALUE       MARKET +
- --------------------------                                       ----        ----       -------    --------    -----       --------
California (continued)
  San Joaquin Hills Transportation Corridor Agency,
    Toll Rd Rev Jr Lien Cap Apprec ...........................    Zero%    01-01-03       BBB-     $5,000    $3,650,450      5.98%
    Toll Rd Rev Sr Lien Cap Apprec ...........................    Zero     01-01-14       BBB       5,000     1,936,700      5.89
    Toll Rd Rev Sr Lien Cap Apprec ...........................    Zero     01-01-22       BBB       6,500     1,541,800      6.00
  San Jose Financing Auth,
    Reassessment Rev 1994 Ser C ..............................   6.750     09-02-11       BBB+        810       828,306      6.60
  San Mateo County Joint Powers Financing Auth,
    Lease Rev Ref Cap Proj Prog ..............................   5.000     07-01-21       AAA       1,815     1,732,218      5.24
  Santa Ana Financing Auth,
    Lease Rev Ser A Police Admin & Holding Facil .............   6.250     07-01-19       AAA       1,790     1,993,434      5.61
    Lease Rev Ser A Police Admin & Holding Facil .............   6.250     07-01-24       AAA      10,000    11,258,000      5.55
  Santa Barbara, County of,
    1990 Cert of Part ........................................   7.500     02-01-11       AAA         250       272,010      6.89
    1991 Cert of Part ........................................   6.400     02-01-11       A+          250       264,850      6.04
  Santa Clarita Community Facilities,
    Spec Tax of Community Facil Dist 92-1 Ser A ..............   7.450     11-15-10       BBB       3,600     3,873,024      6.92
  Santa Rosa, City of,
    Wastewater Rev 1992 Ser A Subregional Wastewater Proj ....   6.500     09-01-22       AAA         500       556,560      5.84
  Saugus Unified School District,
    Cert of Part .............................................   7.500     08-01-09       BBB+        700       745,850      7.04
  Southern California Home Financing Auth,
    Single Family Mtg Rev GNMA & FNMA Mtg Backed Ser A .......   6.750     09-01-22       AAA         835       873,802      6.45
    Single Family Mtg Rev GNMA & FNMA Mtg Backed Ser B .......   7.750     03-01-24       AAA          45        47,622      7.32
  Southern California Public Power Auth,
    Rev Ref Southern Transmission Proj .......................    Zero     07-01-13       AAA       4,400     1,892,044      5.40
  Stanislaus Waste to Energy Financing Agency,
    Solid Waste Rev Ref Ogden Martin Sys Inc Proj ............   7.625     01-01-10       BBB+        940     1,008,065      7.11
  Suisun Redevelopment Agency,
    Tax Alloc Suisun City Redevel Agency .....................   7.250     10-01-20       AAA         415       449,897      6.69
  Torrance Redevelopment Agency,
    Tax Alloc Ref Ser 1992 Downtown Redevel Proj .............   7.125     09-01-21       BBB         500       540,465      6.59
  Turlock Irrigation District,
    Cert of Part .............................................   7.300     01-01-11       AAA       4,165     4,296,364      7.08
  University of California, The Regents of,
    1993 Ref Cert of Part UCLA Central Chiller/Cogeneration 
      Facil ..................................................   5.400     11-01-11       Aa3       1,000       998,940      5.41
  Upland Housing Auth,
    Rev Iss A ................................................   7.500     07-01-03       BBB         190       197,492      7.22
    Rev Iss A ................................................   7.850     07-01-20       BBB       1,280     1,325,094      7.58
  Vallejo Sanitation and Flood Control District,
    Cert of Part .............................................   5.000     07-01-19       AAA       2,500     2,381,700      5.25
  Victor Valley Unified High School District,
    Cert of Part .............................................   7.875     11-01-12       AA        1,255     1,413,331      6.99
  West Covina Redevelopment Agency,
    Ref Community Facil Dist Spec Tax Fashion Plaza Proj .....   6.000     09-01-22       A         3,000     3,194,010      5.64
                                                                                                            -----------
                                                                                                            355,068,399
                                                                                                            -----------

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       17
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


                                                                                                  PAR VALUE                 YIELD
                                                               INTEREST    MATURITY     CREDIT      (000s      MARKET        AT
STATE, ISSUER, DESCRIPTION                                       RATE        DATE       RATING*    OMITTED)    VALUE       MARKET +
- --------------------------                                       ----        ----       -------    --------    -----       --------
Puerto Rico (5.67%)
  Puerto Rico Aqueduct and Sewer Auth,
    Ref Pars & Inflos Ser 1995 Gtd by the Commonwealth
      of Puerto Rico .........................................   8.096%#   07-01-11       AAA      $7,500     $8,990,625     6.86%
  Puerto Rico Highway and Transportation Auth,
    Highway Rev Ref 1996 Ser Z ...............................   6.250     07-01-14       AAA       3,250     3,656,900      5.55
  Puerto Rico Ports Auth,
    Spec Facil Rev 1996 Ser A American Airlines Inc Proj .....   6.250     06-01-26       BBB-      2,000     2,120,360      5.90
  Puerto Rico, Commonwealth of,
    GO Pub Imp Ser 1996 ......................................   6.500     07-01-15       A         6,000     6,801,180      5.73
                                                                                                           ------------
                                                                                                             21,569,065
                                                                                                           ------------
                                                              TOTAL TAX-EXEMPT LONG TERM BONDS
                                                                           (Cost $348,318,365)    (98.94%) $376,637,464
                                                                                                   ======  ============
</TABLE>
*  Credit Ratings are unaudited and rated by Standard & Poor's where  available,
   or Moody's Investors  Services,  Fitch or John Hancock  Advisers,  Inc. where
   Standard & Poor's ratings are not available.

** This security  having an aggregate value of $2,423,050 or 0.64% of the Fund's
   net asset value,  has been purchased as a forward  commitment -- that is, the
   Fund has agreed on trade date,  to take delivery of and make payment for such
   security on a delayed basis  subsequent to this schedule.  The purchase price
   and interest rate of such security is fixed at trade date,  although the Fund
   does not earn any interest on such security until  settlement  date. The Fund
   has instructed its Custodian Bank to segregate assets with a current value at
   least equal to the amount of the forward commitment.  Accordingly, the market
   value of $2,761,950 of Orange Cove  Irrigation  District,  Cert of Part Rehab
   Proj, 7.00%, 02-01-15, has been segregated to cover the forward commitment.

+  The yield is not calculated in accordance with guidelines  established by the
   U.S. Securities Exchange Commission and is unaudited.  Zero coupon yields are
   at yield to maturity.

#  Represents the rate in effect on August 31, 1997.

The percentages  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.
                                       18
<PAGE>

================================================================================
                              FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


Portfolio Concentration
- --------------------------------------------------------------------------------

The California  Tax-Free Income Fund invests  primarily in securities  issued by
the state of California and its various political subdivisions.  The performance
of the Fund is closely tied to economic  conditions  within  California  and the
financial  condition  of the  state and its  agencies  and  municipalities.  The
concentration  of  investments  by states  and  credit  ratings  for  individual
securities  held by the  Fund are  shown  in the  schedule  of  investments.  In
addition,  the  concentration of investments can be aggregated by various sector
categories. 

The table below shows the  percentages  of the Fund's  investments at August 31,
1997 assigned to the various sector categories.

                                                                 MARKET VALUE
                                                                AS A PERCENTAGE
                                                                 OF THE FUND'S
SECTOR DISTRIBUTION                                               NET ASSETS:
- -------------------                                               -----------
General Obligation ...........................................       1.79%
Revenue Bonds - Certificate of Participation .................      12.31
Revenue Bonds - Education ....................................      10.61
Revenue Bonds - Electric Power ...............................       5.36
Revenue Bonds - Health .......................................      21.91
Revenue Bonds - Housing ......................................       4.15
Revenue Bonds - Industrial Development Bond ..................       0.70
Revenue Bonds - Other ........................................      21.96
Revenue Bonds - Pollution Control Facilities .................       1.66
Revenue Bonds - Transportation ...............................       7.98
Revenue Bonds - Water & Sewer ................................      10.51
                                                                    -----
                              TOTAL TAX-EXEMPT LONG-TERM BONDS      98.94%
                                                                    =====

















                       SEE NOTES TO FINANCIAL STATEMENTS.
                                       19
<PAGE>
================================================================================
                         NOTES TO FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund

NOTE A --
ACCOUNTING POLICIES
John  Hancock  California  Tax-Free  Income Fund (the  "Fund") is a  diversified
open-end  management  investment company registered under the Investment Company
Act of 1940. The investment  objective of the Fund is to provide as high a level
of current income exempt from both federal income taxes and California  personal
income taxes as is consistent with  preservation  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  and the  Internal  Revenue  Service.
Shareholders  of a class which bears  distribution  and service  expenses  under
terms of a  distribution  plan  have  exclusive  voting  rights  regarding  that
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.  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.

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
investment,  to its shareholders.  Therefore, no federal income tax provision is
required.  For federal  income tax purposes,  the Fund has $7,866,496 of capital
loss carryforwards  available, to the extent provided by regulations,  to offset
future net realized capital gains. To the extent such  carryforwards are used by
the Fund, no capital gains  distribution will be made. The carryforwards  expire
as follows: August 31, 2001 -- $35,453,  August 31, 2002 --$277,226,  August 31,
2003 -- $5,169,717, August 31, 2004 -- $2,378,578 and August 31, 2005 -- $5,522.
Effective  August 31, 1996, the tax year of the Fund changed from December 31 to
August 31.  Additionally,  net  capital  losses of  $2,809,532  attributable  to
security  transactions incurred after October 31, 1996 are treated as arising on
the first day (September 1, 1997) of the Fund's next taxable year.

DIVIDENDS,  DISTRIBUTIONS AND INTEREST Interest income on investment  securities
is recorded on the accrual basis.

   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 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 the  effect  of  expenses  that  may be  applied
differently to each class.

PREMIUM AND DISCOUNT For tax-exempt  issues,  the Fund amortizes the amount paid
in excess of par value on securities  purchased from either the date of purchase
or date of issue to date of sale,  maturity or to next call date, if applicable.
The Fund accretes original issue discount from par value on securities purchased
from  either  the date of issue  or the  date of  purchase  over the life of the
security, as required by the Inter-

                                       20

<PAGE>

================================================================================
                         NOTES TO FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


nal Revenue Code.  The Fund records  market  discount on bonds  purchased  after
April 30, 1993 at time of disposition.

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

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 relative
size of the funds.

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. Actual results could differ from these estimates.

BANK  BORROWINGS The Fund is permitted to have bank  borrowings for temporary or
emergency purposes,  including the meeting of redemption requests that otherwise
might require the untimely  disposition of securities.  These agreements  enable
the Fund to participate  with other Funds managed by the Adviser in an unsecured
line  of  credit  with a bank  which  permits  borrowings  up to  $400  million,
collectively.  Interest is charged to each Fund,  based on its  borrowing,  at a
rate equal to 0.50% over the Fed Funds Rate. In addition, a commitment fee, at a
rate of 0.075% per annum based on the average  daily unused  portion of the line
of credit, is allocated among the participating Funds. The Fund had no borrowing
activity for the year ended August 31, 1997.

FINANCIAL  FUTURES  CONTRACTS  The  Fund  may buy  and  sell  financial  futures
contracts to hedge  against the effects of  fluctuations  in interest  rates and
other market conditions. Buying futures tends to increase the Fund's exposure to
the underlying instrument. Selling futures tends to decrease the Fund's exposure
to the underlying  instrument or hedge other Fund  instruments.  At the time the
Fund enters into a financial  futures  contract,  it will be required to deposit
with its  custodian a specified  amount of cash or U.S.  government  securities,
known as "initial  margin",  equal to a certain  percentage  of the value of the
financial  futures  contract  being  traded.  Each day, the futures  contract is
valued  at the  official  settlement  price  on  the  board  of  trade  or  U.S.
commodities  exchange  on  which  it  trades.   Subsequent  payments,  known  as
"variation  margin",  to and from the  broker  are made on a daily  basis as the
market price of the  financial  futures  contract  fluctuates.  Daily  variation
margin adjustments,  arising from this "mark to market", will be recorded by the
Fund as unrealized gains or losses.

   When the contracts are closed,  the Fund recognizes a gain or loss.  Risks of
entering into futures  contracts  include the  possibility  that there may be an
illiquid  market  and/or  that a change  in the value of the  contracts  may not
correlate with changes in the value of the underlying  securities.  In addition,
the Fund could be prevented  from  opening or realizing  the benefits of closing
out  futures  positions  because  of  position  limits or limits on daily  price
fluctuation imposed by an exchange.

   For Federal  income tax  purposes,  the amount,  character  and timing of the
Funds gains and/or losses can be affected as a result of futures contracts.

   At August 31, 1997,  open  positions in financial  futures  contracts were as
follows:

                                                                  UNREALIZED
EXPIRATION          OPEN CONTRACTS                POSITION       APPRECIATION
- ----------          --------------                --------       ------------
DEC 97              40 U.S. TREASURY BONDS        LONG              $2,500
                                                                    ======

   At August 31, 1997,  the Fund has deposited  $5,115,000  par value of City of
Davis  Redevelopment  Agency,  7.00%,  09-01-24 bonds in a segregated account to
cover margin requirements on open financial futures contracts.

OPTIONS  Listed  options  will be valued at the last  quoted  sales price on the
exchange  on  which  they  are   primarily   traded.   Purchased   put  or  call
over-the-counter  options  will be valued  at the  average  of the "bid"  prices
obtained  from two  independent  brokers.  Written put or call  over-the-counter
options will be valued at the average of the "asked"  prices  obtained  from two
independent  brokers.  Upon the writing of a call or put option, an amount equal
to the premium  received by the Fund will be included in the Statement of Assets
and Liabilities as an asset and cor-

                                       21

<PAGE>

================================================================================
                         NOTES TO FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


responding  liability.   The  amount  of  the  liability  will  be  subsequently
marked-to-market to reflect the current market value of the written option.

   The Fund may use option contracts to manage its exposure to the stock market.
Writing puts and buying  calls will tend to increase the Fund's  exposure to the
underlying  instrument  and buying puts and writing  calls will tend to decrease
the  Fund's  exposure  to  the  underlying  instrument,   or  hedge  other  Fund
investments.

   The maximum exposure to loss for any purchased options will be limited to the
premium  initially  paid  for the  option.  In all  other  cases,  the  face (or
"notional")  amount of each contract at value will reflect the maximum  exposure
of the Fund in these  contracts,  but the actual exposure will be limited to the
change in value of the contract over the period the contract remains open.

   Risks may also arise if  counterparties  do not perform under the  contract's
terms  ("credit  risk"),  or if the Fund is unable to offset a  contract  with a
counterparty on a timely basis ("liquidity risk").  Exchange-traded options have
minimal credit risk as the exchanges act as  counterparties to each transaction,
and only present liquidity risk in highly unusual market conditions. To minimize
credit and liquidity risks in over-the-counter  option contracts,  the Fund will
continuously monitor the creditworthiness of all its counterparties.

   At any particular time, except for purchased  options,  market or credit risk
may  involve  amounts  in excess of those  reflected  in the  Fund's  period-end
Statement of Assets and Liabilities.

   There were no written option transactions for the year ended August 31, 1997.

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 at
an annual rate of 0.55% of the Fund's average daily net asset value.

   The  Adviser  has agreed to limit the Fund  operating  expenses  to 0.75% and
1.50%  of  the  average  net  assets  attributable  to  Class  A  and  Class  B,
respectively.  Accordingly,  the  reduction  in the  Adviser's  fee  amounted to
$275,247 for the year ended August 31, 1997. The limitation may be  discontinued
at any time.

   The Fund has a  distribution  agreement  with John Hancock  Funds,  Inc. ("JH
Funds"), a wholly owned subsidiary of the Adviser. For the year ended August 31,
1997, net sales charges received with regard to sales of Class A shares amounted
to  $646,473.  Out of this  amount,  $83,720 was  retained and used for printing
prospectuses,  advertising,  sales  literature and other purposes,  $497,377 was
paid as sales  commissions to unrelated  broker-dealers  and $65,376 was paid as
sales  commissions  to  sales  personnel  of  John  Hancock  Distributors,  Inc.
("Distributors"),  a related broker-dealer.  The Adviser's indirect parent, John
Hancock  Mutual  Life  Insurance  Company  ("JHMLICo"),  is  the  indirect  sole
shareholder of Distributors.

   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 year ended August 31, 1997,
contingent deferred sales charges paid to JH Funds amounted to $166,030.

   In  addition,  to  reimburse  JH  Funds  for  the  services  it  provides  as
distributor of shares of the Fund, the Fund has adopted  Distribution Plans with
respect  to Class A and Class B  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  and service  costs.  JH Funds has
temporarily  agreed to limit the distribution and service fees pursuant to Class
A and Class B plans to 0.15% and 0.90% of the average daily net assets.  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.

                                       22

<PAGE>

================================================================================
                         NOTES TO FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


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 Signature Services,
Inc. ("Signature Services"), a wholly owned subsidiary of JHMLICo. The Fund pays
transfer  agent fees based on the number of  shareholder  accounts  and  certain
out-of-pocket expenses.

   The Fund has an  agreement  with the  Advisor  to perform  necessary  tax and
financial management services for the Fund. The compensation for the year was at
an annual rate of less than 0.02% of the average net assets of the Fund.

   Mr. Edward J. Boudreau,  Jr., Ms. Anne C. Hodsdon and Mr. Richard S. Scipione
are directors  and/or officers of the Adviser and/or its affiliates,  as well as
Trustees of the Fund. The compensation of unaffiliated  Trustees is borne by the
Fund.  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 August  31,  1997,  the  Fund's  investments  to cover the  deferred
compensation liability had unrealized appreciation of $3,578.

NOTE C  --
INVESTMENT TRANSACTIONS 
Purchases and proceeds from sales of securities,  other than  obligations of the
U.S.  government  and its agencies and  short-term  securities,  during the year
ended August 31, 1997,  aggregated  $56,930,304 and  $61,701,464,  respectively.
There were no purchases or sales of obligations  of the U.S.  government and its
agencies during the year ended August 31, 1997.

   The cost of  investments  owned at  August  31,  1997  (including  the  joint
repurchase  agreement) for federal income tax purposes was  $348,318,365.  Gross
unrealized  appreciation and depreciation of investments  aggregated $28,382,074
and  $62,975,   respectively,   resulting  in  net  unrealized  appreciation  of
$28,319,099.

NOTE D --
RECLASSIFICATION OF ACCOUNTS
During the year ended  August 31,  1997,  the Fund has  reclassified  amounts to
reflect an increase in accumulated  net realized loss on investments of $14,979,
and a decrease in undistributed net investment income of $38,671 and an increase
in capital paid-in of $53,650.  This  represents the amount  necessary to report
these balances on a tax basis,  excluding certain temporary  differences,  as of
August 31, 1997.  Additional  adjustments may be needed in subsequent  reporting
periods. These reclassifications, which have no impact on the net asset value of
the Fund, are primarily  attributable to certain  differences in the computation
of  distributable  income and  capital  gains  under  federal  tax rules  versus
generally  accepted  accounting  principles.  The  calculation of net investment
income per share in the financial highlights excludes these adjustments.


                                       23

<PAGE>

================================================================================
                         NOTES TO FINANCIAL STATEMENTS

              John Hancock Funds - California Tax-Free Income Fund


REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

To the Board of Trustees and Shareholders of 
John Hancock California Tax-Free Income Fund

We have audited the accompanying statement of assets and liabilities of the John
Hancock California Tax-Free Income Fund (the "Fund"),  including the schedule of
investments,  as of August 31, 1997, and the related statement of operations for
the year ended,  and the  statement  of changes in net assets and the  financial
highlights for each of the periods indicated therein. These financial statements
and financial  highlights are the responsibility of the Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial highlights based on our audits.

   We  conducted  our audits in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
August 31, 1997, by  correspondence  with the  custodian and brokers,  and other
auditing  procedures when replies from brokers were not received.  An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

   In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material  respects,  the financial  position of the
John Hancock California  Tax-Free Income Fund at August 31, 1997, the results of
its  operations  for the year then ended,  and the changes in its net assets and
the financial  highlights for each of the indicated periods,  in conformity with
generally accepted accounting principles.


/s/ ERNST & YOUNG LLP


Boston, Massachusetts 
October 14, 1997 

TAX INFORMATION NOTICE (UNAUDITED)
For Federal  Income Tax purposes,  the following  information  is furnished with
respect to the distributions of the Fund during its fiscal year ended August 31,
1997.

   For specific  information on exemption provisions in your state, consult your
local state tax office or your tax adviser.

   Income  dividends  are  99.79%  tax-exempt.  Approximately  5.78% of the 1997
income dividends are subject to the alternative  minimum tax. None of the income
was  derived  from U.S.  Treasury  obligations,  or  qualify  for the  corporate
dividends received deductions.  Shareholders will be mailed a 1997 U.S. Treasury
Department Form 1099-DIV in January 1998 representing their proportionate share.















                                       24
<PAGE>

================================================================================
                                     NOTES

              John Hancock Funds - California Tax-Free Income Fund




































                                       25
<PAGE>

================================================================================
                                     NOTES

              John Hancock Funds - California Tax-Free Income Fund







































                                       26
<PAGE>

================================================================================
                                     NOTES

              John Hancock Funds - California Tax-Free Income Fund












































                                       27
<PAGE>

================================================================================

[LOGO] JOHN HANCOCK FUNDS                                         Bulk Rate
       A Global Investment Management Firm                      U.S. Postage
101 HUNTINGTON AVENUE, BOSTON, MA 02199-7603                        PAID
1-800-225-5291   1-800-554-6713 (TDD)                           Randolph, MA
INTERNET: www.jhancock.com/funds                               Permit No. 75
































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

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

[RECYCLE LOGO] Printed on Recycled Paper                             5300A  8/97
                                                                           10/97



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