HANCOCK JOHN SOVEREIGN INVESTORS FUND INC
N-30B-2, 1995-03-02
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<PAGE>   1
                              John Hancock Funds
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 
                                  SOVEREIGN
                                INVESTORS FUND

                                ANNUAL REPORT



                              December 31, 1994
<PAGE>   2

                                  DIRECTORS

                           EDWARD J. BOUDREAU, JR.
                             THOMAS W.L. CAMERON
                               JAMES F. CARLIN*
                              CHARLES F. FRETZ*
                            HAROLD R. HISER, JR.*
                              ROBERT J. KENNEDY*
                              CHARLES L. LADNER*
                            PATRICIA P. MCCARTER*
                            STEVEN R. PRUCHANSKY*
                    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
                               THOMAS H. DROHAN
                     Senior Vice President and Secretary
                               JAMES B. LITTLE
                          Senior Vice President and
                           Chief Financial Officer
                              MICHAEL P. DICARLO
                            Senior Vice President
                                 JAMES K. HO
                            Senior Vice President
                             JOHN F. SNYDER, III
                            Senior Vice President
                                JOHN A. MORIN
                                Vice President
                               SUSAN S. NEWTON
                     Vice President, Assistant Secretary
                            and Compliance Officer
                              JAMES J. STOKOWSKI
                         Vice President and Treasurer

                                  CUSTODIAN

                        INVESTORS BANK & TRUST COMPANY
                               89 SOUTH STREET
                         BOSTON, MASSACHUSETTS 02111

                                TRANSFER AGENT

                  JOHN HANCOCK INVESTOR SERVICES CORPORATION
                                P.O. BOX 9116
                       BOSTON, MASSACHUSETTS 02205-9116

                              INVESTMENT ADVISER

                         JOHN HANCOCK ADVISERS, INC.
                            101 HUNTINGTON AVENUE
                       BOSTON, MASSACHUSETTS 02199-7603

                            PRINCIPAL DISTRIBUTOR

                           JOHN HANCOCK FUNDS, INC.
                            101 HUNTINGTON AVENUE
                       BOSTON, MASSACHUSETTS 02199-7603

                                LEGAL COUNSEL

                                HALE AND DORR
                               60 STATE STREET
                         BOSTON, MASSACHUSETTS 02109

                             INDEPENDENT AUDITORS

                               ERNST & YOUNG LLP
                             200 CLARENDON STREET
                         BOSTON, MASSACHUSETTS 02116

                              CHAIRMAN'S MESSAGE

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

DEAR FELLOW SHAREHOLDERS:

With 1995 upon us, New Year's resolutions abound. Dieting and saving money -- 
Americans' long-time favorites -- are sure to top the list once again. And 
once again, they'll probably be the most difficult to keep. This year, 
however, Congress may give savers an additional incentive to stick to their 
guns.

        Both the Republicans and Democrats want to revive Individual 
Retirement Accounts (IRAs). In an effort to encourage savings, IRAs were made 
available to all working Americans in 1981. Anyone with earned income could 
contribute up to $2,000 annually. The contributions were fully tax-deductible,
and the earnings weren't taxed until withdrawal. IRAs became the most
successful savings program in the U.S., drawing in more than $250 billion and
13 million new participants by 1985.

        Sweeping tax reforms in 1986, however, changed all that. As it stands   
now, the full deduction only applies to individuals who earn less than 
$25,000, married couples who earn less than $40,000 and people without 
employer-sponsored retirement plans. The result of this congressional 
tinkering: the number of IRA contributors declined dramatically, from 16.2 
million in 1985 to 4.2 million in 1992.

        Legislators are now taking a closer look at expanding the 
accessibility of IRAs once again. Several proposals are on the table: (1) the 
Republicans' "Contract with America" includes the American Dream Savings 
Account, a type of IRA; (2) President Clinton has proposed expanding 
eligibility by raising income limits; and (3) several congressional 
representatives have introduced legislation to restore the universal 
availability of a fully tax-deductible IRA.

        We enthusiastically support restoring IRAs to their original luster. 
Not only will it provide a tax break to middle-income Americans, but it will 
go a long way toward raising the nation's dangerously low personal savings 
rate, which is the lowest of any major industrialized country. There's an 
increasing awareness that Social Security and pension plans will no longer 
provide for the retirement needs of middle-income Americans. Increasing IRA 
accessibility for more working individuals and families is one of the most 
sensible ways to help Americans take responsibility for their future financial 
needs. We urge you to support the expanded IRA by contacting your congressional 
representative or senator.

Sincerely,

/s/ Edward J. Boudreau, Jr.
- ---------------------------

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

                                      2

<PAGE>   3
           BY JOHN F. SNYDER III FOR THE PORTFOLIO MANAGEMENT TEAM

                                 JOHN HANCOCK
                           SOVEREIGN INVESTORS FUND

             Economy gains while stocks suffer; slower growth in
                 1995 should favor high-quality growth stocks

Traffic on Main Street and Wall Street moved in different directions in 
1994. Main Street headed north thanks to an excellent year of strong 
employment gains, rising income, increasing consumer confidence and terrific 
corporate earnings. Unfortunately, all the good economic news sent Wall 
Street south.

[A 2 1/4" x 3 3/4" photo of the portfolio management team at bottom right. 
Caption reads:  "The Sovereign Investors management team (l-r): Jere Estes, 
John Snyder, Tom Weary, and Jim Moorhead."]

        Fears that a strong economy would ignite inflation drove interest rates
up and stocks and bonds down. While the Dow Jones Industrial Average and the
Standard & Poor's 500-Stock Index finished the year in slightly positive
territory, those returns masked a substantial correction in the  roader market.
More than 80% of all stocks on the New York Stock Exchange declined 20% or more
in 1994. Meanwhile, the bond market experienced its worst decline in more than
50 years. 30-year Treasury bonds dropped nearly 11% while corporate bonds, as
measured by the Lehman Corporate Bond Index, lost 4%.

        Against that backdrop, John Hancock Sovereign Investors Fund finished 
the year down slightly. For the year ended December 31, 1994, the Fund's Class
A, B and C shares had total returns of -1.85%, -2.04% and -1.57%, respectively,
at net asset value. By comparison, the average growth and income fund had a
total return of -0.94%, according to Lipper Analytical Services.1

SCORECARD REVIEW
Our interest-rate sensitive holdings were among the hardest hit. Bank stocks 
- -- which total 

                                   [CAPTION]
            "...all the good economic news sent Wall Street south."


                                      
                                      3

<PAGE>   4
                John Hancock Funds - Sovereign Investors Fund

[Chart with heading "Top Five Common Stock Holdings" at top left hand column. 
The chart lists five holdings:  1) General Electric 4.1%; 2) Procter & Gamble 
2.8%; 3) Pepsico 2.7%; 4) Abbott Laboratories 2.4%; 5) Johnson & Johnson 2.3%.
A footnote below reads: "As a percentage of net assets on December 31, 1994."]

nearly 5% of the Fund's assets -- were our top performers in the first half of 
the year, thanks to strong earnings gains and a wave of merger activity. But  
concerns about the Fed's rate hikes finally caught up with the group in August.
Fears that rising rates would squeeze net interest margins -- that is, the gap 
between deposit rates and lending rates -- drove bank stocks like NationsBank 
and First Union down through the end of the year. Similar interest-rate worries
hurt some of our insurance holdings, including Chubb and NWNL Company. In our 
view, however, this is more a case of perception than reality. Higher rates may
compress margins somewhat, but other factors, including increased fee income 
and stronger loan demand, are likely to keep bank and insurance earnings strong
through 1995.

        Our 20% stake in bonds was also hurt by rising interest rates. Because 
interest rates and bond prices move in opposite directions, most of our bond 
holdings dropped in value.

        Our consumer stocks, on the other hand, were the big winners in 1994. 
Procter & Gamble, for example, rebounded as investors realized that fears of 
brand-name competition were overblown and the company's sales and earnings 
were growing nicely. Drug stocks, particularly Johnson & Johnson and Abbott 
Laboratories, also had a strong showing, thanks to abating fears of 
health-care reform and better-than-expected earnings.

STRATEGY
With a new year upon us, we want to share our thoughts on some of our major 
investment themes for 1995. For one, we see significant opportunities in 
companies with large and growing overseas exposure. With higher interest 
rates, the U.S. economy is likely to slow relative to most major 
industrialized and emerging market economies. As a result, the relative 
contribution to sales and profits of overseas operations of multinational 
companies will rise dramatically. We will continue to look for companies most 
likely to benefit from this trend. Current holdings include Procter & Gamble 
with 52% of its sales outside the U.S.; Minnesota Mining & Manufacturing with 
49%; and Sonoco Products with 21%.

        We also believe that high-quality growth stocks will start to look 
more attractive to investors in 1995. Attributes of dependability and 
sustainability of earnings have been out of fashion for the past couple of 
years. Investors have focused on the stronger, yet more volatile, earnings of 
cyclical companies. But as a slowing economy clouds earnings projections for 
cyclicals, investors will likely shift back to high-quality growth stocks  with
more reliable earnings. With 15% earnings 

[Table entitled "Scorecard" at bottom of left hand column.  The header for the
left column is "Investment"; the header for the right column is "Recent
performance... and what's behind the numbers.  The first listing is Abbott 
Laboratories followed by an up arrow and the phrase "Abating fears of 
health-care reform."  The second listing is AFLAC followed by an up arrow and
the phrase "Strong sales/favorable currency translations."  The third listing
is NationsBank followed by a down arrow and the phrase "Interest-rate worries."
Footnote below reads:  "See "Schedule of Investments." Investment holdings are 
subject to change."]

                                  [CAPTION]
            "Our consumer stocks... were the big winners in 1994."


                                      4
<PAGE>   5
                 John Hancock Funds - Sovereign Investors Fund


[Bar chart with heading "Fund Performance" at top left hand column.  Under the
heading is the footnote:  "For the year ended December 31, 1994." The chart is
scaled in increments of 1% from bottom to top, with 0% at the top and -3% at
the bottom.  Within the chart, there are four solid bars.  The first represents
the -1.85% total return for John Hancock Sovereign Investors Fund:  Class A. 
The second represents the -2.04% total return for John Hancock Sovereign
Investors Fund:  Class B.  The third represents the -1.57% return for John
Hancock Sovereign Investors Fund:  Class C.  The fourth represents -0.94%
return for the average growth and income fund.  The footnote below states: 
"Total returns for John Hancock Sovereign Investors Fund are net asset value
with all distributions reinvested.  The average growth and income fund is
tracked by Lipper Analytical Services.  See following page for historical
performance information."]

growth, Sysco, the world's largest food service company, may not have looked
attractive last year when earnings on the S&P 500 Index were 18% to  19%. But   
it certainly will be attractive as the market's earnings drop back to a more
normal level of 8% to 10%. What's more, high-quality growth stocks  are
incredibly cheap right now, selling at historic lows relative to the broad
market. As Smith Barney's investment strategist recently said, "Growth is now
Value." We agree wholeheartedly.

SUMMARY
On a more personal note, I recently read The Warren Buffet Way by Robert 
Hagstrom. The book gives valuable insights into the investment strategies of 
the legendary investor. Buffet advises investors to invest in companies with: 
simple and understandable businesses; a dominant market position; management 
committed to enhancing shareholder value; consistently rising dividends and 
earnings; and favorable long-term prospects.

        During my 25 years in the investment business, I have advocated these 
very principles. They are the cornerstone of Sovereign's investment philosophy 
- -- and our long-term success. Our dividend performers approach of buying 
high-quality companies with consistent earnings and dividend growth has stood 
the test of time. It's important to realize, however, that no investment style 
works consistently every year. Sovereign's 16-year streak of positive total 
returns was interrupted in 1994.2 Still, we're confident that Buffet's advice 
will ring true and the Sovereign-style companies -- and shareholders -- will be
rewarded over the long haul. As we've said many times before, the keys to
successful investing are discipline and patience. Having experienced the best
of markets and the worst of markets, I can attest to the fact that the lowest
risk and the highest returns are achieved by long-term investors who stay the
course with a sound investment approach.


- --------------------------------------------------------------------------------
(1) Figures from Lipper Analytical Services include reinvested dividends and do 
not take into account sales charges. Actual load-adjusted performance would be 
lower.
(2) Total returns at net asset value with all distributions reinvested.


                                  [CAPTION]
              "...we see significant opportunities in companies
                  with large and growing overseas exposure."


                                      5
<PAGE>   6
                       NOTES TO PERFORMANCE INFORMATION

                John Hancock Funds - Sovereign Investors Fund

In accordance with the reporting requirements of the Securities and Exchange 
Commission, the following data are supplied for the periods ended December 
31, 1994 with all distributions reinvested in shares. The average annualized 
total returns for Class A shares for the 1-year, 5-year and 10-year periods 
were (6.73%), 7.56%, and 12.18%, respectively, and reflect payment of the 
maximum sales charges of 5.00%. Total return (not annualized) since inception 
in January 3, 1994 for Class B shares was (6.94%) and reflects the applicable 
contingent deferred sales charge (maximum contingent deferred sales charge is 
5% and declines to 0% over 6 years). The average annualized total returns for 
Class C shares for the 1-year period and since inception on May 7, 1993 were 
(1.57%) and 2.10%, respectively. All performance data shown represent past 
performance and should not be considered indicative of future performance. 
Returns and principal values of Fund investments will fluctuate,  so that an 
investor's shares, when redeemed, may be worth more or less than their 
original cost. Performance of Class A and Class B shares is affected by a 
12b-1 plan, which commenced on July 1, 1989 and January 3, 1994 respectively. 
Class C shares are sold at net asset value to certain institutions and 
retirement accounts.

GROWTH OF A HYPOTHETICAL $10,000 INVESTMENT OVER LIFE OF THE FUND (OR MOST 
RECENT TEN YEARS)

[Sovereign Investors Fund 
Class A shares

Line chart with the heading Sovereign Investors Fund:  Class A, representing
the growth of a hypothetical $10,000 investment over the life of the fund (or
most recent 10 years).  Within the chart are three lines.  The first line
represents the value of the Standard & Poor's 500 Stock Index and is equal to
$38,268 as of December 31, 1994.  The second line represents the value of the
hypothetical $10,000 investment made in Sovereign Investors Fund on December
31, 1994.  The thrid line represents the Sovereign Investors Fund after sales
charge and is equal to $31,574 as of December 31, 1994.

Growth Fund Sovereign Investors Fund
Class B shares

Line chart with the heading Sovereign Investors Fund:  Class B, representing
the growth of a hypothetical $10,000 investment over the life of the fund (or
most recent 10 years).  Within the chart are three lines.  The first line
represents the value of the Standard & Poor's 500 Stock Index and is equal to
$10,131 as of December 31, 1994.  The second line represents the value of the
hypothetical $10,000 investment made in Sovereign Investors fund on January 3,
1994, before contingent deferred sales charge, and is equal to $9,796 as of
December 31, 1994.  The third line represents Sovereign Investors Fund after
contingent deferred sales charge and is equal to $9,296 as of December 31, 1994.

Sovereign Investors Fund
Class C shares

Line chart with the heading Sovereign Investors Fund:  Class C, representing
the growth of a hypothetical $10,000 investment over the life of the fund (or
most recent 10 years).  Within the chart are two lines.  The first line
represents the value of the Standard & Poor's 500 Stock Index and is equal to
$10,949 as of December 31, 1994.  The second line represents the hypothetical
$10,000 investment made in the Sovereign Investors Fund on May 7, 1993, and is
equal to $10,348 as of December 31, 1994.


*The Standard & Poor's 500 Stock Index is an unmanaged index that include 500
widely traded common stock and is a commonly used measure of stock market
performance.]

                                      6
<PAGE>   7
                             FINANCIAL STATEMENTS

                John Hancock Funds - Sovereign Investors 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 DECEMBER 31, 1994. YOU'LL 
ALSO FIND THE NET ASSET VALUE AND THE MAXIMUM OFFERING PRICE PER SHARE AS OF 
THAT DATE.

<TABLE>
STATEMENT OF ASSETS AND LIABILITIES
December 31, 1994 
- --------------------------------------------------------------------------------
<S>                                                                     <C>
ASSETS:
Investments at value - Note C:
  Common and preferred stocks 
    (cost - $928,787,740).........................................      $  948,142,537
  Bonds (cost - $166,844,619).....................................         158,120,535
  United States government and agencies obligations 
    (cost - $85,588,225)..........................................          80,845,200
  Short-term notes (cost - $44,023,340)...........................          44,023,340
  Corporate savings account.......................................              46,459
                                                                        --------------
                                                                         1,231,178,071
Receivable for shares sold........................................           1,765,799
Receivable for investments sold...................................           1,436,802
Interest receivable...............................................           5,197,805
Dividends receivable..............................................           3,453,254
                                                                        --------------
                                  Total Assets....................       1,243,031,731
                                  ----------------------------------------------------
LIABILITIES:
  Payable for shares repurchased..................................           1,538,553
  Payable for investments purchased...............................           5,916,264
  Payable to John Hancock Advisers, Inc. 
    and affiliates - Note B.......................................           2,052,940
  Accounts payable and accrued expenses...........................              95,460
                                                                        --------------
                                  Total Liabilities...............           9,603,217
                                  ----------------------------------------------------
NET ASSETS:
  Capital paid-in.................................................       1,228,767,231
  Accumulated net realized loss on investments....................      (    1,298,030)
  Net unrealized appreciation of investments......................           5,887,688
  Undistributed net investment income.............................              71,625
                                                                        --------------
                                  Net Assets......................       1,233,428,514
                                  ====================================================

NET ASSET VALUE PER SHARE:   
  (Based on net asset values and shares of beneficial 
  interest outstanding with $0.01 per share par value)
  Class A - $1,090,231,331/76,585,860 
    (160,000,000 shares authorized)...............................      $        14.24
======================================================================================
  Class B - $128,069,240/8,996,738 
    (100,000,000 shares authorized)...............................      $        14.24
======================================================================================
  Class C - $15,127,943/1,062,699 
    (25,000,000 shares authorized)................................      $        14.24
======================================================================================
MAXIMUM OFFERING PRICE *                                         
    Class A - ($14.24 x 105.26%)..................................      $        14.99
======================================================================================
</TABLE>
** On a single retail sale of less than $50,000. On sales of $50,000 or more 
   and on group sales the offering price is reduced.
** Class B shares commenced operations on January 3, 1994.


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.

<TABLE>
STATEMENT OF OPERATIONS
Year ended December 31, 1994 
- --------------------------------------------------------------------------------
<S>                                                                       <C>
INVESTMENT INCOME:
  Dividends (net of foreign withholding taxes of $150,097)........        $ 29,197,554
  Interest........................................................          24,255,558
                                                                          ------------
                                                                            53,453,112
                                                                          ------------
Expenses:
  Investment management fee - Note B..............................           7,452,980
  Distribution/service fee - Note B
    Class A.......................................................           3,472,008
    Class B **....................................................             718,184
  Transfer agent fee - Note B
    Class A.......................................................           2,073,942
    Class B **....................................................             143,780
    Class C.......................................................              16,154
  Trustees' fees..................................................             270,740
  Custodian fee...................................................             205,942
  State taxes.....................................................             133,233
  Registration and filing fees....................................             117,319
  Printing........................................................             114,019
  Miscellaneous...................................................              83,411
  Legal fees......................................................              68,243
  Auditing fee....................................................              37,750
                                                                          ------------
                                  Total Expenses                            14,907,705
                                  ----------------------------------------------------
                                  Net Investment Income                     38,545,407
                                  ----------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:               
  Net realized gain on investments sold...........................           4,097,671
  Change in net unrealized appreciation/depreciation 
    of investments................................................        ( 66,910,292)
                                                                          ------------
                                  Net Realized and Unrealized 
                                  Loss on Investments.............        ( 62,812,621)
                                  ----------------------------------------------------
                                  Net Decrease in Net Assets 
                                  Resulting from Operations.......        ($24,267,214)
                                  ====================================================
</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                 7
<PAGE>   8

                             FINANCIAL STATEMENTS

                 John Hancock Funds - Sovereign Investors Fund


STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                          YEAR ENDED DECEMBER 31,
                                                                                      ------------------------------
                                                                                           1994            1993
                                                                                      -------------    -------------  
<S>                                                                                 <C>               <C>
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
  Net investment income......................................................         $  38,545,407    $  33,139,262
  Net realized gain on investments sold......................................             4,097,671       11,356,627
  Change in net unrealized appreciation/depreciation of investments..........       (    66,910,292)      21,365,000
                                                                                     --------------    -------------
      Net Increase (Decrease) in Net Assets Resulting from Operations........       (    24,267,214)      65,860,889
                                                                                     --------------    -------------
INCOME EQUALIZATION - NOTE A:
  Amount transferred to capital paid-in......................................                 -----       (2,430,618)
                                                                                     --------------    -------------
                                                                                                         
DISTRIBUTIONS TO SHAREHOLDERS:
  Dividends from net investment income
    Class A - ($0.4593 and $0.4226 per share, respectively)..................       (    35,871,209)  (   32,927,611)
    Class B ** - ($0.3553 and none per share, respectively)..................       (     2,196,993)           -----
    Class C - ($0.5100 and $0.3405 per share, respectively)..................       (       479,108)  (      138,123)
  Distributions from net realized gain on investments sold
    Class A - ($0.1105 and $0.0894 per share, respectively)..................       (     8,643,183)  (    7,369,319)
    Class B ** - ($0.1105 and none per share, respectively)..................       (       601,125)           -----
    Class C - ($0.1105 and $0.0894 per share, respectively)..................       (        99,934)  (       59,264)
                                                                                     --------------    -------------
      Total Distributions to Shareholders....................................       (    47,891,552)  (   40,494,317)
                                                                                     --------------    -------------
FROM FUND SHARE TRANSACTIONS -- NET*
  Net increase from Fund share transactions..................................            36,823,322      370,465,643
  Amount transferred from undistributed net investment to capital paid-in - Note A            -----        2,430,618
                                                                                     --------------    -------------
      Total from Fund Share Transactions - Net...............................            36,823,322      372,896,261
NET ASSETS:
      Beginning of period....................................................         1,268,763,958      872,931,743
                                                                                     --------------    -------------
      End of period (including undistributed net investment income 
        of $71,625 and $73,528, respectively)................................        $1,233,428,514   $1,268,763,958
                                                                                     ==============   ==============
</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS.

                                      8
<PAGE>   9
                             FINANCIAL STATEMENTS
John Hancock Funds - Sovereign Investors Fund

                Statement of Changes in Net Assets (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
* ANALYSIS OF FUND SHARE TRANSACTIONS:
                                                                                
                                                                                           YEAR ENDED DECEMBER 31,
                                                                       -------------------------------------------------------------
                                                                                   1994                             1993
                                                                       ----------------------------      --------------------------
CLASS A                                                                   SHARES           AMOUNT          SHARES          AMOUNT
                                                                       -----------     ------------      ----------    ------------
                                                                      <C>             <C>               <C>           <C>
  Shares sold.....................................................      10,349,215     $151,120,247      36,041,533    $535,178,205
  Shares issued to shareholders in reinvestment of distributions .       2,834,406       40,225,646       2,363,969      35,296,030
                                                                       -----------     ------------      ----------    ------------
                                                                        13,183,621      191,345,893      38,405,502     570,474,235
  Less shares repurchased.........................................    ( 19,930,271)   ( 291,424,469)    (14,126,521)  ( 210,126,158)
                                                                       -----------     ------------      ----------    ------------
  Net increase (decrease).........................................    (  6,746,650)   ($100,078,576)     24,278,981    $360,348,077
                                                                       ===========     ============      ==========    ============

CLASS B **
  Shares sold.....................................................       9,346,868     $136,349,532
  Shares issued to shareholders in reinvestment of distributions .         181,850        2,588,170
                                                                       -----------     ------------      
                                                                         9,528,718      138,937,702
  Less shares repurchased.........................................    (    531,980)   (   7,682,774)
                                                                       -----------     ------------      
  Net increase....................................................       8,996,738     $131,254,928
                                                                       ===========     ============
CLASS C
  Shares sold.....................................................         527,530     $  7,700,516         677,564    $ 10,165,181
  Shares issued to shareholders in reinvestment of distributions .          33,614          478,279          13,146         197,387
                                                                       -----------     ------------      ----------    ------------
                                                                           561,144        8,178,795         690,710      10,362,568
  Less shares repurchased.........................................    (    172,765)   (   2,531,825)    (    16,390)  (     245,002)
                                                                       -----------     ------------      ----------    ------------
  Net increase....................................................         388,379     $  5,646,970         674,320    $ 10,117,566
                                                                       ===========     ============      ==========    ============


</TABLE>
**  Class B shares commenced operations on January 3, 1994.

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 fiscal year. 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 redeemed, during the last two periods, along 
with the corresponding dollar value.


                      SEE NOTES TO FINANCIAL STATEMENTS.

                                      9
<PAGE>   10
                             FINANCIAL STATEMENTS
                John Hancock Funds - Sovereign Investors Fund

FINANCIAL HIGHLIGHTS
Selected data for a share of beneficial interest outstanding throughout the 
periods indicated, investment returns, key ratios and supplemental data are 
as follows:
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                         YEAR ENDED DECEMBER 31
                                                                 -----------------------------------------------------------------
                                                                    1994           1993         1992(f)        1991(f)     1990(f)
                                                                 ----------     ----------      --------      --------     -------
<S>                                                             <C>            <C>             <C>           <C>          <C>
CLASS A
PER SHARE OPERATING PERFORMANCE
  Net Asset Value, Beginning of Period......................     $    15.10     $    14.78      $  14.31      $  11.94     $ 12.60
                                                                 ----------     ----------      --------      --------     -------
  Net Investment Income.....................................           0.46           0.44          0.47          0.54        0.58
  Net Realized and Unrealized Gain (Loss) on Investments....    (      0.75)          0.39          0.54          3.03    (   0.05)
                                                                 ----------     ----------      --------      --------     -------
    Total from Investment Operations........................    (      0.29)          0.83          1.01          3.57        0.53
                                                                 ----------     ----------      --------      --------     -------
  Less Distributions:                                        
  Dividends from Net Investment Income......................    (      0.46)   (      0.42)    (    0.45)    (    0.53)   (   0.59)
  Distributions from Net Realized Gain on Investments Sold .    (      0.11)   (      0.09)    (    0.09)    (    0.67)   (   0.60)
                                                                 ----------     ----------      --------      --------     -------
    Total Distributions.....................................    (      0.57)   (      0.51)    (    0.54)    (    1.20)   (   1.19)
                                                                 ----------     ----------      --------      --------     -------
  Net Asset Value, End of Period............................     $    14.24     $    15.10      $  14.78      $  14.31     $ 11.94
                                                                 ==========     ==========      ========      ========     =======
  Total Investment Return at Net Asset Value................    (     1.85%)         5.71%         7.23%        30.48%       4.38%
                                                             
RATIO AND SUPPLEMENTAL DATA                                  
  Net Assets, End of Period (000's omitted).................     $1,090,231     $1,258,575      $872,932      $194,055     $83,470
  Ratio of Expenses to Average Net Assets...................          1.16%          1.10%         1.13%         1.18%       1.14%
  Ratio of Net Investment Income to Average Net Assets......          3.13%          2.94%         3.32%         4.01%       4.77%
  Portfolio Turnover Rate...................................            45%            46%           30%           67%         55%
                                                             
CLASS B (a)                                                            
PER SHARE OPERATING PERFORMANCE                              
  Net Asset Value, Beginning of Period......................     $   15.02(d)
                                                                 ---------
  Net Investment Income.....................................          0.38(e)
  Net Realized and Unrealized Loss on Investments...........    (     0.69)
                                                                 ---------
      Total from Investment Operations......................    (     0.31)
                                                                 ---------
  Less Distributions:                                        
  Dividends from Net Investment Income......................    (     0.36)
  Distributions from Net Realized Gain on Investments Sold .    (     0.11)
                                                                 ---------
      Total Distributions...................................    (     0.47)
                                                                 ---------
  Net Asset Value, End of Period............................     $   14.24
                                                                 =========
  Total Investment Return at Net Asset Value................    (    2.04%)(c)
                                                             
RATIO AND SUPPLEMENTAL DATA                                  
  Net Assets, End of Period (000's omitted).................     $ 128,069
  Ratio of Expenses to Average Net Assets...................         1.86%*
  Ratio of Net Investment Income to Average Net Assets......         2.57%*
  Portfolio Turnover Rate...................................           45%
                                                             
</TABLE>                                                     

                      SEE NOTES TO FINANCIAL STATEMENTS.

                                      10
<PAGE>   11
                             FINANCIAL STATEMENTS

                John Hancock Funds - Sovereign Investors Fund
                       Financial Highlights (continued)

- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                         FOR THE PERIOD
                                                                                           MAY 7, 1993 
                                                                       YEAR ENDED        (COMMENCEMNET OF 
                                                                      DECEMBER 31,        OPERATIONS) TO
                                                                          1994           DECEMBER 31, 1993
                                                                      ------------       -----------------
<S>                                                                    <C>                  <C>
CLASS C (b)                                                          
PER SHARE OPERATING PERFORMANCE
  Net Asset Value, Beginning of Period.......................          $   15.11            $   14.79(d)
                                                                       ---------            ---------
  Net Investment Income......................................               0.52                 0.27(e)
  Net Realized and Unrealized Gain (Loss) on Investments.....         (     0.77)                0.48
                                                                       ---------            ---------
      Total from Investment Operations.......................         (     0.25)                0.75
                                                                       ---------            ---------
  Less Distributions:
  Dividends from Net Investment Income.......................         (     0.51)          (     0.34)
  Distributions from Net Realized Gain on Investments Sold...         (     0.11)          (     0.09)
                                                                       ---------            ---------
      Total Distributions....................................         (     0.62)          (     0.43)
                                                                       ---------            ---------
  Net Asset Value, End of Period.............................          $   14.24            $   15.11
                                                                       =========            =========
  Total Investment Return at Net Asset Value.................         (    1.57%)               5.13%(c)

RATIO AND SUPPLEMENTAL DATA
  Net Assets, End of Period (000's omitted)..................          $  15,128            $  10,189
  Ratio of Expenses to Average Net Assets....................              0.81%                0.88%*
  Ratio of Net Investment Income to Average Net Assets.......              3.53%                3.17%*
  Portfolio Turnover Rate....................................                45%                  46%
<FN>
* On an annualized basis.
</TABLE>

(a) Class Bshares commenced operations on January 3, 1994.
(b) Class C shares commenced operations on May 7, 1993.
(c) Not annualized.
(d) Initial price to commence operations.
(e) On average month end shares outstanding.
(f) These periods are covered by the report of other independent auditors 
    (not included herein).

The FINANCIAL HIGHLIGHTS summarize the impact of the following factors on a 
single share for the period indicated: the net investment income, gains 
(losses), distributions 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.

                                      11

<PAGE>   12
                             FINANCIAL STATEMENTS

                John Hancock Funds - Sovereign Investors Fund

SCHEDULE OF INVESTMENTS
December 31, 1994 
Per share earnings and dividends and their compound growth rates are shown 
for the years 1985 to 1994. This data and price/earnings ratios are 
unaudited.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      COMPOUND
  Number                                                               Growth              Market
OF SHARES          COMMON STOCKS (74.73%)                               RATE               VALUE                            
- ---------                                                               ----               -----
<S>                <C>                                                                  <C>
BANKS (4.54%)
   324,000         First Union Corp. @ 41 3\8.......................                    $  13,405,500     
                   North Carolina-based bank holding company                                              
                   EARNINGS P/S.....$2.16,  2.57, 2.55, 2.76,                                             
                   2.40, 2.52, 2.55, 2.24, 4.73, 5.29                    10.5%                            
                   DIVIDENDS P/S......$.58, .65, .77, .86,                                                
                   1.00, 1.08, 1.12, 1.28, 1.50, 1.72                    12.8%                            
                   Price/Earnings Ratio............................8                                             
   640,000*        KeyCorp. @ 25....................................                       16,000,000     
                   Multi-regional bank holding company                                                    
                   EARNINGS P/S....$1.41, 1.72, 1.88, 2.10,                                               
                   2.32, 2.32, 2.45, 2.51, 2.89, 3.50                    10.6%                            
                   DIVIDENDS P/S....$.46, .48, .60, .68, .80,                                             
                   .88, .92, .98, 1.12, 1.28                             12.0%                            
                   Price/Earnings Ratio............................7                                             
   590,000         NationsBank Corp. @ 45 1\8.......................                       26,623,750     
                   Largest superregional bank in the Southeast                                            
                   EARNINGS P/S......$2.28, 2.51, 2.01, 2.87,                                             
                   4.44, 2.61, .76, 4.60, 5.00, 6.21                     11.8%                            
                   DIVIDENDS P/S......$.66, .78, .86, .94,                                                
                   1.10, 1.42, 1.48, 1.51, 1.64, 1.88                    12.3%                            
                   Price/Earnings Ratio............................7                                             
                                                                                         ------------                     
                                                                                           56,029,250     
                                                                                         ------------     
                                                                                                          
BASIC INDUSTRY (.94%)                                                                                     
   540,000         Sonoco Products Corp. @ 21 1\2...................                       11,610,000     
                                                                                         ------------     
                   Containers, paper products and packaging                                               
                   EARNINGS P/S....$.57, .63, .77, 1.10, 1.18,                                            
                   1.21, 1.10, .94, 1.35, 1.37                           10.2%                            
                   DIVIDENDS P/S......$.18, .21, .25, .32,                                                
                   .41, .45, .46, .49, .53, .56                          13.4%                            
                   Price/Earnings Ratio...........................16                                             
CHEMICALS (8.52%)                                                                                         
   655,000         Air Products & Chemicals, Inc. @ 44 5\8..........                      29,229,375     
                   Producer of industrial and specialty                                                   
                   chemicals and gases                                                                    
                   EARNINGS P/S....$1.17, 1.17, 1.42, 1.95, 1.93, 
                   2.08, 2.23, 2.45, 1.76, 2.05                           6.4%                            
                   DIVIDENDS P/S....$ .32, .39, .45, .55, .63, .69, 
                   .75, .83, .89, .95                                    12.9%                            
                   Price/Earnings Ratio...........................22                                             
   491,200*        Cromp & Knowles Corp. @ 16 1\2...................                       8,104,800      
                   Produces and markets specialty chemicals                                               
                   EARNINGS P/S....$.14, .17, .24, .36, .50,                                              
                   .61, .73, .83, 1.00, 1.01                             26.6%                            
                   DIVIDENDs P/S....$ .075, .079, .084, .11,                                              
                   .15, .20, .25, .31, .38, .46                          22.3%                            
                   Price/Earnings Ratio...........................16                                             
   415,000         Minnesota Mining & Manufacturing Co. @ 53 3\8....                      22,150,625      
                   Diversified manufacturer of industrial, 
                   commercial, health care and consumer products
                   EARNINGS P/S.....$1.51, 1.70, 2.01, 2.55, 2.80, 
                   2.96, 2.63, 2.83, 2.91, 3.16                           8.6%
                   DIVIDENDS P/S....$.88, .90, .93, 1.06, 1.30, 1.46, 
                   1.56, 1.60, 1.66, 1.768.0%
                   Price/Earnings Ratio...........................17

</TABLE>
<PAGE>
The SCHEDULE OF INVESTMENTS is a complete list of all securities owned by 
Sovereign Investors Fund on December 31, 1994.  It's divided into five main 
categories: common stocks, preferred stocks, corporate bonds, U.S. government 
and agencies obligations and short-term investments. The common stocks are 
further broken down by industry groups. Short-term investments, which 
represent the Fund's "cash" position, are listed last.
<TABLE>
<CAPTION>
                                                                      COMPOUND
  Number                                                               Growth              Market
OF SHARES          COMMON STOCKS                                        RATE               VALUE                            
- ---------                                                               ----               -----
<S>                <C>                                                                 <C>
CHEMICALS (continued)
   640,000         PPG Inds., Inc. @ 37 1\8.........................                   $  23,760,000
                   Manufacturer of specialty chemicals, coatings and 
                   resins
                   EARNINGS P/S......$ 1.14, 1.33, 1.60, 2.13, 2.09, 
                   2.22, .95, 1.61, 1.78, 2.60                            9.6%
                   DIVIDENDS P/S.....$.41, .47, .56, .64, .74, .82, 
                   .86, .94, 1.04, 1.12                                  11.8%
                   Price/Earnings Ratio...........................14
    28,100         Rohm & Haas Co. @ 57 1\8.........................                       1,605,212
                   Manufacturer of specialty chemicals and plastics
                   EARNINGS P/S.....$1.94, 2.50, 2.85, 3.46, 2.65, 
                   3.10, 2.45, 2.56, 1.74, 3.69                           7.4%
                   DIVIDENDS P/S....$.70, .78, .86, 1.02, 1.16, 1.22,
                   1.24, 1.28, 1.36, 1.448.                                 3%
                   Price/Earnings Ratio...........................16
   145,000*        RPM, Inc. @ 18 1\2...............................                       2,682,500
                   Manufacturer of specialty chemicals and coatings  
                   to waterproof and rustproof structures
                   EARNINGS P/S.....$ .33, .39, .43, .48, .56, .65, 
                   .72, .73, .61, .93                                    12.2%
                   DIVIDENDS P/S.....$.21, .23, .27, .31, .34, .37, 
                   .42, .46, .49, .53                                    10.8%
                   Price/Earnings Ratio...........................20
   711,600         Witco Corp. @ 24 5\8.............................                      17,523,150
                   Producer of special petroleum chemicals
                   Earnings P/S.......$1.28, 1.47, 1.46, 1.53, .80, 
                   1.38, 1.61, 1.19, .64, 1.98                            5.0%
                   Dividends P/S.....$.49, .54, .60, .72, .83, .86, 
                   .91, .92, .96, 1.06                                    9.0%
                   Price/Earnings Ratio...........................12                   
                                                                                       ------------
                                                                                        105,055,662
                                                                                       ------------
COMPUTER & OFFICE EQUIPMENT (1.54%)
   260,000         Alco Standard Corp @ 62 3\4......................                     16,315,000
                   Distributor of office and paper products
                   EARNINGS P/S......$1.52, 1.47, 1.50, 2.12, 2.68, 
                   2.19, 1.95, 2.22, 2.34, 2.87                           7.3%
                   DIVIDENDS P/S.....$.61, .63, .65, .70, .78, .85, 
                   .89, .93, .97, 1.01                                    5.8%
                   Price/Earnings Ratio...........................22
    86,300         Pitney Bowes, Inc. @ 31 3\4......................                      2,740,025
                   World's largest manufacturer of postage meters 
                   and related mailing equipment
                   EARNINGS P/S......$.91, 1.05, 1.26, 1.50, 1.14, 
                   1.30, 1.80, 1.56, 2.16, 2.41                          11.4%
                   DIVIDENDS P/S.....$.30, .33, .38, .46, .52, .60, 
                   .68, .78, .90, 1.04                                   14.8%
                   Price/Earnings Ratio...........................13
                                                                                       ------------
                                                                                         19,055,025
                                                                                       ------------

</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS.

                                      12





<PAGE>   13
                             FINANCIAL STATEMENTS

                John Hancock Funds - Sovereign Investors Fund

<TABLE>
<CAPTION>
                                                                                 COMPOUND
  Number                                                                          Growth                    Market
OF SHARES       COMMON STOCKS                                                      RATE                     VALUE
- ---------                                                                          ----                     -----
CONSUMER CYCLICALS & SERVICES (5.77%)
<S>              <C>                                                               <C>                  <C>
1,181,000        Hanson PLC ADR @ 18.......................................                             $  21,258,000
                 U.K. based multi-subsidiary holding company
                 EARNINGS P/S......$.57, .72, 1.10, 1.71, 1.67, 1.83, 
                 1.74, 1.66, .87, 1.20                                             8.6%
                 DIVIDENDS P/S*......$.15, .20, .27, .36, .56, .68, 
                 .79, .80**, .86, .88                                             21.7%
                 ** Gross ordinary dividends per ADR
                 **1992 Dividend excludes extra transition 
                        dividend of $.23. 
                 Price/Earnings Ratio....................................15
  400,000        McDonald's Corp @ 29 1\4 .................................                                11,700,000
                 Dominant force in the fast food industry
                 EARNINGS P/S.......$1.09, 1.23, 1.42, 1.70, 1.91, 1.10, 
                 1.18, 1.30, 1.46, 1.67                                            4.9%
                 DIVIDENDS P/S.......$.10, .11, .12, .14, .15, .17, .18, 
                 .20, .21, .23                                                     9.7%
                 Price/Earnings Ratio....................................18
  725,000        Sysco Corp. @ 25 3\4......................................                                18,668,750
                 Largest distributer of food service products
                 EARNINGS P/S......$.29, .34, .35, .45, .60, .73, .84, .93, 
                 1.08, 1.18                                                       16.9%
                 DIVIDENDS P/S......$.05, .06, .07, .08, .09, .10, .14, 
                 .22, .28, .36                                                    24.5%
                 Price/Earnings Ratio....................................22
  400,000        V.F. Corp. @ 48 5\8.......................................                                19,450,000
                 International apparel manufacturer
                 EARNINGS P/S......$2.25, 2.05, 2.62, 2.54, 2.70, 1.35, 
                 2.75, 3.97, 3.80, 4.19                                            7.2%
                 DIVIDENDS P/S......$.58, .66, .75, .85, .91, 1.00, 1.02, 
                 1.11, 1.22, 1.30                                                  9.4%
                 Price/Earnings Ratio....................................12
                                                                                                        -------------
                                                                                                           71,076,750
                                                                                                        -------------
CONSUMER DURABLES (3.81%)
  700,000        Leggett & Platt, Inc. @ 35................................                                24,500,000
                 Produces intermediate products for the home furnishings 
                 industry
                 EARNINGS P/S......$.88, .95, 1.11, 1.09, 1.29, .84, 1.11, 
                 1.64, 2.09, 2.68                                                 13.2%
                 DIVIDENDS P/S.....$.17, .20, .28, .32, .37, .42, .43, .46, 
                 .54, .62                                                         15.5%
                 Price/Earnings Ratio....................................13
  534,000        Masco Corp. @ 22 5\8......................................                                12,081,750
                 Leading manufacturer of brand-name building and home 
                 improvement products
                 EARNINGS P/S......$1.26, 1.54, 1.61, 2.06, 1.41, .91, .30, 
                 1.21, 1.45, 1.75                                                  3.7%
                 DIVIDENDS P/S.....$.29, .34, .38, .44, .50, .54, .57, 
                 .61, .65, .69                                                    10.1%
                 Price/Earnings Ratio....................................13
  700,000*       Shaw Industries, Inc.  @ 14 7\8...........................                                10,412,500
                 Leading manufacturer of brand-name carpeting
                 EARNINGS P/S......$.19, .18, .21, .27, .39, .53, .29, .47, 
                 .72, .91                                                         19.0%
                 DIVIDENDS P/S......$.04, .05, .07, .08, .09, .11, .13, 
                 .15, .18, .22                                                    20.9%
                 Price/Earnings Ratio....................................16
                                                                                                        -------------
                                                                                                           46,994,250
                                                                                                        -------------
CONSUMER NON-DURABLES (8.92%)
  360,000        Campbell Soup Co. @ 44 1\8................................                                15,885,000
                 Leading food manufacturer and distributor
                 EARNINGS P/S....$.77, .86, .95, .94, .05, .02, 1.58, 1.95, 
                 1.02, 2.51                                                       14.0%
                 DIVIDENDS P/S.....$.31, .33, .36, .42, .46, .50, .58, .76, 
                 .97, 1.12                                                        15.3%
                 Price/Earnings Ratio....................................18

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                                                 COMPOUND
  Number                                                                          Growth                    Market
OF SHARES       COMMON STOCKS                                                      RATE                     VALUE
- ---------                                                                          ----                     -----
CONSUMER NON-DURABLES(CONTINUED)
  <S>            <C>                                                              <C>                   <C>
  126,700*       Colgate-Palmolive Co. @ 63 3\8............................                             $   8,029,613
                 Global consumer products Co. which consists of oral 
                 care, body care , household surface care etc,
                 EARNINGS P/S.....$1.06, 1.25, .01, 1.11, 1.90, 2.12, .76, 
                 2.93, 3.38, 3.80                                                 15.2%
                 DIVIDENDS P/S....$.65, .68, .70, .74, .78, .90, 1.07, 
                 1.15, 1.34, 1.54                                                 10.1%
                 Price/Earnings Ratio....................................17
  935,000        PepsiCo, Inc. @ 36 1\4....................................                                33,893,750
                 Second largest soft drink company
                 EARNINGS P/S....$.50, .58, .77, .96, 1.13, 1.37, 1.35, 
                 1.61, 1.96, 2.21                                                 18.0%
                 DIVIDENDS P/S......$.19, .21, .22, .27, .32, .38, .46, 
                 .51, .61, .70                                                    15.6%
                 Price/Earnings Ratio....................................16
  550,000        Procter &  Gamble Co. (The) @ 62..........................                                34,100,000
                 Leading producer of household consumer products
                 EARNINGS P/S....$ .95, 1.04, .46, 1.48, 1.74, 2.25, 2.43, 
                 2.62, .25, 1.90                                                   8.0%
                 DIVIDENDS P/S......$.65, .67, .68, .70, .83, .93, 1.00, 
                 1.08, 1.17, 1.32                                                  8.2%
                 Price/Earnings Ratio....................................33
  715,000        Sara Lee Corp. @ 25 1\4...................................                                18,053,750
                 Manufacturer of brand name packaged food and consumer 
                 products
                 EARNINGS P/S......$.45, .51, .59, .71, .85, .96, 1.08, 
                 1.24, 1.40, 1.47                                                 14.1%
                 DIVIDENDS P/S.....$.18, .20, .25, .30, .36, .42, .47, 
                 .50, .58, .64                                                    15.1%
                 Price/Earnings Ratio....................................17
                                                                                                        ------------
                                                                                                         109,962,113
                                                                                                        ------------
DIVERSIFIED INDUSTRIAL (1.07%)
  200,000*       TRW Inc. @ 66.............................................                               13,200,000
                                                                                                        ------------
                 Producer of space and defense products/services and 
                 automotive components
                 EARNINGS P/S......$1.90, 3.56, 3.95, 4.23, 4.25, 3.36, 
                 (2.30), 3.10, 3.40, 4.89                                         11.1%
                 DIVIDENDS P/S......$1.50, 1.53, 1.60, 1.63, 1.72, 1.74, 
                 1.80, 1.82, 1.88, 1.94                                            7.1%
                 Price/Earnings Ratio....................................14
ELECTRICAL EQUIPMENT (6.16%)
  400,000        Emerson Electric Co. @ 62 1\2.............................                               25,000,000
                 Produces and sells electrical/electronic products and 
                 systems
                 EARNINGS P/S.....$1.81, 1.87, 2.00, 2.31, 2.63, 2.75, 
                 2.83, 2.96, 3.15, 4.04                                            9.3%
                 DIVIDENDS P/S.....$.88, .93, .98, 1.03, 1.16, 1.28, 1.34, 
                 1.40, 1.47, 1.60                                                  6.9%
                 Price/Earnings Ratio....................................16
1,000,000        General Electric Co. @ 51.................................                               51,000,000
                 Dominant force in home appliances, electrical power, 
                 and financial services
                 EARNINGS P/S......$1.28, 1.37, 1.60, 1.88, 2.18, 2.43, 
                 2.55, 2.51, 3.03, 3.40                                           11.5%
                 DIVIDENDS P/S.....$.55, .58, .65, .70, .82, .94, 1.02, 
                 1.12, 1.26, 1.44                                                 11.3%
                 Price/Earnings Ratio....................................15                              
                                                                                                        ------------
                                                                                                          76,000,000
                                                                                                        ------------
ENERGY (1.48%)
  300,000        Exxon Corp. @ 60 3\4......................................                               18,225,000
                                                                                                        ------------
                 Major factor in the crude oil, natural gas and chemical 
                 industry
                 EARNINGS P/S......$3.23, 3.71, 3.43, 3.95, 2.32, 3.96, 
                 4.45, 3.82, 4.21, 3.63                                            1.3%
                 DIVIDENDS P/S......$1.73, 1.80, 1.90, 2.15, 2.30, 2.47, 
                 2.68, 2.83, 2.88, 2.91                                            5.9%
                 Price/Earnings Ratio....................................17
                                                            

</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS.

                                      13
<PAGE>   14

                             FINANCIAL STATEMENTS
                John Hancock Funds - Sovereign Investors Fund

<TABLE>
<CAPTION>
                                                                                            COMPOUND
  Number                                                                                     GROWTH           MARKET
  OF SHARES          COMMON STOCKS                                                            RATE            VALUE
 ----------                                                                                   ----            -----
<S>                         <C>                                                              <C>          <C>
                                                      
HEALTHCARE (5.92%)
   893,000           Abbott Laboratories @ 32 5\8..............................                           $  29,134,125
                     Major pharmaceutical and healthcare firm
                     EARNINGS P/S....$.49, .58, .70, .83, .96, 1.11, 1.27, 1.47, 
                     1.69, 1.86                                                             16.0%
                     DIVIDENDS P/S.... $.17, .20, .24, .29, .34, .40, .48, 
                     .58, .66, .74                                                          17.8%
                     Price/Earnings Ratio....................................18
   513,000           Johnson & Johnson @ 54 3\4................................                              28,086,750
                     Major producer of prescription and non-prescription 
                     drugs, toiletries, medical instruments and supplies
                     EARNINGS P/S.....$.82, .45, 1.18, 1.41, 1.60, 1.72, 2.19, 
                     2.46, 2.74, 3.13                                                       16.0%
                     DIVIDENDS P/S.....$.32, .34, .40, .48, .56, .66, .77, 
                     .89, 1.01, 1.13                                                        15.0%
                     Price/Earnings Ratio....................................18
   414,000           Merck & Co., Inc. @ 38 1\8................................                              15,783,750
                      World's largest drug manufacturer
                      EARNINGS P/S......$.42, .54, .73, 1.01, 1.25, 1.52, 1.83, 
                      2.12, 1.87, 2.40                                                      21.4%
                      DIVIDENDS P/S.....$.18, .21, .27, .43, .55, .64, .77, 
                      .92, 1.03, 1.14                                                       22.8%
                      Price/Earnings Ratio...................................16
                                                                                                          -------------
                                                                                                             73,004,625
                                                                                                          -------------
INSURANCE (5.65%)
   400,000            AFLAC Corp. @ 32.........................................                              12,800,000
                      Global specialty  insurer
                      EARNINGS P/S......$.54, .78, .93, 1.08, .80, 1.15, 1.46, 
                      1.79, 2.32, 2.79                                                      20.0%
                      DIVIDENDS P/S......$.14, .16, .18, .20, .23, .26, .30, 
                      .34, .39, .45                                                         13.9%
                      Price/Earnings Ratio...................................12
   350,000            American General Corp. @ 28 1\4..........................                               9,887,500
                      Financial services company engaged in life/health 
                      insurance and consumer finance
                      EARNINGS P/S.....$1.60, 2.17, 1.86, 1.72, 1.88, 2.35, 
                      2.13, 2.45, 1.15, 2.99                                                 7.2%
                      DIVIDENDS P/S......$.50, .56, .63, .70, .75, .79, 1.00, 
                      1.04, 1.11, 1.16                                                       9.8%
                      Price/Earnings Ratio....................................9
   226,000            Chubb Corp. @ 77 3\8.....................................                              17,486,750
                      Broadly based property-casualty insurance organization
                      EARNINGS P/S....$.95, 2.82, 3.81, 4.19, 4.70, 5.79, 6.32, 
                      6.96, 3.91, 5.80                                                      22.3%
                      DIVIDENDS P/S....$.76, .80, .89, 1.08, 1.16, 1.32, 1.48, 
                      1.60, 1.72, 1.84                                                      10.3%
                      Price/Earnings Ratio...................................13
   500,000*           NWNL Company, Inc. @ 29..................................                              14,500,000
                      Diversified holding company specializing in insurance 
                      and financial services
                      EARNINGS P/S....$1.01, 1.67, 1.85, 1.76, 2.07, 2.09, 
                      1.71, 2.06, 2.62, 3.24                                                13.8%
                      DIVIDENDS P/S...$.40, .43, .48, .54, .59, .65, .69, 
                      .73, .79, .88                                                          9.2%
                      Price/Earnings Ratio....................................9
   150,000*           Providian Corp. @ 30 7\8.................................                               4,631,250
                      Financial service company providing 
                      insurance, loan,annuity and pension products
                      EARNINGS P/S.....$1.29, 1.46, 1.67, 2.00, 2.93, 1.70, 
                      2.67, 3.14, 3.13, 3.38                                                11.3%
                      DIVIDENDS P/S....$.38, .41, .44, .47, .50, .54, 
                      .60, .66, .73, .80                                                     8.6%
                      Price/Earnings Ratio....................................9
   300,000            Torchmark Corp. @ 34 7\8.................................                              10,462,500
                      Diversified financial services and insurance company
                      EARNINGS P/S....$1.45, 1.76, 1.87, 2.13, 2.59, 2.85, 
                      3.13, 3.58, 3.76, 3.85                                                11.5%
                      DIVIDENDS P/S.....$.35, .53, .67, .73, .83, .93, 1.00, 
                      1.07, 1.08, 1.12                                                      13.8%
                      Price/Earnings Ratio....................................9
                                                                                                          ------------- 
                                                                                                             69,768,000
                                                                                                          -------------
<PAGE>
MEDIA AND INFORMATION SERVICES (3.40%)
   470,000            Gannett Co., Inc  @ 53 1\4...............................                           $  25,027,500
                      Publishes 81 daily/50 nondaily newspapers, operates 10 
                      TV , 8 FM and 7 AM stations
                      EARNINGS P/S....$1.58, 1.71, 1.98, 2.26, 2.47, 2.36, 
                      2.00, 2.40, 2.73, 3.19                                                 8.1%
                      DIVIDENDS P/S....$.77, .86, .94, 1.02, 1.11, 1.21, 
                      1.24, 1.26, 1.30, 1.34                                                 6.3%
                      Price/Earnings Ratio...................................17
   215,800*           Interpublic Group Inc. @ 32 1\8..........................                               6,932,575
                      One of the largest advertising agencies in the world
                      EARNINGS P/S.....$.56, .62, .75, .91, 1.05, 1.19, 1.30, 
                      1.37, 1.67, 1.86                                                      14.3%
                      DIVIDENDS P/S....$.18, .20, .22, .26, .32, .37, .41, 
                      .45, .49, .55                                                         13.2%
                      Price/Earnings Ratio...................................17
   150,000            McGraw-Hill, Inc  @ 66 7\8...............................                              10,031,250
                      Supplier of information products and services for 
                      business and education industry
                      EARNINGS P/S....$2.92, 3.04, 3.27, 3.83, .82, 3.53, 
                      3.03, 3.13, 3.23, 4.10                                                 3.8%
                      DIVIDENDS P/S....$1.40, 1.52, 1.68, 1.84, 2.00, 2.16, 
                      2.20, 2.24, 2.28, 2.32                                                 5.8%
                      Price/Earnings Ratio...................................16
                                                                                                          -------------
                                                                                                             41,991,325
                                                                                                          -------------  
POLLUTION CONTROL (1.86%)
   873,000            WMX Technologies Inc. @ 26 1\4...........................                              22,916,250
                                                                                                          -------------
                      Nation's largest provider of waste management services
                      EARNINGS P/S.....$.43, .88, .73, 1.03, 1.22, 1.49, 1.23, 
                      1.86, .94, 1.65                                                       16.1%
                      DIVIDENDS P/S....$.11, .13, .17, .21, .27, .34, .40, 
                      .48, .56, .60                                                         20.7%
                      Price/Earnings Ratio....................................16
RETAIL (3.33%)
   585,900            May Dept. Stores @ 33 3\4.................................                             19,774,125
                      Operates 318 department stores and 3,295 shoe stores
                      EARNINGS P/S....$1.35, 1.22, 1.45, 1.71, 1.82, 1.87, 
                      2.01, 2.01, 2.36, 2.77                                                 8.3%
                      DIVIDENDS P/S....$.46, .51, .56, .62, .69, .77, .81, .83, 
                      .90, 1.01                                                              9.1%
                      Price/Earnings Ratio....................................12
 1,000,000*           Wal-Mart Stores, Inc. @ 21 1\4............................                             21,250,000
                      Operates chain of discount department stores
                      EARNINGS P/S......$.12, .15, .20, .28, .37, .48, .57, 
                      .70, .87, 1.03                                                        27.0%
                      DIVIDENDS P/S.....$.018, .021, .03, .04, .06, .07, .09, 
                      .11, .13, .17                                                         28.3%
                      Price/Earnings Ratio....................................21
                                                                                                          -------------
                                                                                                             41,024,125
                                                                                                          -------------
TECHNOLOGY (1.66%)

   200,000*           General Motors Corp. Class E @ 38 1\2.....................                              7,700,000
                      Leading provider of information processing services
                      EARNINGS P/S......$.39, .53, .66, .79, .91, 1.04, 1.17, 
                      1.33, 1.51, 1.68                                                      17.6%
                      DIVIDENDS P/S.....$.05, .10, .13, .17, .24, .28, .32, 
                      .36, .40, .48                                                         28.6%
                      Price/Earnings Ratio.....................................23
   200,000            Raytheon Co. @ 63 7\8......................................                            12,775,000
                      Manufacturer of electronic equipment, has operations in 
                      aircraft products and is active in air defense missiles
                      EARNINGS P/S.....$ 2.29, 2.53, 3.03, 3.66, 3.98, 4.26, 
                      4.48, 4.72, 5.11, 4.51                                                 7.8%
                      DIVIDENDS P/S....$.80, .85, .90, 1.00, 1.08, 1.18, 1.20, 
                      1.30, 1.40, 1.45                                                       6.8%
                      Price/Earnings Ratio.....................................14
                                                                                                           -------------
                                                                                                              20,475,000
                                                                                                           -------------

</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS.
                                                                14

<PAGE>   15
                             FINANCIAL STATEMENTS

                John Hancock Funds - Sovereign Investors Fund
<TABLE>
<CAPTION>
                                                                                                       COMPOUND
 NUMBER                                                                                                 GROWTH             MARKET
OF SHARES        COMMON STOCKS                                                                           RATE               VALUE
- ---------                                                                                                ----               -----
<S>                                                                                                     <C>            <C>
TELECOMMUNICATIONS (5.18%)
  840,000        ALLTEL Corp. @ 30 1\8.........................................................                        $  25,305,000
                 One of the country's largest telephone systems
                 Earnings P/S..........$.71, .77, .90, 1.04, 1.13, 1.18, 1.09, 1.22, 1.39, 1.63          9.7%
                 Dividends P/S................$.41, .44, .45, .51, .57, .64, .70, .74, .80, .88          8.9%
                 Price/Earnings Ratio....................................................... 19
  250,000        Bell Atlantic Corp. @ 49 3\4..................................................                           12,437,500
                 Provides telephone services in Mid-Atlantic 
                 states
                 Earnings P/S.......$2.74, 2.93, 3.12, 3.33, 2.72, 3.38, 2.90, 3.22, 3.39, 3.33          2.2%
                 Dividends P/S......$1.70, 1.80, 1.92, 2.04, 2.20, 2.36, 2.52, 2.60, 2.68, 2.76          5.5%
                 Price/Earnings Ratio....................................................... 15
  592,700*       Frontier Corp.- (Formerly Rochester 
                 Telephone Corp.) @ 21 1\8.....................................................                           12,520,787
                 Provides telephone service to the city of 
                 Rochester N.Y. and outlying areas
                 Earnings P/S............$.97, .89, .93, 1.06, .99, .86, 1.18, 1.04, 1.21, 1.52          5.1%
                 Dividends P/S................$.61, .64, .66, .68, .71, .73, .75, .77, .79, .81          3.2%
                 Price/Earnings Ratio....................................................... 14
  450,000        GTE Corp. @ 30 3\8............................................................                           13,668,750
                 Largest independent local telephone holding 
                 company
                 Earnings P/S.......$1.72, 1.69, 1.62, 1.77, 2.08, 1.82, 1.69, 1.95, 1.03, 2.46          4.1%
                 Dividends P/S......$1.04, 1.10, 1.24, 1.30, 1.40, 1.52, 1.64, 1.76, 1.85, 1.88          6.8%
                 Price/Earnings Ratio....................................................... 12                          -----------
                                                                                                                          63,932,037
                                                                                                                         -----------
TOBACCO (2.66%)
  389,000        Philip Morris Cos., Inc. @ 57 1\2.............................................                           22,367,500
                 Global tobacco, brewing and food company
                 Earnings P/S.......$1.31, 1.55, 1.94, 2.22, 3.18, 3.83, 4.24, 5.45, 4.05, 5.46         17.2%
                 Dividends P/S.........$.50, .62, .79, 1.01, 1.25, 1.55, 1.91, 2.35, 2.60, 3.03         22.2%
                 Price/Earnings Ratio....................................................... 11
  375,000        UST Inc. @ 27 3\4.............................................................                           10,406,250
                 Leading producer of smokeless tobacco
                 Earnings P/S.............$.40, .46, .56, .71, .82, .98, 1.18, 1.40, 1.70, 1.85         18.5%
                 Dividends P/S...............$.22, .25, .30, .37, .46, .55, .66, .80, .96, 1.12         19.8%
                 Price/Earnings Ratio....................................................... 15
                                                                                                                         -----------
                                                                                                                          32,773,750
                                                                                                                         -----------
UTILITIES (2.32%)
  140,000*       Dominion Resources, Inc. @ 35 3\4.............................................                            5,005,000
                 Virginia based utility holding company
                 Earnings P/S.......$2.40, 2.65, 3.03, 3.01, 2.76, 2.92, 3.02, 4.65, 3.12, 3.13          3.0%
                 Dividends P/S......$1.83, 1.91, 1.99, 2.07, 2.15, 2.23, 2.31, 2.40, 2.48, 2.55          3.8%
                 Price/Earnings Ratio....................................................... 11
  200,000*       Florida Progress Corp. @ 30...................................................                            6,000,000
                 Holding Co for Florida Power electric utility services
                 Earnings P/S.......$2.35, 2.47, 2.49, 2.35, 2.39, 2.14, 2.15, 2.05, 2.22, 2.30           NMF
                 Dividends P/S......$1.44, 1.54, 1.61, 1.67, 1.72, 1.78, 1.84, 1.90, 1.95, 1.99          3.7%
                 Price/Earnings Ratio....................................................... 13
UTILITIES (CONTINUED)
  400,000        National Fuel Gas Co. @ 25 1\2................................................                        $  10,200,000
                 Integrated natural gas system serving New 
                 York, Pennsylvania and Ohio
                 Earnings P/S.......$1.90, 1.75, 1.49, 1.65, 1.93, 1.83, 1.63, 1.94, 2.21, 2.23          1.8%
                 Dividends P/S......$1.02, 1.12, 1.19, 1.25, 1.32, 1.40, 1.45, 1.49, 1.53, 1.57          4.9%
                 Price/Earnings Ratio........................................................11
  210,000*       Union Electric Co. @ 35 3\8...................................................                            7,428,750
                 Largest electric utility in Missouri
                 Earnings P/S.......$2.86, 2.89, 2.91, 2.56, 2.91, 2.74, 3.01, 2.83, 2.77, 3.02          0.6%
                 Dividends P/S......$1.78, 1.86, 1.92, 1.94, 2.02, 2.10, 2.18, 2.26, 2.34, 2.40          3.4%
                 Price/Earnings Ratio....................................................... 12
                                                                                                                         -----------
                                                                                                                          28,633,750
                                                                                                                         -----------
                        TOTAL COMMON STOCKS
                         (Cost $902,738,090)                                                                             921,726,912
                                                                                                                         -----------

                 PREFERRED STOCKS (2.14%)
  150,000        AMR Corp., 6% Conv @  39 1\8..................................................                            5,868,750
  415,000        American Express Co. DECS, 6 1\4%
                 Conv @  42 5\8................................................................                           17,689,375
   60,000        Sonoco Products Co. 4 1\2% Conv 
                 Ser AA @ 475\8................................................................                            2,857,500
                        TOTAL PREFERRED STOCKS                                                                           -----------
                         (Cost $26,049,650)                                                                               26,415,625
PARVALUE                                                                                                                 -----------
 (000's    
OMITTED                                                                                                                  
- --------
                 CORPORATE BONDS (12.82%)
    5,000        BankAmerica Corp., Sub Note 8.125%, 
                 02-01-02 @ 97.083.............................................................                            4,854,150
    5,000*       Black & Decker Corp. , Note 7.00%, 
                 02-01-06 @ 85.078.............................................................                            4,253,900
    4,000*       Bowater Inc. , Deb 9.50%, 
                 10-15-12 @ 101.102............................................................                            4,044,080
   10,000        Coastal Corp.(The), Sr Deb 11.75%, 
                 06-15-06 @ 109.375............................................................                           10,937,500
    5,000        Comcast Corp., Sr Sub Deb 10.25%, 
                 10-15-01 @ 98.000.............................................................                            4,900,000
    5,000*       Digital Equipment Corp. , Deb 8.625%, 
                 11-01-12 @ 83.485.............................................................                            4,174,250
   10,000        Federal Express Corp., Note 9.65%, 
                 06-15-12 @ 105.487............................................................                           10,548,700
    5,000*       GTE North Inc. ,Telephone Facility Lease 
                 Bonds, 9.60%, 01-01-21 @ 105.242..............................................                            5,262,100
    8,500        Georgia-Pacific Corp., Deb 9.50%, 
                 02-15-18 @ 100.091............................................................                            8,507,735
    5,000*       Hechinger Co., Deb 9.45%, 
                 11-15-12 @ 98.054.............................................................                            4,902,700


</TABLE>

                                      15

<PAGE>   16

                             FINANCIAL STATEMENTS

                John Hancock Funds - Sovereign Investors Fund

<TABLE>
<CAPTION>
PAR VALUE
  (000's                                                              MARKET
OMITTED)      CORPORATE BONDS                                         VALUE
- --------      ---------------                                         -----
<S>           <C>                                                <C>                 
                                                                                      
10,000*       IBM Corp., Deb 7.50%,                                                   
              06-15-13 @ 88.998........................          $   8,899,800         
 5,000*       Morgan Stanley Corp., Deb 7.00%,                                        
              10-01-13 @ 81.325........................              4,067,600         
 5,000        NCNB Corp., Sub Note 9.125%,                                            
              10-15-01 @ 101.892.......................              5,094,600         
 5,000*       NationsBank Corp., Sub Note 6.875%,                                     
              02-15-05 @ 86.831........................              4,341,550         
 5,000*       NationsBank Corp., Sub Note 9.375%,                                     
              09-15-09 @ 102.798.......................              5,139,900         
 5,000*       Owen-Illinois, Inc., Sr Deb 11.00%,                                     
              12-01-03 @ 103.750.......................              5,187,500         
 4,000        Owen-Illinois, Inc., Sr Sub Note 10.00%,                                
              08-01-02 @ 97.750........................              3,910,000         
 2,000*       Protective Life Corp., Sr. Note 7.95%,                                  
              7-1-04 @ 94.932..........................              1,898,640         
10,000        RBSG Capital Corp., Gtd Cap Note                                        
              10.125%, 03-01-04 @ 108.942..............             10,894,200         
10,000*       RJR Nabisco, Inc., Note 8.625%,                                         
              12-01-02 @  92.753.......................              9,275,300         
 4,000*       Ralston Purina Co. , Deb 9.25%,                                         
              10-15-09 @ 101.387.......................              4,055,480         
 5,000*       Sears Reobuck & Co., Note 9.375%,                                       
              11-01-11 @ 104.502.......................              5,225,100         
 5,000*       Standard Credit Card Master Trust 1,                                    
              7.25%, 04-07-08 @ 91.125.................              4,556,250         
 4,500        Titan Wheel International Inc. Conv                                     
              Deb 4.75%, 12-01-00 @ 106.00.............              4,770,000         
 5,000*       USF&G Corp. , Sr Notes 8.375%,                                          
              06-15-01 @ 95.392........................              4,769,600         
10,000        United Air Lines Inc., Deb 9.125%,                                      
              01-15-12 @ 86.605........................              8,660,500         
 5,000        Wells Fargo & Co., Deb 8.20%,                                           
              11-01-96 @ 99.788........................              4,989,400         
                                                                 _____________         
                           TOTAL CORPORATE BONDS                                      
                             (Cost $166,844,619)                   158,120,535         
                                                                 _____________         
                                                                                      
                            UNITED STATES GOVERNMENT                                  
                            AND AGENCIES OBLIGATIONS (6.56%)                   
 5,000        Federal Home Loan Mort. Corp. Sr                                        
              Sub 6.55%, 04-02-03 @ 88.969.............              4,448,450         
 5,000*       Federal Home Loan Mort. Corp. Sr                                        
              Sub 7.50%, 07-23-07 @ 91.580.............              4,579,000         
10,000*       Federal Home Loan Mort. Corp. Sr                                        
              Sub 6.63%, 01-12-09 @ 83.750.............              8,375,000         
10,000        Federal National Mort. Assn. Sr                                         
              Sub 7.30%, 07-10-02 @ 94.687.............              9,468,700         
 5,000*       Tennessee Valley Auth., Pwr Bond                                        
              Ser C 7.875%, 09-15-01 @ 97.187..........          $   4,859,350         
 5,000        United States Treasury, Note 7.875%,                                    
              11-15-99 @ 100.250.......................               5,012,500         
10,000        United States Treasury, Note 8.00%,                                     
              05-15-01 @ 100.781.......................              10,078,100         
25,000*       United States Treasury, Note 7.25%,                                     
              08-15-04 @ 95.984........................              23,996,000         
10,000*       United States Treasury, Note 7.875%,                                    
              11-15-04 @ 100.281.......................              10,028,100         
                                                                  _____________         
                   TOTAL UNITED STATES GOVERNMENT                                     
                         AND AGENCIES OBLIGATIONS                                     
                                 (Cost $85,588,225)                  80,845,200         
                                                                  _____________         
                                                                                      
                            SHORT-TERM INVESTMENTS (3.57%)                     
                            SHORT TERM NOTES (3.57%)                                  
 3,300        Countrywide Funding Corp., 4.95%                                        
              01-05-95.................................               3,327,248         
 1,536        Ford Motor Credit Corp., 6.05%                                          
              01-03-95.................................               1,535,225         
 1,234        Ford Motor Credit Corp., 6.05%                                          
              01-06-95.................................               1,232,756         
 2,438        Ford Motor Credit Corp., 5.82%                                          
              01-10-95.................................               2,434,058         
 4,000        Ford Motor Credit Corp., 5.82%                                          
              01-12-95.................................               3,992,240         
 3,946        Ford Motor Credit Corp., 5.82%                                          
              01-13-95.................................               3,937,707         
 5,432        Goldman Sachs Co., 6.20% 01-03-95........               5,429,194         
 4,005        ITT Financial Corp., 6.00% 01-04-95......               4,002,331         
 3,500        ITT Financial Corp., 6.00% 01-05-95......               3,497,083         
 1,607        ITT Financial Corp., 6.10% 01-05-95......               1,605,366         
 3,000        ITT Financial Corp., 6.09% 01-06-95......               2,996,955         
 2,050        ITT Financial Corp., 6.02% 01-10-95......               2,046,572         
 4,000        ITT Financial Corp., 6.05% 01-11-95......               3,992,605         
 4,000        Merrill Lynch & Co., 6.00% 01-09-95......               3,994,000         
                                                                  _____________         
                            TOTAL SHORT-TERM NOTES                   44,023,340         
                                                                  _____________         
                                                                                      
</TABLE>                                                                       

                      SEE NOTES TO FINANCIAL STATEMENTS.


                                      16
<PAGE>   17

                             FINANCIAL STATEMENTS
                John Hancock Funds - Sovereign Investors Fund
      

<TABLE>
<CAPTION>
PAR VALUE                    
(000's                                                      MARKET
OMITTED)      SHORT-TERM INVESTMENTS                        VALUE
- --------                                                    -----
<S>                                                    <C>

              Corporate Savings Account (0.00%)
              Investors Bank & Trust Company
              Daily Interest Savings Account
              Current Rate 3.00%........               $       46,459
                                                       ______________
                TOTAL SHORT-TERM INVESTMENTS               44,069,799
                                                       ______________
                  TOTAL INVESTMENTS (99.82%)           $1,231,178,071
                                     ======            ==============
<FN>
  * Securities, other than short-term investments, newly added to the 
    portfolio for period ended December 31, 1994.

NMF No meaningful figure.
The percentage shown for each investment category is the total value of that 
category as a percentage of the net assets of the Fund.
</TABLE>



                      SEE NOTES TO FINANCIAL STATEMENTS.

                                        17
<PAGE>   18

                         NOTES TO FINANCIAL STATEMENTS

                 John Hancock Funds - Sovereign Investors Fund


NOTE A --
ACCOUNTING POLICIES
John Hancock Sovereign Investors Fund, Inc. (the "Corporation"), is an 
open-end investment management company, registered under the Investment 
Company Act of 1940. The Corporation consists of two series portfolios: John 
Hancock Sovereign Investors Fund (the "Fund") and John Hancock Sovereign 
Balanced Fund.

        The Directors have authorized the issuance of multiple classes of the 
Fund, designated as Class A, Class B and Class C. The shares of each class 
represent an interest in the same portfolio of investments of the Fund and 
have equal rights to voting, redemptions, dividends and liquidation, except 
that certain expenses, subject to the approval of the Directors, 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/service 
expenses under terms of a distribution plan, have exclusive voting rights 
regarding such distribution plan. Significant accounting policies of the Fund 
are as follows:

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

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. Therfore, no Federal income 
tax provision is required. Additionally, net capital losses of $1,217,935 
attributable to security transactions incurred after October 31, 1994 are 
treated as arising on the first day (January 1, 1995) of the Fund's current 
taxable year.

DIVIDENDS, DISTRIBUTIONS AND INTEREST Dividend income on investment 
securities is recorded on the ex-dividend date. 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 and 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 as explained 
previously.

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

CLASS ALLOCATIONS Income, common expenses and realized and unrealized gains 
(losses) are determined at the Fund level and allocated daily to each class 
of shares based on the appropriate net assets of the respective classes. 
Transfer agent expenses and distribution/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.

DISCOUNT ON SECURITIES The Fund accretes 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 Internal Revenue Code.

INCOME EQUALIZATION Prior to January 1, 1993, the Fund followed the 
accounting practice known as income equalization by which a portion of the 
proceeds from sales and costs of repurchases of Fund shares, equivalent on a 
per share basis to the amount of undistributed net investment income on the 
date of the transaction, was credited or charged to undistributed net 
investment income. As a result, undistributed net income per share was not 
affected by sales or redemptions of Fund shares. The Fund discontinued 
equalization accounting 

                                      18
<PAGE>   19


                         NOTES TO FINANCIAL STATEMENTS

                 John Hancock Funds - Sovereign Investors Fund

as of January 1, 1993, and reclassified net equalization credits in the amount
of $2,430,618 from undistributed net investment income to capital paid-in. In   
management's opinion, discontinuation of equalization accounting will result in
less distortion of undistributed net investment income as compared to income
available to shareholders for distribution for Federal tax purposes. This change
in accounting policy, shown on the Statement of Changes in Net Assets for the
year ended December 31, 1993, has no effect on the net assets, the results of
operations, or the net asset value per share of the Fund and did not have a
material effect on the per share amounts shown in the Financial Highlights.

NOTE B --
MANAGEMENT FEE AND TRANSACTIONS
WITH AFFILIATES AND OTHERS
Under the present investment management contract, the Fund pays a quarterly 
management fee to John Hancock Advisers, Inc. (the "Adviser"), a wholly-owned 
subsidiary of The Berkeley Financial Group, for a continuous investment 
program equivalent on an annual basis, to the sum of 0.60% of the Fund's 
average daily net asset value. Effective March 31, 1995, the Fund will pay a 
quarterly management fee to the Adviser, equivalent on an annual basis, to 
the sum of (a) 0.60% of the first $750,000,000 of the Fund's average daily 
net asset value, (b) 0.55% of the next $750,000,000, (c) 0.50% of the next 
$1,000,000,000 and (d) 0.45% of the Fund's average daily net asset value in 
excess of $2,500,000,000. The Adviser has entered into a service agreement 
with Sovereign Asset Management Corporation ("SAMCORP") an affiliate of the 
Adviser, to provide certain investment research and portfolio management 
services to the Fund, for which the Adviser pays SAMCORP 40% of its 
management fee.

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

        The Fund has a distribution agreement with John Hancock Funds, Inc. 
("JH Funds"), a wholly-owned subsidiary of the Adviser. Prior to January 1, 
1995, JH Funds was known as John Hancock Broker Distribution Services, Inc. 
For the period ended December 31, 1994, JH Funds received net sales charges 
of $5,068,113 with regard to sales of Class A shares. Out of this amount, 
$798,216 was retained and used for printing prospectuses, advertising, sales 
literature and other purposes, $2,458,300 was paid as sales commissions to 
unrelated broker-dealers, and $1,811,597 was paid as sales commissions to 
sales personnel of John Hancock Distributors, Inc. ("Distributors"), Tucker 
Anthony, Incorporated ("Tucker Anthony") and Sutro & Co., Inc. ("Sutro"). The 
Adviser's indirect parent, John Hancock Mutual Life Insurance Company, is the 
indirect sole shareholder of Distributors and John Hancock Freedom Securities 
Corporation and its subsidiaries, which include Tucker Anthony and Sutro, all 
of which are broker-dealers.

        Class B shares which are redeemed within six years of purchase will 
be subject to a contingent deferred sales charge ("CDSC") at declining rates 
beginning at 5.0% of the lesser of the current market value at the time of 
redemption or the original purchase cost of the shares being redeemed. 
Proceeds from the CDSC are paid to JH Funds and are used in whole or in part 
to defray its expenses related to providing distribution related services to 
the Fund in connection with the sale of Class B shares. For the period ended 
December 31, 1994 contingent deferred sales charges received by JH Funds 
amounted to $133,135.

        In addition, to compensate 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 


                                      19
<PAGE>   20
                        NOTES TO FINANCIAL STATEMENTS

                John Hancock Funds - Sovereign Investors Fund


and 1.00% of Class B average daily net assets to reimburse JH Funds for its
distribution/service costs. Up to a maximum of 0.25% of these payments may be
service fees as defined by the amended Rules of Fair Practice of the National
Association of Securities Dealers, which became effective July 7, 1993. Under
the amended Rules of Fair Practice, curtailment of a portion of the Fund's
12b-1 payments could occur under certain circumstances.

        The Fund has a transfer agent agreement with John Hancock Investor 
Services Corporation ("Investor Services"), a wholly-owned subsidiary of The 
Berkeley Financial Group. Prior to January 1, 1995, Investor Services was  known
as John Hancock Fund Services, Inc. The Fund pays Investor Services  a monthly
transfer agent fee equivalent, on an annual basis, to 0.17%, 0.19% and 0.10%
(0.17% prior to April 1, 1994) of the average daily net asset value,
attributable to Class A, Class B and Class C shares of the Fund, respectively,
plus out of pocket expenses incurred by Investor Services on behalf of the Fund
for proxy mailings. Effective January 1, 1995, Class A and Class B shares will
pay transfer agent fees based on transaction volume and the number of
shareholder accounts.

        Mr. Edward J. Boudreau, Jr. is director and officer of the Adviser as 
well as Director of the Fund. The compensation of unaffiliated Directors is 
borne by the Fund.


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 
period ended December 31, 1994, aggregated $464,823,355 and $392,300,033, 
respectively. Purchases and proceeds from sales of obligations of the U.S. 
government and its agencies aggregated $111,742,650 and $136,373,759, 
respectively, during the period ended December 31, 1994.

        The cost of investments owned at December 31, 1994 (including the 
joint repurchase agreement), for Federal income tax purposes was 
$1,225,522,373. Gross unrealized appreciation and depreciation of investments 
aggregated $61,338,140 and $55,728,901, respectively, resulting in net 
unrealized appreciation of $5,609,239.





                                      20

<PAGE>   21
                JOHN HANCOCK FUNDS - SOVEREIGN INVESTORS FUND


REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

To the Trustees and Shareholders of
John Hancock Sovereign Investors Fund,Inc. --
John Hancock Sovereign Investors Fund

We have audited the accompanying statement of assets and liabilities of John 
Hancock Sovereign Investors Fund (the "Fund"), one of the portfolios 
constituting John Hancock Sovereign Investors Fund, Inc., including the 
schedule of investments, as of December 31, 1994, and the related statement 
of operations for the year then ended and the statement of changes in net 
assets and the financial highlights for each of the two years in the period 
then ended. 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. The financial highlights of John Hancock Sovereign Investors Fund for 
each of the three years in the period ended December 31, 1992 were audited by 
other auditors whose report dated February 3, 1993 expressed an unqualified 
opinion on those financial highlights.

        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 December 31, 1994, by correspondence with the custodian
 and brokers. 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 John Hancock Sovereign Investors Fund portfolio of John Hancock
Sovereign Investors Fund, Inc. at December 31, 1994, the results of its
operations for the year then ended, and the changes in its net assets and
financial highlights for each of the two years in the period then ended, in
conformity with generally accepted accounting principles.

Boston, Massachusetts
February 13, 1995


TAX INFORMATION NOTICE (UNAUDITED)
For Federal Income Tax purposes, the following information is furnished with 
respect to the distributions of the Fund for its fiscal year ended December 
31, 1994.

        The Fund designated distributions to shareholders of $4,311,900 as 
long-term capital gain dividends. Shareholders were mailed a 1994 U.S. 
Treasury Department Form 1099-DIV in January 1995 representing their 
proportionate share.

        United States Government Obligations: Income from these investments 
may be exempt from certain state and local taxes. The percentage of assets 
invested in U.S. Treasury bonds, bills and notes was 3.95% at year end. The 
percentage of income derived from U.S. Treasury bonds, bills and notes was 
8.81%. The percentage of assets invested in obligations of other U.S. 
government agencies (excluding securities issued by Federal National Mortgage 
Association and Government National Mortgage Association) was 1.79% at year 
end. The percentage of income derived from these investments was 3.88%.

        With respect to the Fund's ordinary taxable income for the fiscal 
year ended December 31, 1994, 70.54% qualifies for the corporate dividends 
received deduction.

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



                                      21
<PAGE>   22
                John Hancock Funds - Sovereign Investors Fund

HISTORICAL DATA (Unaudited)
<TABLE>
The table below shows the record of the Fund during the past periods.
- ------------------------------------------------------------------------------
<CAPTION>
CLASS A                                         PER SHARE
  YEAR                            --------------------------------------------
 ENDED             SHARES          DIVIDENDS        NET ASSET    CAPITAL GAINS
DEC. 31         OUTSTANDING       FROM INCOME        VALUE       DISTRIBUTION
- -------         -----------       -----------        -----       ------------    
<S>              <C>                 <C>            <C>              <C>
1985             2,105,220           $.53           $11.31           $.435             
1986             2,807,182            .55            12.36            .865                                
1987             3,701,248            .58            10.96            .90                                 
1988             4,099,131            .604           11.19            .382                                
1989             5,274,426            .607           12.60            .58                                 
1990             6,991,411            .59            11.94            .60                                 
1991            13,560,178            .53            14.31            .67                                 
1992            59,053,529            .45            14.78            .09                                 
1993            83,332,510            .42            15.10            .09                                 
1994            76,585,860            .46            14.24            .11                                 

</TABLE>
<TABLE>
<CAPTION>                                                                 
CLASS B                                         PER SHARE
  YEAR                            --------------------------------------------
 ENDED             SHARES          DIVIDENDS       NET ASSET     CAPITAL GAINS
DEC. 31         OUTSTANDING       FROM INCOME        VALUE       DISTRIBUTION
- -------         -----------       -----------        -----       ------------    
<S>              <C>                 <C>            <C>              <C>
1994             8,996,738           $.36           $14.24           $.11

</TABLE>

<TABLE>
<CAPTION>
CLASS C                                         PER SHARE
  YEAR                            --------------------------------------------
 ENDED             SHARES          DIVIDENDS       NET ASSET     CAPITAL GAINS
DEC. 31         OUTSTANDING       FROM INCOME        VALUE       DISTRIBUTION
- -------         -----------       -----------        -----       ------------    
<S>                <C>               <C>            <C>              <C>
1993               674,320           $.34           $15.11           $.09
1994             1,062,699            .51            14.24            .11
</TABLE>


<TABLE>
<CAPTION>
DIVIDEND INCREASES (UNAUDITED)
Listed below are the most recent dividend increases for the common stocks 
held in the Sovereign Investors Fund as of December 31, 1994
- ------------------------------------------------------------------------------
                                                                 PERCENT OF 
COMPANY                                                      DIVIDEND INCREASE
- -------                                                      -----------------
<S>                                                               <C>
Abbott Laboratories.....................                          11.8% 
AFLAC Corp..............................                          15.0  
Air Products & Chemicals, Inc...........                           6.5  
Alco Standard ..........................                           4.0  
ALLTEL Corp.............................                           9.1  
American General Corp...................                           5.5  
Bell Atlantic Corp......................                           3.0  
Campbell Soup, Co.......................                          12.0  
Chubb Corp..............................                           7.0  
Colgate-Palmolive.......................                          13.9  
Crompton & Knowles......................                          20.0  
Dominion Resources......................                           1.6  
Emerson Electric Co.....................                          10.3  
Exxon Corp..............................                           4.2  
First Union Corp........................                          15.0  
Florida Progress Corp...................                           2.0  
Frontier Corp...........................                           2.5  
Gannett Co., Inc........................                           3.0  
General Electric Co.....................                          13.9  
General Motors, Corp. CI E..............                          20.0  
GTE Corp................................                           3.3  
Hanson PLC..............................                           5.3  
Interpublic Group.......................                          12.0  
Johnson & Johnson.......................                          11.5  
KeyCorp.................................                          14.3  
Legget & Platt, Inc.....................                           6.7  
Masco Corp..............................                           5.9  
May Department Stores...................                          13.0  
McDonald's..............................                          11.5  
McGraw-Hill.............................                           1.8  
Merck...................................                           7.1  
Minnesota Mining & Manufacturing........                           6.0  
National Fuel Gas.......................                           2.6  
NationsBank Corp........................                           8.7  
NWNL Company, Inc.......................                          12.5  
PepsiCo, Inc............................                          12.5  
Phillip Morris..........................                          19.6  
Pitney Bowes............................                          15.6  
PPG Industries..........................                           3.6  
Procter & Gamble........................                          12.9  
Providian Corp..........................                           9.6  
Raytheon................................                           7.1  
Rohm and Haas...........................                           5.7  
RPM, Inc. ..............................                           7.7  
Sara Lee Corp...........................                           6.3  
Shaw Industries, Inc....................                          22.2  
Sonoco Products Corp....................                           3.7  
Sysco Corp..............................                          28.6  
Torchmark Corp..........................                           5.0  
TRW, Inc. ..............................                           6.4  
Union Electric Co.......................                           2.5  
UST, Inc................................                          16.7  
V F Corp. ..............................                           6.3  
Wal-Mart................................                          30.8  
Witco Corp..............................                          12.0  
WMX Technologies, Inc...................                          15.4  
                                                                  ----
The average dividend increase for this group was                   9.9%
                                                                  ====

</TABLE>

                                                         

                                      22
<PAGE>   23
                                    NOTES

                John Hancock Funds - Sovereign Investors Fund




                                      23
<PAGE>   24
[A 1/2" by 1/2" John Hancock Funds logo in upper left hand corner of the page. 
A box sectioned in quadrants with a triangle in upper left, a circle in upper
right, a cube in lower left and a diamond in lower right.  A tag line below
reads: "A Global Investment Managament Firm."
A recycled logo in lower left hand corner with the caption "Printed on Recycled
Paper."]


Bulk Rate
U.S. Postage
PAID
Brockton, MA
Permit No. 582
101 Huntington Avenue Boston, MA 02199-7603

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


<PAGE>   25
- --------------------------------------------------------------------------------

                              JOHN HANCOCK FUNDS

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

                                   SOVEREIGN
                                   BALANCED
                                     FUND
                                       
                                       
                                 ANNUAL REPORT
                                       
                                       
                                       
                                       
                                       
                                       
                               DECEMBER 31, 1994
                                       
                                       

<PAGE>   26

DIRECTORS
Edward J. Boudreau, Jr.
Thomas W.L. Cameron
James F. Carlin*
Charles F. Fretz*
Harold R. Hiser Jr.*
Robert J. Kennedy*
Charles L. Ladner*
Patricia P. McCarter*
Steven R. Pruchansky*
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
Thomas H. Drohan
Senior Vice President and Secretary
James B. Little
Senior Vice President and
Chief Financial Officer
Michael P. DiCarlo
Senior Vice President
James K. Ho
Senior Vice President
John F. Snyder, III
Senior Vice President
John A. Morin
Vice President
Susan S. Newton
Vice President, Assistant Secretary
and Compliance Officer
James J. Stokowski
Vice President and Treasurer
CUSTODIAN
Investors Bank & Trust Company
89 South Street
Boston, Massachusetts 02111
TRANSFER AGENT
John Hancock Investors Services Corporation
P.O. Box 9116
Boston, Massachusetts 02205-9116
INVESTMENT ADVISER
John Hancock Advisers, Inc.
101 Huntington Avenue
Boston, Massachusetts 02199-7603
PRINCIPAL DISTRIBUTOR
John Hancock Funds, Inc.
101 Huntington Avenue
Boston, Massachusetts 02199-7603
LEGAL COUNSEL
Hale and Dorr
60 State Street
Boston, Massachusetts 02109
INDEPENDENT AUDITORS
Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

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

CHAIRMAN'S MESSAGE
DEAR FELLOW SHAREHOLDERS:
        With 1995 upon us, New Year's resolutions abound.  Dieting and saving
money -- Americans' long-time favorites -- are sure to top the list once again.
And once again, they'll probably be the most difficult to keep. This year,
however, Congress may give savers an additional incentive to stick to their
guns.
        Both the Republicans and Democrats want to revive Individual Retirement
Accounts (IRAs). In an effort to encourage savings, IRAs were made available to
all working Americans in 1981.  Anyone with earned income could contribute up
to $2,000 annually.  The contributions were fully tax-deductible,  and the
earnings weren't taxed until withdrawal. IRAs  became the most successful
savings program in the U.S., drawing in more than $250 billion and 13 million
new participants by 1985.
        Sweeping tax reforms in 1986, however, changed all that. As it stands
now, the full deduction only applies to individuals who earn less than $25,000,
married couples who earn less than $40,000 and people without 
employer-sponsored retirement plans. The result of this congressional
tinkering: the number of IRA contributors declined dramatically, from 16.2
million in 1985 to 4.2 million in 1992.
        Legislators are now taking a closer look at expanding the accessibility
of IRAs once again. Several proposals are on the table: (1) the Republicans'
"Contract with America" includes the American Dream Savings Account, a type of
IRA; (2) President Clinton has proposed expanding eligibility by raising income 
limits; and (3) several congressional representatives have introduced
legislation to restore the universal availability of a fully tax-deductible
IRA.
        We enthusiastically support restoring IRAs to their original luster.
Not only will they provide a tax break to middle-income Americans, but they'll
go a long way toward raising the nation's dangerously low personal savings rate
- -- the lowest of any major industrialized country. There's an increasing
awareness that Social Security and pension plans will no longer provide for the
retirement needs of middle-income Americans. Increasing  IRA accessibility for
more working individuals and families is one of the most sensible ways to help
Americans take responsibility for their future financial needs. We urge you to
support the expanded IRA by contacting your congressional representative or
senator.

Sincerely,
/s/  EDWARD J. BOUDREAU, JR.,

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

                                      2
<PAGE>   27

                    BY JOHN SNYDER AND BARRY EVANS FOR THE
                          PORTFOLIO MANAGEMENT TEAM

                                 JOHN HANCOCK
                           SOVEREIGN BALANCED FUND

                 Economy gains while stocks and bonds suffer;
                 -------------------------------------------
               slower growth in 1995 signals better times ahead
               ------------------------------------------------


        Main Street and Wall Street moved in different directions in 1994. Main
Street headed north thanks to an excellent year of strong employment gains,
rising income, increasing consumer confidence and terrific corporate earnings.
Unfortunately, all the good economic news sent Wall Street south.
        Fears that a strong economy would ignite inflation drove interest rates
up and stocks and bonds down. While the major stock market indices finished the
year in slightly positive territory, those returns masked a substantial
correction in the broader market. More than 80% of all stocks on the New York
Stock Exchange declined 20% or more in 1994. Meanwhile, the bond market
experienced its worst decline in more than 50 years.
        Against that backdrop, John Hancock Sovereign Balanced Fund finished
the year down slightly. For the year ended December 31, 1994, the Fund's Class
A and B shares had total returns of -3.51% and -4.22%, respectively, at net
asset value. By comparison, the average balanced fund had a total return of 
- -2.52%, according to Lipper Analytical Services.1

STOCKS: A SCORECARD REVIEW.

Our interest-rate sensitive stocks were among the hardest hit.
Bank stocks -- which total nearly 3% of the Fund's assets -- were 
our top performers in the first half of the year, thanks to strong 
earnings gains and a wave of merger activity. But concerns about 
the Fed's rate hikes finally caught up with the group in August. 
Fears that rising rates would squeeze net interest margins -- that 
is, the gap between

          ". . . ALL THE GOOD ECONOMIC NEWS SENT WALL STREET SOUTH."

A 2 1/4" x 2" photo of John Snyder centered at bottom of page.
Caption reads: "John Snyder, Co-Portfolio Manager."
           

                                      3
<PAGE>   28
                  John Hancock Funds - Sovereign Balanced Fund

                             "OUR CONSUMER STOCKS.
                                  WERE THE BIG
                               WINNERS IN 1994."

PORTFOLIO DIVERSIFICATION
Pie chart with the heading "Portfolio Diversification" at top of left hand 
column. The chart is divided into four sections. Going from left to right:
Cash/Other 7%; Common Stocks 51%; U.S. Government/Agency Issues 15%; and
Corporate Bonds 27%. A footnote below states. "As a percentage of net assets on
December 31, 1994."

deposit rates and lending rates -- drove bank stocks like NationsBank down 
through the end of the year. In our view, this is more a case of perception 
than reality. Higher rates may compress margins somewhat, but other factors, 
including increased fee income and stronger loan demand, are likely to keep 
bank earnings strong through 1995.

        Our consumer stocks, on the other hand, were the big winners in 1994.
Procter & Gamble, for example, rebounded as investors realized that fears of
brand-name competition were overblown and the company's sales and earnings
were growing nicely. Drug stocks, particularly  Johnson & Johnson and Abbott
Laboratories, also had a strong showing, thanks to the demise of health-care
reform and better-than-expected earnings.

BONDS: A TWO-PART STRATEGY

To cope with the hostile environment for bonds, we followed a two-pronged 
strategy. The first part involved taking on above-average credit risk. Credit 
risk is the risk that a bond issuer will be unable to meet its interest and 
principal oblig- ations. The lower a bond's credit rating, the higher the risk 
- -- and usually the more interest the bond pays. When the, economy is expanding 
and interest rates are rising -- as was  the case in 1994 -- it often makes 
sense to assume more credit risk. That's because as corporate cash flows 
improve, companies find themselves better able to pay down debt. Among the 
biggest beneficiaries of improved cash flows last year were companies issuing 
high-yield bonds -- those with credit ratings of BB or lower. We had the most 
success in cyclical sectors of the economy that are more sensitive to economic 
upturns (and downturns). Those included Stone Container, a paper company;  
Northwest Airlines; and Weirton Steel.

        The second part of our strategy was to lower interest-rate risk.
That's the risk that bond prices will fall as interest rates rise. One measure
of interest-rate risk is duration, a calculation that takes into account when a
bond matures as well as the frequency and amount of interest payments. When
rates are rising, it makes sense to lower the average duration. That's what we
did -- lowering it from 5.6 years in the months before the period began to 5.1
years throughout most of 1994. We achieved that lower

A 2" x 2" photo of Barry Evans at bottom center. Caption reads:
"Barry Evans, Co-Portfolio Manager."
            BARRY EVANS, CO-PORTFOLIO MANAGER

                                      4

<PAGE>   29
                  John Hancock Funds - Sovereign Balanced Fund

- -------------------------------------------------------------------
FUND PERFORMANCE
Bar chart with heading "Fund Performance" at top of left hand column. Under the
heading is the footnote: "For the year ended December 31, 1994." The chart is 
scaled in increments of 1% from bottom to top, with 0% at the top and -5% at 
the bottom. Within the chart, there are three solid bars. The first represents 
the -3.51% total return for John Hancock Sovereign Balanced Fund: Class A. The 
second represents the -4.22% return for John Hancock Sovereign Balanced Fund: 
Class B. The third represents the -2.52% return for the average balanced fund. 
The footnote below states: "Total returns for John Hancock Sovereign Balanced 
Fund are at net asset value with all distributions reinvested. The average 
balanced fund is tracked by Lipper Analytical Services. See following page for 
historical performance information."
- -------------------------------------------------------------------

duration by balancing long-term bonds with short-term bonds and avoiding 
intermediate-term bonds. That's known as a barbell strategy. It works best when
the yield curve is flattening -- that is, when interest rates from one end of 
the maturity scale to the other are leveling off -- as was the case throughout 
1994.

OUTLOOK FOR 1995
The big theme for 1995 will be a slower U.S. economy. The Fed's aggressive 
interest-rate hikes will eventually curb growth. Exactly when and by how much? 
Well, that's anyone's guess. But sometime this year, we're likely to see a 
moderating economy. And that phenomenon will likely influence our investment 
strategy for 1995.

        On the stock side, we see significant opportunities in companies with
large and growing overseas exposure. As the U.S. economy slows relative to most
major industrialized and emerging market economies, the relative contribution
to sales and profits of overseas operations of multinational companies will
rise dramatically. Given that, we'll continue to look for companies most likely
to benefit from this trend. Current holdings include Procter & Gamble with 52%
of its sales outside the U.S. and Minnesota Mining & Manufacturing with 49%. We
also believe that high-quality growth stocks will start to look more attractive
to investors in 1995. Attributes of dependability and sustainability of
earnings have been out of fashion for the past couple of years. Investors have
focused on the stronger, yet more volatile, earnings of cyclical companies. But
as a slowing economy clouds earnings projections for cyclicals, investors will
likely shift back to high-quality growth stocks with more reliable earnings.
PepsiCo's 13% earnings growth, for example, may not have looked attractive last
year when earnings on the S&P 500 Index were 18% to 19%. But it certainly will
as earnings drop back to a more normal range of 8% to 10%.

        On the bond side, we'll probably make a couple of strategic changes as
the recovery loses steam and rates level off. Junk bonds will likely become
less attractive going forward, while high-quality corporate bonds and
Treasuries will become more attractive. Then as the yield curve begins to
steepen again, we'll probably take off the barbell and add more intermediate
securities. Mortgage-backed securities -- because they're high- quality
government securities of mainly intermediate maturity -- could help us achieve
both goals and will likely become an increasingly important part of the Fund.

"THE BIG THEME FOR 1995 WILL BE A SLOWER U.S. ECONOMY."

- --------------------------------------------------------------
(1) Figures from Lipper Analytical Services include reinvested 
dividends and do not take into account sales charges. Actual
load-adjusted performance would be lower.
                                      5
<PAGE>   30

                       NOTES TO PERFORMANCE INFORMATION
 ---------------------------------------------------------------
                 John Hancock Funds - Sovereign Balanced Fund

In accordance with the reporting requirements of the Securities
and Exchange Commission, the following data are supplied for the
period ended December 31, 1994 with all distributions reinvested
in shares.  The average annualized total returns for Class A
shares for the 1-year period and since inception on October 5,
1992 were (8.37%) and 1.98%, respectively, and reflect payment of
the maximum sales charge of 5.00%. The average annualized total
returns for Class B shares for the 1-year period and since
inception on October 5, 1992 were (9.01%) and 1.93%,
respectively, and reflect the applicable contingent deferred
sales charge (maximum contingent deferred sales charge of 5% 
declines to 0% over six years).  All performance data shown 
represents past performance and should not be considered indicative 
of future performance.  Returns and principal values of Fund 
investments will fluctuate so that an investor's shares, when 
redeemed, may be worth more or less than their original cost. 
Performance is affected by a 12b-1 plan, which commenced on 
October 5, 1992 for both Class A and Class B shares.

 HYPOTHETICAL $10,000 INVESTMENT OVER LIFE OF THE FUND

Sovereign Balanced Fund
Class A shares

Line chart with the heading Sovereign Balanced 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 Standard & Poor's
500 Stock Index and is equal to $11,700 as of December 31, 1994.
The second line represents the value of hypothetical $10,000 as 
of December 31, 1994 and is equal to $11,002.  The third line 
represents the Sovereign Balanced Fund after sales charge and is 
equal to $10,449 as of December 31, 1994.

Soveriegn Balanced Fund
Class B shares

Line chart with the heading Sovereign Balanced Fund: Class B,
representing the growth of a hypothetical $10,000 investment
over the life of the fund.  Within the chart are three lines. 
The first line represents the value of the Standard & Poor's 
500 Stock Index and is equal to $11,710 as of December 31,1994.
The second line represents the value of the hypothetical $10,000 
made in the Sovereign Balanced Fund on October 5, 1992, before 
contingent deferred sales charge and is equal to $10,838 as of 
December 31, 1994.  The third line represents the Sovereign Balanced
Fund after contingent deferred sales charge and is equal to $10,438 
as of December 31, 1994.

*The Standard & Poor's 500 Stock Index is an unmanaged index that 
includes 500 widely traded common stocks and is a commonly used 
measure of stock market performance.

                                      6
<PAGE>   31
                             FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
                 John Hancock Funds - Sovereign Balanced 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 DECEMBER 31, 1994. YOU'LL
ALSO FIND THE NET ASSET  VALUE  PER SHARE FOR EACH CLASS AS OF THAT DATE.

<TABLE>
STATEMENT OF ASSETS AND LIABILITIES
December 31, 1994 
- -------------------------------------------------------------------------------
<S>                                                             <C>
ASSETS:
  Investments at value - Note C:
    Common and preferred stocks (cost - $73,957,095)......      $ 73,453,050
    Corporate Bonds (cost - $41,506,951)..................        38,162,271
    United States government and agencies
      obligations (cost - $21,409,819)....................        20,419,131
    Canadian government obligations
      (cost - $2,275,607).................................         2,060,975
    Joint repurchase agreement (cost - $5,477,000)........         5,477,000
    Corporate savings account.............................             1,449
                                                                ------------
                                                                 139,573,876
  Receivable for shares sold..............................             9,018
  Interest receivable.....................................         1,440,907
  Dividends receivable....................................           248,803
  Deferred organization expenses - Note A.................            65,857
                                                                ------------
                        Total Assets......................       141,338,461
                        ----------------------------------------------------
LIABILITIES:
  Payable for shares repurchased..........................            61,256
  Payable to John Hancock Advisers, Inc. and
    affiliates - Note B...................................            96,723
  Accounts payable and accrued expenses...................            52,537
                                                                ------------
                        Total Liabilities.................           210,516
                        ----------------------------------------------------
NET ASSETS:
  Capital paid-in.........................................       147,472,740
  Accumulated net realized loss on investments............        (1,304,246)
  Net unrealized depreciation of investments..............        (5,054,045)
  Undistributed net investment income.....................            13,496
                                                                ------------
                        Net Assets........................      $141,127,945
                        ====================================================
NET ASSET VALUE PER SHARE:
  (Based on net asset values and shares of beneficial
  interest outstanding - 30,000,000 shares authorized
  per class with $0.01 par value per share)
  Class A - $61,951,754 / 6,295,898.......................      $       9.84
  ==========================================================================
  Class B - $79,176,191 / 8,046,236.......................      $       9.84
  ==========================================================================
MAXIMUM OFFERING PRICE *
  Class A - ($9.84 x 105.26%).............................      $      10.36
  ==========================================================================
<FN>
*  On a single retail sale of less than $50,000.  On sales of $50,000 or more 
   and on group sales the offering price is reduced.
</TABLE>


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.

<TABLE>
STATEMENT OF OPERATIONS
Year ended December 31, 1994
- -----------------------------------------------------------------------------
<S>                                                             <C>
INVESTMENT INCOME:
  Interest................................................      $  6,147,667
  Dividends (net of foreign withholding tax of $13,980)...         2,642,264
                                                                ------------
                                                                   8,789,931
                                                                ------------
  Expenses:
    Investment management fee - Note B....................           864,666
    Distribution/service fee - Note B
      Class A.............................................           189,037
      Class B.............................................           742,706
    Transfer agent fee - Note B
      Class A.............................................           115,099
      Class B.............................................           162,030
    Custodian fee.........................................            56,436
    Registration and filing fees..........................            34,562
    Auditing fee..........................................            32,355
    Trustees' fees........................................            30,833
    Printing..............................................            30,304
    Organization expense..................................            24,042
                                                                ------------
                        Total Expenses....................         2,282,070
                        ----------------------------------------------------
                        Net Investment Income.............         6,507,861
                        ----------------------------------------------------
REALIZED AND UNREALIZED LOSS ON INVESTMENTS:
  Net realized loss on investments sold...................        (1,231,584)
  Change in net unrealized appreciation/depreciation
    of investments........................................       (11,093,661)
                                                                ------------
                        Net Realized and Unrealized
                        Loss on Investments...............       (12,325,245)
                        ----------------------------------------------------
                        Net Decrease in Net Assets
                        Resulting from Operations.........      $ (5,817,384)
                        ====================================================
</TABLE>

                       SEE NOTES TO FINANCIAL STATEMENTS.
                                      7
<PAGE>   32
                             FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
                 John Hancock Funds - Sovereign Balanced Fund

<TABLE>
STATEMENT OF CHANGES IN NET ASSETS
- ---------------------------------------------------------------------------------------------------------------------
<CAPTION>
                                                                                           YEAR ENDED DECEMBER 31,
                                                                                        -----------------------------
                                                                                            1994             1993
                                                                                        -------------   -------------
<S>                                                                                     <C>             <C>
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
  Net investment income.........................................................        $  6,507,861    $  3,295,566
  Net realized gain (loss) on investments sold..................................          (1,231,584)      2,051,455
  Change in net unrealized appreciation/depreciation of investments.............         (11,093,661)      2,123,828
                                                                                        ------------    ------------
        Net Increase (Decrease) in Net Assets Resulting from Operations.........          (5,817,384)      7,470,849            
                                                                                        ------------    ------------
DISTRIBUTIONS TO SHAREHOLDERS:
  Dividends from net investment income
    Class A - ($0.4951 and $0.4539 per share, respectively).....................          (3,070,175)     (1,220,690)
    Class B - ($0.4296 and $0.3816 per share, respectively).....................          (3,424,190)     (2,077,457)
  Distributions from net realized gain on investments sold
    Class A - ($0.0231 and $0.1390 per share, respectively).....................            (140,283)       (802,165)
    Class B - ($0.0231 and $0.1390 per share, respectively).....................            (179,739)     (1,001,930)
                                                                                        ------------    ------------
        Total Distributions to Shareholders.....................................          (6,814,387)     (5,102,242)
                                                                                        ------------    ------------
FROM FUND SHARE TRANSACTIONS -- NET*............................................          12,766,526     118,517,317 
                                                                                        ------------    ------------
NET ASSETS:
  Beginning of period...........................................................         140,993,190      20,107,266
                                                                                        ------------    ------------
  End of period (including undistributed net investment income of 
     $13,496 and none, respectively) ...........................................        $141,127,945    $140,993,190
                                                                                        ============    ============
<FN>
* ANALYSIS OF FUND SHARE TRANSACTIONS:
</TABLE>
<TABLE>
<CAPTION>
                                                                                        YEAR ENDED DECEMBER 31,
                                                                         ------------------------------------------------------
                                                                                  1994                          1993
                                                                         ---------------------------    -----------------------
                                                                          SHARES            AMOUNT        SHARES      AMOUNT
                                                                         -----------    -------------   ---------- ------------
<S>                                                                      <C>            <C>             <C>        <C>
CLASS A
Shares sold..........................................................     1,345,089     $ 13,926,996    2,417,337  $25,625,592
Shares issued in reorganization - Note D.............................            --               --    3,185,896   34,314,653
Shares issued to shareholders in reinvestment of distributions.......       305,566        3,035,107      179,420    1,919,915
                                                                         ----------     ------------    ---------  -----------
                                                                          1,650,655       16,962,103    5,782,653   61,860,160
Less shares repurchased..............................................    (1,146,920)     (11,691,908)    (559,332)  (6,003,391)
                                                                         ----------     ------------    ---------  -----------
Net increase.........................................................       503,735     $  5,270,195    5,223,321  $55,856,769
                                                                         ==========     ============    =========  ===========

CLASS B                                                                  
Shares sold..........................................................     1,851,509     $ 19,139,945    6,244,398  $66,088,653
Shares issued to shareholders in reinvestment of distributions.......       322,144        3,200,787      263,224    2,814,189
                                                                         ----------     ------------    ---------  -----------
                                                                          2,173,653       22,340,732    6,507,622   68,902,842
Less shares repurchased..............................................    (1,454,476)     (14,844,401)    (584,015)   6,242,294)
                                                                         ----------     ------------    ---------  -----------
Net increase.........................................................       719,177     $  7,496,331    5,923,607  $62,660,548
                                                                         ==========     ============    =========  ===========
</TABLE>                                                                 

THE STATEMENT OF CHANGES IN NET ASSETS SHOWS HOW THE VALUE OF THE FUND'S NET
ASSETS HAVE 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 REDEEMED, DURING THE LAST TWO PERIODS, ALONG WITH
THE CORRESPONDING DOLLAR VALUE.

                      SEE NOTES TO FINANCIAL STATEMENTS.
                                       8
<PAGE>   33
<TABLE>
                                             FINANCIAL STATEMENTS
- -----------------------------------------------------------------------------------------------------------------------------
                                 John Hancock Funds - Sovereign Balanced Fund

<CAPTION>
FINANCIAL HIGHLIGHTS
Selected data for each share of beneficial interest outstanding throughout the period indicated, investment 
returns, key ratios and supplemental data are as follows: 
- -----------------------------------------------------------------------------------------------------------------------------
                                                                          YEAR ENDED DECEMBER 31,         FOR THE PERIOD
                                                                          -----------------------         OCTOBER 5, 1992 TO
                                                                             1994         1993         DECEMBER 31, 1992(a)(d)
                                                                          ----------   ----------      ----------------------
<S>                                                                       <C>          <C>                     <C>
CLASS A

PER SHARE OPERATING PERFORMANCE
Net Asset Value, Beginning of Period ..........................           $ 10.74      $ 10.19                 $ 10.00
                                                                          -------      -------                 -------
Net Investment Income .........................................              0.50         0.46                    0.04(b)
Net Realized and Unrealized Gain (Loss) on Investments ........             (0.88)        0.68                    0.20
                                                                          -------      -------                 -------
    Total from Investment Operations  .........................             (0.38)        1.14                    0.24
                                                                          -------      -------                 -------
Less Distributions:
  Dividends from Net Investment Income ........................             (0.50)       (0.45)                  (0.05)
  Distributions from Net Realized Gain on Investments Sold ....             (0.02)       (0.14)                     --
                                                                          -------      -------                 -------
    Total Distributions .......................................             (0.52)       (0.59)                  (0.05)
                                                                          -------      -------                 -------
Net Asset Value, End of Period ................................           $  9.84      $ 10.74                 $ 10.19
                                                                          =======      =======                 =======
Total Investment Return at Net Asset Value ....................             (3.51%)      11.38%                   2.37%(c)
RATIOS AND SUPPLEMENTAL DATA
Net Assets, End of Period (000's omitted) .....................           $61,952      $62,218                 $ 5,796
Ratio of Expenses to Average Net Assets .......................              1.23%        1.45%                   2.79%*(b)
Ratio of Net Investment Income to Average Net Assets ..........              4.89%        4.44%                   3.93%*(b)
Portfolio Turnover Rate .......................................                78%          85%                      0%
CLASS B
PER SHARE OPERATING PERFORMANCE
Net Asset Value, Beginning of Period ..........................           $ 10.75      $ 10.20                 $ 10.00
                                                                          -------      -------                 -------
Net Investment Income .........................................              0.43         0.37                    0.03(b)
Net Realized and Unrealized Gain (Loss) on Investments ........             (0.89)        0.70                    0.20
                                                                          -------      -------                 -------
  Total from Investment Operations ............................             (0.46)        1.07                    0.23
                                                                          -------      -------                 -------
Less Distributions:
  Dividends from Net Investment Income ........................             (0.43)       (0.38)                  (0.03)
  Distributions from Net Realized Gain on Investments Sold ....             (0.02)       (0.14)                     --
                                                                          -------      -------                 -------
    Total Distributions .......................................             (0.45)       (0.52)                  (0.03)
                                                                          -------      -------                 -------
Net Asset Value, End of Period ................................           $  9.84      $ 10.75                 $ 10.20
                                                                          =======      =======                 =======
Total Investment Return at Net Asset Value ....................             (4.22%)      10.63%                   2.29%(c)
RATIOS AND SUPPLEMENTAL DATA
Net Assets, End of Period (000's omitted) .....................           $79,176      $78,775                 $14,311
Ratio of Expenses to Average Net Assets .......................              1.87%        2.10%                   3.51%*(b)
Ratio of Net Investment Income to Average Net Assets ..........              4.25%        4.01%                   3.21%*(b)
Portfolio Turnover Rate .......................................                78%          85%                      0%
<FN>
  *  On an annualized basis.
(a)  Fund commenced operations on October 5, 1992.
(b)  Reflects expense limitation in effect during the period indicated (see note B). As a result of such limitation, expenses
     for the period from October 5, 1992 to December 31, 1992 for Class A and Class B reflect a reduction of $0.0016 and  $0.0012
     per share, respectively. Absent of such limitation the ratio of expenses to average net assets would have been 2.94% and 
     3.66%, respectively, and the ratio of net investment income to average net assets would have been 3.78% and 3.06%,  
     respectively. Without the reimbursement, total investment return would have been lower.
(c)  Not annualized.
(d)  This period is covered by the report of other independent auditors (not included herein).
</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS.


                                       9
<PAGE>   34

                             FINANCIAL STATEMENTS
- ---------------------------------------------------------------------
           John Hancock Funds - Sovereign Balanced Fund

SCHEDULE OF INVESTMENTS
December 31, 1994
Per share earnings and dividends and their compound growth rates
are shown for the years 1985 to 1994.  This data and price/earnings
ratios are unaudited.
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 
THE SCHEDULE OF INVESTMENTS IS A COMPLETE LIST OF ALL SECURITIES
OWNED BY SOVEREIGN BALANCED FUND ON DECEMBER 31, 1994.  IT'S  
DIVIDED INTO SIX MAIN CATEGORIES:  COMMON STOCKS, PREFERRED 
STOCKS, CORPORATE BONDS, UNITED STATES GOVERNMENT AND AGENCIES  
OBLIGATIONS, CANADIAN GOVERNMENT OBLIGATIONS AND SHORT-TERM  
INVESTMENTS.  THE INVESTMENTS ARE FURTHER BROKEN DOWN BY INDUSTRY 
GROUPS. SHORT-TERM INVESTMENTS, WHICH REPRESENT THE FUND'S "CASH" 
POSITION, ARE LISTED LAST.

<TABLE>
<CAPTION>
                                                                   COMPOUND
   NUMBER                                                           GROWTH                MARKET
 OF  SHARES        COMMON  STOCKS  (50.69%)                          RATE                 VALUE
- -----------                                                         -----                 -----

<S>                                                                 <C>              <C>
BANKS (2.58%)
   70,000      KeyCorp @ 25...............................                           $  1,750,000
               Multi-regional bank holding company
               EARNINGS P/S...... $1.41, 1.72, 1.88, 2.10, 
               2.32, 2.32, 2.45, 2.51, 2.89, 3.50                   10.6%
               DIVIDENDS  P/S........ $.46, .48, .60, .68, 
               .80, .88, .92, .98, 1.12, 1.20                       12.0%
               Price/Earnings Ratio................... 7.1
   42,000      NationsBank  Corp.  @  45 1\8..............                              1,895,250
               Largest superregional bank in the Southeast
               EARNINGS P/S.......$2.28, 2.51, 2.01, 2.87, 
               4.44, 2.61, .76, 4.60, 5.00, 6.21                    11.8%
               DIVIDENDS  P/S.........$.66, .78, .86, .94,  
               1.10, 1.42, 1.48, 1.51, 1.64, 1.88                   12.3%
               Price/Earnings Ratio....................7.3
                                                                                      -----------
                                                                                        3,645,250
                                                                                      -----------
BASIC INDUSTRIES (0.91%)
   60,000*     Sonoco Products Co.  @  21 1\2.............                              1,290,000
                                                                                      -----------
               Containers, paper products and packaging
               EARNINGS  P/S.......$ .57, .63, .77, 1.10,  
               1.18, 1.21,1.10, .94, 1.35, 1.37                     10.2%
               DIVIDENDS  P/S..........$ .18, .21, .25,
               .32,  .41, .45, .46, .49, .53, .56                   13.4%
               Price/Earnings Ratio.....................16
CHEMICALS (6.48%)
   40,000*      Air Products And Chemicals
                Inc. @ 44 5\8..............................                             1,785,000
                Producer of  industrial  and  speciality
                chemicals and gases
                EARNINGS P/S.......$ 1.17, 1.17, 1.42, 1.95, 
                1.93, 2.08, 2.23, 2.45, 1.76, 2.05                   6.4%
                DIVIDENDS  P/S $ .32, .39, .45,  .55,  .63,
                .69, .75, .83, .89, .95                             12.9%
                Price/Earnings Ratio...................21.8
   70,000*      Crompton & Knowles
                Corporation @ 16 1\2.......................                             1,155,000
                Produces and markets speciality chemicals
                EARNINGS P/S........$.14, .17, .24, .36, .50, 
                .61, .73, .83, 1.00, 1.01                           26.6%
                DIVIDENDS P/S...$ .075. .079, .084, .11, .15,
                .20, .25, .31, .38, .46                             22.3%
                Price/Earnings Ratio...................16.3
   40,000       Minnesota Mining and
                Manufacturing Co. @ 53 3\8.................                             2,135,000
                Diversified  manufacturer  of  industrial,
                commercial, health care and consumer products
                EARNINGS P/S......$ 1.51, 1.70, 2.01, 2.55, 2.80,
                2.96, 2.63, 2.83, 2.91, 3.16                         8.6%
                DIVIDENDS P/S $ .88, .90, .93, 1.06,  1.30,
                1.46, 1.56, 1.60, 1.66, 1.76                         8.0%
                Price/Earnings Ratio...................16.9
   58,000       PPG Industries, Inc. @  37 1\8 ............                             2,153,250
                Manufacturer of specialty chemicals,
                coatings and resins
                EARNINGS P/S.....$ 1.14, 1.33, 1.60, 2.13, 
                2.09, 2.22, .95, 1.61, 1.78, 2.60                    9.6%
                DIVIDENDS  P/S $ .41, .47, .56,  .64,  .74,
                .82, .86, .94, 1.04, 1.12                           11.8%
                Price/Earnings Ratio...................14.3
CHEMICALS (CONTINUED)
   77,000        Witco Corporation @ 24 5\8 ...............                          $  1,896,125
                 Producer of special petroleum chemicals
                 EARNINGS P/S......$ 1.28, 1.47, 1.46, 1.53, 
                 .80, 1.38, 1.61, 1.19, .64, 1.98                    5.0%
                 DIVIDENDS  P/S......$ .49, .54, .60,  .72,  
                 .83, .86, .91, .92, .96, 1.06                       9.0%
                 Price/Earnings Ratio..................12.4
                                                                                      -----------
                                                                                        9,124,375
                                                                                      -----------
CONSUMER CYCLICALS & SERVICES (2.61%)
  110,000        Hanson PLC ADR @ 18.......................                             1,980,000
                 U.K. based multi-subsidiary holding company
                 EARNINGS P/S........$ .57, .72, 1.10, 1.71,  
                 1.67, 1.83, 1.74, 1.66, .87, 1.20                   8.6%
                 Dividends P/S* .......$ .15, .20, .27, .36, 
                 .56, .68, .79, .80**, .86, .88                     21.7%
                  * Gross ordinary dividends per ADR.
                 ** 1992 Dividend excludes extra transition
                    dividend of $.23.
                 Price/Earnings Ratio...................15
   35,000        VF Corp. @ 48 5\8.........................                             1,701,875
                 International apparel manufacturer
                 EARNINGS P/S......$ 2.25, 2.05, 2.62, 2.54, 
                 2.70, 1.35, 2.75, 3.97, 3.80, 4.19                  7.2%
                 DIVIDENDS  P/S.......$ .58, .66, .75,  .85,
                 .91, 1.00, 1.02, 1.11, 1.22, 1.30                   9.4%
                 Price/Earnings Ratio..................11.6
                                                                                      -----------
                                                                                        3,681,875
                                                                                      -----------
Consumer Durables (3.85%)
   66,800*       Leggett & Platt, Inc. @ 35 ...............                             2,338,000
                 Produces intermediate products for the home
                 furnishings industry
                 EARNINGS P/S........$ .88, .95, 1.11, 1.09,  
                 1.29, .84, 1.11, 1.64, 2.09, 2.68                  13.2%
                 DIVIDENDS P/S.......$ .17, .20, .28, .32, 
                 .37, .42, .43, .46, .54, .62                       15.5%
                 Price/Earnings Ratio..................13.1
   67,000        Masco Corp. @  22 5\8 ....................                             1,515,875
                 Leading manufacturer of brand-name building                       
                 and home improvement products
                 EARNINGS P/S......$ 1.26, 1.54, 1.61, 2.06,
                 1.41, .91, .30, 1.21, 1.45, 1.75                    3.7%
                 DIVIDENDS  P/S......$ .29, .34, .38,  .44,  
                 .50, .54, .57, .61, .65, .69                       10.1%
                 Price/Earnings Ratio....................13
</TABLE>
                       SEE NOTES TO FINANCIAL STATEMENTS.
                                      10

<PAGE>   35
<TABLE>
                                                       FINANCIAL STATEMENTS
- ------------------------------------------------------------------------------------------------------------------------------------
                                           John Hancock Funds - Sovereign Balanced Fund

<CAPTION>
                                                                                               COMPOUND
  NUMBER                                                                                        GROWTH                MARKET
OF SHARES       COMMON STOCKS                                                                    RATE                  VALUE
- ---------                                                                                       ------             -----------
<S>          <C>                                                                                  <C>              <C>
CONSUMER DURABLES (CONTINUED)                                                                              
  60,000*    Superior Industries
             International, Inc. @ 26 3/8  . . . . . . . . . . . . . . . . . . . . . . .                           $ 1,582,500
             Manufacturer of automotive wheels
             EARNINGS P/S  . . . .  $ .27, .26, .32, .46, .56, .54, .62, .95, 1.48, 1.83          23.7%
             DIVIDENDS P/S . . . .  $ 85, .04, .05,  .053,  .07, .08, .09, .10, .11, .15          25.1%              
             Price/Earnings Ratio   . . . . . . . . . . . . . . . . . . . . . . . . 14.4                           -----------
                                                                                                                     5,436,375
                                                                                                                   -----------
CONSUMER NON-DURABLES (4.41%)
  15,000*    Colgate - Palmolive Company @ 63 3/8 . . . . . . . . . . . . . . . . . . .                                950,625
             Global consumer products company which 
             consists of oral care, body care, 
             household surface care, etc.
             EARNINGS P/S . . $ 1.06, 1.25, .01, 1.11, 1.90, 2.12, .76, 2.93, 3.38, 3.80          15.2%
             DIVIDENDS P/S  . . . $. 65, .68, .70, .74, .78, .90, 1.07, 1.15, 1.34, 1.54          10.1%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . . . 16.7
  65,000     PepsiCo, Inc. @ 36 1\4 . . . . . . . . . . . . . . . . . . . . . . . . . .                              2,356,250
             Second largest soft drink company
             EARNINGS P/S . . . $ .50, .58, .77, .96, 1.13, 1.37, 1.35, 1.61, 1.96, 2.21          18.0%
             DIVIDENDS P/S  . . . . . $ .19, .21, .22, .27, .32, .38, .46, .51, .61, .70          15.6%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . . .16.4
  47,000     Procter & Gamble Co. (The) @ 62. . . . . . . . . . . . . . . . . . . . . .                              2,914,000
             Produces laundry and cleaning products,
             personal care items, food, beverages, etc.
             EARNINGS P/S . . $ .95, 1.04, .46, 1.48,  1.74, 2.25, 2.43, 2.62, .25, 1.90           8.0%
             DIVIDENDS P/S  . . . $ .65, .67, .68, .70, .83, .93, 1.00, 1.08, 1.17, 1.32           8.2%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . .  32.6                            -----------
                                                                                                                     6,220,875
                                                                                                                   -----------
DIVERSIFIED INDUSTRIALS (1.17%)
  25,000     TRW Inc. @ 66. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                              1,650,000    
                                                                                                                   -----------
             Producer of space and defense 
             products/services and automotive 
             components
             EARNINGS P/S $ 1.90, 3.56, 3.95, 4.23, 4.25, 3.36, (2.30), 3.10, 3.40, 4.89          11.1%
             DIVIDENDS P/S  $ 1.50, 1.53, 1.60, 1.63, 1.72, 1.74, 1.80, 1.82, 1.88, 1.94           7.1%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . . . 13.5

DIVERSIFIED OPERATIONS (3.34%)
  25,000*    Alco Standard Corporation @ 62 3\4 . . . . . . . . . . . . . . . . . . . .                              1,568,750
             Distributor of office and paper products
             EARNINGS P/S . $ 1.52, 1.47, 1.50, 2.12, 2.68, 2.19, 1.95, 2.22, 2.34, 2.87           7.3%
             DIVIDENDS P/S . . . .  $ .61, .63, .65, .70, .78, .85, .89, .93, .97, 1.01            5.8%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . .  21.9
  25,000     Johnson Controls, Inc. @ 49. . . . . . . . . . . . . . . . . . . . . . . .                              1,225,000
             Supplies building controls, manufacturer of
             seats and batteries to the auto industry, and 
             a leader of soft drink containers
             EARNINGS P/S . $ 2.40, 2.36, 2.20, 2.71, 2.42, 2.13, 2.19, 2.86, 3.16, 3.80           5.2%
             DIVIDENDS P/S   $ .95, 1.00, 1.07, 1.12, 1.17, 1.21, 1.25, 1.30, 1.38, 1.47           5.0%
             Price/Earnings Ratio  . . . . . . . . . . . . . . . . . . . . . . . .  12.9

DIVERSIFIED OPERATIONS (CONTINUED)
  70,000     Questar Corporation @ 27 1\2  . . . . . . . . . . . . . . . . . . . . . . .                           $ 1,925,000
             Diversified holding company operating in the 
             natural gas and property management businesses
             EARNINGS P/S .  $ 1.60, 1.47, .96, 1.16, 1.27, 1.46, 1.63, 1.85, 1.56, 1.99           2.5%
             DIVIDENDS P/S  . . . $ .82, .87, .91, .94, .95, .97, 1.01, 1.04, 1.09, 1.13           3.6%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . . . 13.8
                                                                                                                   -----------
                                                                                                                     4,718,750
                                                                                                                   -----------
ELECTRICAL EQUIPMENT (4.78%)
  34,000*    Emerson Electric Co. @ 62 1\2 . . . . . . . . . . . . . . . . . . . . . . .                             2,125,000
             Produces and sells electrical/electronic
             products and systems
             EARNINGS P/S . $ 1.81, 1.87, 2.00, 2.31, 2.63, 2.75, 2.83, 2.96, 3.15, 4.04           9.3%
             DIVIDENDS P/S. .  $ .88, .93, .98, 1.03, 1.16, 1.28, 1.34, 1.40, 1.47, 1.60           6.9%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . . . 15.5
  54,000     General Electric Co. @ 51 . . . . . . . . . . . . . . . . . . . . . . . . .                             2,754,000
             Dominant force in home appliances,
             electrical power and financial services
             EARNINGS P/S . $ 1.28, 1.37, 1.60, 1.88, 2.18, 2.43, 2.55, 2.51, 3.03, 3.40          11.5%
             DIVIDENDS P/S . . .  $ .55, .58, .65, .70, .82, .94, 1.02, 1.12, 1.26, 1.44          11.3%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . . . . 15
  35,000     Hubbell Incorporated
             Class B @ 53 1\4  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                             1,863,750
             Manufacturer of electrical and electronic
             products
             EARNINGS P/S . $ 1.49, 1.69, 1.94, 2.25, 2.52, 2.74, 2.66, 2.83, 2.00, 3.24           9.0%
             DIVIDENDS P/S  . . $ .58, .64, .75, .85, 1.07, 1.25, 1.40, 1.51, 1.55, 1.62          12.1%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . . . 16.4                     
                                                                                                                   -----------
                                                                                                                     6,742,750
                                                                                                                   -----------
ENERGY (1.29%)
  30,000     Exxon Corp. @ 60 3\4. . . . . . . . . . . . . . . . . . . . . . . . . . . .                             1,822,500 
                                                                                                                   -----------
             Major factor in the crude oil, natural gas and 
             chemical industry
             EARNINGS P/S  . $ 3.23, 3.71, 3.43, 3.95, 2.32, 3.96, 4.45, 3.82, 4.21, 3.63          1.3%
             DIVIDENDS P/S . $ 1.73, 1.80, 1.90, 2.15, 2.30, 2.47, 2.68, 2.83, 2.88, 2.91          5.9%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . . .  16.7
FINANCIAL (1.22%)
 120,000*    United Dominion Realty Trust @ 14 3\8. . . . . . . . . . . . . . . . . . . .                            1,725,000
                                                                                                                   -----------
             Portfolio of income-producing real estate in 
             the southeastern U.S.
             EARNINGS P/S . . . . . .  $ .14, .10, .08, .13, .28, .21, .15, .19, .28, .52         15.7%
             DIVIDENDS P/S  . . . . .  $ .47, .48, .51, .56, .61, .62, .63, .66, .70, .78          5.8%
             Price/Earnings Ratio . . . . . . . . . . . . . . . . . . . . . . . . .  27.6
HEALTHCARE (3.49%)
  84,000     Abbott Laboratories @ 32 5\8 . . . . . . . . . . . . . . . . . . . . . . . .                            2,740,500
             Major pharmaceutical and healthcare firm
             EARNINGS P/S . . . . $  .49, .58, .70, .83, .96, 1.11, 1.27, 1.47, 1.69, 1.86        16.0%
             DIVIDENDS P/S  . . . . . . $ .17, .20, .24, .29, .34, .40, .48, .58, .66, .74        17.8%
             Price/Earnings Ratio  . . . . . . . . . . . . . . . . . . . . . . . . .  17.5
</TABLE>
                      SEE NOTES TO FINANCIAL STATEMENTS.


                                      11
<PAGE>   36
<TABLE>
                                                       FINANCIAL STATEMENTS
                                           John Hancock Funds - Sovereign Balanced Fund


<CAPTION>
                                                                    COMPOUND
  NUMBER                                                             GROWTH           MARKET
OF SHARES       COMMON STOCKS                                         RATE             VALUE
- ---------                                                             ----             -----
HEALTHCARE (CONTINUED)
<S>                                                                   <C>          <C>
  40,000        Johnson & Johnson @ 54 3\4..................                       $  2,190,000
                Major producer of prescription/non-
                prescription drugs, toiletries, and 
                medical instruments and supplies
                EARNINGS P/S......$ .82, .45, 1.18, 1.41,  
                1.60, 1.72, 2.19, 2.46, 2.74, 3.13                    16.0%
                DIVIDENDS  P/S.....$ .32, .34, .40,  .48,  
                .56, .66, .77, .89, 1.01, 1.13                        15.0%
                Price/Earnings Ratio.....................17.5
                                                                                     -----------
                                                                                       4,930,500
                                                                                     -----------
INSURANCE (1.99%)
  21,000*       Chubb Corporation (The) @ 77 3\8 ...........                           1,624,875
                Broadly based property/casualty insurer
                EARNINGS P/S....$ .95, 2.82, 3.81, 4.19, 
                4.70, 5.79, 6.32, 6.96, 3.91, 5.80                    22.3%
                DIVIDENDS P/S......$ .76, .80, .89, 1.08,  
                1.16, 1.32, 1.48, 1.60, 1.72, 1.84                    10.3%
                Price/Earnings Ratio.....................13.3                         
  41,000*       NWNL Companies, Inc. (The) @ 29 ............                           1,189,000
                Specialities in life and health insurance
                and annuity businesses
                EARNINGS P/S.......$ 1.01, 1.67, 1.85, 1.76, 
                2.07, 2.09, 1.71, 2.06, 2.62, 3.24                    13.8%
                DIVIDENDS  P/S......$ .40, .43, .48,  .54,  
                .59, .65, .69, .73, .79, .88                           9.2%
                Price/Earnings Ratio......................9 
                                                                                     -----------
                                                                                       2,813,875
                                                                                     -----------
POLLUTION CONTROL (1.40%)
  75,000*       WMX Technologies, Inc. @ 26 1\4 ..............                         1,968,750
                Nation's largest  provider of waste                                    ---------
                management services
                EARNINGS  P/S.......$ .43, .88, .73, 1.03,  
                1.22, 1.49, 1.23, 1.86, .94, 1.65                     16.1%
                DIVIDENDS  P/S.....$ .11, .13, .17,  .21,  
                .27, .34, .40, .48, .56, .60                          20.7%
                Price/Earnings Ratio.....................15.9
PUBLISHING (1.62%)
  43,000        Gannett Co., Inc. @ 53 1\4 ..................                          2,289,750 
                Publishes 81 daily /50 non-daily                                       ---------
                newspapers, operates 10 TV, 8 FM and
                7 AM Stations
                EARNINGS P/S.....$ 1.58, 1.71, 1.98, 2.26, 
                2.47, 2.36, 2.00, 2.40, 2.73, 3.19                    8.1%
                DIVIDENDS P/S......$ .77, .86, .94, 1.02,  
                1.11, 1.21, 1.24, 1.26, 1.30, 1.34                    6.3%
                Price/Earnings Ratio.....................16.7
RETAIL (3.32%)  
  32,800*       Hannaford Brothers Co. @ 25 3\8 .............                           832,300
                Operates chains of retail food and drug
                stores
                EARNINGS  P/S......$  .44, .51, .65,  .77,  
                .96, 1.07, 1.08, 1.21, 1.33, 1.51                    14.7%
                DIVIDENDS  P/S.......$ .12, .13, .14,  .16,  
                .18, .22, .26, .30, .34, .38                         13.7%
                Price/Earnings Ratio.....................16.8
  51,000        May Dept. Stores Company @ 33 3\4 ......                              1,721,250
                Operates 318 department stores and 3,295
                shoe stores
                EARNINGS P/S.....$ 1.35, 1.22, 1.45, 1.71, 
                1.82, 1.87, 2.01, 2.01, 2.36, 2.77                    8.3%
                DIVIDENDS  P/S......$ .46, .51, .56,  .62, 
                .69, .77, .81, .83, .90, 1.01                         9.1%
                Price/Earnings Ratio.....................12.2         
RETAIL (CONTINUED)
 100,000*       Wal-Mart Stores, Inc. @ 21 1\4..............                       $  2,125,000
                Operates chain of discount department
                stores
                EARNINGS P/S......$ .12, .15, .20, .28, 
                .37, .48, .57, .70, .87, 1.03                         27.0%
                DIVIDENDS P/S.....$ .018, .021, .03, .04,  
                .06, .07, .09, .11, .13, .17                         28.3%
                Price/Earnings Ratio.....................20.6
                                                                                     -----------
  
                                                                                       4,678,550
                                                                                     -----------
TELECOMMUNICATIONS (2.57%)
  75,000         ALLTEL Corporation @ 30 1\8 ...............                           2,259,375
                 One of the country's largest telephone
                 systems
                 EARNINGS  P/S......$ .71, .77, .90, 1.04,  
                 1.13, 1.18, 1.09, 1.22, 1.39, 1.63                    9.7%
                 DIVIDENDS P/S......$ .41, .44, .45, .51, 
                 .57, .64, .70, .74, .80, .88                          8.9%
                 Price/Earnings Ratio.....................18.5
  65,000*        Frontier Corp. - formerly Rochester
                 Telephone Corporation @ 21 1\8.............                            1,373,125
                 Provides telephone service to city of
                 Rochester NY and outlying areas
                 EARNINGS  P/S....$ .97, .89, .93,  1.06,  
                 .99, .86, 1.18, 1.04, 1.21, 1.52                      5.1%
                 DIVIDENDS  P/S.....$ .61, .64, .66,  .68, 
                 .71, .73, .75, .77, .79, .81                          3.2%
                 Price/Earnings Ratio.....................13.9
                                                                                     -----------
                                                                                       3,632,500
                                                                                     -----------
TOBACCO (2.61%)
  35,000*        Philip Morris Companies Inc. @ 57 1\2 ....                            2,012,500
                 Global tobacco, brewing and food company
                 EARNINGS P/S....$ 1.31, 1.55, 1.94, 2.22, 
                 3.18, 3.83, 4.24, 5.45, 4.05, 5.46                   17.2%
                 DIVIDENDS P/S......$ .50, .62, .79, 1.01,  
                 1.25, 1.55, 1.91, 2.35, 2.60, 3.03                   22.2%
                 Price/Earnings Ratio.....................10.5
  60,000         UST Inc. @ 27 3\4.........................                            1,665,000
                 Leading producer of smokeless tobacco
                 EARNINGS P/S....$ .40, .46, .56, .71, .82, 
                 .98, 1.18, 1.40, 1.70, 1.85                          18.5%
                 DIVIDENDS  P/S $ .22, .25, .30,  .37,  .46,
                 .55, .66, .80, .96, 1.12                             19.8%
                 Price/Earnings Ratio.....................15
                                                                                     -----------
                                                                                       3,677,500
                                                                                     -----------
UTILITIES (1.05%)
  42,000*        Union Electric Company @ 35 3\8...........                           1,485,750    
                 Largest electric utility in Missouri                                ----------
                 EARNINGS P/S......$ 2.86, 2.89, 2.91, 2.56, 
                 2.91, 2.74, 3.01, 2.83, 2.77, 3.02                    0.6%
                 DIVIDENDS  P/S   $  1.78, 1.86,  1.92,  1.94,
                 2.02, 2.10, 2.18, 2.26, 2.34, 2.40                    3.4%
                 Price/Earnings Ratio.....................11.7
                                                   TOTAL COMMON STOCKS
                                                     (Cost $72,227,720)              71,534,925   
                                                                                    -----------

                  PREFERRED STOCKS (1.36%)
   45,000        American Express  Co. "DECS"  @ 42 5\8                               1,918,125  
                                                                                    -----------
                                                TOTAL PREFERRED STOCKS
                                                      (Cost $1,729,375)               1,918,125  
                                                                                    -----------
</TABLE>
                       SEE NOTES TO FINANCIAL STATEMENTS.
                                        12

<PAGE>   37

<TABLE>
                             FINANCIAL STATEMENTS
                 John Hancock Funds - Sovereign Balanced Fund

<CAPTION>
PAR VALUE
 (000'S                                                                  MARKET
 OMITTED)       CORPORATE BONDS (27.04%)                                  VALUE
- ---------                                                                -------
<S>             <C>                                                  <C>
$   250*        Abbey National First Capital, Sr Sub
                Note 8.20%, 10-15-04 @ 97.306.............           $   243,265
  1,000*        Banc One Credit Card Corp., Sr Sub
                Note 7.55%, 12-15-99 @ 98.531.............               985,313
  1,000*        Bank of Scotland, Sub Note 8.85%,
                11-01-06 @ 99.688.........................               996,880
  1,000*        Banque Paribas New York Corp., Sub
                Note 6.875%, 03-01-09 @ 82.654............               826,540
  1,000*        Barclays North American Capital, Deb.
                9.75%, 05-15-21 @ 106.348.................             1,063,480
  1,015         BFI Acquisition Corp., Sr Sub Note 12.00%,
                12-01-01 @ 98.5...........................               999,775
  1,100         CTC Mansfield Funding Corp., Secured Lease
                Obligation Bonds 11.125%,
                09-30-16 @ 92.657.........................             1,019,227
  1,653         Coastal Corp.(The), Sr Deb 11.75%,
                06-15-06 @ 109.375........................             1,807,969
  1,300         GTE Corp., Deb 10.250%,
                11-01-20 @ 105.181........................             1,367,353
  1,500         Georgia-Pacific Corp., Deb 9.75%,
                01-15-18 @ 101.022........................             1,515,330
    300         Great Western Bank, Sub Note 10.25%,
                06-15-00 @ 105.671........................               317,013
  1,500         Hydro-Quebec Corp. Deb Ser HS 9.40%,
                02-01-21 @ 103.693........................             1,555,395
  1,800*        Landeskreditbank Baden-Wurttemberg,
                Sub Note 7.625% 2-01-23 @ 91.004..........             1,638,072
  1,000*        Magna Copper Company, Sub
                Note 12.00% 12-15-01 @ 108.000............             1,080,000
    600*        Mass Mutual Life, Sub Note 7.625%,
                11-15-23 @ 85.121(R)......................               510,726
  2,000         Medusa Corp. Convertible Sub Note 6.00%,
                11-15-03 @ 87.000.........................             1,740,000
  1,000         Midland American Capital Corp., Gtd Note
                12.75%, 11-15-03 @ 113.715................             1,137,150
    820         Midland Funding Corp. Sr Sec Lease
                Oblig 10.33%, 07-23-02 @ 94.500...........               775,153
    670         National Westminster Bancorp,
                Deb 12.125%, 11-15-02 @ 109.162...........               731,385
    500         News America Holdings Corp.,
                Sr Note 9.125%, 10-15-99 @ 100.795........               503,975
    500         News America Holdings Corp., Sr Note
                8.50%, 02-15-05 @ 95.794..................               478,970
    750         New York Life 7.50%,
                12-15-23 @ 82.710(R)......................               620,325
  1,950         NWA Inc., Sub Note 8.625%,
                8-01-96 @ 96.000..........................             1,872,000

                CORPORATE BONDS

 $  400         Occidental Petroleum Corp., Sr Deb
                11.75%,  03-15-11  @  108.246.............           $   432,984
    500*        Pathmark Stores Inc., Sub Note A 11.625%,
                06-15-02 @ 96.000.........................               480,000
    750         RBSG Capital Corp., Gtd Cap Note 10.125%,
                03-01-04 @ 109.036........................               817,065
    400         RJR Nabisco Capital Corp., Sr Sub Deb 8.75%,
                04-15-04 @ 92.114.........................               368,456
    500         Scandinavian Airlines System, Deb 9.125%,
                7-20-99 @ 100.488.........................               502,440
  1,100         Security Pacific Corp., Sub Note 11.50%,
                11-15-00 @ 112.918........................             1,242,098
  1,000*        Standard Credit Card Master Trust,
                Credit Card Participation Certificates, 7.25%,
                4-07-08 @ 91.125..........................               911,250
    500         Stone Container, Sub Note 9.875%,
                02-01-01 @ 94.000.........................               470,000
  1,000*        Thrifty Payless, Inc., Sr. Sub Note, 12.25%,
                4-15-01 @ 94.500..........................               945,000
  1,900         TKR Cable 1, Inc. Deb 10.50%,
                10-30-07 @ 102.271........................             1,943,149
    700*        Trans Texas Gas Corp., Sr. Secured Note,
                10.50%, 9-01-00 @ 95.5....................               668,500
  1,450         Unisys Corp., Credit Sensitive Notes
                14.0765%, 07-01-97 @ 107.000..............             1,551,500
    260         United Air Lines Inc., Deb 10.25%,
                07-15-21 @ 94.240.........................               245,024
  1,594         USAir Inc., Deb 10.55%,
                01-15-05 @ 78.750.........................             1,255,275
    500*        Viacom International, Sub Deb. 8.00%,
                07-07-06 @ 85.75..........................               428,750
  1,000*        Weirton Steel Corporation, Sr. Notes
                10.875%, 10-15-99 @ 98.750................               987,500
  1,100         Westpac Banking Corp., Sub Deb 9.125%,
                08-15-01 @ 102.544........................             1,127,984
                                                                     -----------
                                     TOTAL CORPORATE BONDS 
                                        (Cost $41,506,951)            38,162,271
                                                                     -----------

                UNITED STATES GOVERNMENT
                AND AGENCIES OBLIGATIONS (14.47%)
  2,831*        Federal National Mort. Assn. 7.5%,
                08-01-08 @ 95.718.........................             2,710,607
    396         Federal National Mort. Assn. REMIC 9.8%,
                05-25-19 @ 100.500........................               397,986
  1,790         Financing Corp., Bond 9.65%,
                11-02-18 @ 112.930........................             2,021,447
</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS.


                                      13
<PAGE>   38
                             FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
                 John Hancock Funds - Sovereign Balanced Fund
<TABLE>
<CAPTION>
PAR VALUE
 (000'S         UNITED STATES GOVERNMENT                                 MARKET
 OMITTED)       AND AGENCIES OBLIGATIONS                                  VALUE
- ---------                                                                -------
<S>             <C>                                                 <C>
$   236*        Government National Mort. Assn. 9.00%,
                04-15-21  @  100.875.....................           $    238,555
  2,768         United States Treasury, Bond 8.875%,
                08-15-17 @ 108.937.......................              3,015,376
    500         United States Treasury, Bond 7.125%,
                02-15-23 @ 91.000........................                455,000
  1,000         United States Treasury, Note 9.375%,
                04-15-96 @ 102.219.......................              1,022,190
  4,000*        United States Treasury, Note 7.25%,
                11-15-96 @ 99.219........................              3,968,760
  2,000*        United States Treasury, Note 9.00%,
                05-15-98 @ 103.359.......................              2,067,180
  2,500         United States Treasury, Note 8.75%,
                08-15-00 @ 104.094.......................              2,602,350
  2,000*        United States Treasury, Note 7.25%,
                08-15-04 @ 95.984........................              1,919,680
                                                                     -----------
                           TOTAL UNITED STATES GOVERNMENT
                                 AND AGENCIES OBLIGATIONS
                                       (Cost $21,409,819)             20,419,131
                                                                     -----------
                CANADIAN GOVERNMENT
                OBLIGATIONS (1.46%)

$   750         Nova Scotia, Province of, Deb 9.50%,
                02-01-19  @  104.690.....................            $   785,175
  1,250         Saskatchewan, Province of, Deb 9.125%,
                02-15-21 @ 102.064.......................              1,275,800
                                                                     -----------
                                TOTAL CANADIAN GOVERNMENT
                                              OBLIGATIONS
                                        (Cost $2,275,607)              2,060,975
                                                                     -----------
</TABLE>
<TABLE>
<CAPTION>
                                        INTEREST
                                          RATE
                                          ----
<S>             <C>                                      <C>        <C>
                SHORT-TERM INVESTMENTS (3.88%)
                JOINT REPURCHASE AGREEMENT (3.88%)
  5,477         Investment in a joint repurchase
                agreement transaction with
                Lehman Brothers Corp., Dated
                12-30-94, Due 01-03-95 (secured
                by U.S. Treasury Bonds, 9.250%
                Due 02-15-16, and 8.125%
                Due 08-15-21, and by U.S.Treasury
                Notes, 5.500% Due 02-15-95,
                and 4.625% Due 08-15-95)
                Note A ..........................        5.85%         5,477,000
                                                                    ------------

                CORPORATE SAVINGS ACCOUNT (0.00%)
                Investors Bank & Trust Company
                Daily Interest Savings Account
                Current Rate 3.00% ...............                         1,449
                                                                    ------------
                      TOTAL SHORT-TERM INVESTMENTS                     5,478,449
                                                                    ------------
                        TOTAL INVESTMENTS ( 98.90%)                 $139,573,876
                                            ======                  ============
                        
<FN>
  *  Securities, other than short-term investments, newly added to the
     portfolio for year ended December 31, 1994.
(R)  These securities are exempt from registration under Rule 144A of the
     securities Act of 1933. Such securities may be resold, normally to
     qualified institutional buyers, in transactions exempt from registration.
     See Note A of the Notes to Financial Statements for valuation policy rule.
     Rule 144A securities amounted to $1,131,051 as of December 31, 1994.
The percentage shown for each investment category is the total value of that
category as a percentage of the net assets of the Fund.
</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS.

                                      14
<PAGE>   39

                        NOTES TO FINANCIAL STATEMENTS
                 John Hancock Funds - Sovereign Balanced Fund

NOTE A --
ACCOUNTING POLICIES

John Hancock Sovereign Investors Fund, Inc. (the "Corporation"),is an open-end 
investment management company, registered under the Investment Company Act of  
1940. The Corporation consists of two series portfolios: John Hancock Sovereign
Balanced Fund (the "Fund") and John Hancock Sovereign Investors Fund.

        The Directors have authorized the issuance of multiple classes of the
Fund, designated as Class A, Class B and Class C. The shares of each class
represent an interest in the same portfolio of investments of the Fund and have
equal rights to voting, redemptions, dividends, and liquidation, except that
certain expenses, subject to the approval of the Directors, 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/service expenses under terms
of a distribution plan, have exclusive voting rights regarding such
distribution plan. No Class C shares of the Fund were issued and outstanding
during the period ended December 31, 1994. 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 $340,120 of a capital 
loss carryforward available, to the extent provided by regulations, to offset 
future net realized capital gains.  To the extent that such carryforward is 
used by the Fund, no capital gain distributions will be made.  The carryforward
expires December 31, 2002. Additionally, net capital losses of $938,657
attributable to security transactions occurring after October 31, 1994 are 
treated as arising on the first day (January 1, 1995) of the Fund's next 
taxable year.

DIVIDENDS, DISTRIBUTIONS AND INTEREST  Dividend income on investment securities
is recorded on the ex-dividend date. 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.  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 as explained
previously.

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

CLASS  ALLOCATIONS  Income, common expenses and realized and unrealized gains 
(losses) are determined at the Fund level and allocated daily
                       

                                      15
<PAGE>   40


                        NOTES TO FINANCIAL STATEMENTS
                 John Hancock Funds - Sovereign Balanced Fund

to each class of shares based on the appropriate net assets of the respective
classes.  Transfer agent expenses and distribution/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.

DISCOUNT ON SECURITIES The Fund accretes discount from par value on
investment securities from either the date of issue or date of purchase over 
the life of the security, as required by the Internal Revenue Code.

ORGANIZATION EXPENSE Expenses incurred in connection with the organization 
of the Fund have been capitalized and are being charged to the Fund's 
operations ratably over a five-year period that began with the commencement 
of investment operations of the Fund.

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

Under the present investment management contract, the Fund pays amonthly 
management fee to the Adviser for a continuous investment program equivalent 
on an annual basis, to the sum of 0.60% of the Fund's average daily
net asset value. The Adviser has entered into a service agreement with 
Sovereign Asset Management Corporation ("SAMCORP") an affiliate of the
Adviser, to provide certain investment research and portfolio management
services to the Fund, for which the Adviser pays SAMCORP 40% of its
management fee with respect to equity securities in the Funds' portfolio.

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

The Fund has a distribution agreement with John Hancock Funds, Inc. 
("JH Funds"), a wholly-owned subsidiary of the Adviser. Prior to January
1, 1995, JH Funds was known as John Hancock Broker Distribution Services,
Inc. For the period ended December 31, 1994, JH Funds received net sales 
charges of $416,947 with regard to sales of Class A shares. Out of this
amount, $64,941 was retained and used for printing prospectuses, advertising, 
sales literature and other purposes, $78,926 was paid as sales commissions 
to unrelated broker-dealers and $273,080 was paid as sales commissions to
sales personnel of John Hancock Distributors, Inc. ("Distributors"), Tucker 
Anthony, Incorporated ("Tucker Anthony") and Sutro & Co., Inc. ("Sutro"). The
Adviser's indirect parent, John Hancock Mutual Life Insurance Company, is the 
indirect sole shareholder of Distributors and John Hancock Freedom Securities
Corporation and its subsidiaries, which include Tucker Anthony and Sutro, all
of which are broker- dealers.

Class B shares which are redeemed within six years of purchase will
be subject to a contingent deferred sales charge ("CDSC") at declining rates
beginning at 5.0% of the lesser of the current market value at the time 
of redemption or the original purchase cost of the shares being redeemed. 
Proceeds from the CDSC are paid to JH Funds and are used in whole or in part 
to defray its expenses related to providing distribution related services to
the Fund in connection with the sale of Class B shares.  For the period ended
December 31, 1994 contingent deferred sales charges paid to JH Funds amounted
to $248,315.

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


                                      16
<PAGE>   41


                        NOTES TO FINANCIAL STATEMENTS
                 John Hancock Funds - Sovereign Balanced Fund

Securities Dealers. Under the amended Rules of Fair Practice, curtailment       
of a portion of the Fund's 12b-1 payments could occur under certain 
circumstances. Accordingly, the 12b-1 fees for Class B shares were reduced 
during a portion of 1994.

        The Fund has a transfer agent agreement with John Hancock Investor 
Services, Corp. ("Investor Services"), a wholly-owned subsidiary of The
Berkeley Financial Group. Prior to January 1, 1995, Investor Services was known
as John Hancock Fund Services, Inc. For the period ended December 31, 1994, the
Fund paid Investor Services a monthly transfer agent fee equivalent, on an
annual basis, to 0.18% and 0.20% of the average daily net  asset value of Class
A and Class B shares of the Fund, respectively, plus  out of pocket expenses
incurred by Investor Services on behalf of the Fund for proxy mailings.
Effective January 1, 1995, the Fund will pay transfer agent fees based on
transaction volume and the number of shareholder accounts.

        Mr. Edward J. Boudreau, Jr. is director and officer of the Adviser as
well as Director of the Fund. The compensation of unaffiliated Directors is
borne by the Fund.  The Adviser owns 11,291 Class A shares of beneficial
interest of the Fund.


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 
period ended December 31, 1994, aggregated $93,996,810 and $84,249,995, 
respectively.  Purchases and proceeds from sales of obligations of the U.S. 
government and its agencies aggregated $57,620,132 and $60,200,915, 
respectively.

        The cost of investments owned at December 31, 1994 (including the joint
repurchase agreement), for Federal income tax purposes was $144,651,878. Gross
unrealized appreciation and depreciation of investments aggregated $3,435,807
and $8,515,258, respectively, resulting in net unrealized depreciation of
$5,079,451.

NOTE D --
REORGANIZATION
On September 21, 1993, the shareholders of John Hancock Asset Allocation  Fund
(JHAA) approved a plan of reorganization between JHAA and the   Fund providing
for the transfer of substantially all of the assets and liabilities of JHAA to
the Fund in exchange solely for Class A shares of the Fund. The acquisition was
accounted for as a tax free exchange of 3,185,896 Class A shares for the net
assets of JHAA which amounted to $34,314,653, including $3,788,008 of
unrealized appreciation, after the close of business at September 24, 1993.



                                      17
<PAGE>   42

                 John Hancock Funds - Sovereign Balanced Fund

REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

To the Trustees and Shareholders of

John Hancock Sovereign Investors Fund, Inc. --

John Hancock Sovereign Balanced Fund

We have audited the accompanying statement of assets and liabilities of John 
Hancock Sovereign Balanced Fund (the "Fund"), one of the portfolios 
constituting John Hancock Sovereign Investors Fund, Inc., including the 
schedule of investments, as of December 31, 1994, and the related statements of
operations for the year ended, and the statement of changes in net assets and 
financial highlights for each of the two years in the period then ended.  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 audit. The financial 
highlights of John Hancock Sovereign Balanced Fund for the year ended 
December 31, 1992 were audited by other auditors whose report dated  
February 3, 1993 expressed an unqualified opinion on those financial highlights.

        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 December 31, 1994, by correspondence with the custodian.  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 Sovereign Balanced Fund portfolio of John Hancock
Sovereign Investors Fund, Inc. at December 31, 1994, the results of its
operations for the year ended, and the changes in its net assets and  financial
highlights for each of the two years in the period then ended, in conformity
with generally accepted accounting principles.

Boston, Massachusetts
February 13, 1995

/S/ Ernst & Young LLP

TAX INFORMATION NOTICE (UNAUDITED)

For Federal Income Tax purposes, the following information is furnished with 
respect to the taxable distributions of the Fund for its fiscal year ended 
December 31, 1994.

        The Fund designated a distribution to shareholders of $320,000 as
long-term capital gain dividends. Shareholders were mailed a 1994 U.S. Treasury
Department Form 1099-DIV in January 1995 representing their proportionate
share.

        U.S. Government Obligations: Income from these investments may be
exempt from certain state and local taxes. The percentage of assets invested in
U.S. Treasury bonds, bills, and notes was 10.65% at year end. The percentage of
income derived from U.S. Treasury bonds, bills, and notes was 12.75%.  The
percentage of assets invested in obligations of other  U.S. government agencies
(excluding securities issued by Federal National Mortgage Association and
Government National Mortgage Association) was  1.43% at year end. The
percentage of income derived from these investments was 1.96% For specific
information on exemption provisions in your state, consult your local state tax
office or your tax adviser.

        With respect to the Fund's ordinary taxable income for the fiscal year
ended December 31, 1994, 38.76% qualifies for the dividends received deduction
available to corporations. 


                                      18



<PAGE>   43
                 John Hancock Funds - Sovereign Balanced Fund

HISTORICAL DATA (Unaudited)
The table below shows the record of the Fund since inception.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
CLASS A
  YEAR                                           PER SHARE
                               ------------------------------------------------
  ENDED          SHARES           DIVIDENDS        NET ASSET      CAPITAL GAINS
 DEC. 31     OUTSTANDING         FROM INCOME         VALUE         DISTRIBUTION
- --------     -----------         -----------         -----         ------------
<S>            <C>                 <C>              <C>              <C>
1992(1)          568,842           $0.0473          $10.19                --
1993           5,792,163            0.4539           10.74           $0.1390
1994           6,295,898            0.4951            9.84            0.0231

CLASS B
  YEAR                                           PER SHARE
                               ------------------------------------------------
  ENDED          SHARES           DIVIDENDS        NET ASSET      CAPITAL GAINS
 DEC. 31     OUTSTANDING         FROM INCOME         VALUE         DISTRIBUTION
- --------     -----------       -----------           -----         ------------
<S>            <C>                 <C>              <C>              <C>
1992(1)        1,403,452           $0.0292          $10.20                --
1993           7,327,059            0.3816           10.75           $0.1390
1994           8,046,236            0.4296            9.84            0.0231
<FN>
(1)  For the period October 5, 1992 (commencement of operations)
     to December 31, 1992.
</TABLE>

DIVIDEND INCREASES (UNAUDITED)
Listed below are the most recent dividend increases for the common stocks
held in the Sovereign Balanced Fund as of December 31, 1994 
<TABLE>
<CAPTION>
                                                 PERCENT OF
COMPANY                                      DIVIDEND INCREASE
- -------                                      -----------------
<S>                                                <C>
Abbott Laboratories.....................           11.8%
Air Products and Chemicals Inc..........            6.5
Alco Standard Corp. ....................            4.0
ALLTEL Corp.............................            9.1
Chubb Corp..............................            7.0
Colgate-Palmolive Co. ..................           13.9
Crompton & Knowles......................           20.0
Emerson Electric Co. ...................           10.3
Exxon Corp..............................            4.2
Frontier Corp...........................            2.5
Gannett Co. Inc.........................            3.0
General Electric Co.....................           13.9
Hannaford Brothers Co. .................           11.8
Hanson PLC .............................            5.3
Hubbell, Inc., Cl. B....................            4.9
Johnson & Johnson.......................           11.5
Johnson Controls Inc....................            8.3
KeyCorp.................................           14.3
Leggett & Platt Inc.....................            6.7
Masco Corp. ............................            5.9
May Department Stores Co................           13.0
Minnesota Mining & Manufacturing Co.....            6.0
NationsBank Corp. ......................            8.7
NWNL Cos., Inc..........................           12.5
PepsiCo, Inc............................           12.5
Phillip Morris Cos., Inc................           19.6
PPG Industries, Inc.....................            3.6
Procter & Gamble Co.....................           12.9
Questar Corp............................            3.6
Sonoco Products Co. ....................            3.7
Superior Industries Intl, Inc...........           50.0
TRW Inc.................................            6.4
Union Electric Co. .....................            2.5
United Dominion Realty Trust............           11.4
UST Inc.................................           16.7
V F Corp................................            6.3
Wal-Mart Stores, Inc. ..................           30.8
Witco Corp..............................           12.0
WMX Technologies, Inc. .................           15.4        
                                                  -----
The average dividend increase for this 
group was ..............................          10.83%
                                                  =====
</TABLE>

                                      19
<PAGE>   44

Back Cover
A 1/2" by 1/2" John Hancock Funds logo in upper left hand corner of
the page. A box sectioned in quadrants with a triangle in upper
left, a circle in upper right, a cube in lower left and a diamond
in lower right. A tag line below reads: "A Global Investment
Management Firm."


101 Huntington Avenue Boston, MA 02199-7603

Bulk Rate
U.S. Postage
PAID
Brockton, MA
Permit No. 582


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


A recycled logo in lower left hand corner with the caption 
"Printed on Recycled Paper."                                    JH 3600A 12/94
<PAGE>   45


John Hancock Sovereign Bond Fund
By James K. Ho, Senior Vice President and Portfolio Manager

Rising  interest rates erode bond prices; defensive  posture  and
exposure to high-yield market softens blow

1994  was  one  of the worst years on record for bond  investors.
Surprising  economic  growth and persistent  fears  of  inflation
(despite  modest numbers) led to higher interest rates and  lower
bond  prices. The downward trend began on February 4, 1994,  when
the  Federal Reserve reversed policy and encouraged the benchmark
federal  funds  rate--what banks charge each other for  overnight
loans--to  rise  from 3.0% to 3.25%. Afterwards, there  were  two
more  quarter-point increases in March and April, followed  by  a
half-point increase in May, another half-point increase in August
and  a three-quarter-point increase in November. That brought the
rate  up  to  5.50%  and  most  analysts  predicting  still  more
increases down the road.

Short-term interest rates weren't the only ones going  up.  Five-
year  Treasury yields rose more than 2.5 percentage points during
the  year  and  three-year Treasury yields climbed  more  than  3
percentage  points. Because more than enough, in most  cases,  to
erase  the income from interest payments. That said, John Hancock
Sovereign  Bond Fund fared better than most of its peers.  During
the year ended December 31, 1994, the Fund's Class A, Class B and
Class  C  shares had total returns of -2.75%, -3.14%, and -2.14%,
respectively.  During the same period, the average  corporate  A-
rated  debt  fund returned -4.64%, according to Lipper Analytical
Services. (1)

Why the Fund did better than its peers

One  reason  the  Fund did better than its peers was  its  above-
average exposure to high-yield bonds or junk bonds -- those  with
credit-quality ratings of BB or lower. The Fund will never invest
too  heavily in junk bonds; they totalled less than  20%  of  the
assets  at  the end of the period. But that 20% had a significant
positive impact on performance during the past year. Not only  do
junk  bonds  pay more interest than investment-grade  bonds,  but
they  generally have shorter maturities, too. Both  factors  help
make  junk  bonds  less  vulnerable to  rising  rates.  But  more
importantly, junk bonds tend to outperform most other bonds in an
expanding  economy as corporate cash flows improve and  companies
find themselves better able to pay down debt.

That  was  the  case in 1994, especially with junk bonds  in  so-
called  cyclical  industries: paper,  steel,  transportation  and
other sectors that are especially sensitive to increased economic
activity.  Examples included Stone Container,  a  paper  company;
Northwest Airlines, whose fortunes improved dramatically after it
was  able to sign a new collective-bargaining agreement with  its
pilots;  Weirton Steel; and RJR Nabisco. We dodged a bullet  with
Grand  Union. We were able to sell our stake at a premium shortly
before  the  bonds  plunged to 80% of  face  value.  Our  success
identifying credit trends once again helped our performance.

A  lesser  factor contributing to performance was the Fund's  12%
stake in mortgage-backed securities. We began buying mortgages in
late  1993  and  held  onto them throughout the  year.  Mortgages
outperformed other bonds when interest rates bottomed out and the
pace of home refinancings slowed.
<PAGE>   46

Coping with higher rates

The bulk of the Fund's investments -- both the 38% stake in high-
quality  corporate bonds and the 24% stake in Treasuries --  were
extremely sensitive to fluctuations in interest rates. With  that
portion  of  the  Fund,  we tried to find ways  to  minimize  the
damage.  One  way  we did that was reducing the Fund's  duration.
Duration  measures how much a bond's price will fall in  response
to  a given increase in rates; when rates are rising, it pays  to
have  a  shorter  duration. In late 1993, we shortened  from  5.5
years  to  4.7  years. Only at the end of 1994 did  we  begin  to
extend again, for reasons we'll explain in the outlook section.

To  achieve that shorter duration, we emphasized bonds at  either
end  of the maturity scale, balancing long-term bonds with short-
term  bonds  in what's known as a barbell. A barbell  works  best
when  the yield curve is flattening; that is, when interest rates
from one end of the maturity scale to the other are leveling off.
That's  what  happened  in 1994. Had we  owned  more  bonds  with
intermediate maturities, it's likely the Fund's performance would
have suffered.

Outlook seems to be improving

While  1994  was unquestionably a disappointing year, it's  worth
noting that bond prices stopped falling around the middle of last
summer  and  have risen slightly since then. The  timing  of  the
turnaround coincides roughly with the Fed's decision to  go  with
larger, more widely-spaced rate increases instead of the smaller,
one-after-the-other increases that occurred during the early part
of  the  year.  That slight tactical shift seems to have  brought
greater  stability  to  the bond market  as  it  helped  convince
investors  that  the  Fed  was serious  about  staying  ahead  of
inflation.

As  1994 came to an end, bonds, especially long-term bonds,  were
starting to look attractive again. When you can earn close to  8%
on a 30-year Treasury and inflation is hovering around 3%, that's
a  real  rate  of return of 5%, which is very good by  historical
standards.  That's  one  reason we chose  to  extend  the  Fund's
duration  again, going back out to 5.1 years by the  end  of  the
period. The other reason is that eventually the Fed's actions are
likely  to  have  the  intended effect: a  slowdown  in  economic
growth.  When  that happens -- late this year or  early  next  --
having  a longer duration should help the Fund take advantage  of
flat or falling interest rates.

As  the economy slows down and the yield curve begins to steepen,
we'll  think  about  making other changes to the  portfolio.  One
might  be  to move away from the barbell structure and  buy  more
intermediate  securities. Another would almost  certainly  be  to
reduce  the  Fund's  stake in junk bonds  and  other  lower-rated
corporate   bonds  in  favor  of  high-quality   corporates   and
Treasuries.  In  1994,  it was those funds  that  avoided  excess
interest-rate risk while taking on credit risk that  outperformed
their peers. In 1995, however, the best strategy may be just  the
opposite: to take on extra interest-rate risk and minimize credit
risk.


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