John Hancock Tax-Advantaged Dividend Income Fund (HTD) PRE 14A Preliminary proxy

JOHN HANCOCK TAX-ADVANTAGED DIVIDEND INCOME FUND

601 Congress Street

Boston, Massachusetts 02210-2805

January 25, 2008

Via EDGAR
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549

Re:	Preliminary Proxy Materials on Schedule 14A under the Securities Exchange Act
	of 1934
	File Nos. 333-108102; 811-21416

Ladies and Gentlemen:

On behalf of John Hancock Tax-Advantaged Dividend Income Fund (the “Trust”), we transmit herewith for filing with the Securities and Exchange Commission pursuant to Rule 14a-6(a) under the Securities Exchange Act of 1934, as amended (the “1934 Act”), the Trust’s preliminary proxy statement andform of proxy (the “Proxy Materials”)relating to an annual meeting of shareholders of the Trust to be held on March 31, 2008. It is anticipated that the Proxy Materials will be first sent to shareholders on or about February 14, 2008.

Please call me at (617) 663-4324, or in my absence Kinga Kapuscinski at (617) 663-3872, if you have any questions.

Very truly yours,

/s/ Alfred Ouellette

Alfred Ouellette

Assistant Vice President and Senior Counsel

Enclosures