As filed with the U.S. Securities and Exchange Commission on September 23, 2002

                                                    Registration No. 333-91448
                                                                     -----------
- --------------------------------------------------------------------------------

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                             ----------------------

                                    FORM S-6
                          REGISTRATION STATEMENT UNDER
                          THE SECURITIES ACT OF 1933   [ ]
                      PRE-EFFECTIVE AMENDMENT NO. 1    [X]
                      POST-EFFECTIVE AMENDMENT NO.     [_]
                       --------------------------

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV
                              (Exact name of trust)

                       JOHN HANCOCK LIFE INSURANCE COMPANY
                               (Name of depositor)

                               JOHN HANCOCK PLACE
                 INSURANCE & SEPARATE ACCOUNTS DIV. - LAW SECTOR
                           BOSTON, MASSACHUSETTS 02117
          (Complete address of depositor's principal executive offices)
                              --------------------

                             RONALD J. BOCAGE, ESQ.
                       JOHN HANCOCK LIFE INSURANCE COMPANY
                 INSURANCE & SEPARATE ACCOUNTS DIV. - LAW SECTOR
                 JOHN HANCOCK PLACE, BOSTON, MASSACHUSETTS 02117
                (Name and complete address of agent for service)
                            -------------------------

                                    Copy to:
                               THOMAS C. LAUERMAN
                                 Foley & Lardner
                               3000 K Street, N.W.
                             Washington, D.C. 20007
                              --------------------

Approximate date of proposed public offering: as soon as practicable after the
effective date of this Registration Statement.

Title and amount of securities being registered: interests under flexible
premium variable life contracts.

The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
a further amendment which specifically states that this Registration Statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.



                                     PART II

                           UNDERTAKING TO FILE REPORTS

         Subject to the terms and conditions of Section 15(d) of the Securities
Exchange Act of 1934, the undersigned registrant hereby undertakes to file with
the Securities and Exchange Commission such supplementary and periodic
information, documents, and reports as may be prescribed by any rule or
regulation of the Commission heretofore or hereafter duly adopted pursuant to
authority conferred in that Section.

                        REPRESENTATION OF REASONABLENESS

         John Hancock Life Insurance Company represents that the fees and
charges deducted under the Policies, in the aggregate, are reasonable in
relation to the services rendered, the expenses expected to be incurred, and the
risks assumed by the insurance company.

                      UNDERTAKING REGARDING IMDEMNIFICATION

         Pursuant to Article 8 of John Hancock's Bylaws and Chapter 156B,
Section 67 of the Massachusetts Business Corporation Law, John Hancock
indemnifies each director, former director, officer, and former officer, and his
heirs and legal representatives from liability incurred or imposed in connection
with any legal action in which he may be involved by reason of any alleged act
or omission as an officer or a director of John Hancock.

         Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.



                       CONTENTS OF REGISTRATION STATEMENT

         This Registration Statement comprises the following papers and
         documents:

         The facing sheet.

         The prospectus containing 232 pages.

         The undertaking to file reports.

         The representation of reasonableness.

         The undertaking regarding indemnification.

         The signatures.

         The following exhibits:

         I.A.  (1)  John Hancock Board Resolution establishing the separate
                    account, is incorporated by reference to Post-Effective
                    Amendment No. 3 to the Form S-6 Registration Statement of
                    File No. 33-63842, filed on March 6, 1996

               (2)  Not Applicable

               (3)  (a)  Form of Distribution and Servicing Agreement by and
                         among Signator Investors, Inc. (previously known as
                         "John Hancock Distributors, Inc."), John Hancock Life
                         Insurance (previously known as "John Hancock Mutual
                         Life Insurance Company"), and John Hancock Variable
                         Life Insurance Company, incorporated by reference from
                         Pre-Effective Amendment No. 2 to Form S-6 Registration
                         Statement of John Hancock Variable Life Account S (File
                         No. 33-15075) filed April 18, 1997.

                    (b)  Specimen Variable Contracts Selling Agreement between
                         Signator Investors, Inc. and selling broker-dealers,
                         incorporated by reference from Pre-Effective Amendment
                         No. 2 to Form S-6 Registration Statement of John
                         Hancock Variable Life Account S (File No. 33-15075)
                         filed April 18, 1997.

                    (c)  Schedule of sales commissions included in Exhibit
                         I.A.(3)(a) above.

               (4)  Not Applicable

               (5)  Form of flexible premium variable life insurance policy,
                    incorporated by reference to the Initial Registration
                    Statement to this File, filed on June 28, 2002.

               (6)  (a)  John Hancock's Restated Articles of Organization are
                         incorporated by reference from Post-Effective Amendment
                         No. 10 the Registration Statement of File No.
                         333-76662, filed on March 7, 2001.

                    (b)  John Hancock's Articles of Amendment, filed herewith

                    (c)  John Hancock's Amended And Restated By-Laws are
                         incorporated by reference to the Annual Report filed on
                         Form 10-K, File No. 333-45862, filed March 27, 2002.

               (7)  Not applicable.

               (8)  (a)  Participation Agreement Among Variable Insurance
                         Products Fund II, Fidelity Distributors Corporation and
                         John Hancock Life Insurance Company (formerly known as
                         "John Hancock Mutual Life Insurance Company"), filed in
                         Post-Effective Amendment No. 1 to File No. 333-81127,
                         filed May 4, 2000.

                    (b)  Participation Agreement Among Variable Insurance
                         Products Fund, Fidelity Distributors Corporation and
                         John Hancock Life Insurance Company (formerly known as
                         "John Hancock Mutual Life Insurance Company"), filed in
                         Post-Effective Amendment No. 1 to File No. 333-81127,
                         filed May 4, 2000.



                    (c)  Participation Agreement Among MFS Variable Insurance
                         Trust, John Hancock Life Insurance Company (formerly
                         known as "John Hancock Mutual Life Insurance
                         Company"),and Massachusetts Financial Services Company,
                         filed in Post-Effective Amendment No. 1 to File No.
                         333-81127, filed May 4, 2000.

                    (d)  Participation Agreement By And Among AIM Variable
                         Insurance Funds, Inc., AIM Distributors, Inc., John
                         Hancock Life Insurance Company (formerly known as "John
                         Hancock Mutual Life Insurance Company"), and Certain of
                         its Affiliated Insurance Companies, each on behalf of
                         itself and its Separate Accounts, and John Hancock
                         Funds, Inc., filed in Post-Effective Amendment No. 1 to
                         File No. 333-81127, filed May 4, 2000.

                    (e)  Participation Agreement between Janus Aspen Series,
                         Janus Capital Corp., and John Hancock Variable Life
                         Insurance Company, incorporated by reference to File
                         333-425, filed on Form S-6 on November 1, 2001.

               (9)  Not Applicable.

               (10) Form of application for Policy, incorporated by reference
                    to the Initial Registration Statement to this File, filed
                    on June 28, 2002.

               (11) Not Applicable.  The Registrant invests only in shares of
                    open-end Funds.

         2.    Included as Exhibit 1.A(5) above.

         3.    Opinion and consent of counsel as to securities being registered,
               filed herewith

         4.    Not Applicable

         5.    Not Applicable

         6.    Opinion and consent of actuary, filed herewith

         7.    Consent of independent auditors, filed herewith

         8.    Memorandum describing John Hancock's issuance, transfer and
               redemption procedures for the flexible policy pursuant to Rule
               6e-3(T)(b)(12)(iii), incorporated by reference to Pre-Effective
               Amendment No. 1 to File 33-64364, filed on October 29, 1993.

         9.    Powers of attorney for David F. D'Alessandro, Foster L. Aborn,
               Waye A. Budd, John M. Connors, Jr., John DeCiccio, Richard B.
               DeWolfe, Robert E. Fast, Thomas P. Glynn, Michael C. Hawley,
               Edward H. Linde, Judith A. McHale, R. Robert Popeo, Richard F.
               Syron and Robert J. Tarr, Jr, incorporated by reference to File
               333-70734, filed on September 12, 2002.

         10.   Representations, Description and Undertaking pursuant to Rule
               6e-3(T)(b)(13)(iii)(F) under the Investment Company Act of 1940
               are incorporated by reference to Pre-Effective Amendment No. 1 to
               Form S-6 Registration Statement to File No. 33-79108 filed
               October 10, 1994.



                       PROSPECTUS DATED SEPTEMBER 25, 2002
- --------------------------------------------------------------------------------
                             MAJESTIC VARIABLE COLI
- --------------------------------------------------------------------------------
           a flexible premium variable life insurance policy issued by
              JOHN HANCOCK LIFE INSURANCE COMPANY ("JOHN HANCOCK")

     The policy provides an investment option with fixed rates of return
     declared by John Hancock and the following variable investment options:



- --------------------------------------------------------------------------------------------------------------------
VARIABLE INVESTMENT OPTION               MANAGED BY
- --------------------------               ----------
                                      
Equity Index ..........................  SSgA Funds Management, Inc.
Large Cap Value .......................  T. Rowe Price Associates, Inc.
Large Cap Value CORE (SM) .............  Goldman Sachs Asset Management
Large Cap Growth ......................  Independence Investment LLC
Large Cap Aggressive Growth ...........  Alliance Capital Management L.P.
Growth & Income .......................  Independence Investment LLC and Putnam Investment
                                          Management, LLC
Fundamental Value .....................  Wellington Management Company, LLP
Multi Cap Growth ......................  Janus Capital Management, LLC
Fundamental Growth ....................  Putnam Investment Management, LLC
Small/Mid Cap CORE (SM) ...............  Goldman Sachs Asset Management
Small/Mid Cap Growth ..................  Wellington Management Company, LLP
Small Cap Equity ......................  Capital Guardian Trust Company
Small Cap Value .......................  T. Rowe Price Associates, Inc.
Small Cap Growth ......................  John Hancock Advisers, LLC
V.A. Relative Value....................  John Hancock Advisers, LLC
AIM V.I. Premier Equity ...............  A I M Advisors, Inc.
AIM V.I. Capital Development ..........  A I M Advisors, Inc.
Fidelity VIP Growth ...................  Fidelity Management and Research Company
Fidelity VIP Contrafund(R) ............  Fidelity Management and Research Company
MFS Investors Growth Stock ............  MFS Investment Management(R)
MFS Research ..........................  MFS Investment Management(R)
MFS New Discovery .....................  MFS Investment Management(R)
International Equity Index ............  Independence Investment LLC
International Opportunities ...........  T. Rowe Price International, Inc.
Fidelity VIP Overseas .................  Fidelity Management and Research Company
Emerging Markets Equity ...............  Morgan Stanley Investment Management Inc.
Janus Aspen Worldwide Growth ..........  Janus Capital Management, LLC
Real Estate Equity ....................  Independence Investment LLC and Morgan Stanley Investment Management Inc.
Health Sciences .......................  Putnam Investment Management, LLC
V.A. Financial Industries .............  John Hancock Advisers, LLC
Janus Aspen Global Technology .........  Janus Capital Management, LLC
Managed ...............................  Independence Investment LLC and Capital Guardian Trust Company
Global Balanced .......................  Capital Guardian Trust Company
Short-Term Bond .......................  Independence Investment LLC
Bond Index ............................  Mellon Bond Associates, LLP
Active Bond ...........................  John Hancock Advisers, LLC
V.A. Strategic Income .................  John Hancock Advisers, LLC
High Yield Bond .......................  Wellington Management Company, LLP
Global Bond ...........................  Capital Guardian Trust Company
Money Market ..........................  Wellington Management Company, LLP
Brandes International Equity ..........  Brandes Investment Partners, L.P.
Turner Core Growth ....................  Turner Investment Partners, Inc.
Frontier Capital Appreciation .........  Frontier Capital Management Company, LLC
Clifton Enhanced U.S. Equity ..........  The Clifton Group
Business Opportunity Value ............  Iridian Asset Management LLC
- --------------------------------------------------------------------------------------------------------------------




     The variable investment options shown on page 1 are those available as of
the date of this prospectus. We may add, modify or delete variable investment
options in the future.

     When you select one or more of these variable investment options, we invest
your money in the corresponding investment option(s) of one or more of the
following: the John Hancock Variable Series Trust I, the John Hancock
Declaration Trust, the AIM Variable Insurance Funds, Fidelity's Variable
Insurance Products Fund (Service Class) and Variable Insurance Products Fund II
(Service Class), the MFS Variable Insurance Trust (Initial Class Shares), the
Janus Aspen Series (Service Shares Class), and the M Fund, Inc. (together, "the
Series Funds"). In this prospectus, the investment options of the Series Funds
are referred to as "funds". In the prospectuses for the Series Funds, the
investment options may be referred to as "funds", "portfolios" or "series".

     Each Series Fund is a so-called "series" type mutual fund registered with
the Securities and Exchange Commission ("SEC"). The investment results of each
variable investment option you select will depend on those of the corresponding
fund of one of the Series Funds. Each of the funds is separately managed and has
its own investment objective and strategies. Attached at the end of this
prospectus are prospectuses for the Series Funds. The Series Fund prospectuses
contain detailed information about each available fund. Be sure to read those
prospectuses before selecting any of the variable investment options shown on
page 1.

                             * * * * * * * * * * * *

     Please note that the SEC has not approved or disapproved these securities,
or determined if this prospectus is truthful or complete. Any representation to
the contrary is a criminal offense.

                             * * * * * * * * * * * *

                       JOHN HANCOCK LIFE SERVICING OFFICE
                       ----------------------------------

                   Express Delivery                U.S. Mail
                   ----------------                ---------
                  529 Main Street (X-4)           P.O. Box 111
                 Charlestown, MA 02129          Boston, MA 02117

                             Phone: 1-800-521-1234

                              Fax: 1-617-572-6956

                                        2



                            GUIDE TO THIS PROSPECTUS

     This prospectus contains information that you should know before you buy a
policy or exercise any of your rights under the policy. However, please keep in
mind that this is a prospectus - - it is not the policy. The prospectus
simplifies many policy provisions to better communicate the policy's essential
features. Your rights and obligations under the policy will be determined by the
language of the policy itself. When you receive your policy, read it carefully.

     This prospectus is arranged in the following way:

          .  The section which follows is called "Basic Information". It is in a
             question and answer format. We suggest you read the Basic
             Information section before reading any other section of the
             prospectus.

          .  Behind the Basic Information section are illustrations of
             hypothetical policy benefits that help clarify how the policy
             works. These start on page 22.

          .  Behind the illustrations is a section called "Additional
             Information" that gives more details about the policy. It generally
             does not repeat information that is in the Basic Information
             section. A table of contents for the Additional Information section
             appears on page 31.

          .  Behind the Additional Information section are the financial
             statements for John Hancock and Separate Account UV. These start on
             page 46.

          .  Finally, there is an Alphabetical Index of Key Words and Phrases at
             the back of the prospectus on page 232.

     After the Alphabetical Index of Key Words and Phrases, this prospectus ends
and the prospectuses for the Series Funds begin.

                             * * * * * * * * * * * *

                                        3



                                BASIC INFORMATION

     This part of the prospectus provides answers to commonly asked questions
about the policy. Here are the page numbers where the questions and answers
appear:



Question                                                                       Beginning on page
- --------                                                                       -----------------
                                                                            
..What is the policy? ........................................................          5
..Who owns the policy? .......................................................          5
..How can you invest money in the policy? ....................................          5
..Is there a minimum amount you must invest? .................................          6
..How will the value of your investment in the policy change over time? ......          8
..What charges will we deduct from your investment in the policy? ............          9
..What charges will the Series Funds deduct from your investment in the
  policy? ...................................................................         10
..What other charges could we impose in the future? ..........................         13
..How can you change your policy's investment allocations? ...................         13
..How can you access your investment in the policy? ..........................         14
..How much will we pay when the insured person dies? .........................         16
..How can you change your policy's insurance coverage? .......................         17
..Can you cancel your policy after it's issued? ..............................         18
..Can you choose the form in which we pay out policy proceeds?                         18
..To what extent can we vary the terms and conditions of our policies in
  particular cases? .........................................................         19
..How will your policy be treated for income tax purposes? ...................         20
..How do you communicate with us? ............................................         20


                                        4



WHAT IS THE POLICY?

     The policy's primary purpose is to provide lifetime protection against
economic loss due to the death of the insured person. The value of the amount
you have invested under the policy may increase or decrease daily based upon the
investment results of the variable investment options that you choose. The
amount we pay to the policy's beneficiary if the insured person dies (we call
this the "death benefit") may be similarly affected.

     While the insured person is alive, you will have a number of options under
the policy. Here are some major ones:

          .  Determine when and how much you invest in the various investment
             options

          .  Borrow or withdraw amounts you have in the investment options

          .  Change the beneficiary who will receive the death benefit

          .  Change the amount of insurance

          .  Turn in (i.e., "surrender") the policy for the full amount of its
             surrender value

          .  Choose the form in which we will pay out the death benefit or other
             proceeds

     Most of these options are subject to limits that are explained later in
this prospectus.

WHO OWNS THE POLICY?

     That's up to the person who applies for the policy. The owner of the policy
is the person who can exercise most of the rights under the policy, such as the
right to choose the investment options or the right to surrender the policy. In
many cases, the person buying the policy is also the person who will be the
owner. However, the application for a policy can name another person or entity
(such as a trust) as owner. Whenever we've used the term "you" in this
prospectus, we've assumed that the reader is the person who has whatever right
or privilege is being discussed. There may be tax consequences if the owner and
the insured person are different, so you should discuss this issue with your tax
adviser.

HOW CAN YOU INVEST MONEY IN THE POLICY?

Premium Payments

     We call the investments you make in the policy "premiums" or "premium
payments". The amount we require as your first premium depends upon the -----
specifics of your policy and the insured person. Except as noted below, you can
make any other premium payments you wish at any time. That's why the policy is
called a "flexible premium" policy.

Minimum premium payment

     Each premium payment must be at least $100.

                                        5



Maximum premium payments

     Federal tax law limits the amount of premium payments you can make relative
to the amount of your policy's insurance coverage. We will not knowingly accept
any amount by which a premium payment exceeds the maximum. If you exceed certain
other limits, the law may impose a penalty on amounts you take out of your
policy. We'll monitor your premium payments and let you know if you're about to
exceed this limit. More discussion of these tax law requirements begins on page
39. Also, we may refuse to accept any amount of an additional premium if:

          .  that amount of premium would increase our insurance risk exposure,
             and

          .  the insured person doesn't provide us with adequate evidence that
             he or she continues to meet our requirements for issuing insurance.

     In no event, however, will we refuse to accept any premium necessary to
prevent the policy or the guaranteed minimum death benefit feature from
terminating. We reserve the right to limit premium payments above the amount of
cumulative Guaranteed Minimum Death Benefit Premiums (whether or not the
guaranteed minimum death benefit feature described on page 7 is in effect).

Ways to pay premiums

     If you pay premiums by check or money order, they must be drawn on a U.S.
bank in U.S. dollars and made payable to "John Hancock Life." We will not accept
credit card checks. We will not accept starter or third party checks if they
fail to satisfy our administrative requirements. Premiums after the first must
be sent to the John Hancock Life Servicing Office at the appropriate address
shown on page 2 of this prospectus.

     We will also accept premiums:

          .  by wire or by exchange from another insurance company, or

          .  if we agree to it, through a salary deduction plan with your
             employer.

     You can obtain information on these other methods of premium payment by
contacting your John Hancock representative or by contacting the John Hancock
Life Servicing Office.

IS THERE A MINIMUM AMOUNT YOU MUST INVEST?

Planned Premiums

     The Policy Specifications page of your policy will show the "Planned
Premium" for the policy. You choose this amount in the policy application. The
premium reminder notice we send you is based on this amount. You will also
choose how often to pay premiums-- annually, semi-annually, quarterly or
monthly. The date on which such a payment is "due" is referred to in the policy
as a "modal processing date." However, payment of Planned Premiums is not
necessarily

                                       6



required. You need only invest enough to keep the policy in force (see "Lapse
and reinstatement" and "Guaranteed minimum death benefit feature" below).

Lapse and reinstatement

     Either your entire policy or the Additional Sum Insured portion of your
Total Sum Insured can terminate (i.e., "lapse") for failure to pay charges due
under the policy. If the guaranteed minimum death benefit feature is in effect,
only the Additional Sum Insured, if any, can lapse. If the guaranteed minimum
death benefit feature is not in effect, the entire policy can lapse. In either
case, if the policy's surrender value is not sufficient to pay the charges on a
monthly deduction date, we will notify you of how much you will need to pay to
keep any Additional Sum Insured or the policy in force. You will have a 61 day
"grace period" to make that payment. If you don't pay at least the required
amount by the end of the grace period, the Additional Sum Insured or your policy
will lapse. If your policy lapses, all coverage under the policy will cease.
Even if the policy or the Additional Sum Insured terminates in this way, you can
still reactivate (i.e., "reinstate") it within 1 year from the beginning of the
grace period. You will have to provide evidence that the insured person still
meets our requirements for issuing coverage. You will also have to pay a minimum
amount of premium and be subject to the other terms and conditions applicable to
reinstatements, as specified in the policy. If the guaranteed minimum death
benefit is not in effect and the insured person dies during the grace period, we
will deduct any unpaid monthly charges from the death benefit. During such a
grace period, you cannot make a partial withdrawal or policy loan.

Guaranteed minimum death benefit feature

     This feature is available only if the insured person meets certain
underwriting requirements and only if you've elected death benefit Option A (see
"How much will we pay when the last insured person dies?" on page 15) . The
feature guarantees that your Basic Sum Insured will not lapse during the first
10 policy years, regardless of adverse investment performance, if both of the
following are true:

          .  any Additional Sum Insured under the policy is not scheduled to
             exceed the Basic Sum Insured at any time (see "How much will we pay
             when the insured person dies?" on page 15), and

          .  on each monthly deduction date during that 10 year period the
             amount of cumulative premiums you have paid accumulated at 4% (less
             all withdrawals from the policy accumulated at 4%) equals or
             exceeds the sum of all Guaranteed Minimum Death Benefit Premiums
             due to date accumulated at 4%.

     The Guaranteed Minimum Death Benefit Premium (or "GMDB Premium") is defined
in the policy and is "due" on each monthly deduction date. The term "monthly
deduction date" is defined on page 30. On the application for the policy, you
may elect for this feature to extend beyond the tenth policy year. If you so
elect, we will impose a special charge for this feature after the tenth policy
year. You may revoke the election at any time.

                                       7



     No GMDB Premium will ever be greater than the so-called "guideline premium"
for the policy as defined in Section 7702 of the Internal Revenue Code. Also,
the GMDB Premiums may change in the event of any change in the Additional Sum
Insured of the policy or any change in the death benefit option (see "How much
will we pay when the insured person dies?" on page 15).

     If the guaranteed minimum death benefit test is not satisfied on any
monthly deduction date, we will notify you immediately and tell you how much you
will need to pay to keep the feature in effect. You will have until the second
monthly deduction date after default to make that payment. If you don't pay at
least the required amount by the end of that period, the feature will lapse. The
feature may be reinstated in accordance with the terms of the policy within 5
years after the policy anniversary on which default occurred. If it is
reinstated more than 1 year after such policy anniversary, we will require
evidence that the insured person still meets our requirements for issuing
coverage. We may refuse to reinstate the feature more than once during the life
of the policy.

     The guaranteed minimum death benefit feature applies only to the Basic Sum
Insured. It does not apply to any amount of Additional Sum Insured (see "How
much will we pay when the insured person dies?" on page 15).

     The guaranteed minimum death benefit feature will cease to apply on the
policy anniversary nearest the insured person's 100th birthday. Also, the
feature cannot be reinstated after that policy anniversary.

     If there are monthly charges that remain unpaid because of this feature, we
will deduct such charges when there is sufficient surrender value to pay them.

HOW WILL THE VALUE OF YOUR INVESTMENT IN THE POLICY CHANGE OVER TIME?

     From each premium payment you make, we deduct the charges described under
"Deductions from premium payments" below. We invest the rest in the investment
options you've elected. Special investment rules apply to premiums processed
prior to the 20th day after your policy becomes effective. (See "Commencement of
investment performance" beginning on page 35.)

     Over time, the amount you've invested in any variable investment option
will increase or decrease the same as if you had invested the same amount
directly in the corresponding fund of a Series Fund and had reinvested all fund
dividends and distributions in additional fund shares; except that we will
deduct certain additional charges which will reduce your account value. We
describe these charges under "What charges will John Hancock deduct from my
investment in the policy?" below.

     The amount you've invested in the fixed investment option will earn
interest at a rate we declare from time to time. We guarantee that this rate
will be at least 4%. If you want to know what the current declared rate is, just
call or write to us. Amounts you invest in the fixed investment option will not
be subject to the asset-based risk charge described on page 9. Otherwise, the
charges applicable to the fixed investment option are the same as those
applicable to the variable investment options.

                                        8



     At any time, the "account value" of your policy is equal to:

          .  the amount you invested,

          .  plus or minus the investment experience of the investment options
             you've chosen,

          .  minus all charges we deduct, and

          .  minus all withdrawals you have made.

     If you take a loan on the policy, however, your account value will be
computed somewhat differently. This is discussed beginning on page 36.

WHAT CHARGES WILL WE DEDUCT FROM YOUR INVESTMENT IN THE POLICY?

Deductions from premium payments

..  Sales charge - A charge to help defray our sales costs. The current charge is
   6.5% of premiums received in each of the first 10 policy years up to the
   Target Premium, and 3.5% of premiums received in each policy year thereafter
   up to the Target Premium. We reserve the right to increase the percentages
   for policy years 1 through 10 and thereafter up to 10% and 7%, respectively.
   Because policies of this type were first offered in 2001, the lower current
   rates after the tenth policy year are not yet applicable to any policy. No
   charge is currently deducted from premiums received in excess of the Target
   Premium, but we reserve the right to impose such a charge of up to 3.5% of
   such excess premiums received in any policy year. The "Target Premium" is
   determined at the time the policy is issued and will appear in the "Policy
   Specifications" section of the policy.

..  Optional enhanced cash value rider charge - A charge imposed if you elect
   this rider. The charge is 1% of premiums received in the first policy year.

Deductions from account value

..  Asset-based risk charge - A monthly charge for mortality and expense risks we
   assume. The charge is a percentage of that portion of your account value
   allocated to variable investment options. The current percentages are .03%
   for policy years 1 - 20, and .0125% thereafter. These percentages equate to
   effective annual rates of .36% and .15%, respectively. The reduction after 20
   years has not occurred yet under any policy, since no policy has yet been
   outstanding for 20 years. We guarantee that this charge will never exceed
   .05% of that portion of your account value allocated to variable investment
   options. This percentage equates to an effective annual rate of .60%. This
   charge does not apply to the fixed investment option.

..  Issue charge - A monthly charge to help defray our administrative costs. This
   is a charge per $1,000 of Basic Sum Insured at issue that varies by age and
   that is deducted only during the first ten policy years. The charge will
   appear in the "Policy Specifications" section of the policy. As an example,
   the monthly charge for a 45 year

                                        9



   old is 7.65c per $1,000 of Basic Sum Insured. The maximum monthly charge is
   for an 85 year old and is 48.60c per $1,000 of Basic Sum Insured.

..  Administrative charge - A monthly charge to help defray our administrative
   costs. This charge has two parts: (1) a flat dollar charge of up to $5
   (currently $2.50), and (2) a charge of up to 6c per $1,000 of Basic Sum
   Insured at issue (currently 3c per $1,000 of Basic Sum Insured at issue). The
   second part of this charge will not apply to amounts of Basic Sum Insured
   greater than $1,000,000.

..  Insurance charge - A monthly charge for the cost of insurance. To determine
   the charge, we multiply the amount of insurance for which we are at risk by a
   cost of insurance rate. The rate is derived from an actuarial table. The
   table in your policy will show the maximum cost of insurance rates. The cost
   of insurance rates that we currently apply are generally less than the
   maximum rates. We will review the cost of insurance rates at least every 5
   years and may change them from time to time. However, those rates will never
   be more than the maximum rates shown in the policy. The table of rates we use
   will depend on the insurance risk characteristics and (usually) gender of the
   insured person, the Total Sum Insured and the length of time the policy has
   been in effect. Regardless of the table used, cost of insurance rates
   generally increase each year that you own your policy, as the insured
   person's attained age increases. (The insured person's "attained age" on any
   date is his or her age on the birthday nearest that date.) Higher current
   insurance rates are generally applicable to policies issued on a "guaranteed
   issue" basis, where only very limited underwriting information is obtained.
   This is often the case with policies issued to trustees, employers and
   similar entities.

..  Extra mortality charge - A monthly charge specified in your policy for
   additional mortality risk if the insured person is subject to certain types
   of special insurance risk.

..  Guaranteed minimum death benefit charge - A monthly charge beginning in the
   eleventh policy year if the guaranteed minimum death benefit feature is
   elected to extend beyond the first ten policy years. This charge is currently
   1c per $1,000 of Basic Sum Insured and is guaranteed not to exceed 2c per
   $1,000 of Basic Sum Insured. Because policies of this type were first offered
   in 2001, this charge is not yet applicable to any policy at the current rate.

..  Optional benefits charge - Monthly charges for any optional insurance
   benefits added to the policy by means of a rider (other than the optional
   enhanced cash value rider).

..  Partial withdrawal charge - A charge for each partial withdrawal of account
   value to compensate us for the administrative expenses of processing the
   withdrawal. The charge is equal to the lesser of $20 or 2% of the withdrawal
   amount.

WHAT CHARGES WILL THE SERIES FUNDS DEDUCT FROM YOUR INVESTMENT IN THE POLICY?

     The funds must pay investment management fees and other operating expenses.
These fees and expenses are different for each fund and reduce the investment
return of each fund. Therefore, they also indirectly reduce the return you will
earn on any variable investment options you select. We may also receive payments
from a fund or its affiliates at an annual rate of up to approximately 0.35% of
the average net assets that holders of our variable life insurance

                                       10



policies and variable annuity contracts have invested in that fund.  Any such
payments do not, however, result in any charge to you in addition to what is
disclosed below.

  The following figures for the funds are based on historical fund expenses, as
a percentage (rounded to two decimal places) of each fund's average daily net
assets for 2001, except as indicated in the Notes appearing at the end of this
table.  Expenses of the funds are not fixed or specified under the terms of the
policy, and those expenses may vary from year to year.



                                                                                                     --------------
                                                                                                       Total Fund      Total Fund
                                                      Investment  Distribution and  Other Operating    Operating       Operating
                                                      Management      Service        Expenses With    Expenses With  Expenses Absent
Fund Name                                                 Fee       (12b-1) Fees     Reimbursement    Reimbursement   Reimbursement
- ---------                                             ----------  ----------------  ---------------  --------------  ---------------
                                                                                                      
JOHN HANCOCK VARIABLE SERIES
  TRUST I  (NOTE 1):
Equity Index.......................................     0.13%           N/A              0.07%           0.20%           0.20%
Large Cap Value....................................     0.75%           N/A              0.08%           0.83%           0.83%
Large Cap Value CORE /SM/..........................     0.75%           N/A              0.10%           0.85%           0.88%
Large Cap Growth...................................     0.38%           N/A              0.03%           0.41%           0.41%
Large Cap Aggressive Growth........................     0.87%           N/A              0.10%           0.97%           1.06%
Growth & Income....................................     0.67%           N/A              0.05%           0.72%           0.72%
Fundamental Value *................................     0.89%           N/A              0.10%           0.99%           1.20%
Multi Cap Growth*..................................     0.93%           N/A              0.10%           1.03%           1.03%
Fundamental Growth.................................     0.90%           N/A              0.10%           1.00%           1.19%
Small/Mid Cap CORE /SM/............................     0.80%           N/A              0.10%           0.90%           1.15%
Small/Mid Cap Growth...............................     0.97%           N/A              0.10%           1.07%           1.07%
Small Cap Equity...................................     0.90%           N/A              0.10%           1.00%           1.02%
Small Cap Value....................................     0.95%           N/A              0.10%           1.05%           1.08%
Small Cap Growth...................................     1.05%           N/A              0.10%           1.15%           1.17%
International Equity Index.........................     0.17%           N/A              0.10%           0.27%           0.40%
International Opportunities........................     1.14%           N/A              0.10%           1.24%           1.39%
Emerging Markets Equity............................     1.52%           N/A              0.10%           1.62%           4.24%
Real Estate Equity.................................     1.00%           N/A              0.07%           1.07%           1.07%
Health Sciences....................................     1.00%           N/A              0.10%           1.10%           1.19%
Managed............................................     0.67%           N/A              0.06%           0.73%           0.73%
Global Balanced....................................     1.05%           N/A              0.10%           1.15%           1.36%
Short-Term Bond....................................     0.60%           N/A              0.08%           0.68%           0.68%
Bond Index.........................................     0.15%           N/A              0.09%           0.24%           0.24%
Active Bond........................................     0.62%           N/A              0.05%           0.67%           0.67%
High Yield Bond....................................     0.80%           N/A              0.10%           0.90%           1.00%
Global Bond........................................     0.85%           N/A              0.10%           0.95%           0.95%
Money Market.......................................     0.25%           N/A              0.07%           0.32%           0.32%

JOHN HANCOCK DECLARATION TRUST
  (NOTE 2):
V.A. Relative Value................................     0.60%           N/A              0.14%           0.74%           0.74%
V.A. Financial Industries..........................     0.80%           N/A              0.09%           0.89%           0.89%
V.A. Strategic Income..............................     0.60%           N/A              0.10%           0.70%           0.70%

AIM VARIABLE INSURANCE FUNDS -
  SERIES I SHARES:
AIM V.I. Premier Equity Fund* *....................     0.60%           N/A              0.25%           0.85%           0.85%

AIM VARIABLE INSURANCE FUNDS -
  SERIES II SHARES:
AIM V.I. Capital Development Fund..................     0.75%          0.25%             0.41%           1.41%           1.41%


                                       11





                                                                                                     --------------
                                                                                                       Total Fund      Total Fund
                                                      Investment  Distribution and  Other Operating    Operating       Operating
                                                      Management      Service        Expenses With    Expenses With  Expenses Absent
Fund Name                                                 Fee       (12b-1) Fees     Reimbursement    Reimbursement   Reimbursement
- ---------                                             ----------  ----------------  ---------------  --------------  ---------------
                                                                                                      
VARIABLE INSURANCE PRODUCTS FUND
  - SERVICE CLASS (NOTE 3):
Fidelity VIP Growth................................     0.58%          0.10%             0.10%           0.78%            0.78%
Fidelity VIP Overseas..............................     0.73%          0.10%             0.20%           1.03%            1.03%

VARIABLE INSURANCE PRODUCTS FUND
  II - SERVICE CLASS (NOTE 3):
Fidelity VIP Contrafund/(R)/.......................     0.58%          0.10%             0.10%           0.78%            0.78%

MFS VARIABLE INSURANCE TRUST -
  INITIAL CLASS SHARES (NOTE 4):
MFS Investors Growth Stock.........................     0.75%           N/A              0.17%           0.92%            0.92%
MFS Research.......................................     0.75%           N/A              0.15%           0.90%            0.90%
MFS New Discovery..................................     0.90%           N/A              0.16%           1.06%            1.09%

JANUS ASPEN SERIES - SERVICE SHARES
  CLASS (NOTE 5):
Janus Aspen Worldwide Growth.......................     0.65%          0.25%             0.04%           0.94%            0.94%
Janus Aspen Global Technology......................     0.65%          0.25%             0.05%           0.95%            0.95%

M FUND, INC. (NOTE 6):
Brandes International Equity.......................     0.75%           N/A              0.25%           1.00%            1.02%
Turner Core Growth.................................     0.45%           N/A              0.25%           0.70%            0.90%
Frontier Capital Appreciation......................     0.90%           N/A              0.25%           1.15%            1.15%
Clifton Enhanced U.S. Equity.......................     0.38%           N/A              0.25%           0.63%            0.78%
Business Opportunity Value                              0.65%           N/A              0.25%           0.90%            0.90%
                                                                                                     --------------


NOTES TO FUND EXPENSE TABLE

  (1) Under its current investment management agreements with the John Hancock
      Variable Series Trust I, John Hancock Life Insurance Company reimburses a
      fund when the fund's "other fund expenses" exceed 0.10%  of the fund's
      average daily net assets (0.00% for Equity Index).  Percentages shown for
      the Large Cap Value and Small Cap Value funds are calculated as if the
      current management fee schedules, which apply to these funds effective May
      1, 2001, were in effect for all of 2001.  Percentages shown for the Multi
      Cap Growth, Small/Mid Cap Growth, Small Cap Growth, International
      Opportunities, Emerging Markets, Short-Term Bond and High Yield Bond funds
      are calculated as if the current management fee schedules, which apply to
      these funds effective October 1, 2001, were in effect for all of 2001.
      Percentages shown for the Health Sciences Fund are annualized. "CORE/SM/"
      is a service mark of Goldman, Sachs & Co./ /

   *  Fundamental Value was formerly "Large/Mid Cap Value" and Multi Cap
      Growth was formerly "Mid Cap Growth."

  (2) Percentages shown for John Hancock Declaration Trust funds reflect the
      investment management fees currently payable and other fund expenses
      allocated in 2001.  John Hancock Advisers, LLC has agreed to limit
      temporarily other expenses of each fund to 0.25% of the fund's average
      daily assets, at least until April 30, 2003.

  * * AIM V.I. Premier Equity Fund was formerly "AIM V.I. Value Fund."

  (3) Actual annual class operating expenses were lower for each of the
      Fidelity VIP funds shown because a portion of the brokerage commissions
      that the fund paid was used to reduce the fund's expense.  In addition,
      through rearrangements with the fund's custodian, credits realized as a
      result of uninvested

                                       12



      cash balances are used to reduce a portion of the fund's custodian
      expenses. These offsets may be discontinued at any time.

  (4) MFS Variable Insurance Trust funds have an expense offset arrangement
      which reduces each fund's custodian fee based upon the amount of cash
      maintained by the fund with its custodian and dividend disbursing agent.
      Each fund may enter into other similar arrangements and directed
      brokerage arrangements, which would also have the effect of reducing the
      fund's expenses.  "Other Operating Expenses" do not take into account
      these expense reductions, and are therefore higher than the actual
      expenses of the funds. Had these fee reductions been taken into account,
      "Total Fund Operating Expenses with Reimbursement" would equal 0.90% for
      MFS Investors Growth Stock, 0.89% for MFS Research and 1.05% for MFS New
      Discovery.  MFS Investment Management(R) (also doing business as
      Massachusetts Financial Services Company) has contractually agreed,
      subject to reimbursement, to bear expenses for the MFS New Discovery Fund,
      such that the fund's "Other Expenses" (after taking into account the
      expense offset arrangement described above) does not exceed 0.15%
      annually.  This contractual fee arrangement will continue until at least
      May 1, 2003, unless changed with the consent of the board of trustees
      which oversees the fund.

  (5) Percentages shown for the Janus Aspen funds are based upon expenses for
      the  year ended December 31, 2001.  Expenses are shown without the effect
      of any expense offset arrangement.

  (6) Percentages shown for M Fund, Inc. funds reflect the investment
      management fees currently payable and other fund expenses allocated in
      2001. M Financial Advisers, Inc. reimburses a fund when the fund's other
      operating expenses exceed 0.25% of that fund's average daily net assets.
      Percentages shown for the Business Opportunity Value Fund are estimates
      because the fund was not in operation in 2001.

 WHAT OTHER CHARGES COULD WE IMPOSE IN THE FUTURE?

  We currently make no charge for our Federal income taxes. However, if we
incur, or expect to incur, additional income taxes attributable to any
subaccount of the Account or this class of policies in future years, we reserve
the right to make a charge for such taxes. Any such charge would reduce what you
earn on any affected investment options. However, we expect that no such charge
will be necessary.

  Under current laws, we may incur state and local taxes (in addition to premium
taxes) in several states. At present, these taxes are not significant. If there
is a material change in applicable state or local tax laws, we may make charges
for such taxes.

 HOW CAN YOU CHANGE YOUR POLICY'S INVESTMENT ALLOCATIONS?

Future premium payments

  At any time, you may change the investment options in which future premium
payments will be invested. You make the original allocation in the application
for the policy. The percentages you select must be in whole numbers and must
total 100%.

Transfers of existing account value

  You may also transfer your existing account value from one investment option
to another. To do so, you must tell us how much to transfer, either as a whole
number percentage or as a specific dollar amount. A confirmation of each
transfer will be sent to you. Without our

                                       13



approval, the maximum amount you may transfer to or from any investment option
in any policy year is $1,000,000.

  Under our current rules, you can make transfers out of any variable investment
option anytime you wish. However, we reserve the right to:

.. impose limits on the frequency of transfers into and out of variable
  investment options,

.. impose a limit of not less than 12 on the number of such transfers in any
  policy year, and

.. impose a charge of up to $25 on each such transfer in excess of a yearly
  limit of not less than 12.

  Transfers out of the fixed investment option are currently subject to the
following restrictions:

.. You can only make such a transfer once in each policy year.

.. Any transfer request received within 6 months of the last transfer out of
  the fixed investment option will not be processed until such 6 month
  period has expired.

.. The most you can transfer at any one time is the greater of (i) $500, or
  (ii)  20% of the assets in your fixed investment option or (iii) the
  amount transferred out of your fixed investment option during the previous
  policy year.

  We reserve the right to impose a minimum amount limit on transfers out of the
fixed investment option.

 HOW CAN YOU ACCESS YOUR INVESTMENT IN THE POLICY?

Full surrender

  You may surrender your policy in full at any time. If you do, we will pay you
the account value less any policy loans plus, if surrender occurs in the first
three policy years, a refund of 50% of sales charges deducted from any Target
Premiums paid within 365 days prior to the date of surrender. This is called
your "surrender value." You must return your policy when you request a full
surrender.

Partial withdrawals

  You may make a partial withdrawal of your surrender value at any time. Each
partial withdrawal must be at least $1,000. There is a charge (usually $20) for
each partial withdrawal. We will automatically reduce the account value of your
policy by the amount of the withdrawal and the related charge. Each investment
option will be reduced in the same proportion as the account value is then
allocated among them. We will not permit a partial withdrawal if it would cause
your account value to fall below 3 months' worth of monthly charges (see
"Deductions from account value" on page 9). We also reserve the right to refuse
any partial withdrawal that would cause the policy's Total Sum Insured to fall
below $100,000. Any partial withdrawal (other than a Terminated ASI Withdrawal
Amount, as described below) will reduce your death benefit under any of the
death benefit options (see "How much will we pay when the insured

                                       14



person dies?" on page 15) and under the guaranteed death benefit feature (see
page 7). Under Option A, such a partial withdrawal will reduce the Total Sum
Insured. Under Option B, such a partial withdrawal will reduce your account
value. Under the guaranteed death benefit feature, such a partial withdrawal
will reduce the Basic Sum Insured. A "Terminated ASI Withdrawal Amount" is any
partial withdrawal made while there is an Additional Sum Insured under the
policy that later lapses as described on page 7. The total of all Terminated ASI
Withdrawal Amounts cannot exceed the Additional Sum Insured in effect
immediately before the Additional Sum Insured lapses.

Policy loans

   You may borrow from your policy at any time by completing a form satisfactory
to us or, if the telephone transaction authorization form has been completed, by
telephone. However, you can't borrow from your policy during a "grace period"
(see "Lapse and reinstatement" on page 7). The maximum amount you can borrow is
determined as follows:

     .  We first determine the account value of your policy.

     .  We then subtract an amount equal to 12 times the monthly charges then
        being deducted from account value.

     .  We then multiply the resulting amount by .75% in policy years 1
        through 20 and .25% thereafter.

     .  We then subtract the third item above from the second item above.

   The minimum amount of each loan is $1,000. The interest charged on any loan
is an effective annual rate of 4.75% in the first 20 policy years and 4.25%
thereafter. Accrued interest will be added to the loan daily and will bear
interest at the same rate as the original loan amount. The amount of the loan is
deducted from the investment options in the same proportion as the account value
is then allocated among them and is placed in a special loan account. This
special loan account will earn interest at an effective annual rate of 4.0%.
However, if we determine that a loan will be treated as a taxable distribution
because of the differential between the loan interest rate and the rate being
credited on the special loan account, we reserve the right to decrease the rate
credited on the special loan account to a rate that would, in our reasonable
judgement, result in the transaction being treated as a loan under Federal tax
law.

   You can repay all or part of a loan at any time. Each repayment will be
allocated among the investment options as follows:

     .  The same proportionate part of the loan as was borrowed from the fixed
        investment option will be repaid to the fixed investment option.

     .  The remainder of the repayment will be allocated among the investment
        options in the same way a new premium payment would be allocated.

                                       15



If you want a payment to be used as a loan repayment, you must include
instructions to that effect. Otherwise, all payments will be assumed to be
premium payments. Policy loans may result in adverse tax consequences under
certain circumstances (see "Tax Considerations" on page 39).

HOW MUCH WILL WE PAY WHEN THE INSURED PERSON DIES?

   In your application for the policy, you will tell us how much life insurance
coverage you want on the life of the insured person. This is called the "Total
Sum Insured." Total Sum Insured is composed of the Basic Sum Insured and any
Additional Sum Insured you elect. The only limitation on how much Additional Sum
Insured you can have is that it generally cannot exceed 400% of the Basic Sum
Insured. There are a number of factors you should consider in determining
whether to elect coverage in the form of Basic Sum Insured or in the form of
Additional Sum Insured. These factors are discussed under "Basic Sum Insured vs.
Additional Sum Insured" on page 34.

   When the insured person dies, we will pay the death benefit minus any
outstanding loans. There are two ways of calculating the death benefit. You
choose which one you want in the application. The two death benefit options are:

     .  Option A - The death benefit will equal the greater of (1) the Total
        Sum Insured, or (2) the minimum insurance amount (as described below).

     .  Option B - The death benefit will equal the greater of (1) the Total Sum
        Insured plus your policy's account value on the date of death, or (2)
        the minimum insurance amount.

   For the same premium payments, the death benefit under Option B will tend to
be higher than the death benefit under Option A. On the other hand, the monthly
insurance charge will be higher under Option B to compensate us for the
additional insurance risk. Because of that, the account value will tend to be
higher under Option A than under Option B for the same premium payments.

The minimum insurance amount

   In order for a policy to qualify as life insurance under Federal tax law,
there has to be a minimum amount of insurance in relation to account value.
There are two tests that can be applied under Federal tax law - - the "guideline
premium and cash value corridor test" and the "cash value accumulation test."
When you elect the death benefit option, you must also elect which test you wish
to have applied. Under the guideline premium and cash value corridor test, we
compute the minimum insurance amount each business day by multiplying the
account value on that date (plus any refund of sales charges that might be due
if the policy were surrendered on that date) by the "required additional death
benefit factor" applicable on that date. In this case, the death benefit factors
are derived by applying the guideline premium and cash value corridor test. The
death benefit factor starts out at 2.50 for ages at or below 40 and decreases as
attained age increases, reaching a low of 1.0 at age 95. Under the cash value
accumulation test, we compute the minimum insurance amount each business day by
multiplying the account value on

                                       16



that date (plus any refund of sales charges that might be due if the policy were
surrendered on that date) by the death benefit factor applicable on that date.
In this case, the death benefit factors are derived by applying the cash value
accumulation test. The death benefit factor decreases as attained age increases.
Regardless of which test you elect, a table showing the required additional
death benefit factor for each policy year will appear in the policy.

   As noted above, you have to elect which test will be applied when you elect
the death benefit option. The cash value accumulation test may be preferable if
you want an increasing death benefit in later policy years and/or want to fund
the policy at the "7 pay" limit for the full 7 years (see "Tax Considerations"
beginning on page 39). The guideline premium and cash value corridor test may be
preferable if you want the account value under the policy to increase without
increasing the death benefit as quickly as might otherwise be required.

When the insured person reaches 100

   If the policy is still in effect on the policy anniversary nearest the
insured person's 100th birthday, the following things will happen:

     .  We will stop deducting any monthly charges (other than the asset-based
        risk charge) and will stop accepting any premium payments.

     .  The death benefit will become equal to the account value on the date
        of death. Death benefit Options A and B (as described above) and the
        guaranteed minimum death benefit feature will all cease to apply.

Enhanced cash value rider

   In the application for the policy, you may elect to purchase the enhanced
cash value rider. This rider provides an enhanced cash value benefit (in
addition to the surrender value) if you surrender the policy within the first
seven policy years and such surrender is not made pursuant to an exchange under
Section 1035 of the Internal Revenue Code (or any successor provision). The
amount of the benefit will be shown in the "Policy Specifications" section of
the policy. The benefit is also included in the account value when calculating
the death benefit. Election of this rider could increase your insurance charge
since it affects our amount at risk under the policy. The amount available for
partial withdrawals and loans are based on the surrender value and will in no
way be increased due to this rider.

HOW CAN YOU CHANGE YOUR POLICY'S INSURANCE COVERAGE?

Increase in coverage

   The Basic Sum Insured generally cannot be increased after policy issue. After
the first policy year, you may request an increase in the Additional Sum
Insured. However, you will have to provide us with evidence that the insured
person still meets our requirements for issuing insurance coverage. As to when
an approved increase would take effect, see "Effective date of other policy
transactions" on page 36.

                                       17



Decrease in coverage

   The Basic Sum Insured generally cannot be decreased after policy issue. After
the first policy year, you may request a reduction in the Additional Sum
Insured, but only if:

     .  the remaining Total Sum Insured will be at least $100,000, and

     .  the remaining Total Sum Insured will at least equal the minimum required
        by the tax laws to maintain the policy's life insurance status.

   As to when an approved decrease would take effect, see "Effective date of
other policy transactions" on page 36.

Change of death benefit option

   At any time, you may request to change your coverage from death benefit
Option B to Option A. Our administrative systems do not currently permit any
other change of death benefit option. Such changes may be permitted in the
future, but that is not guaranteed.

Tax consequences

   Please read "Tax considerations" starting on page 39 to learn about possible
tax consequences of changing your insurance coverage under the policy.

CAN YOU CANCEL YOUR POLICY AFTER IT'S ISSUED?

   You have the right to cancel your policy within the latest of the following
periods:

     .  10 days after you receive it (this period may be longer in some states);

     .  10 days after mailing by John Hancock of the Notice of Withdrawal Right;
        or

     .  45 days after the date Part A of the application has been completed.

   This is often referred to as the "free look" period. To cancel your policy,
simply deliver or mail the policy to John Hancock at one of the addresses shown
on page 2, or to the John Hancock representative who delivered the policy to
you.

   In most states, you will receive a refund of any premiums you've paid. In
some states, the refund will be your account value on the date of cancellation
plus all charges deducted by John Hancock or the Series Funds prior to that
date. The date of cancellation will be the date of such mailing or delivery.

CAN YOU CHOOSE THE FORM IN WHICH WE PAY OUT POLICY PROCEEDS?

Choosing a payment option

   You may choose to receive proceeds from the policy as a single sum. This
includes proceeds that become payable because of death or full surrender.
Alternatively, you can elect to have

                                       18



proceeds of $1,000 or more applied to any of a number of other payment options,
including the following:

     .  Option 1 - Proceeds left with us to accumulate with interest

     .  Option 2A - Equal monthly payments of a specified amount until all
        proceeds are paid out

     .  Option 2B - Equal monthly payments for a specified period of time

     .  Option 3 - Equal monthly payments for life, but with payments
        guaranteed for a specific number of years

     .  Option 4 - Equal monthly payments for life with no refund

     .  Option 5 - Equal monthly payments for life with a refund if all of the
        proceeds haven't been paid out

   You cannot choose an option if the monthly payments under the option would be
less than $50. We will issue a supplementary agreement when the proceeds are
applied to any alternative payment option. That agreement will spell out the
terms of the option in full. We will credit interest on each of the above
options. For Options 1 and 2A, the interest will be at least an effective annual
rate of 3 1/2%. If no alternative payment option has been chosen, proceeds will
be paid as a single sum.

Changing a payment option

   You can change the payment option at any time before the proceeds are
payable. If you haven't made a choice, the payee of the proceeds has a
prescribed period in which he or she can make that choice.

Tax impact

   There may be tax consequences to you or your beneficiary depending upon which
payment option is chosen. You should consult with a qualified tax adviser before
making that choice.

TO WHAT EXTENT CAN WE VARY THE TERMS AND CONDITIONS OF OUR POLICIES IN
PARTICULAR CASES?

   Listed below are some variations we can make in the terms of our policies.
Any variation will be made only in accordance with uniform rules that we apply
fairly to all of our customers.

State law insurance requirements

   Insurance laws and regulations apply to John Hancock in every state in which
its policies are sold. As a result, various terms and conditions of your
insurance coverage may vary from the terms and conditions described in this
prospectus, depending upon where you reside. These variations will be reflected
in your policy or in endorsements attached to your policy.

                                       19



Variations in expenses or risks

   We may vary the charges and other terms of our policies where special
circumstances result in sales or administrative expenses, mortality risks or
other risks that are different from those normally associated with the policies.
These include the type of variations discussed under "Reduced charges for
eligible classes" on page 37. No variation in any charge will exceed any maximum
stated in this prospectus with respect to that charge.

HOW WILL YOUR POLICY BE TREATED FOR INCOME TAX PURPOSES?

   Generally, death benefits paid under policies such as yours are not subject
to income tax. Earnings on your account value are not subject to income tax as
long as we don't pay them out to you. If we do pay out any amount of your
account value upon surrender or partial withdrawal, all or part of that
distribution should generally be treated as a return of the premiums you've paid
and should not be subject to income tax. Amounts you borrow are generally not
taxable to you.

   However, some of the tax rules change if your policy is found to be a
"modified endowment contract." This can happen if you've paid more than a
certain amount of premiums that is prescribed by the tax laws. Additional taxes
and penalties may be payable for policy distributions of any kind.

   For further information about the tax consequences of owning a policy, please
read "Tax considerations" beginning on page 39.

HOW DO YOU COMMUNICATE WITH US?

General Rules

   You should mail or express all checks and money orders for premium payments
and loan repayments to the John Hancock Life Servicing Office at the appropriate
address shown on page 2.

   Under our current rules, certain requests must be made in writing and be
signed and dated by you. They include the following:

     .  surrenders or partial withdrawals

     .  change of death benefit option

     .  increase or decrease in Total Sum Insured

     .  change of beneficiary

     .  election of payment option for policy proceeds

     .  tax withholding elections

                                       20



     .  election of telephone transaction privilege

  The following requests may be made either in writing (signed and dated by you)
or by telephone or fax if a special form is completed (see "Telephone
Transactions" below):

     .  loans

     .  transfers of account value among investment options

     .  change of allocation among investment options for new premium payments

   You should mail or express all written requests to the John Hancock Life
Servicing Office at the appropriate address shown on page 2. You should also
send notice of the insured person's death and related documentation to the John
Hancock Life Servicing Office. We don't consider that we've "received" any
communication until such time as it has arrived at the proper place and in the
proper and complete form.

   We have special forms that should be used for a number of the requests
mentioned above. You can obtain these forms from the John Hancock Life Servicing
Office or your John Hancock representative. Each communication to us must
include your name, your policy number and the name of the insured person. We
cannot process any request that doesn't include this required information. Any
communication that arrives after the close of our business day, or on a day that
is not a business day, will be considered "received" by us on the next following
business day. Our business day currently closes at 4:00 p.m. Eastern Standard
Time, but special circumstances (such as suspension of trading on a major
exchange) may dictate an earlier closing time.

Telephone Transactions

   If you complete a special authorization form, you can request loans,
transfers among investment options and changes of allocation among investment
options simply by telephoning us at 1-800-521-1234 or by faxing us at
1-617-572-6956. Any fax request should include your name, daytime telephone
number, policy number and, in the case of transfers and changes of allocation,
the names of the investment options involved. We will honor telephone
instructions from anyone who provides the correct identifying information, so
there is a risk of loss to you if this service is used by an unauthorized
person. However, you will receive written confirmation of all telephone
transactions. There is also a risk that you will be unable to place your request
due to equipment malfunction or heavy phone line usage. If this occurs, you
should submit your request in writing.

   The policies are not designed for professional market timing organizations or
other persons or entities that use programmed or frequent transfers among
investment options. For reasons such as that, we reserve the right to change our
telephone transaction policies or procedures at any time. We also reserve the
right to suspend or terminate the privilege altogether with respect to all
policies like yours or with respect to any class of such policies.

                                       21



                 ILLUSTRATION OF DEATH BENEFITS, ACCOUNT VALUES,
                   SURRENDER VALUES AND ACCUMULATED PREMIUMS

   The following tables illustrate the changes in death benefit, account value
and surrender value of the policy under certain hypothetical circumstances that
we assume solely for this purpose. Each table separately illustrates the
operation of a policy for a specified issue age, premium payment schedule and
Total Sum Insured. The amounts shown are for the end of each policy year and
assume that all of the account value is invested in funds that achieve
investment returns at constant gross annual rates of 0%, 6% and 12% (i.e.,
before any fees or expenses deducted from Series Fund assets). After the
deduction of average fees and expenses at the Series Fund level (as described
below) the corresponding net annual rates of return would be -0.87%, 5.08% and
11.03%. (Investment return reflects investment income and all realized and
unrealized capital gains and losses.) The tables assume annual Planned Premiums
that are paid at the beginning of each policy year for an insured person who is
a 45 year old male standard non-smoker underwriting risk when the policy is
issued.

   Tables are provided for each of the two death benefit options. The tables
headed "Current Charges" assume that the current rates for all charges deducted
by John Hancock will apply in each year illustrated. The tables headed "Maximum
Charges" are the same, except that the maximum permitted rates for all years are
used for all charges. The tables do not reflect any charge that we reserve the
right to make but are not currently making. The tables assume that (i) the
guaranteed minimum death benefit has not been elected beyond the tenth policy
year, (ii) no optional rider benefits and no Additional Sum Insured have been
elected, (iii) no loans or withdrawals are made, (iv) no increases or decreases
in coverage are requested and (v) no change in the death benefit option is
requested.

   With respect to fees and expenses deducted from Series Fund assets, the
amounts shown in all tables reflect (1) investment management fees equivalent to
an effective annual rate of .75%, and (2) an assumed average asset charge for
all other Series Fund operating expenses equivalent to an effective annual rate
of .12%. These rates are the arithmetic average for all funds of the Series
Funds. In other words, they are based on the hypothetical assumption that policy
account values are allocated equally among the variable investment options. The
actual rates associated with any policy will vary depending upon the actual
allocation of policy values among the investment options. The charge shown above
for all other Series Fund operating expenses reflects reimbursements to certain
funds as described in the footnotes to the table beginning on page 11. We
currently expect those reimbursement arrangements to continue indefinitely, but
that is not guaranteed. Without those arrangements, the assumed average asset
charge for all other operating expenses shown above would be higher. This would
result in lower values than those shown in the following tables.

   The second column of each table shows the amount you would have at the end of
each policy year if an amount equal to the assumed Planned Premiums were
invested to earn interest, after taxes, at 5% compounded annually. This is not a
policy value. It is included for comparison purposes only.

   Because your circumstances will no doubt differ from those in the
illustrations that follow, values under your policy will differ, in most cases
substantially. Upon request, we will furnish you with a comparable illustration
reflecting your proposed insured person's issue age, sex and underwriting risk
classification, and the Total Sum Insured and annual Planned Premium amount
requested.

                                       22



PLAN: FLEXIBLE PREMIUM VARIABLE LIFE
      $100,000 TOTAL SUM INSURED
      MALE, ISSUE AGE 45, FULLY UNDERWRITTEN NONSMOKER UNDERWRITING CLASS
      OPTION A DEATH BENEFIT
      GUIDELINE PREMIUM AND CASH VALUE CORRIDOR TEST
      NO GUARANTEED MINIMUM DEATH BENEFIT AFTER TENTH POLICY YEAR
      PLANNED PREMIUM: $5,649 FOR SEVEN YEARS*
      USING CURRENT CHARGES



                                                 Death Benefit                                  Surrender Value
                                 ---------------------------------------------   ---------------------------------------------
              Planned Premiums    Assuming hypothetical gross annual return of   Assuming hypothetical gross annual return of
  End of       accumulated at    ---------------------------------------------   ---------------------------------------------
Policy Year  5% annual interest        0%              6%             12%             0%              6%              12%
- -----------  ------------------  --------------  --------------  --------------  -------------  --------------  --------------
                                                                                           
     1              5,931           100,000         100,000         100,000          5,174           5,480            5,786
     2             12,159           100,000         100,000         100,000         10,087          11,008           11,967
     3             18,699           100,000         100,000         100,000         14,886          16,744           18,752
     4             25,565           100,000         100,000         100,000         19,411          22,534           26,045
     5             32,775           100,000         100,000         100,000         24,030          28,762           34,295
     6             40,345           100,000         100,000         100,000         28,585          35,280           43,427
     7             48,294           100,000         100,000         100,000         33,081          42,109           53,544
     8             50,709           100,000         100,000         100,714         32,287          43,720           58,897
     9             53,244           100,000         100,000         106,302         31,480          45,394           64,818
    10             55,906           100,000         100,000         112,033         30,654          47,132           71,359
    11             58,702           100,000         100,000         118,077         29,937          49,069           78,718
    12             61,637           100,000         100,000         126,789         29,200          51,086           86,842
    13             64,718           100,000         100,000         136,053         28,441          53,187           95,812
    14             67,954           100,000         100,000         145,897         27,663          55,382          105,723
    15             71,352           100,000         100,000         156,348         26,870          57,679          116,678
    16             74,920           100,000         100,000         167,415         26,039          60,072          128,781
    17             78,666           100,000         100,000         181,935         25,165          62,566          142,137
    18             82,599           100,000         100,000         197,663         24,240          65,168          156,876
    19             86,729           100,000         100,000         214,698         23,262          67,886          173,144
    20             91,065           100,000         100,000         233,144         22,222          70,728          191,102
    25            116,225           100,000         102,637         367,670         17,142          88,481          316,957
    30            148,336           100,000         119,079         563,228          9,962         111,289          526,381
    35            189,318                **         147,326         919,743             **         140,311          875,946


- ---------
 * The illustrations assume that Planned Premiums equal to the Target Premium
   are paid at the start of each of the first seven Policy Years. The Death
   Benefit and Surrender Value will differ if premiums are paid in different
   amounts or frequencies.
** Policy lapses unless additional premium payments are made.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RETURNS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE
DEATH BENEFIT AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGE 0%, 6%, OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATE ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATIONS CAN BE MADE THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. IN
FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       23



PLAN: FLEXIBLE PREMIUM VARIABLE LIFE
      $100,000 TOTAL SUM INSURED
      MALE, ISSUE AGE 45, FULLY UNDERWRITTEN NONSMOKER UNDERWRITING CLASS
      OPTION A DEATH BENEFIT
      GUIDELINE PREMIUM AND CASH VALUE CORRIDOR TEST
      NO GUARANTEED MINIMUM DEATH BENEFIT AFTER TENTH POLICY YEAR
      PLANNED PREMIUM: $5,649 FOR SEVEN YEARS*
      USING MAXIMUM CHARGES



                                                 Death Benefit                                  Surrender Value
                                 ---------------------------------------------   ---------------------------------------------
              Planned Premiums    Assuming hypothetical gross annual return of    Assuming hypothetical gross annual return of
  End of       accumulated at    ---------------------------------------------   ---------------------------------------------
Policy Year  5% annual interest        0%              6%             12%              0%              6%              12%
- -----------  ------------------  --------------  --------------  --------------  --------------  --------------  -------------
                                                                                            
     1              5,931           100,000         100,000         100,000           4,610           4,889            5,169
     2             12,159           100,000         100,000         100,000           8,860           9,688           10,551
     3             18,699           100,000         100,000         100,000          13,034          14,691           16,485
     4             25,565           100,000         100,000         100,000          16,851          19,627           22,752
     5             32,775           100,000         100,000         100,000          20,878          25,073           29,986
     6             40,345           100,000         100,000         100,000          24,833          30,760           37,986
     7             48,294           100,000         100,000         100,000          28,715          36,703           46,841
     8             50,709           100,000         100,000         100,000          27,475          37,563           50,997
     9             53,244           100,000         100,000         100,000          26,188          38,421           55,583
    10             55,906           100,000         100,000         100,000          24,845          39,271           60,651
    11             58,702           100,000         100,000         100,000          23,562          40,236           66,392
    12             61,637           100,000         100,000         106,201          22,208          41,194           72,740
    13             64,718           100,000         100,000         113,201          20,776          42,145           79,719
    14             67,954           100,000         100,000         120,595          19,259          43,084           87,388
    15             71,352           100,000         100,000         128,400          17,647          44,009           95,821
    16             74,920           100,000         100,000         136,632          15,924          44,914          105,101
    17             78,666           100,000         100,000         147,563          14,073          45,791          115,284
    18             82,599           100,000         100,000         159,335          12,070          46,631          126,456
    19             86,729           100,000         100,000         172,006           9,888          47,420          138,715
    20             91,065           100,000         100,000         185,646           7,498          48,148          152,169
    25            116,225                **         100,000         280,170              **          50,440          241,526
    30            148,336                **         100,000         411,334              **          48,261          384,424
    35            189,318                **         100,000         646,929              **          33,499          616,123


- ---------
 * The illustrations assume that Planned Premiums equal to the Target Premium
   are paid at the start of each of the first seven Policy Years. The Death
   Benefit and Surrender Value will differ if premiums are paid in different
   amounts or frequencies.
** Policy lapses unless additional premium payments are made.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RETURNS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE
DEATH BENEFIT AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGE 0%, 6%, OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATE ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATIONS CAN BE MADE THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. IN
FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       24


PLAN: FLEXIBLE PREMIUM VARIABLE LIFE
      $100,000 TOTAL SUM INSURED
      MALE, ISSUE AGE 45, FULLY UNDERWRITTEN NONSMOKER UNDERWRITING CLASS
      OPTION B DEATH BENEFIT
      GUIDELINE PREMIUM AND CASH VALUE CORRIDOR TEST
      NO GUARANTEED MINIMUM DEATH BENEFIT AFTER TENTH POLICY YEAR
      PLANNED PREMIUM: $5,649 FOR SEVEN YEARS*
      USING CURRENT CHARGES



                                                 Death Benefit                                  Surrender Value
                                 ---------------------------------------------   ---------------------------------------------
              Planned Premiums    Assuming hypothetical gross annual return of   Assuming hypothetical gross annual return of
  End of       accumulated at    ---------------------------------------------   ---------------------------------------------
Policy Year  5% annual interest        0%              6%             12%             0%              6%              12%
- -----------  ------------------  --------------  --------------  --------------  -------------  --------------  --------------
                                                                                           
     1              5,931           104,988         105,294         105,600          5,172           5,478            5,784
     2             12,159           109,895         110,816         111,773         10,078          10,999           11,957
     3             18,699           114,675         116,529         118,533         14,859          16,713           18,716
     4             25,565           119,349         122,461         125,959         19,349          22,461           25,959
     5             32,775           123,913         128,619         134,121         23,913          28,619           34,121
     6             40,345           128,396         135,040         143,122         28,396          35,040           43,122
     7             48,294           132,802         141,740         153,057         32,802          41,740           53,057
     8             50,709           131,913         143,200         158,180         31,913          43,200           58,180
     9             53,244           131,005         144,698         163,816         31,005          44,698           63,816
    10             55,906           130,070         146,228         170,010         30,070          46,228           70,010
    11             58,702           129,240         147,925         176,962         29,240          47,925           76,962
    12             61,637           128,384         149,666         184,615         28,384          49,666           84,615
    13             64,718           127,498         151,446         193,038         27,498          51,446           93,038
    14             67,954           126,589         153,275         202,321         26,589          53,275          102,321
    15             71,352           125,663         155,161         212,560         25,663          55,161          112,560
    16             74,920           124,690         157,075         223,826         24,690          57,075          123,826
    17             78,666           123,663         159,012         236,220         23,663          59,012          136,220
    18             82,599           122,576         160,964         249,853         22,576          60,964          149,853
    19             86,729           121,425         162,929         264,855         21,425          62,929          164,855
    20             91,065           120,205         164,899         281,361         20,205          64,899          181,361
    25            116,225           114,333         176,918         397,278         14,333          76,918          297,278
    30            148,336           106,357         189,458         588,269          6,357          89,458          488,269
    35            189,318                **         200,236         902,208             **         100,236          802,208


- ---------
 * The illustrations assume that Planned Premiums equal to the Target Premium
   are paid at the start of each of the first seven Policy Years. The Death
   Benefit and Surrender Value will differ if premiums are paid in different
   amounts or frequencies.
** Policy lapses unless additional premium payments are made.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RETURNS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE
DEATH BENEFIT AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGE 0%, 6%, OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATE ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATIONS CAN BE MADE THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. IN
FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       25


PLAN: FLEXIBLE PREMIUM VARIABLE LIFE
      $100,000 TOTAL SUM INSURED
      MALE, ISSUE AGE 45, FULLY UNDERWRITTEN NONSMOKER UNDERWRITING CLASS
      OPTION B DEATH BENEFIT
      GUIDELINE PREMIUM AND CASH VALUE CORRIDOR TEST
      NO GUARANTEED MINIMUM DEATH BENEFIT AFTER TENTH POLICY YEAR
      PLANNED PREMIUM: $5,649 FOR SEVEN YEARS*
      USING MAXIMUM CHARGES



                                                 Death Benefit                                  Surrender Value
                                 ---------------------------------------------   ---------------------------------------------
              Planned Premiums    Assuming hypothetical gross annual return of    Assuming hypothetical gross annual return of
  End of       accumulated at    ---------------------------------------------   ---------------------------------------------
Policy Year  5% annual interest        0%              6%             12%              0%              6%              12%
- -----------  ------------------  --------------  --------------  --------------  --------------  --------------  -------------
                                                                                            
     1              5,931           104,306         104,584         104,863           4,589           4,867            5,145
     2             12,159           108,512         109,334         110,190           8,795           9,617           10,473
     3             18,699           112,618         114,255         116,028          12,900          14,538           16,310
     4             25,565           116,621         119,352         122,426          16,621          19,352           22,426
     5             32,775           120,519         124,627         129,438          20,519          24,627           29,438
     6             40,345           124,310         130,086         137,123          24,310          30,086           37,123
     7             48,294           127,987         135,727         145,543          27,987          35,727           45,543
     8             50,709           126,534         136,241         149,154          26,534          36,241           49,154
     9             53,244           125,028         136,700         153,061          25,028          36,700           53,061
    10             55,906           123,460         137,093         157,282          23,460          37,093           57,282
    11             58,702           121,945         137,534         161,973          21,945          37,534           61,973
    12             61,637           120,353         137,893         167,045          20,353          37,893           67,045
    13             64,718           118,681         138,162         172,533          18,681          38,162           72,533
    14             67,954           116,924         138,329         178,473          16,924          38,329           78,473
    15             71,352           115,074         138,382         184,903          15,074          38,382           84,903
    16             74,920           113,120         138,301         191,860          13,120          38,301           91,860
    17             78,666           111,047         138,065         199,381          11,047          38,065           99,381
    18             82,599           108,839         137,647         207,506           8,839          37,647          107,506
    19             86,729           106,475         137,016         216,272           6,475          37,016          116,272
    20             91,065           103,935         136,140         225,723           3,935          36,140          125,723
    25            116,225                **         126,994         285,259              **          26,994          185,259
    30            148,336                **         105,499         371,156              **           5,499          271,156
    35            189,318                **              **         492,101              **              **          392,101


- ---------
 * The illustrations assume that Planned Premiums equal to the Target Premium
   are paid at the start of each of the first seven Policy Years. The Death
   Benefit and Surrender Value will differ if premiums are paid in different
   amounts or frequencies.
** Policy lapses unless additional premium payments are made.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RETURNS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE
DEATH BENEFIT AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGE 0%, 6%, OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATE ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATIONS CAN BE MADE THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. IN
FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       26



PLAN: FLEXIBLE PREMIUM VARIABLE LIFE
      $100,000 TOTAL SUM INSURED
      MALE, ISSUE AGE 45, FULLY UNDERWRITTEN NONSMOKER UNDERWRITING CLASS
      OPTION A DEATH BENEFIT
      CASH VALUE ACCUMULATION TEST
      NO GUARANTEED MINIMUM DEATH BENEFIT AFTER TENTH POLICY YEAR
      PLANNED PREMIUM: $5,649 FOR SEVEN YEARS*
      USING CURRENT CHARGES



                                                 Death Benefit                                  Surrender Value
                                 ---------------------------------------------   ---------------------------------------------
              Planned Premiums    Assuming hypothetical gross annual return of   Assuming hypothetical gross annual return of
  End of       accumulated at    ---------------------------------------------   ---------------------------------------------
Policy Year  5% annual interest        0%              6%             12%             0%              6%              12%
- -----------  ------------------  --------------  --------------  --------------  -------------  --------------  --------------
                                                                                           
     1              5,931           100,000         100,000         100,000          5,174           5,480            5,786
     2             12,159           100,000         100,000         100,000         10,087          11,008           11,967
     3             18,699           100,000         100,000         100,000         14,886          16,744           18,752
     4             25,565           100,000         100,000         100,000         19,411          22,534           26,045
     5             32,775           100,000         100,000         100,000         24,030          28,762           34,295
     6             40,345           100,000         100,000         107,368         28,585          35,280           43,420
     7             48,294           100,000         101,095         128,372         33,081          42,109           53,471
     8             50,709           100,000         101,937         136,914         32,287          43,718           58,719
     9             53,244           100,000         102,823         146,095         31,480          45,388           64,490
    10             55,906           100,000         103,750         155,960         30,654          47,119           70,830
    11             58,702           100,000         105,009         166,871         29,937          49,042           77,933
    12             61,637           100,000         106,320         178,611         29,200          51,039           85,743
    13             64,718           100,000         107,681         191,244         28,441          53,110           94,325
    14             67,954           100,000         109,102         204,852         27,663          55,264          103,765
    15             71,352           100,000         110,588         219,523         26,870          57,508          114,157
    16             74,920           100,000         112,123         235,307         26,039          59,831          125,564
    17             78,666           100,000         113,694         252,261         25,165          62,233          138,081
    18             82,599           100,000         115,313         270,499         24,240          64,717          151,812
    19             86,729           100,000         116,990         290,141         23,262          67,286          166,873
    20             91,065           100,000         118,732         311,318         22,222          69,941          183,387
    25            116,225           100,000         130,923         453,403         17,142          86,184          298,468
    30            148,336           100,000         145,999         667,643          9,962         105,942          484,466
    35            189,318                **         165,003         996,043             **         129,546          782,007


- ---------
 * The illustrations assume that Planned Premiums equal to the Target Premium
   are paid at the start of each of the first seven Policy Years. The Death
   Benefit and Surrender Value will differ if premiums are paid in different
   amounts or frequencies.
** Policy lapses unless additional premium payments are made.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RETURNS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE
DEATH BENEFIT AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGE 0%, 6%, OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATE ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATIONS CAN BE MADE THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. IN
FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       27



PLAN: FLEXIBLE PREMIUM VARIABLE LIFE
      $100,000 TOTAL SUM INSURED
      MALE, ISSUE AGE 45, FULLY UNDERWRITTEN NONSMOKER UNDERWRITING CLASS
      OPTION A DEATH BENEFIT
      CASH VALUE ACCUMULATION TEST
      NO GUARANTEED MINIMUM DEATH BENEFIT AFTER TENTH POLICY YEAR
      PLANNED PREMIUM: $5,649 FOR SEVEN YEARS*
      USING MAXIMUM CHARGES



                                                 Death Benefit                                  Surrender Value
                                 ---------------------------------------------   ---------------------------------------------
              Planned Premiums    Assuming hypothetical gross annual return of    Assuming hypothetical gross annual return of
  End of       accumulated at    ---------------------------------------------   ---------------------------------------------
Policy Year  5% annual interest        0%              6%             12%              0%              6%              12%
- -----------  ------------------  --------------  --------------  --------------  --------------  --------------  -------------
                                                                                            
     1              5,931           100,000         100,000         100,000           4,610           4,889            5,169
     2             12,159           100,000         100,000         100,000           8,860           9,688           10,551
     3             18,699           100,000         100,000         100,000          13,034          14,691           16,485
     4             25,565           100,000         100,000         100,000          16,851          19,627           22,752
     5             32,775           100,000         100,000         100,000          20,878          25,073           29,986
     6             40,345           100,000         100,000         100,000          24,833          30,760           37,986
     7             48,294           100,000         100,000         112,316          28,715          36,703           46,783
     8             50,709           100,000         100,000         118,495          27,475          37,563           50,819
     9             53,244           100,000         100,000         125,056          26,188          38,421           55,203
    10             55,906           100,000         100,000         132,024          24,845          39,271           59,959
    11             58,702           100,000         100,000         139,706          23,562          40,236           65,247
    12             61,637           100,000         100,000         147,856          22,208          41,194           70,979
    13             64,718           100,000         100,000         156,511          20,776          42,145           77,194
    14             67,954           100,000         100,000         165,695          19,259          43,084           83,930
    15             71,352           100,000         100,000         175,435          17,647          44,009           91,230
    16             74,920           100,000         100,000         185,776          15,924          44,914           99,134
    17             78,666           100,000         100,000         196,728          14,073          45,791          107,684
    18             82,599           100,000         100,000         208,334          12,070          46,631          116,924
    19             86,729           100,000         100,000         220,633           9,888          47,420          126,895
    20             91,065           100,000         100,000         233,667           7,498          48,148          137,646
    25            116,225                **         100,000         311,633              **          50,440          205,143
    30            148,336                **         100,000         415,615              **          48,261          301,585
    35            189,318                **         100,000         554,596              **          33,499          435,421


- ---------
 * The illustrations assume that Planned Premiums equal to the Target Premium
   are paid at the start of each of the first seven Policy Years. The Death
   Benefit and Surrender Value will differ if premiums are paid in different
   amounts or frequencies.
** Policy lapses unless additional premium payments are made.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RETURNS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE
DEATH BENEFIT AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGE 0%, 6%, OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATE ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATIONS CAN BE MADE THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. IN
FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       28



PLAN: FLEXIBLE PREMIUM VARIABLE LIFE
      $100,000 TOTAL SUM INSURED
      MALE, ISSUE AGE 45, FULLY UNDERWRITTEN NONSMOKER UNDERWRITING CLASS
      OPTION B DEATH BENEFIT
      CASH VALUE ACCUMULATION TEST
      NO GUARANTEED MINIMUM DEATH BENEFIT AFTER TENTH POLICY YEAR
      PLANNED PREMIUM: $5,649 FOR SEVEN YEARS*
      USING CURRENT CHARGES



                                                 Death Benefit                                  Surrender Value
                                 ---------------------------------------------   ---------------------------------------------
              Planned Premiums    Assuming hypothetical gross annual return of   Assuming hypothetical gross annual return of
  End of       accumulated at    ---------------------------------------------   ---------------------------------------------
Policy Year  5% annual interest        0%              6%             12%             0%              6%              12%
- -----------  ------------------  --------------  --------------  --------------  -------------  --------------  --------------
                                                                                           
     1              5,931           104,988         105,294         105,600          5,172           5,478            5,784
     2             12,159           109,895         110,816         111,773         10,078          10,999           11,957
     3             18,699           114,675         116,529         118,533         14,859          16,713           18,716
     4             25,565           119,349         122,461         125,959         19,349          22,461           25,959
     5             32,775           123,913         128,619         134,121         23,913          28,619           34,121
     6             40,345           128,396         135,040         143,122         28,396          35,040           43,122
     7             48,294           132,802         141,740         153,057         32,802          41,740           53,057
     8             50,709           131,913         143,200         158,180         31,913          43,200           58,180
     9             53,244           131,005         144,698         163,816         31,005          44,698           63,816
    10             55,906           130,070         146,228         170,010         30,070          46,228           70,010
    11             58,702           129,240         147,925         176,962         29,240          47,925           76,962
    12             61,637           128,384         149,666         184,615         28,384          49,666           84,615
    13             64,718           127,498         151,446         193,038         27,498          51,446           93,038
    14             67,954           126,589         153,275         202,321         26,589          53,275          102,321
    15             71,352           125,663         155,161         216,446         25,663          55,161          112,557
    16             74,920           124,690         157,075         232,005         24,690          57,075          123,802
    17             78,666           123,663         159,012         248,719         23,663          59,012          136,143
    18             82,599           122,576         160,964         266,699         22,576          60,964          149,680
    19             86,729           121,425         162,929         286,064         21,425          62,929          164,528
    20             91,065           120,205         164,899         306,942         20,205          64,899          180,809
    25            116,225           114,333         176,918         447,020         14,333          76,918          294,266
    30            148,336           106,357         189,458         658,236          6,357          89,458          477,640
    35            189,318                **         200,236         982,001             **         100,236          770,983

- ---------
 * The illustrations assume that Planned Premiums equal to the Target Premium
   are paid at the start of each of the first seven Policy Years. The Death
   Benefit and Surrender Value will differ if premiums are paid in different
   amounts or frequencies.
** Policy lapses unless additional premium payments are made.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RETURNS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE
DEATH BENEFIT AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGE 0%, 6%, OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATE ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATIONS CAN BE MADE THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. IN
FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       29



PLAN: FLEXIBLE PREMIUM VARIABLE LIFE
      $100,000 TOTAL SUM INSURED
      MALE, ISSUE AGE 45, FULLY UNDERWRITTEN NONSMOKER UNDERWRITING CLASS
      OPTION B DEATH BENEFIT
      CASH VALUE ACCUMULATION TEST
      NO GUARANTEED MINIMUM DEATH BENEFIT AFTER TENTH POLICY YEAR
      PLANNED PREMIUM: $5,649 FOR SEVEN YEARS*
      USING MAXIMUM CHARGES



                                                 Death Benefit                                  Surrender Value
                                 ---------------------------------------------   ---------------------------------------------
              Planned Premiums    Assuming hypothetical gross annual return of    Assuming hypothetical gross annual return of
  End of       accumulated at    ---------------------------------------------   ---------------------------------------------
Policy Year  5% annual interest        0%              6%             12%              0%              6%              12%
- -----------  ------------------  --------------  --------------  --------------  --------------  --------------  -------------
                                                                                            
     1              5,931           104,306         104,584         104,863           4,589           4,867            5,145
     2             12,159           108,512         109,334         110,190           8,795           9,617           10,473
     3             18,699           112,618         114,255         116,028          12,900          14,538           16,310
     4             25,565           116,621         119,352         122,426          16,621          19,352           22,426
     5             32,775           120,519         124,627         129,438          20,519          24,627           29,438
     6             40,345           124,310         130,086         137,123          24,310          30,086           37,123
     7             48,294           127,987         135,727         145,543          27,987          35,727           45,543
     8             50,709           126,534         136,241         149,154          26,534          36,241           49,154
     9             53,244           125,028         136,700         153,061          25,028          36,700           53,061
    10             55,906           123,460         137,093         157,282          23,460          37,093           57,282
    11             58,702           121,945         137,534         161,973          21,945          37,534           61,973
    12             61,637           120,353         137,893         167,045          20,353          37,893           67,045
    13             64,718           118,681         138,162         172,533          18,681          38,162           72,533
    14             67,954           116,924         138,329         178,473          16,924          38,329           78,473
    15             71,352           115,074         138,382         184,903          15,074          38,382           84,903
    16             74,920           113,120         138,301         191,860          13,120          38,301           91,860
    17             78,666           111,047         138,065         199,381          11,047          38,065           99,381
    18             82,599           108,839         137,647         207,506           8,839          37,647          107,506
    19             86,729           106,475         137,016         216,272           6,475          37,016          116,272
    20             91,065           103,935         136,140         225,723           3,935          36,140          125,723
    25            116,225                **         126,994         285,259              **          26,994          185,259
    30            148,336                **         105,499         373,644              **           5,499          271,130
    35            189,318                **              **         498,202              **              **          391,146

- ---------
 * The illustrations assume that Planned Premiums equal to the Target Premium
   are paid at the start of each of the first seven Policy Years. The Death
   Benefit and Surrender Value will differ if premiums are paid in different
   amounts or frequencies.
** Policy lapses unless additional premium payments are made.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RETURNS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND
ON A NUMBER OF FACTORS, INCLUDING INVESTMENT ALLOCATIONS MADE BY THE OWNER. THE
DEATH BENEFIT AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL GROSS RATES OF INVESTMENT RETURN AVERAGE 0%, 6%, OR 12% OVER
A PERIOD OF YEARS, BUT ALSO FLUCTUATE ABOVE OR BELOW THE AVERAGE FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATIONS CAN BE MADE THAT THESE HYPOTHETICAL INVESTMENT
RESULTS CAN BE ACHIEVED FOR ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. IN
FACT, FOR ANY GIVEN PERIOD OF TIME, THE INVESTMENT RESULTS COULD BE NEGATIVE.

                                       30



                             ADDITIONAL INFORMATION

     This section of the prospectus provides additional detailed information
that is not contained in the Basic Information section on pages 4 through 21.



CONTENTS OF THIS SECTION                                              PAGES TO SEE
- ------------------------                                              ------------
                                                                   
Description of John Hancock .........................................      32

How we support the policy and investment options ....................      32

Procedures for issuance of a policy .................................      33

Basic Sum Insured vs. Additional Sum Insured ........................      34

Commencement of investment performance ..............................      35

How we process certain policy transactions ..........................      35

Effects of policy loans .............................................      36

Additional information about how certain policy charges work ........      37

How we market the policies ..........................................      38

Tax considerations ..................................................      39

Reports that you will receive .......................................      41

Voting privileges that you will have ................................      41

Changes that John Hancock can make as to your policy ................      42

Adjustments we make to death benefits ...............................      42

When we pay policy proceeds .........................................      42

Other details about exercising rights and paying benefits ...........      43

Legal matters .......................................................      43

Registration statement filed with the SEC ...........................      44

Accounting and actuarial experts ....................................      44

Financial statements of John Hancock and the Account ................      44

List of Directors and Executive Officers of John Hancock ............      45


                                       31



DESCRIPTION OF JOHN HANCOCK

     We are John Hancock Life Insurance Company, a Massachusetts stock life
insurance company. On February 1, 2000, John Hancock Mutual Life Insurance
Company (which was chartered in Massachusetts in 1862) converted to a stock
company by "demutualizing" and changed its name to John Hancock Life Insurance
Company. As part of the demutualization process, John Hancock Life Insurance
Company became a subsidiary of John Hancock Financial Services, Inc., a newly
formed publicly-traded corporation. Our Home Office is at John Hancock Place,
Boston, Massachusetts 02117. We are authorized to transact a life insurance and
annuity business in all states and in the District of Columbia. As of December
31, 2001, our assets were approximately $81 billion.

     We are regulated and supervised by the Massachusetts Commissioner of
Insurance, who periodically examines our affairs. We also are subject to the
applicable insurance laws and regulations of all jurisdictions in which we are
authorized to do business. We are required to submit annual statements of our
operations, including financial statements, to the insurance departments of the
various jurisdictions in which we do business for purposes of determining
solvency and compliance with local insurance laws and regulations. The
regulation to which we are subject, however, does not provide a guarantee as to
such matters.

HOW WE SUPPORT THE POLICY AND INVESTMENT OPTIONS

Separate Account UV

     The variable investment options shown on page 1 are in fact subaccounts of
Separate Account UV (the "Account"), a separate account established by us under
Massachusetts law. The Account meets the definition of "separate account" under
the Federal securities laws and is registered as a unit investment trust under
the Investment Company Act of 1940 ("1940 Act"). Such registration does not
involve supervision by the SEC of the management of the Account or John Hancock.

     The Account's assets are the property of John Hancock. Each policy provides
that amounts we hold in the Account pursuant to the policies cannot be reached
by any other persons who may have claims against us.

     The assets in each subaccount are invested in the corresponding fund of one
of the Series Funds. New subaccounts may be added as new funds are added to the
Series Funds and made available to policy owners. Existing subaccounts may be
deleted if existing funds are deleted from the Series Funds.

     We will purchase and redeem Series Fund shares for the Account at their net
asset value without any sales or redemption charges. Shares of a Series Fund
represent an interest in one of the funds of the Series Fund which corresponds
to a subaccount of the Account. Any dividend or capital gains distributions
received by the Account will be reinvested in shares of that same fund at their
net asset value as of the dates paid.

     On each business day, shares of each fund are purchased or redeemed by us
for each subaccount based on, among other things, the amount of net premiums
allocated to the subaccount, distributions reinvested, and transfers to, from
and among subaccounts, all to be effected as of that date. Such purchases and
redemptions are effected at each fund's net asset value per share determined for
that same date. A "business day" is any date on which the New York Stock
Exchange is open for trading. We compute policy values for each business day as
of the close of that day (usually 4:00 p.m. Eastern Standard Time).

Our general account

     Our obligations under the policy's fixed investment option are backed by
our general account assets. Our general account consists of assets owned by us
other than those in the Account and in other

                                       32



separate accounts that we may establish. Subject to applicable law, we have sole
discretion over the investment of assets of the general account and policy
owners do not share in the investment experience of, or have any preferential
claim on, those assets. Instead, we guarantee that the account value allocated
to the fixed investment option will accrue interest daily at an effective annual
rate of at least 4% without regard to the actual investment experience of the
general account.

     Because of exemptive and exclusionary provisions, interests in our fixed
investment option have not been registered under the Securities Act of 1933 and
our general account has not been registered as an investment company under the
1940 Act. Accordingly, neither the general account nor any interests therein are
subject to the provisions of these acts, and we have been advised that the staff
of the SEC has not reviewed the disclosure in this prospectus relating to the
fixed investment option. Disclosure regarding the fixed investment option may,
however, be subject to certain generally-applicable provisions of the Federal
securities laws relating to accuracy and completeness of statements made in
prospectuses.

PROCEDURES FOR ISSUANCE OF A POLICY

     Generally, the policy is available with a minimum Total Sum Insured at
issue of $100,000 and a minimum Basic Sum Insured at issue of $50,000. At the
time of issue, the insured person must have an attained age of at least 20 and
no more than 85. All insured persons must meet certain health and other
insurance risk criteria called "underwriting standards".

     Policies issued in Montana or in connection with certain employee plans
will not directly reflect the sex of the insured person in either the premium
rates or the charges or values under the policy. The illustrations set forth in
this prospectus are sex-distinct and, therefore, may not reflect the rates,
charges, or values that would apply to such policies.

Minimum Initial Premium

     The Minimum Initial Premium must be received by us at our Life Servicing
Office in order for the policy to be in full force and effect. There is no grace
period for the payment of the Minimum Initial Premium. The Minimum Initial
Premium is determined by us based on the characteristics of the insured person,
the Total Sum Insured at issue, and the policy options you have selected.

Commencement of insurance coverage

     After you apply for a policy, it can sometimes take up to several weeks for
us to gather and evaluate all the information we need to decide whether to issue
a policy to you and, if so, what the insured person's rate class should be.
After we approve an application for a policy and assign an appropriate insurance
rate class, we will prepare the policy for delivery. We will not pay a death
benefit under a policy unless the policy is in effect when the insured person
dies (except for the circumstances described under "Temporary insurance coverage
prior to policy delivery" on page 34).

     The policy will take effect only if all of the following conditions are
satisfied:

..    The policy is delivered to and received by the applicant.

..    The Minimum Initial Premium is received by us.

..    Each insured person is living and still meets our health criteria for
     issuing insurance.

If all of the above conditions are satisfied, the policy will take effect on the
date shown in the policy as the "date of issue." That is the date on which we
begin to deduct monthly charges. Policy months, policy years and policy
anniversaries are all measured from the date of issue.

                                       33



Backdating

     In order to preserve a younger age at issue for the insured person, we can
designate a date of issue that is up to 60 days earlier than the date that would
otherwise apply. This is referred to as "backdating" and is allowed under state
insurance laws. Backdating can also be used in certain corporate-owned life
insurance cases involving multiple policies to retain a common monthly deduction
date.

     The conditions for coverage described above under "Commencement of
insurance coverage" must still be satisfied, but in a backdating situation the
policy always takes effect retroactively. Backdating results in a lower
insurance charge (if it is used to preserve the insured person's younger age at
issue), but monthly charges begin earlier than would otherwise be the case.
Those monthly charges will be deducted as soon as we receive premiums sufficient
to pay them.

Temporary coverage prior to policy delivery

     If a specified amount of premium is paid with the application for a policy
and other conditions are met, we will provide temporary term life insurance
coverage on the insured person for a period prior to the time coverage under the
policy takes effect. Such temporary term coverage will be subject to the terms
and conditions described in the application for the policy, including limits on
amount and duration of coverage.

Monthly deduction dates

     Each charge that we deduct monthly is assessed against your account value
or the subaccounts at the close of business on the date of issue and at the
close of the first business day in each subsequent policy month.

BASIC SUM INSURED VS. ADDITIONAL SUM INSURED

     As noted earlier in this prospectus, you should consider a number of
factors in determining whether to elect coverage in the form of Basic Sum
Insured or in the form of Additional Sum Insured.

     For the same amount of premiums paid, the amount of sales charge deducted
from premiums and the amount of compensation paid to the selling insurance agent
will generally be less if coverage is included as Additional Sum Insured, rather
than as Basic Sum Insured. On the other hand, the amount of any Additional Sum
Insured is not included in the guaranteed minimum death benefit feature.
Therefore, if the policy's surrender value is insufficient to pay the monthly
charges as they fall due (including the charges for the Additional Sum Insured),
the Additional Sum Insured coverage will lapse, even if the Basic Sum Insured
stays in effect pursuant to the guaranteed minimum death benefit feature.

     Generally, you will incur lower sales charges and have more flexible
coverage with respect to the Additional Sum Insured than with respect to the
Basic Sum Insured. If this is your priority, you may wish to maximize the
proportion of the Additional Sum Insured. However, if your priority is to take
advantage of the guaranteed minimum death benefit feature, the proportion of the
Policy's Total Sum Insured that is guaranteed can be increased by taking out
more coverage as Basic Sum Insured at the time of policy issuance. As stated
earlier in this prospectus, the guaranteed minimum death benefit feature does
not apply if the Additional Sum Insured is scheduled to exceed the Basic Sum
Insured at any time. If such was the case, you would presumably wish to maximize
the proportion of the Additional Sum Insured.

     If you want to purchase Additional Sum Insured, you may select from among
several forms of it: a level amount of coverage; an amount of coverage that
increases on each policy anniversary up to a prescribed limit; an amount of
coverage that increases on each policy anniversary to the amount of premiums
paid during prior policy years plus the Planned Premium for the current policy
year, subject

                                       34



to certain limits; or a combination of those forms of coverage.

    Any decision you make to modify the amount of Additional Sum Insured
coverage after issue can have significant tax consequences (see "Tax
Considerations" beginning on page 39).

COMMENCEMENT OF INVESTMENT PERFORMANCE

    Any premium payment processed prior to the twentieth day after the date of
issue will automatically be allocated to the Money Market investment option. On
the later of the date such payment is received or the twentieth day following
the date of issue, the portion of the Money Market investment option
attributable to such payment will be reallocated automatically among the
investment options you have chosen.

    All other premium payments will be allocated among the investment options
you have chosen as soon as they are processed.

HOW WE PROCESS CERTAIN POLICY TRANSACTIONS

Premium payments

    We will process any premium payment as of the day we receive it, unless one
of the following exceptions applies:

    (1) We will process a payment received prior to a policy's date of issue as
if received on the business day immediately preceding the date of issue.

    (2) If the Minimum Initial Premium is not received prior to the date of
issue, we will process each premium payment received thereafter as if received
on the business day immediately preceding the date of issue until all of the
Minimum Initial Premium is received.

    (3) We will process the portion of any premium payment for which we require
evidence of the insured person's continued insurability only after we have
received such evidence and found it satisfactory to us.

    (4) If we receive any premium payment that we think will cause a policy to
become a modified endowment or will cause a policy to lose its status as life
insurance under the tax laws, we will not accept the excess portion of that
premium payment and will immediately notify the owner. We will refund the excess
premium when the premium payment check has had time to clear the banking system
(but in no case more than two weeks after receipt), except in the following
circumstances:

..   The tax problem resolves itself prior to the date the refund is to be made;
    or

..   The tax problem relates to modified endowment status and we receive a
    signed acknowledgment from the owner prior to the refund date instructing us
    to process the premium notwithstanding the tax issues involved.

In the above cases, we will treat the excess premium as having been received on
the date the tax problem resolves itself or the date we receive the signed
acknowledgment. We will then process it accordingly.

    (5) If a premium payment is received or is otherwise scheduled to be
processed (as specified above) on a date that is not a business day, the premium
payment will be processed on the business day next following that date.

Transfers among investment options

    Any reallocation among investment options must be such that the total in all
investment options after reallocation equals 100% of account value. Transfers
out of a variable investment option will be effective at the end of the business
day in which we receive at our Life Servicing Office notice satisfactory to us.

    If received on or before the policy anniversary, requests for transfer out
of the fixed investment option will be processed on the policy anniversary (or
the next business day if the policy anniversary does not occur on a business
day). If received after the policy anniversary, such a request will be processed

                                       35



at the end of the business day in which we receive the request at our Life
Servicing Office. If you request a transfer out of the fixed investment option
61 days or more prior to the policy anniversary, we will not process that
portion of the reallocation, and your confirmation statement will not reflect a
transfer out of the fixed investment option as to such request. Currently, there
is no minimum amount limit on transfers into the fixed investment option, but we
reserve the right to impose such a limit in the future. We have the right to
defer transfers of amounts out of the fixed investment option for up to six
months.

Telephone transfers and policy loans

  Once you have completed a written authorization, you may request a transfer or
policy loan by telephone or by fax. If the fax request option becomes
unavailable, another means of telecommunication will be substituted.

  If you authorize telephone transactions, you will be liable for any loss,
expense or cost arising out of any unauthorized or fraudulent telephone
instructions which we reasonably believe to be genuine, unless such loss,
expense or cost is the result of our mistake or negligence. We employ procedures
which provide safeguards against the execution of unauthorized transactions, and
which are reasonably designed to confirm that instructions received by telephone
are genuine. These procedures include requiring personal identification, tape
recording calls, and providing written confirmation to the owner. If we do not
employ reasonable procedures to confirm that instructions communicated by
telephone are genuine, we may be liable for any loss due to unauthorized or
fraudulent instructions.

Effective date of other policy transactions

  The following transactions take effect on the policy anniversary on or next
following the date we approve the request:

.. Total Sum Insured decreases

.. Additional Sum Insured increases

.. Change of death benefit option from Option B to Option A

.. Any other change of death benefit option, when and if permitted by our
  administrative rules (see "Change of death benefit option" on page 17)

  Reinstatements of lapsed policies take effect on the monthly deduction date on
or next following the date we approve the request for reinstatement.

  We process loans, surrenders, partial withdrawals and loan repayments as of
the day we receive such request or repayment.

EFFECTS OF POLICY LOANS

  The account value, the surrender value, and any death benefit above the Total
Sum Insured are permanently affected by any loan, whether or not it is repaid in
whole or in part. This is because the amount of the loan is deducted from the
investment options and placed in a special loan account. The investment options
and the special loan account will generally have different rates of investment
return.

  The amount of the outstanding loan (which includes accrued and unpaid
interest) is subtracted from the amount otherwise payable when the policy
proceeds become payable.

  Whenever the outstanding loan equals or exceeds the account value, the policy
will terminate 31 days after we have mailed notice of termination to you (and to
any assignee of record at such assignee's last known address) specifying the
minimum amount that must be paid to avoid termination, unless a repayment of at
least the amount specified is made within that period. Also, taking out a loan
on the policy increases the risk that the policy may lapse because of the
difference between the interest rate charged on the loan and the interest rate
credited to the special loan account.  Policy loans may also result in adverse
tax consequences under certain circumstances (see "Tax considerations" beginning
on page 39).

                                       36



ADDITIONAL INFORMATION ABOUT HOW CERTAIN POLICY CHARGES WORK

Sales expenses and related charges

  The sales charges help to compensate us for the cost of selling our policies.
(See "What charges will John Hancock deduct from my investment in the policy?"
in the Basic Information section of this prospectus.) The amount of the charges
in any policy year does not specifically correspond to sales expenses for that
year. We expect to recover our total sales expenses over the life of the
policies. To the extent that the sales charges do not cover total sales
expenses, the sales expenses may be recovered from other sources, including
gains from the asset-based risk charge and other gains with respect to the
policies, or from our general assets. (See "How we market the policies" on page
38.) Similarly, administrative expenses not fully covered by the issue charge
and the administrative charge may also be recovered from such other sources.

Effect of premium payment pattern

  You may structure the timing and amount of premium payments to minimize the
sales charges, although doing so involves certain risks. Paying less than one
Target Premium in the first policy year or paying more than one Target Premium
in any policy year could reduce your total sales charges over time. For example,
if the Target Premium was $10,000 and you paid a premium of $10,000 in each of
the first ten policy years, you would pay total sales charges of $6,500. If you
paid $20,000 (i.e., two times the Target Premium amount) in every other policy
year up to the ninth policy year, you would pay total sales charges of only
$3,250. However, delaying the payment of Target Premiums to later policy years
could increase the risk that the guaranteed minimum death benefit feature will
lapse and the account value will be insufficient to pay monthly policy charges
as they come due. As a result, the policy or any Additional Sum Insured may
lapse and eventually terminate. Conversely, accelerating the payment of Target
Premiums to earlier policy years could cause aggregate premiums paid to exceed
the policy's 7-pay premium limit and, as a result, cause the policy to become a
modified endowment, with adverse tax consequences to you upon receipt of policy
distributions. (See "Tax considerations" beginning on page 39.)

Monthly charges

  We deduct the monthly charges described in the Basic Information section from
your policy's investment options in proportion to the amount of account value
you have in each. For each month that we cannot deduct any charge because of
insufficient account value, the uncollected charges will accumulate and be
deducted when and if sufficient account value becomes available.

  The insurance under the policy continues in full force during any grace period
but, if the insured person dies during the policy grace period, the amount of
unpaid monthly charges is deducted from the death benefit otherwise payable.

Reduced charges for eligible classes

  The charges otherwise applicable may be reduced with respect to policies
issued to a class of associated individuals or to a trustee, employer or similar
entity where we anticipate that the sales to the members of the class will
result in lower than normal sales or administrative expenses, lower taxes or
lower risks to us. We will make these reductions in accordance with our rules in
effect at the time of the application for a policy. The factors we consider in
determining the eligibility of a particular group for reduced charges, and the
level of the reduction, are as follows: the nature of the association and its
organizational framework; the method by which sales will be made to the members
of the class; the facility with which premiums will be collected from the
associated individuals and the association's capabilities with respect to
administrative tasks; the anticipated lapse and surrender rates of the policies;
the size of the class of associated individuals and the number of years it has
been in existence; the

                                       37



aggregate amount of premiums paid; and any other such circumstances which result
in a reduction in sales or administrative expenses, lower taxes or lower risks.
Any reduction in charges will be reasonable and will apply uniformly to all
prospective policy purchasers in the class and will not unfairly discriminate
against any owner.

HOW WE MARKET THE POLICIES

  Signator Investors, Inc. ("Signator"), an indirect wholly-owned subsidiary of
John Hancock located at 197 Clarendon Street, Boston, MA 02117, is registered as
a broker-dealer under the Securities Exchange Act of 1934 and is a member of the
National Association of Securities Dealers, Inc. and the Securities Investor
Protection Corporation. Signator acts as principal underwriter and principal
distributor of the policies pursuant to a sales agreement among John Hancock,
Signator, John Hancock Variable Life Insurance Company and the Account. Signator
also serves as principal underwriter for John Hancock Variable Annuity Accounts
U, I and V, John Hancock Mutual Variable Life Insurance Account UV and John
Hancock Variable Life Accounts U and V, all of which are registered under the
1940 Act. Signator is also the principal underwriter for John Hancock Variable
Series Trust I.

  Applications for policies are solicited by agents who are licensed by state
insurance authorities to sell John Hancock's policies and who are also
registered representatives ("representatives") of Signator or other
broker-dealer firms, as discussed below. John Hancock performs insurance
underwriting and determines whether to accept or reject the application for a
policy and each insured person's risk classification. John Hancock will make the
appropriate refund if a policy ultimately is not issued or is returned under the
"free look" provision. Officers and employees of John Hancock are covered by a
blanket bond by a commercial carrier in the amount of $25 million.

  Signator's representatives are compensated for sales of the policies on a
commission and service fee basis by Signator, and John Hancock reimburses
Signator for such compensation and for other direct and indirect expenses
(including agency expense allowances, general agent, district manager and
supervisor's compensation, agent's training allowances, deferred compensation
and insurance benefits of agents, general agents, district managers and
supervisors, agency office clerical expenses and advertising) actually incurred
in connection with the marketing and sale of the policies.

  The maximum commission payable to a Signator representative for selling a
policy is 21% of the Target Premium paid in the first policy year, 12 % of the
Target Premium paid in each of the second through fifth policy years, and 3% of
the Target Premium paid in each policy year thereafter. The maximum commission
on any premium paid in any policy year in excess of the Target Premium is 2%.

  Representatives with less than four years of service with Signator and those
compensated on salary plus bonus or level commission programs may be paid on a
different basis. Representatives who meet certain productivity and persistency
standards with respect to the sale of policies issued by John Hancock will be
eligible for additional compensation.

  The policies are also sold through other registered broker-dealers that have
entered into selling agreements with Signator and whose representatives are
authorized by applicable law to sell variable life insurance policies. The
commissions which will be paid by such broker-dealers to their representatives
will be in accordance with their established rules. The commission rates may be
more or less than those set forth above for Signator's representatives. In
addition, their qualified registered representatives may be reimbursed by the
broker-dealers under expense reimbursement allowance programs in any year for
approved voucherable expenses incurred. Signator will compensate the
broker-dealers as provided in the selling agreements,

                                       38



and John Hancock will reimburse Signator for such amounts and for certain other
direct expenses in connection with marketing the policies through other
broker-dealers.

  Representatives of Signator and the other broker-dealers mentioned above may
also earn "credits" toward qualification for attendance at certain business
meetings sponsored by John Hancock.

  The offering of the policies is intended to be continuous, but neither John
Hancock nor Signator is obligated to sell any particular amount of policies.

TAX CONSIDERATIONS

  This description of federal income tax consequences is only a brief summary
and is not intended as tax advice. Tax consequences will vary based on your own
particular circumstances, and for further information you should consult a
qualified tax advisor. Federal, state and local tax laws, regulations and
interpretations can change from time to time. As a result, the tax consequences
to you and the beneficiary may be altered, in some cases retroactively.

Policy proceeds

  We believe the policy will receive the same federal income and estate tax
treatment as fixed benefit life insurance policies. Section 7702 of the Internal
Revenue Code (the "Code") defines life insurance for federal tax purposes. If
certain standards are met at issue and over the life of the policy, the policy
will satisfy that definition. We will monitor compliance with these standards.

  If the policy complies with the definition of life insurance, we believe the
death benefit under the policy will be excludable from the beneficiary's gross
income under Section 101 of the Code.

Other policy distributions

  Increases in account value as a result of interest or investment experience
will not be subject to federal income tax unless and until values are actually
received through distributions. In general, the owner will be taxed on the
amount of distributions that exceed the premiums paid under the policy. But
under certain circumstances within the first 15 policy years, the owner may be
taxed on a distribution even if total withdrawals do not exceed total premiums
paid. Any taxable distribution will be ordinary income to the owner (rather than
capital gains).

  Distributions for tax purposes can include amounts received upon surrender or
partial withdrawals. You may also be deemed to have received a distribution for
tax purposes if you assign all or part of your policy rights or change your
policy's ownership.

  We also believe that, except as noted below, loans received under the policy
will be treated as indebtedness of an owner and that no part of any loan will
constitute income to the owner. However, if the policy terminates for any
reason, the amount of any outstanding loan that was not previously considered
income will be treated as if it had been distributed to the owner upon such
termination. This could result in a considerable tax bill. Under certain
circumstances involving large amounts of outstanding loans, you might find
yourself having to choose between high premiums requirements to keep your policy
from lapsing and a significant tax burden if you allow the lapse to occur.

  It is possible that, despite our monitoring, a policy might fail to qualify as
life insurance under Section 7702 of the Code. This could happen, for example,
if we inadvertently failed to return to you any premium payments that were in
excess of permitted amounts, or if any of the funds failed to meet certain
investment diversification or other requirements of the Code. If this were to
occur, you would be subject to income tax on the income credited to the policy
for the period of the disqualification and for subsequent periods.

  Tax consequences of ownership or receipt of policy proceeds under federal,
state and local estate,

                                       39



inheritance, gift and other tax laws depend on the circumstances of each owner
or beneficiary.

  Because there may be unfavorable tax consequences (including recognition of
taxable income and the loss of income tax-free treatment for any death benefit
payable to the beneficiary), you should consult a qualified tax adviser prior to
changing the policy's ownership or making any assignment of ownership interests.

Diversification rules and ownership of the Account

  Your policy will not qualify for the tax benefit of a life insurance contract
unless the Account follows certain rules requiring diversification of
investments underlying the policy. In addition, the rules require that the
policy owner not have "investment control" over the underlying assets.

  The Treasury Department explained in its temporary regulations regarding
diversification that such regulations " do not provide guidance concerning the
circumstances in which investor control of the investments of a segregated asset
account may cause the investor, rather than the insurance company, to be treated
as the owner of the assets in the account". As the variable policy owner, you
will be treated as the owner of Account assets if you have the ability to
exercise investment control over them. If you are found to have such ability,
you will be taxed on any income or gains the assets generate. Although the
Treasury Department announced several years ago that it would provide further
guidance on this issue, it had not yet done so as of the date of this
prospectus.

  The ownership rights under your policy are similar to, but different in
certain respects from, those described in Internal Revenue Service rulings in
which it was determined that policyholders were not owners of separate account
assets. Since you have greater flexibility in allocating premiums and policy
values than was the case in those rulings, it is possible that you would be
treated as the owner of your policy's proportionate share of the assets of the
Account.

  We do not know what will be in future Treasury Department regulations or other
guidance. We cannot guarantee that the funds will be able to operate as
currently described in the Series Funds' prospectuses, or that a Series Fund
will not have to change any fund's investment objectives or policies. We have
reserved the right to modify your policy if we believe it will prevent you from
being considered the owner of your policy's proportionate share of the assets of
the Account, but we are under no obligation to do so.

7-pay premium limit

  At the time of policy issuance, we will determine whether the Planned Premium
schedule will exceed the 7-pay limit discussed below. If so, our standard
procedures prohibit issuance of the policy unless you sign a form acknowledging
that fact.

  The 7-pay limit is the total of net level premiums that would have been
payable at any time for a comparable fixed policy to be fully "paid-up" after
the payment of 7 equal annual premiums. "Paid-up" means that no further premiums
would be required to continue the coverage in force until maturity, based on
certain prescribed assumptions. If the total premiums paid at any time during
the first 7 policy years exceed the 7-pay limit, the policy will be treated as a
"modified endowment", which can have adverse tax consequences.

  The owner will be taxed on distributions and loans from a "modified endowment"
to the extent of any income (gain) to the owner (on an income-first basis). The
distributions and loans affected will be those made on or after, and within the
two year period prior to, the time the policy becomes a modified endowment.
Additionally, a 10% penalty tax may be imposed on taxable portions of such
distributions or loans that are made before the owner attains age 59 1/2.

                                       40



  Furthermore, any time there is a "material change" in a policy (generally the
result of such things as an increase in Additional Sum Insured, the addition of
certain other policy benefits after issue, a change in death benefit option, or
reinstatement of a lapsed policy), the policy will have a new 7-pay limit as if
it were a newly-issued policy. If a prescribed portion of the policy's then
account value, plus all other premiums paid within 7 years after the material
change, at any time exceed the new 7-pay limit, the policy will become a
modified endowment.

  Moreover, if benefits under a policy are reduced (such as a reduction in the
Total Sum Insured or death benefit or the reduction or cancellation of certain
rider benefits) during the 7 years in which a 7-pay test is being applied, the
7-pay limit will generally be recalculated based on the reduced benefits. If the
premiums paid to date are greater than the recalculated 7-pay limit, the policy
will become a modified endowment.

  All modified endowments issued by the same insurer (or its affiliates) to the
owner during any calendar year generally are required to be treated as one
contract for the purpose of applying the modified endowment rules. A policy
received in exchange for a modified endowment will itself also be a modified
endowment. You should consult your tax advisor if you have questions regarding
the possible impact of the 7-pay limit on your policy.

Corporate and H.R. 10 plans

  The policy may be acquired in connection with the funding of retirement plans
satisfying the qualification requirements of Section 401 of the Code. If so, the
Code provisions relating to such plans and life insurance benefits thereunder
should be carefully scrutinized. We are not responsible for compliance with the
terms of any such plan or with the requirements of applicable provisions of the
Code.

REPORTS THAT YOU WILL RECEIVE

  At least annually, we will send you a statement setting forth the following
information as of the end of the most recent reporting period: the amount of the
death benefit, the Basic Sum Insured and the Additional Sum Insured, the account
value, the portion of the account value in each investment option, the surrender
value, premiums received and charges deducted from premiums since the last
report, and any outstanding policy loan (and interest charged for the preceding
policy year). Moreover, you also will receive confirmations of premium payments,
transfers among investment options, policy loans, partial withdrawals and
certain other policy transactions.

  Semiannually we will send you a report containing the financial statements of
each Series Fund, including a list of securities held in each fund.

VOTING PRIVILEGES THAT YOU WILL HAVE

  All of the assets in the subaccounts of the Account are invested in shares of
the corresponding funds of the Series Funds. We will vote the shares of each of
the funds of the Series Funds which are deemed attributable to variable life
insurance policies at regular and special meetings of the Series Funds'
shareholders in accordance with instructions received from owners of such
policies. Shares of the Series Funds held in the Account which are not
attributable to such policies, as well as shares for which instructions from
owners are not received, will be represented by us at the meeting. We will vote
such shares for and against each matter in the same proportions as the votes
based upon the instructions received from the owners of such policies.

  We determine the number of a fund's shares held in a subaccount attributable
to each owner by dividing the amount of a policy's account value held in the
subaccount by the net asset value of one share in the fund. Fractional votes
will be counted. We determine the number of shares as to which the owner may
give instructions as of the record date for the

                                       41



Series Fund's meeting. Owners of policies may give instructions regarding the
election of the Board of Trustees or Board of Directors of a Series Fund,
ratification of the selection of independent auditors, approval of Series Fund
investment advisory agreements and other matters requiring a shareholder vote.
We will furnish owners with information and forms to enable owners to give
voting instructions.

  However, we may, in certain limited circumstances permitted by the SEC's
rules, disregard voting instructions. If we do disregard voting instructions,
you will receive a summary of that action and the reasons for it in the next
semi-annual report to owners.

CHANGES THAT JOHN HANCOCK CAN MAKE AS TO YOUR POLICY

Changes relating to a Series Fund or the Account

  The voting privileges described in this prospectus reflect our understanding
of applicable Federal securities law requirements. To the extent that applicable
law, regulations or interpretations change to eliminate or restrict the need for
such voting privileges, we reserve the right to proceed in accordance with any
such revised requirements. We also reserve the right, subject to compliance with
applicable law, including approval of owners if so required, (1) to transfer
assets determined by John Hancock to be associated with the class of policies to
which your policy belongs from the Account to another separate account or
subaccount, (2) to operate the Account as a "management-type investment company"
under the 1940 Act, or in any other form permitted by law, the investment
adviser of which would be John Hancock or an affiliate, (3) to deregister the
Account under the 1940 Act, (4) to substitute for the fund shares held by a
subaccount any other investment permitted by law, and (5) to take any action
necessary to comply with or obtain any exemptions from the 1940 Act. We would
notify owners of any of the foregoing changes and, to the extent legally
required, obtain approval of owners and any regulatory body prior thereto. Such
notice and approval, however, may not be legally required in all cases.

Other permissible changes

  We reserve the right to make any changes in the policy necessary to ensure the
policy is within the definition of life insurance under the Federal tax laws and
is in compliance with any changes in Federal or state tax laws.

  In our policies, we reserve the right to make certain changes if they would
serve the best interests of policy owners or would be appropriate in carrying
out the purposes of the policies. Such changes include the following:

 . Changes necessary to comply with or obtain or continue exemptions under
   the federal securities laws

 . Combining or removing investment options

 . Changes in the form of organization of any separate account

  Any such changes will be made only to the extent permitted by applicable laws
and only in the manner permitted by such laws. When required by law, we will
obtain your approval of the changes and the approval of any appropriate
regulatory authority.

ADJUSTMENTS WE MAKE TO DEATH BENEFITS

  If the insured person commits suicide within certain time periods, the amount
of death benefit we pay will be limited as described in the policy. Also, if an
application misstated the age or gender of the insured person, we will adjust
the amount of any death benefit as described in the policy.

WHEN WE PAY POLICY PROCEEDS

General

  We will pay any death benefit, withdrawal, surrender value or loan within 7
days after we receive the last required form or request (and, with respect to
the death benefit, any other documentation that may

                                       42



be required). If we don't have information about the desired manner of payment
within 7 days after the date we receive documentation of the insured person's
death, we will pay the proceeds as a single sum.

Delay to challenge coverage

  We may challenge the validity of your insurance policy based on any material
misstatements made to us in the application for the policy. We cannot make such
a challenge, however, beyond certain time limits that are specified in the
policy.

Delay for check clearance

  We reserve the right to defer payment of that portion of your account value
that is attributable to a premium payment made by check for a reasonable period
of time (not to exceed 15 days) to allow the check to clear the banking system.

Delay of separate account proceeds

  We reserve the right to defer payment of any death benefit, loan or other
distribution that is derived from a variable investment option if (a) the New
York Stock Exchange is closed (other than customary weekend and holiday
closings) or trading on the New York Stock Exchange is restricted; (b) an
emergency exists, as a result of which disposal of securities is not reasonably
practicable or it is not reasonably practicable to fairly determine the account
value; or (c) the SEC by order permits the delay for the protection of owners.
Transfers and allocations of account value among the investment options may also
be postponed under these circumstances. If we need to defer calculation of
separate account values for any of the foregoing reasons, all delayed
transactions will be processed at the next values that we do compute.

OTHER DETAILS ABOUT EXERCISING RIGHTS AND PAYING BENEFITS

Joint ownership

  If more than one person owns a policy, all owners must join in most requests
to exercise rights under the policy.

Assigning your policy

  You may assign your rights in the policy to someone else as collateral for a
loan or for some other reason. Assignments do not require the consent of any
revocable beneficiary. A copy of the assignment must be forwarded to us. We are
not responsible for any payment we make or any action we take before we receive
notice of the assignment in good order. Nor are we responsible for the validity
of the assignment. An absolute assignment is a change of ownership. All
collateral assignees of record must consent to any full surrender, partial
withdrawal or loan from the policy.

Your beneficiary

  You name your beneficiary when you apply for the policy. The beneficiary is
entitled to the proceeds we pay following the insured person's death. You may
change the beneficiary during the insured person's lifetime. Such a change
requires the consent of any irrevocable named beneficiary. A new beneficiary
designation is effective as of the date you sign it, but will not affect any
payments we make before we receive it. If no beneficiary is living when the
insured person dies, we will pay the insurance proceeds to the owner or the
owner's estate.

LEGAL MATTERS

  The legal validity of the policies described in this prospectus has been
passed on by Ronald J. Bocage, Vice President and Counsel for John Hancock. The
law firm of Foley & Lardner, Washington, D.C., has advised us on certain Federal
securities law matters in connection with the policies.

                                       43



REGISTRATION STATEMENT FILED WITH THE SEC

     This prospectus omits certain information contained in the Registration
Statement which has been filed with the SEC. More details may be obtained from
the SEC upon payment of the prescribed fee.

ACCOUNTING AND ACTUARIAL EXPERTS

     Ernst & Young LLP, independent auditors, have audited the consolidated
financial statements and schedules of John Hancock at December 31, 2001 and
2000, and for each of the three years in the period ended December 31, 2001, and
the financial statements and schedules of the Account at December 31, 2001 and
for each of the periods indicated therein, as set forth in their reports. We've
included these financial statements in this prospectus and elsewhere in the
registration statement in reliance on Ernst & Young LLP's reports, given on
their authority as experts in accounting and auditing.

Actuarial matters included in this prospectus have been examined by Deborah A.
Poppel, F.S.A., an Actuary and Second Vice President of John Hancock.

FINANCIAL STATEMENTS OF JOHN HANCOCK AND THE ACCOUNT

     The financial statements of John Hancock included herein should be
distinguished from the financial statements of the Account and should be
considered only as bearing upon the ability of John Hancock to meet its
obligations under the policies.

     In addition to those financial statements of John Hancock and the Account
included herein that have been audited by Ernst & Young LLP, this prospectus
also contains unaudited financial statements of both John Hancock and the
Account for a period subsequent to the audited financial statements.

                                       44



            LIST OF DIRECTORS AND EXECUTIVE OFFICERS OF JOHN HANCOCK

     The Directors and Executive Officers of John Hancock and their principal
occupations during the past five years are as follows:



Directors                                Principal Occupations
- ---------                                ---------------------
                             
David F. D'Alessandro ........  Chairman of the Board, President and Chief Executive
                                Officer, John Hancock

Foster L. Aborn ..............  Director, formerly Vice Chairman of the Board and Chief
                                Investment Officer, John Hancock

Wayne A. Budd ................  Executive Vice President and General Counsel, John
                                Hancock; formerly Group President, Bell Atlantic - New
                                England (telecommunications)

John M. Connors, Jr ..........  Chairman and Chief Executive Officer and Director,
                                Hill, Holliday, Connors, Cosmopoulos, Inc.
                                (advertising).

John M. DeCiccio .............  Executive Vice President and Chief Investment Officer,
                                John Hancock

Richard B. DeWolfe ...........  Chairman and Chief Executive Officer of The DeWolfe
                                Companies, Inc. (real estate)

Robert E. Fast ...............  Senior Partner, Hale and Dorr (law firm)

Thomas P. Glynn ..............  Chief Operating Officer, Partners HealthCare System,
                                Inc. (health care)

Michael C. Hawley ............  Retired Chairman and Chief Executive Officer, The
                                Gillette Company (razors, etc.)

Edward H. Linde ..............  President and Chief Executive Officer, Boston
                                Properties, Inc. (real estate)

Judith A.  McHale ............  President and Chief Operating Officer, Discovery
                                Communications, Inc. (multimedia communications)

R. Robert Popeo ..............  Chairman, Mintz, Levin, Cohn, Ferris, Glovsky and Popeo
                                (law firm)

Richard F. Syron .............  Chairman, President and Chief Executive Officer, Thermo
                                Electron Corp. (scientific and industrial instruments)

Robert J. Tarr, Jr. ..........  Formerly Chairman, President and Chief Executive
                                Officer, HomeRuns.com (online grocer)




Other Executive Officers
- ------------------------
                             
Thomas E. Moloney ............  Senior Executive Vice President and Chief Financial
                                Officer

Michael Bell .................  Senior Executive Vice President - Retail; Founder and
                                Director of Monitor Company (management consulting)

Derek Chilvers ...............  Executive Vice President; Chairman and Chief Executive
                                Officer of John Hancock International Holdings, Inc.

Maureen R. Ford ..............  Executive Vice President; Chairman and Chief Executive
                                Officer of John Hancock Funds, Inc.

James E. Collins .............  Vice President and Secretary

Robert F. Walters ............  Executive Vice President and Chief Information Officer


     The business address of all Directors and officers of John Hancock is John
Hancock Place, Boston, Massachusetts 02117.

                                       45



                         Unaudited Financial Statements

                      John Hancock Life Insurance Company

                           Period ended June 30, 2002

                                       46



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                           CONSOLIDATED BALANCE SHEETS



                                                                                 JUNE 30,
                                                                                   2002       DECEMBER 31,
                                                                                (UNAUDITED)       2001
                                                                                -----------  -------------
                                                                                      (IN MILLIONS)
                                                                                       
ASSETS
Investments
Fixed maturities:
 Held-to-maturity--at amortized cost
  (fair value: June 30--$1,889.4; December 31--$1,908.2) .....................   $ 1,856.4     $ 1,923.5
 Available-for-sale--at fair value
  (cost: June 30--$38,403.1; December 31--$35,778.0) .........................    39,018.1      36,072.1
Equity securities:
 Available-for-sale--at fair value
  (cost: June 30--$343.9; December 31--$433.1) ...............................       403.3         562.3
 Trading securities--at fair value
  (cost: June 30--$0.9; December 31--$2.7) ...................................         0.8           1.4
Mortgage loans on real estate ................................................     9,904.2       9,667.0
Real estate ..................................................................       327.6         380.4
Policy loans .................................................................     1,937.3       1,927.0
Short-term investments .......................................................       130.2          78.6
Other invested assets ........................................................     2,047.7       1,676.9
                                                                                 ---------     ---------
  Total Investments ..........................................................    55,625.6      52,289.2
Cash and cash equivalents ....................................................       610.2       1,025.3
Accrued investment income ....................................................       813.3         745.9
Premiums and accounts receivable .............................................       107.9         117.2
Deferred policy acquisition costs ............................................     3,339.6       3,186.3
Reinsurance recoverable ......................................................     2,767.2       2,464.3
Other assets .................................................................     2,339.0       2,298.4
Separate account assets ......................................................    17,555.7      18,998.1
                                                                                 ---------     ---------
  Total Assets ...............................................................   $83,158.5     $81,124.7
                                                                                 =========     =========


  The accompanying notes are an integral part of these unaudited consolidated
                             financial statements.

                                       47



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                     CONSOLIDATED BALANCE SHEETS (CONTINUED)



                                                                     JUNE 30,
                                                                       2002       DECEMBER 31,
                                                                    (UNAUDITED)       2001
                                                                    -----------   ------------
                                                                          (IN MILLIONS)
                                                                            
LIABILITIES AND SHAREHOLDER'S EQUITY
Liabilities
Future policy benefits............................................   $31,706.2     $29,715.0
Policyholders' funds..............................................    21,701.0      20,530.3
Unearned revenue .................................................       366.5         346.0
Unpaid claims and claim expense reserves .........................       173.5         203.8
Dividends payable to policyholders ...............................       467.9         472.8
Short-term debt ..................................................        39.1         124.6
Long-term debt ...................................................       606.6         618.7
Income taxes .....................................................       837.0         803.9
Other liabilities ................................................     3,898.0       3,675.5
Separate account liabilities .....................................    17,555.7      18,998.1
                                                                     ---------     ---------
  Total Liabilities ..............................................    77,351.5      75,488.7
Minority interest ................................................        28.8          28.8
Commitments and contingencies--Note 4
Shareholder's Equity
Common stock, $10,000 par value; 1,000 shares authorized .........        10.0          10.0
Additional paid in capital .......................................     4,763.2       4,763.4
Retained earnings ................................................       730.6         608.2
Accumulated other comprehensive income ...........................       274.4         225.6
                                                                     ---------     ---------
  Total Shareholder's Equity .....................................     5,778.2       5,607.2
                                                                     ---------     ---------
  Total Liabilities and Shareholder's Equity .....................   $83,158.5     $81,124.7
                                                                     =========     =========


The accompanying notes are an integral part of these unaudited consolidated
financial statements.

                                       48



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                   UNAUDITED CONSOLIDATED STATEMENTS OF INCOME



                                                                           THREE MONTHS ENDED      SIX MONTHS ENDED
                                                                                JUNE 30,               JUNE 30,
                                                                          --------------------   --------------------
                                                                            2002        2001       2002        2001
                                                                          --------    --------   --------    --------
                                                                                        (IN MILLIONS)
                                                                                                 
REVENUES
Premiums ...............................................................  $  500.5    $  472.2   $  949.3    $  926.6
Universal life and investment-type product charges .....................     150.0       147.3      298.3       295.4
Net investment income ..................................................     888.8       913.9    1,776.5     1,831.9
Net realized investment and other gains (losses), net of related
 amortization of deferred policy acquisition costs, amounts
 credited to participating pension contractholders and the
 policyholder dividend obligation ($(12.6) and $(13.0) for the
 three months ended June 30, 2002 and 2001 and $(34.9) and
 $(9.6) for the six months ended June 30, 2002 and 2001,
 respectively) .........................................................    (125.4)      (12.6)    (211.5)      (37.6)
Investment management revenues, commissions and other fees .............     135.5       150.7      271.4       297.4
Other revenue ..........................................................      48.9        56.5      119.5        58.6
                                                                          --------    --------   --------    --------
 Total revenues ........................................................   1,598.3     1,728.0    3,203.5     3,372.3
BENEFITS AND EXPENSES
Benefits to policyholders, excluding amounts related to net
 realized investment and other gains (losses) credited to
 participating pension contractholders and the policyholder
 dividend obligation ($(3.7) and $(12.2) for the three months
 ended June 30, 2002 and 2001 and $(10.5) and $(8.3) for the
 six months ended June 30, 2002 and 2001, respectively) ................     964.3       952.4    1,868.5     1,905.9
Other operating costs and expenses .....................................     299.8       326.7      624.5       610.6
Amortization of deferred policy acquisition costs, excluding
 amounts related to net realized investment and other gains
 (losses) ($(8.9) and $(0.8) for the three months ended June 30,
 2002 and 2001 and $(24.4) and $(1.3) for the six months ended
 June 30, 2002 and 2001, respectively) .................................      64.8        53.0      122.5       127.0
Dividends to policyholders .............................................     143.5       139.5      281.8       270.6
                                                                          --------    --------   --------    --------
  Total benefits and expenses ..........................................   1,472.4     1,471.6    2,897.3     2,914.1
                                                                          --------    --------   --------    --------
Income before income taxes and cumulative effect of
 accounting change .....................................................     125.9       256.4      306.2       458.2
Income taxes ...........................................................      24.3        74.4       72.8       134.9
                                                                          --------    --------   --------    --------
Income before cumulative effect of accounting change ...................     101.6       182.0      233.4       323.3
Cumulative effect of accounting change, net of tax--Note 1 .............        --          --         --         7.2
                                                                          --------    --------   --------    --------
Net income .............................................................  $  101.6    $  182.0   $  233.4    $  330.5
                                                                          ========    ========   ========    ========


The accompanying notes are an integral part of these unaudited consolidated
financial statements.

                                       49



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

                            AND COMPREHENSIVE INCOME



                                                                               ACCUMULATED
                                                        ADDITIONAL                OTHER          TOTAL
                                                COMMON   PAID IN    RETAINED  COMPREHENSIVE  SHAREHOLDER'S   OUTSTANDING
                                                STOCK    CAPITAL    EARNINGS  INCOME (LOSS)     EQUITY         SHARES
                                                ------  ----------  --------  -------------  -------------  -------------
                                                           (IN MILLIONS, EXCEPT FOR OUTSTANDING SHARE AMOUNTS)
                                                                                          
BALANCE AT APRIL 1, 2001 .....................  $10.0    $4,764.2   $ 182.8       $316.5        $5,273.5         1,000
Demutualization transaction ..................               (0.1)                                  (0.1)
Comprehensive income:
 Net income ..................................                        182.0                        182.0
Other comprehensive income, net of tax:
 Net unrealized gains (losses) ...............                                      (5.0)           (5.0)
 Net accumulated gains (losses) on cash
  flow hedges ................................                                     (17.4)          (17.4)
 Foreign currency translation adjustment .....                                      (0.1)           (0.1)
                                                                                                --------
Comprehensive income .........................                                                     159.5
                                                -----    --------   -------       ------        --------         -----
BALANCE AT JUNE 30, 2001 .....................  $10.0    $4,764.1   $ 364.8       $294.0        $5,432.9         1,000
                                                =====    ========   =======       ======        ========         =====

BALANCE AT APRIL 1, 2002 .....................  $10.0    $4,763.3   $ 729.0       $131.6        $5,633.9         1,000
Demutualization transaction ..................               (0.1)                                  (0.1)
Comprehensive income:
 Net income ..................................                        101.6                        101.6
Other comprehensive income, net of tax:
 Net unrealized gains (losses) ...............                                     113.4           113.4
 Net accumulated gains (losses) on cash
  flow hedges ................................                                      28.0            28.0
Foreign currency translation adjustment ......                                       0.1             0.1
Minimum pension liability ....................                                       1.3             1.3
                                                                                                --------
Comprehensive income .........................                                                     244.4
Dividend paid to parent company ..............                       (100.0)                      (100.0)
                                                -----    --------   -------       ------        --------         -----
BALANCE AT JUNE 30, 2002 .....................  $10.0    $4,763.2   $ 730.6       $274.4        $5,778.2         1,000
                                                =====    ========   =======       ======        ========         =====


The accompanying notes are an integral part of these unaudited consolidated
financial statements.

                                       50



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

                      AND COMPREHENSIVE INCOME (CONTINUED)



                                                                               ACCUMULATED
                                                        ADDITIONAL                OTHER          TOTAL
                                                COMMON   PAID IN    RETAINED  COMPREHENSIVE  SHAREHOLDER'S   OUTSTANDING
                                                STOCK    CAPITAL    EARNINGS  INCOME (LOSS)     EQUITY         SHARES
                                                ------  ----------  --------  -------------  -------------  -------------
                                                          (IN MILLIONS, EXCEPT FOR OUTSTANDING SHARE AMOUNTS)
                                                                                          
BALANCE AT JANUARY 1, 2001 ...................  $10.0   $4,764.6    $ 284.3      $ 66.7        $5,125.6         1,000
Demutualization transactions .................              (0.5)                                  (0.5)
Comprehensive income:
 Net income ..................................                        330.5                       330.5
Other comprehensive income, net of tax:
 Net unrealized gains ........................                                     19.0            19.0
 Net accumulated gains (losses) on cash
  flow hedges ................................                                    (20.0)          (20.0)
 Foreign currency translation adjustment                                            0.7             0.7
                                                                                               --------
Comprehensive income .........................                                                    330.2
Dividend paid to parent company ..............                       (250.0)                     (250.0)
Change in accounting principle--
 Note 1 ......................................                                    227.6           227.6
                                                -----   --------    -------      ------        --------         -----
BALANCE AT JUNE 30, 2001 .....................  $10.0   $4,764.1    $ 364.8      $294.0        $5,432.9         1,000
                                                =====   ========    =======      ======        ========         =====

BALANCE AT JANUARY 1, 2002 ...................  $10.0   $4,763.4    $ 608.2      $225.6        $5,607.2         1,000
Demutualization transactions                                (0.2)                                  (0.2)
Comprehensive income:
 Net income ..................................                        233.4                       233.4
Other comprehensive income, net of tax:
 Net unrealized gains ........................                                     30.3            30.3
 Net accumulated gains on cash flow hedges ...                                     15.8            15.8
 Foreign currency translation adjustment......                                      0.2             0.2
Minimum pension liability ....................                                      2.5             2.5
                                                                                               --------
Comprehensive income .........................                                                    282.2
Dividend paid to parent company ..............                       (111.0)                     (111.0)
                                                -----   --------    -------      ------        --------         -----
BALANCE AT JUNE 30, 2002 .....................  $10.0   $4,763.2    $ 730.6      $274.4        $5,778.2         1,000
                                                =====   ========    =======      ======        ========         =====


The accompanying notes are an integral part of these unaudited consolidated
financial statements.

                                       51



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                 UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS



                                                                                               SIX MONTHS ENDED
                                                                                                   JUNE 30,
                                                                                           ------------------------
                                                                                              2002          2001
                                                                                           -----------  -----------
                                                                                                (IN MILLIONS)
                                                                                                  
Cash flows from operating activities:
 Net income .............................................................................  $    233.4    $    330.5
  Adjustments to reconcile net income to net cash provided by operating activities:
   Amortization of discount--fixed maturities ...........................................       (41.3)        (67.9)
   Net realized investment and other losses .............................................       211.5          37.6
   Change in deferred policy acquisition costs ..........................................      (126.4)        (79.6)
   Depreciation and amortization ........................................................        27.0          36.4
   Net cash flows from trading securities ...............................................         0.6          (0.1)
   Increase in accrued investment income ................................................       (67.4)       (151.4)
   Premiums and accounts receivable .....................................................         9.3        (194.1)
   Increase in other assets and other liabilities, net ..................................       (98.1)        (42.9)
   Increase in policy liabilities and accruals, net .....................................     1,120.9       1,192.9
   Increase in income taxes .............................................................        18.3         167.6
                                                                                           ----------    ----------
    Net cash provided by operating activities ...........................................     1,287.8       1,229.0
Cash flows from investing activities:
 Sales of:
  Fixed maturities available-for-sale ...................................................     1,936.1      10,228.9
  Equity securities available-for-sale ..................................................       169.4         267.6
  Real estate ...........................................................................        35.9           0.5
  Short-term investments and other invested assets ......................................        61.8         108.4
 Maturities, prepayments and scheduled redemptions of:
  Fixed maturities held-to-maturity .....................................................        84.5         116.6
  Fixed maturities available-for-sale ...................................................     1,583.8       1,584.9
  Short-term investments and other invested assets ......................................        73.6          99.8
  Mortgage loans on real estate .........................................................       605.2         740.8
 Purchases of:
  Fixed maturities held-to-maturity .....................................................       (11.8)        (31.9)
  Fixed maturities available-for-sale ...................................................    (6,526.1)    (16,270.5)
  Equity securities available-for-sale ..................................................       (81.5)       (112.5)
  Real estate ...........................................................................        (3.2)         (2.5)
  Short-term investments and other invested assets ......................................      (341.7)       (254.7)
  Mortgage loans on real estate issued ..................................................      (816.7)       (610.7)
  Cash paid related to acquisition of business ..........................................          --         (41.0)
  Cash received on sale of subsidiary ...................................................          --          12.8
  Other, net ............................................................................      (273.3)        138.0
                                                                                           ----------    ----------
   Net cash used in investing activities ................................................  $ (3,504.0)   $ (4,025.5)
                                                                                           ==========    ==========


The accompanying notes are an integral part of these unaudited consolidated
financial statements.

                                       52



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)



                                                                                 SIX MONTHS ENDED
                                                                                     JUNE 30,
                                                                              ------------------------
                                                                                 2002          2001
                                                                              ----------    ----------
                                                                                   (IN MILLIONS)
                                                                                      
Cash flows from financing activities:
 Dividends paid to parent ..................................................  $  (111.0)    $  (250.0)
 Universal life and investment-type contract deposits ......................    4,906.3       5,251.6
 Universal life and investment-type contract maturities and withdrawals ....   (2,898.3)     (4,101.2)
 Issuance of short-term debt ...............................................        9.3          58.6
 Repayment of short-term debt ..............................................      (91.6)           --
 Repayment of long-term debt ...............................................      (13.6)        (14.0)
 Net increase in commercial paper ..........................................         --        (222.2)
                                                                              ---------     ---------
  Net cash provided by financing activities ................................    1,801.1         722.8
                                                                              ---------     ---------
  Net decrease in cash and cash equivalents ................................     (415.1)     (2,073.7)
Cash and cash equivalents at beginning of year .............................    1,025.3       2,966.3
                                                                              ---------     ---------
Cash and cash equivalents at end of period .................................  $   610.2     $   892.6
                                                                              =========     =========


The accompanying notes are an integral part of these unaudited consolidated
financial statements.

                                       53



                      JOHN HANCOCK LIFE INSURANCE COMPANY

            NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Business

  John Hancock Life Insurance Company, (the Company) is a diversified financial
services organization that provides a broad range of insurance and investment
products, and investment management and advisory services. The Company is a
wholly owned subsidiary of John Hancock Financial Services, Inc. (JHFS).

 Basis of Presentation

  The accompanying unaudited consolidated financial statements of the Company
have been prepared in accordance with accounting principles generally accepted
in the United States for interim financial information and with the instructions
to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include
all of the information and footnotes required by accounting principles generally
accepted in the United States for complete financial statements. In the opinion
of management, these unaudited consolidated financial statements contain all
adjustments, consisting of only normal and recurring adjustments, necessary for
a fair presentation of the financial position and results of operations.
Operating results for the three and six month periods ended June 30, 2002 are
not necessarily indicative of the results that may be expected for the year
ending December 31, 2002. These unaudited consolidated financial statements
should be read in conjunction with the Company's annual audited financial
statements as of December 31, 2001 included in the Company's Form 10-K for the
year ended December 31, 2001 filed with the United States Securities and
Exchange Commission (hereafter referred to as the Company's 2001 Form 10-K). All
of the Company's United States Securities and Exchange Commission filings are
available on the internet at www.sec.gov, under the name Hancock John Life.

  The balance sheet at December 31, 2001 has been derived from the audited
financial statements at that date but does not include all of the information
and footnotes required by accounting principles generally accepted in the United
States for complete financial statements.

  Certain prior year amounts have been reclassified to conform to the current
year presentation.

  During the fourth quarter of 2001, the Company transferred its remaining
ownership interest of both John Hancock Canadian Holdings Limited and certain
other international subsidiaries held by the Company, with a combined carrying
value at December 31, 2001 of $300.1 million, to JHFS in the form of a dividend.
The transfer has been accounted for as a transfer of entities under common
control. As a result of the transfer, all prior period consolidated financial
data has been restated to exclude the results of operations, financial position,
and cash flows of these transferred foreign subsidiaries from the Company's
financial statements. No gain or loss was recognized on the transaction.

  On April 2, 2001, a subsidiary of the Company, Signature Fruit Company, LLC
(Signature Fruit), purchased certain assets and assumed certain liabilities out
of bankruptcy proceedings of Tri Valley Growers, Inc., a cooperative
association, for approximately $53.0 million. The acquisition was recorded under
the purchase method of accounting and, accordingly, the operating results have
been included in the Company's consolidated results of operations from the date
of acquisition. The purchase price was allocated to the assets acquired and the
liabilities assumed based on estimated fair values. The unaudited pro forma
revenues, for the six month period ended June 30, 2001, assuming the transaction
had taken place at the beginning of the year of acquisition, were approximately
$3,425.6 million, a change of $53.3 million from reported balances. The
unaudited pro forma net income for the six month period ended June 30, 2001 was
approximately $329.3 million, a change of $(1.2) million from reported balances.
The net losses related to the acquired operations included in the Company's
results for the three and six month periods ended June 30, 2002 were $2.1
million and $1.2 million, respectively.

                                       54



                      JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

 Deferred Policy Acquisition Costs

  Costs that vary with, and are related primarily to, the production of new
business have been deferred to the extent that they are deemed recoverable. Such
costs include commissions, certain costs of policy issue and underwriting, and
certain agency expenses. The Company tests the recoverability of its deferred
policy acquisition costs quarterly with a model that uses data such as market
performance, lapse rates and expense levels. As of June 30, 2002 the Company's
deferred policy acquisition costs are deemed recoverable. For participating
traditional life insurance policies, such costs are being amortized over the
life of the contracts at a constant rate based on the present value of the
estimated gross margin amounts expected to be realized over the lives of the
contracts. Estimated gross margin amounts include anticipated premiums and
investment results less claims and administrative expenses, changes in the net
level premium reserve and expected annual policyholder dividends. For universal
life insurance contracts and investment-type products, such costs are being
amortized generally in proportion to the present value of expected gross profits
arising principally from surrender charges and investment results, and mortality
and expense margins. The effects on the amortization of deferred policy
acquisition costs of revisions to estimated gross margins and profits are
reflected in earnings in the period such estimated gross margins and profits are
revised. For non-participating term life and long-term care insurance products,
such costs are being amortized over the premium-paying period of the related
policies using assumptions consistent with those used in computing policy
benefit reserves. Present values of expected gross profits or expected gross
margins are discounted at the latest revised interest rate and is applied to the
remaining benefit period. At June 30, 2002, the average discount rate is 8.4%
for participating traditional life insurance products and 6.2% for universal
life products, and the total amortization period life is 30 years for
participating traditional life insurance products and universal life products.
Amortization of deferred policy acquisition costs was $64.8 million and $53.0
million for the three month periods ended June 30, 2002 and 2001, respectively,
and $122.5 million and $127.0 million for the six month periods ended June 30,
2002 and 2001, respectively.

  Amortization of deferred policy acquisition costs is allocated to: (1) net
realized investment and other gains (losses) for those products in which such
gains (losses) have a direct impact on the amortization of deferred policy
acquisition costs; (2) unrealized investment gains and losses, net of tax, to
provide for the effect on the deferred policy acquisition cost asset that would
result from the realization of unrealized gains and losses on assets backing
participating traditional life insurance and universal life and investment-type
contracts; and (3) a separate component of benefits and expenses to reflect
amortization related to the gross margins or profits, excluding realized gains
and losses, relating to policies and contracts in force.

  Net realized investment and other gains (losses) related to certain products
have a direct impact on the amortization of deferred policy acquisition costs as
such gains and losses affect the amount and timing of profit emergence.
Accordingly, to the extent that such amortization results from net realized
investment and other gains (losses), management believes that presenting
realized investment gains and losses net of related amortization of deferred
policy acquisition costs provides information useful in evaluating the operating
performance of the Company. This presentation may not be comparable to
presentations made by other insurers.

                                       55



                      JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

 Severance

  During the three and six month periods ended June 30, 2002, the Company
continued its ongoing Competitive Position Project. This project was initiated
in the first quarter of 1999 to reduce costs and increase future operating
efficiency by consolidating portions of the Company's operations and is expected
to continue through 2003. The project consists primarily of reducing staff in
the home office and terminating certain operations outside the home office.

  Since the inception of the project, approximately 1,100 employees have been
terminated. As of June 30, 2002 and December 31, 2001, the liability for
employee termination costs, included in other liabilities was $14.9 million and
$18.0 million, respectively. Employee termination costs net of related
curtailment pension and other post employment benefit related gains are included
in other operating costs and expenses and were $1.8 million and $7.0 million for
the three month period ended June 30, 2002 and 2001 and $6.8 million and $30.6
million for six month periods ended June 30, 2002 and 2001, respectively.
Benefits paid since the inception of the project are $82.8 million.

 Cumulative Effect of Accounting Changes

  During the first quarter of 2001, the Company changed the method of accounting
for the recognition of deferred gains and losses considered in the calculation
of the annual expense for its employee pension plan under Statement of Financial
Accounting Standards (SFAS) No. 87, "Employers' Accounting for Pensions," and
for its postretirement health and welfare plans under SFAS No. 106, "Employers'
Accounting for Postretirement Benefits Other Than Pensions." The Company changed
the method of recognizing gains and losses from deferral within a 10% corridor
and amortization of gains (losses) outside this corridor over the future working
careers of the participants to a deferral within a 5% corridor and amortization
of gains and losses outside this corridor over the future working careers of the
participants. The new method is preferable because in the Company's situation,
it produces results that respond more quickly to changes in the market value of
the plan assets while providing some measure to mitigate the impact of extreme
short term swings in those markets values. As a result, the Company recorded a
credit of $18.6 million (net of tax of $9.9 million), related to its employee
benefit pension plans, and a credit of $4.7 million (net of tax of $2.6
million), related to its postretirement health and welfare plans. The total
credit recorded as a cumulative effect of an accounting change was $23.3 million
(net of tax of $12.5 million).

  On January 1, 2001, the Company adopted SFAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities", as amended by SFAS No. 138,
"Accounting for Certain Derivative Instruments and Certain Hedging Activities,
an amendment of FASB Statement 133". The adoption of SFAS No. 133, as amended,
resulted in a charge to operations accounted for as a cumulative effect of
accounting change of $16.1 million (net of tax benefit of $8.3 million) as of
January 1, 2001. In addition, as of January 1, 2001, a $227.6 million (net of
tax of $122.6 million) cumulative effect of accounting change was recorded in
accumulated other comprehensive income for (1) the transition adjustment in the
adoption of SFAS No. 133, as amended, an increase of $40.5 million (net of tax
of $21.8 million), and (2) the reclassification of $12.1 billion in securities
from the held-to-maturity category to the available-for-sale category, an
increase of $187.1 million (net of tax of $100.8 million).

                                       56



                      JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

 Recent Accounting Pronouncements

  On January 1, 2002, the Company adopted SFAS No. 142, "Goodwill and Other
Intangible Assets." SFAS No. 142 requires that goodwill and other intangible
assets deemed to have indefinite lives no longer be amortized to earnings, but
instead be reviewed at least annually for impairment. Intangible assets with
definite lives will continue to be amortized over their useful lives. The
Company has performed the required impairment tests of goodwill as of January 1,
2002 based on the guidance in SFAS No. 142. The Company evaluated the goodwill
of each reporting unit for impairment using valuations of reporting units based
on earnings and book value multiples and by reference to similar multiples of
publicly traded peers. No goodwill impairments resulted from these required
impairment tests.

  In December 2000, the American Institute of Certified Public Accountants
(AICPA) issued Statement of Position (SOP) 00-3, "Accounting by Insurance
Enterprises for Demutualizations and Formations of Mutual Insurance Holding
Companies and Certain Long-Duration Participating Contracts." The SOP details
accounting requirements for the demutualization of mutual insurance companies.
The SOP required demutualized insurance companies to standardize the
presentation of demutualization expenses and presentation of the closed block in
their financial statements. The adoption of SOP 00-3 also resulted in the
recognition of a policyholder dividend obligation, which represents cumulative
actual closed block earnings in excess of expected periodic amounts calculated
at the date of the demutualization. Adoption of SOP 00-3 resulted in an increase
of net income of $2.4 million and $2.5 million for the three month and six month
periods ended June 30, 2001, respectively.   Previously reported net income for
the three month period ended June 30, 2001 included mortality and lapse
experience that was better than expected at the date of demutualization, offset
by lower than expected net investment income and lower net realized investment
and other gains (losses). Previously reported net income for the six month
period ended June 30, 2001 included better than expected net investment income
and mortality and lapse experience, offset by lower net realized investment and
other gains (losses).

NOTE 2. RELATED PARTY TRANSACTIONS

  Certain directors of the Company are members or directors of other entities
that periodically perform services for or have other transactions with Company.
Such transactions are either subject to bidding procedures or are otherwise
entered into on terms comparable to those that would be available to unrelated
third parties and are not material to the Company's results of operations or
financial condition.

  The Company provides JHFS, with personnel, property, and facilities in
carrying out certain of its corporate functions. The Company annually determines
a fee (the parent company service fee) for these services and facilities based
on a number of criteria, which are periodically revised to reflect continuing
changes in the Company's operations. The parent company service fee is included
in other operating costs and expenses within the Company's income statements.
The Company charged JHFS a service fee of $5.0 million and $11.1 million for the
three month periods ended June 30, 2002 and 2001, respectively and $11.8 million
and $16.7 million for the six month periods ended June 30, 2002 and 2001,
respectively. As of June 30, 2002, JHFS was current in its payment to the
Company, related to these services.

                                       57



                      JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

  During the six month period ended June 30, 2002, the Company purchased $100.0
million of corporate owned life insurance from an affiliate and wholly owned
subsidiary of JHFS, John Hancock Insurance Company of Vermont (JHIC of Vermont),
to provide insurance coverage on key management employees. The death benefit on
this COLI product would cover the cost of replacing these employees, including
recruiting, training, and development. There were no such purchases for the
three months ended June 30, 2001.

  The Company has reinsured certain portions of its long term care insurance and
group pension businesses with John Hancock Reassurance Company, Ltd. of Bermuda
(JHReCo), an affiliate and wholly owned subsidiary of JHFS. The Company entered
into these reinsurance contracts in order to facilitate its capital management
process. These reinsurance contracts are primarily written on a funds withheld
basis where the related financial assets remain invested at the Company. As a
result, the Company recorded a liability for coinsurance amounts withheld from
JHReCo of $1,465.5 million and $1,158.9 million at June 30, 2002 and December
31, 2001, respectively, which are included with other liabilities in the
consolidated balance sheets. Included in other reinsurance recoverables on the
consolidated balance sheets are $1,851.5 million and $1,504.6 million at June
30, 2002 and December 31, 2001, respectively, due from JHReCo. Premiums ceded to
JHReCo were $264.3 million and $96.8 million for the three month periods ended
June 30, 2002 and 2001, respectively and $375.1 million and $554.8 million for
the six month periods ended June 30, 2002 and 2001, respectively.

  In the first quarter of 2002, the Company began reinsuring certain portions of
its group pension businesses with JHIC of Vermont. The Company entered into this
reinsurance contract in order to facilitate its capital management process. This
reinsurance contracts is primarily written on a funds withheld basis where the
related financial assets remain invested at the Company. As a result, the
Company recorded a liability for coinsurance amounts withheld from JHIC of
Vermont of $0.5 million at June 30, 2002, which is included with other
liabilities in the consolidated balance sheets. At June 30, 2002, the Company
had not recorded any reinsurance recoverable from JHIC of Vermont. the
reinsurance recoverable, from JHIC of Vermont, is typically recorded with other
reinsurance recoverables on the consolidated balance sheet. Premiums ceded by
the Company to JHIC of Vermont were $0.3 million and $0.4 million for the three
and six month periods ended June 30, 2002, respectively.

NOTE 3. SEGMENT INFORMATION

  The Company operates in the following five business segments: two segments
primarily serve retail customers, two segments serve institutional customers and
our fifth segment is the Corporate and Other Segment, which includes our
international operations. Our retail segments are the Protection Segment and the
Asset Gathering Segment. Our institutional segments are the Guaranteed and
Structured Financial Products Segment (G&SFP) and the Investment Management
Segment. For additional information about the Company's business segments please
refer to the Company's 2001 Form 10-K.

  The following table summarizes selected financial information by segment for
the periods and dates indicated and reconciles segment revenues and segment
after-tax operating income to amounts reported in the unaudited consolidated
statements of income. Included in the Protection Segment for all periods
presented are the assets, liabilities, revenues and expenses of the closed
block. For additional information on the closed block, see Note 5--Closed Block
in the notes to the unaudited consolidated financial statements and the related
footnote in the Company's 2001 Form 10-K.

                                       58



                      JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

  Amounts reported as segment adjustments in the tables below primarily relate
to: (i) certain net realized investment and other gains (losses), net of related
amortization adjustment for deferred policy acquisition costs, amounts credited
to participating pension contractholder accounts and policyholder dividend
obligation (the adjustment for net realized investment and other gains (losses)
excludes gains and losses from mortgage securitizations because management views
the related gains and losses as an integral part of the core business of those
operations); (ii) benefits to policyholders and expenses incurred relating to
the settlement of a class action lawsuit against the Company involving a dispute
regarding disclosure of costs on various modes of life insurance policy premium
payment; (iii) restructuring costs related to reducing staff in the home office
and terminating certain operations outside the home office and (iv) cumulative
effect of accounting changes.



                                                           ASSET                 INVESTMENT  CORPORATE
                                             PROTECTION  GATHERING     G&SFP     MANAGEMENT  AND OTHER   CONSOLIDATED
                                             ----------  ----------  ----------  ----------  ---------  --------------
                                                                          (IN MILLIONS)
                                                                                      
AS OF OR FOR THE THREE MONTHS ENDED
 JUNE 30, 2002
REVENUES:
 Revenues from external customers......      $   473.5   $   142.1   $    18.0   $   22.9    $  180.2     $   836.7
 Net investment income.................          326.0       140.5       428.7        3.6       (10.0)        888.8
 Inter-segment revenues................             --          --          --        6.8        (6.8)           --
                                             ---------   ---------   ---------   --------    --------     ---------
 Segment revenues......................          799.5       282.6       446.7       33.3       163.4       1,725.5
 Net realized investment and other
  gains (losses).......................          (28.3)      (20.7)      (86.7)       0.6         7.9        (127.2)
                                             ---------   ---------   ---------   --------    --------     ---------
 Revenues..............................      $   771.2   $   261.9   $   360.0   $   33.9    $  171.3     $ 1,598.3
                                             =========   =========   =========   ========    ========     =========
NET INCOME:
 Segment after-tax operating
  income...............................      $    78.7   $    40.6   $    72.1   $    7.4    $    5.2     $   204.0
 Net realized investment and other
  gains (losses).......................          (18.4)      (13.2)      (55.9)       0.5         4.9         (82.1)
 Class action lawsuit..................          (18.7)         --          --         --        (0.8)        (19.5)
 Restructuring charges.................           (0.9)       (0.5)       (0.2)      (0.2)        1.0          (0.8)
                                             ---------   ---------   ---------   --------    --------     ---------
 Net income............................      $    40.7   $    26.9   $    16.0   $    7.7    $   10.3     $   101.6
                                             =========   =========   =========   ========    ========     =========
SUPPLEMENTAL INFORMATION:
 Equity in net income of investees
  accounted for by the equity
  method...............................      $     5.3   $     2.4   $    11.4   $    0.2    $    0.4     $    19.7
 Amortization of deferred policy
  acquisition costs, excluding amounts
  related to net realized investment
  and other gains......................           35.3        28.8         0.7         --          --          64.8
 Segment assets........................      $29,743.1   $15,294.0   $33,463.7   $2,089.8    $2,567.9     $83,158.5


                                       59



                      JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)



                                                                          ASSET                 INVESTMENT  CORPORATE
                                                            PROTECTION  GATHERING     G&SFP     MANAGEMENT  AND OTHER   CONSOLIDATED
                                                            ----------  ----------  ----------  ----------  ---------  -------------
                                                                                         (IN MILLIONS)
                                                                                                     
AS OF OR FOR THE THREE MONTHS ENDED
 JUNE 30, 2001
REVENUES:
 Revenues from external
  customers ............................................    $   429.1   $   172.1   $    21.3   $   20.6    $  183.5     $   826.6
 Net investment income                                          309.0       122.8       464.4        3.7        14.0         913.9
 Inter-segment revenues.................................           --          --          --        6.6        (6.6)           --
                                                            ---------   ---------   ---------   --------    --------     ---------
 Segment revenues ......................................        738.1       294.9       485.7       30.9       190.9       1,740.5
 Net realized investment and other
  gains (losses)........................................        (24.0)      (18.1)       (9.1)      (0.1)       38.8         (12.5)
                                                            ---------   ---------   ---------   --------    --------     ---------
 Revenues ..............................................    $   714.1   $   276.8   $   476.6   $   30.8    $  229.7     $ 1,728.0
                                                            =========   =========   =========   ========    ========     =========
 NET INCOME:
 Segment after-tax operating
  income................................................    $    76.8   $    37.4   $    58.9   $    4.6    $   17.9     $   195.6
 Net realized investment and other
  gains (losses)........................................        (15.2)      (11.2)       (6.2)        --        23.3          (9.3)
 Restructuring charges .................................         (1.6)       (1.9)       (0.6)      (0.1)       (0.1)         (4.3)
                                                            ---------   ---------   ---------   --------    --------     ---------
 Net income ............................................    $    60.0   $    24.3   $    52.1   $    4.5    $   41.1     $   182.0
                                                            =========   =========   =========   ========    ========     =========
SUPPLEMENTAL INFORMATION:
 Equity in net income of investees
  accounted for by the equity method ...................    $     2.5   $     2.8   $     4.7   $    0.4    $   15.7     $    26.1
 Amortization of deferred policy
  acquisition costs,excluding
  amounts related to net realized
  investment and other gains ...........................         37.9        13.6         0.9         --         0.6          53.0
 Segment assets ........................................    $27,809.8   $14,306.0   $32,160.1   $2,961.6    $2,860.5     $80,098.0


                                       60



                      JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)



                                                                         ASSET                 INVESTMENT  CORPORATE
                                                           PROTECTION  GATHERING     G&SFP     MANAGEMENT  AND OTHER   CONSOLIDATED
                                                           ----------  ----------  ----------  ----------  ---------  -------------
                                                                                            (IN MILLIONS)
                                                                                                    
AS OF OR FOR THE SIX MONTHS ENDED
 JUNE 30, 2002
REVENUES:
 Revenues from external
  customers .............................................   $   935.7   $   287.4   $    31.1   $   39.8    $  345.5     $ 1,639.5
 Net investment income ..................................       646.4       271.0       848.2        7.6         3.3       1,776.5
 Inter-segment revenues..................................          --          --          --       16.5       (16.5)           --
                                                            ---------   ---------   ---------   --------    --------     ---------
 Segment revenues .......................................     1,582.1       558.4       879.3       63.9       332.3       3,416.0
 Net realized investment and other
  gains (losses).........................................       (57.2)      (44.4)     (108.2)       0.6        (3.3)       (212.5)
                                                            ---------   ---------   ---------   --------    --------     ---------
 Revenues ...............................................   $ 1,524.9   $   514.0   $   771.1   $   64.5    $  329.0     $ 3,203.5
                                                            =========   =========   =========   ========    ========     =========
NET INCOME:
 Segment after-tax operating
  income.................................................   $   149.5        80.6       136.2       12.3        14.7         393.3
 Net realized investment and other
  gains (losses).........................................       (36.9)      (28.0)      (69.4)       0.5        (2.2)       (136.0)
 Class action lawsuit ...................................       (18.7)         --          --         --        (0.8)        (19.5)
 Restructuring charges ..................................        (4.1)       (1.9)       (0.5)      (0.2)        2.3          (4.4)
                                                            ---------   ---------   ---------   --------    --------     ---------
 Net income .............................................   $    89.8   $    50.7   $    66.3   $   12.6    $   14.0     $   233.4
                                                            =========   =========   =========   ========    ========     =========
SUPPLEMENTAL INFORMATION:
 Equity in net income of investees
  accounted for by the equity
  method.................................................   $     9.5   $     5.1   $    18.8   $    0.1    $   11.4     $    44.9
 Amortization of deferred policy
  acquisition costs, excluding
  amounts related to net realized
  investment and other gains
  (losses)...............................................        71.1        50.4         1.1         --        (0.1)        122.5
 Segment assets .........................................   $29,743.1   $15,294.0   $33,463.7   $2,089.8    $2,567.9     $83,185.5


                                       61



                      JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)



                                                              ASSET                     INVESTMENT  CORPORATE
                                             PROTECTION     GATHERING      G&SFP        MANAGEMENT  AND OTHER    CONSOLIDATED
                                             ----------    ----------    ----------     ----------  ---------    ------------
                                                                                (IN MILLIONS)
                                                                                               
AS OF OR FOR THE SIX MONTHS ENDED
 JUNE 30, 2001
REVENUES:
 Revenues from external
  customers .............................    $     846.0   $     341.2   $      57.2   $     42.6   $    293.5   $   1,580.5
 Net investment income ..................          622.3         242.6         931.2          9.2         26.6       1,831.9
 Inter-segment revenues .................             --            --            --         14.7        (14.7)           --
                                             -----------   -----------   -----------   ----------   ----------   -----------
 Segment revenues .......................        1,468.3         583.8         988.4         66.5        305.4       3,412.4
 Net realized investment and other
  gains (losses) ........................          (33.9)        (11.2)        (23.5)        (0.1)        28.6         (40.1)
                                             -----------   -----------   -----------   ----------   ----------   -----------
 Revenues ...............................    $   1,434.4   $     572.6   $     964.9   $     66.4   $    334.0   $   3,372.3
                                             ===========   ===========   ===========   ==========   ==========   ===========
NET INCOME:
 Segment after-tax operatiing income ....    $     145.1   $      68.9   $     117.3   $     10.0   $     25.7   $     367.0
 Net realized investment and other
  gains (losses) ........................          (20.7)         (6.6)        (14.4)        (0.1)        17.4         (24.4)
 Restructuring charges ..................           (2.8)        (15.1)         (0.7)        (0.5)        (0.2)        (19.3)
 Cumulative effect of accounting
  changes, net of tax ...................           11.7          (0.5)         (1.2)        (0.2)        (2.6)          7.2
                                             -----------   -----------   -----------   ----------   ----------   -----------
 Net income .............................    $     133.3   $      46.7   $     101.0   $      9.2   $     40.3   $     330.5
                                             ===========   ===========   ===========   ==========   ==========   ===========
SUPPLEMENTAL INFORMATION:
 Equity in net income of investees
  accounted for by the equity method ....    $       4.8   $       3.9   $       8.1   $      0.4   $     28.3   $      45.5
 Amortization ofdeferred policy
  acquisition costs,excluding amounts
  related to netrealized investment
  and other gains .......................           88.4          37.0           1.5           --          0.1         127.0
 Segment assets .........................    $  27,809.8   $  14,306.0   $  32,160.1   $  2,961.6   $  2,860.5   $  80,098.0


                                       62



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 4. CONTINGENCIES AND OTHER MATTERS

  Class Action

     During 1997, the Company entered into a court-approved settlement relating
to a class action lawsuit involving certain individual life insurance policies
sold from 1979 through 1996. In entering into the settlement, the Company
specifically denied any wrongdoing. The total reserve held in connection with
the settlement to provide for relief to class members and for legal and
administrative costs associated with the settlement amounted to $25.4 million
and $52.7 million at June 30, 2002 and December 31, 2001, respectively. There
were no costs related to the settlement incurred for the three and six months
ended June 30, 2002 or 2001. An adjustment of $19.5 million, after-tax, was
recorded to the settlement reserve in the fourth quarter of 2001. The estimated
reserve is based on a number of factors, including the estimated cost per claim
and the estimated costs to administer the claims.

     During 1996, management determined that it was probable that a settlement
would occur and that a minimum loss amount could be reasonably estimated.
Accordingly, the Company recorded its best estimate based on the information
available at the time. The terms of the settlement agreement were negotiated
throughout 1997 and approved by the court on December 31, 1997. In accordance
with the terms of the settlement agreement, the Company contacted class members
during 1998 to determine the actual type of relief to be sought by class
members. The majority of the responses from class members were received by the
fourth quarter of 1998. The type of relief sought by class members differed from
the Company's initial estimates. In 1999, the Company updated its estimate of
the cost of claims subject to alternative dispute resolution (ADR) relief and
revised its reserve estimate accordingly. The reserve estimate was further
evaluated quarterly, and was adjusted in the fourth quarter of 2001. The
adjustment to the reserve in the fourth quarter of 2001 was the result of the
Company being able to better estimate the cost of settling the remaining claims,
which on average tend to be larger, more complicated claims. The better estimate
comes from experience with actual settlements on similar claims.

     Administration of the ADR component of the settlement continues to date.
Although some uncertainty remains as to the cost of claims in the final phase
(i.e., arbitration) of the ADR process, it is expected that the final cost of
the settlement will not differ materially from the amounts presently provided
for by the Company.

  Harris Trust

     Since 1983, the Company has been involved in complex litigation known as
Harris Trust and Savings Bank, as Trustee of Sperry Master Retirement Trust No.
2 v. John Hancock Mutual Life Insurance Company (S.D.N.Y. Civ. 83-5491). After
successive appeals to the Second Circuit and to the U.S. Supreme Court, the case
was remanded to the District Court and tried by a Federal District Court judge
in 1997. The judge issued an opinion in November 2000.

     In that opinion the Court found against the Company and awarded the Trust
approximately $13.8 million in relation to this claim together with unspecified
additional pre-judgment interest on this amount from October 1988. The Court
also found against the Company on issues of liability valuation and ERISA law.
Damages in the amount of approximately $5.7 million, together with unspecified
pre-judgment interest from December 1996, were awarded on these issues. As part
of the relief, the judge ordered the removal of Hancock as a fiduciary to the
plan. On April 11, 2001, the Court entered a judgment against the Company for
approximately $84.9 million, which includes damages to the plaintiff,
pre-judgment interest, attorney's fees and other costs.

     The Company believes that the underlying case was incorrectly decided and
there are promising grounds for challenging the District Court's decision.
Therefore, on May 14, 2001 the Company filed an appeal and believes that it is
probable that the Appeals Court will reverse the lower court's decision. On
April 29, 2002, the Appeals Court heard oral arguments from the parties in the
case. Notwithstanding what the Company believes to be the merits of its position
in this case, if unsuccessful, its ultimate liability, including fees, costs and
interest could have a material adverse impact on net income. However, the
Company does not believe that any such liability would be material in relation
to its financial position or liquidity.

                                       63



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

  Reinsurance Recoverable

     On February 28, 1997, the Company sold a major portion of its group
insurance business to UNICARE Life & Health Insurance Company (UNICARE), a
wholly owned subsidiary of WellPoint Health Networks, Inc. The business sold
included the Company's group accident and health business and related group life
business and Cost Care, Inc., Hancock Association Services Group and Tri-State,
Inc., all of which were indirect wholly owned subsidiaries of the Company. The
Company retained its long-term care operations. The insurance business sold was
transferred to UNICARE through a 100% coinsurance agreement. The Company remains
liable to its policyholders to the extent that UNICARE does not meet its
contractual obligations under the coinsurance agreement.

     Through the Company's group health insurance operations, the Company
entered into a number of reinsurance arrangements in respect of personal
accident insurance and the occupational accident component of workers
compensation insurance, a portion of which was originated through a pool managed
by Unicover Managers, Inc. Under these arrangements, the Company both assumed
risks as a reinsurer, and also passed 95% of these risks on to other companies.
This business had originally been reinsured by a number of different companies,
and has become the subject of widespread disputes. The disputes concern the
placement of the business with reinsurers and recovery of the reinsurance. The
Company is engaged in disputes, including a number of legal proceedings, in
respect of this business. The risk to the Company is that other companies that
reinsured the business from the Company may seek to avoid their reinsurance
obligations. However, the Company believes that it has a reasonable legal
position in this matter. During the fourth quarter of 1999 and early 2000, the
Company received additional information about its exposure to losses under the
various reinsurance programs. As a result of this additional information and in
connection with global settlement discussions initiated in late 1999 with other
parties involved in the reinsurance programs, during the fourth quarter of 1999
the Company recognized a charge for uncollectible reinsurance of $133.7 million,
after tax, as its best estimate of its remaining loss exposure. The Company
believes that any exposure to loss from this issue, in addition to amounts
already provided for as of June 30, 2002, would not be material.

     Reinsurance ceded contracts do not relieve the Company from its obligations
to policyholders. The Company remains liable to its policyholders for the
portion reinsured to the extent that any reinsurer does not meet its obligations
for reinsurance ceded to it under the reinsurance agreements. Failure of the
reinsurers to honor their obligations could result in losses to the Company;
consequently, estimates are established for amounts deemed or estimated to be
uncollectible. To minimize its exposure to significant losses from reinsurance
insolvencies, the Company evaluates the financial condition of its reinsurers
and monitors concentration of credit risk arising from similar characteristics
of the reinsurers.

  Other Matters

     On July 19, 2002, the Company announced it had entered into a class action
lawsuit settlement agreement involving policyholders who paid premiums on a
monthly, quarterly or semiannual basis, rather than annually. The class action
lawsuit, known as the "Modal Premium" action, was filed in a New Mexico state
court and is applicable to all United States policyholders in the class. As a
result of the settlement, the Company has established a $30.0 million reserve as
of June 30, 2002 to provide for relief to class members and for legal and
administrative costs associated with the settlement. In entering into the
settlement, the Company specifically denied any wrongdoing. Although some
uncertainty remains as to the entire cost of claims, it is expected that the
final cost of the settlement will not differ materially from the amounts
presently provided for by the Company.

     In the normal course of its business operations, the Company is involved
with litigation from time to time with claimants, beneficiaries and others, and
a number of litigation matters were pending as of June 30, 2002. It is the
opinion of management, after consultation with counsel, that the ultimate
liability with respect to these claims, if any, will not materially affect the
financial position or results of operations of the Company.

                                       64



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 5. CLOSED BLOCK

     In connection with the Company's plan of reorganization for its
demutualization and initial public offering, the Company created a closed block
for the benefit of policies included therein. Additional information regarding
the creation of the closed block and relevant accounting issues is contained in
the notes to consolidated financial statements of the Company's December 31,
2001 Form 10-K. The following table sets forth certain summarized financial
information relating to the closed block as of the dates indicated.



                                                     JUNE 30,
                                                       2002       DECEMBER 31,
                                                    (UNAUDITED)       2001
                                                    -----------  --------------
                                                          (IN MILLIONS)
                                                           
LIABILITIES
Future policy benefits ..........................   $10,328.7      $10,198.7
Policyholder dividend obligation ................       229.0          251.2
Policyholders' funds ............................     1,483.8        1,460.9
Policyholder dividends payable ..................       440.0          433.4
Other closed block liabilities ..................       103.6           53.7
                                                    ---------      ---------
  Total closed block liabilities ................    12,585.1       12,397.9
                                                    =========      =========
ASSETS
Investments
Fixed maturities:
 Held-to-maturity--at amortized cost
  (fair value: June 30--$100.1; December
  31--$100.7) ...................................        95.2          103.3
 Available-for-sale--at fair value
  (cost: June 30--$5,470.1;
  December 31--$5,204.0) ........................     5,622.8        5,320.7
Equity securities:
 Available-for-sale--at fair value
  (cost: June 30--$8.5; December 31--$8.8) ......        11.7           13.4
Mortgage loans on real estate ...................     1,839.0        1,837.0
Policy loans ....................................     1,551.5        1,551.9
Other invested assets ...........................       133.4           83.1
                                                    ---------      ---------
  Total investments .............................     9,253.6        8,909.4
Cash and cash equivalents .......................        53.5          192.1
Accrued investment income .......................       163.2          158.9
Other closed block assets .......................       328.7          297.5
                                                    ---------      ---------
  Total closed block assets .....................     9,799.0        9,557.9
                                                    =========      =========
Excess of reported closed block liabilities over
 asset designated to the closed block ...........     2,786.1        2,840.0
                                                    ---------      ---------
Portion of above representing other comprehensive
 income:
 Unrealized appreciation (depreciation), net of
  tax of $52.9 million and $43.3 million at June
  30 and December 31, respectively ..............        98.1           80.1
 Allocated to the policyholder dividend
  obligation, net of tax of $57.5 million and
  $50.8 million at June 30 and December 31,
  respectively ..................................      (106.9)         (94.4)
                                                    ---------      ---------
  Total .........................................        (8.8)         (14.3)
                                                    ---------      ---------
Maximum future earnings to be recognized from
 closed block assets and liabilities ............   $ 2,777.3      $ 2,825.7
                                                    =========      =========


                                      65



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)



                                                     JUNE 30,
                                                       2002       DECEMBER 31,
                                                    (UNAUDITED)       2001
                                                    -----------  --------------
                                                          (IN MILLIONS)
                                                           
Change in the policyholder dividend obligation:
 Balance at beginning of period ..................    $251.2         $ 77.0
  Impact on net income before income taxes .......     (41.4)          42.5
  Unrealized investment gains (losses) ...........      19.2           67.1
  Cumulative effect of change in accounting
 principle (1) ...................................        --           64.6
                                                      ------         ------
 Balance at end of period ........................    $229.0         $251.2
                                                      ======         ======


- ---------

(1)  The cumulative effect of change in accounting principle represents the
     impact of transferring fixed maturities from held-to-maturity to
     available-for-sale as part of the adoption of SFAS No. 133 effective
     January 1, 2001.

                                       66



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

     The following table sets forth certain summarized financial information
relating to the closed block for the period indicated:



                                        THREE MONTHS ENDED    SIX MONTHS ENDED
                                             JUNE 30,             JUNE 30,
                                       --------------------  ------------------
                                         2002       2001       2002       2001
                                       ---------  ---------  --------  --------
                                                    (IN MILLIONS)
                                                           
REVENUES
 Premiums ............................  $231.6     $211.7    $468.0     $445.3
 Net investment income                   166.7      163.4     333.2      332.4
 Net realized investment and other
  gains (losses), net of amounts
  credited to the policyholder
  dividend obligation of $3.8
  million and $(10.8) million for
  the three months ended June 30,
  2002 and 2001, respectively and
  $(2.6) million and $(7.8) million
  for the six months ended June 30,
  2002 and 2001, respectively ........    (1.5)      (1.5)     (2.7)      (2.9)
 Other closed block revenues .........      --         --        --        0.3
                                        ------     ------    ------     ------
  Total closed block revenues ........   396.8      373.6     798.5      775.1

BENEFITS AND EXPENSES
 Benefits to policyholders ...........   251.1      215.1     509.5      468.7
 Change in the policyholder
  dividend obligation ................   (17.7)       3.3     (35.7)       5.0
 Other closed block operating costs
  and expenses .......................    (0.7)      (1.6)     (2.2)      (3.9)
 Dividends to policyholders ..........   127.5      118.3     253.5      228.1
                                        ------     ------    ------     ------
  Total benefits and expenses ........   360.2      335.1     725.1      697.9
                                        ------     ------    ------     ------
 Closed block revenues, net of
  closed block benefits and
  expenses, before income taxes and
  cumulative effect of accounting
  change .............................    36.6       38.5      73.4       77.2
 Income taxes, net of amounts
  credited to the policyholder
  dividend obligation of $(0.1)
  million and $(0.1) million for
  the three months ended June 30,
  2002 and 2001, respectively and
  $(3.1) million and $(1.2) million
  for the six months ended June 30,
  2002 and 2001, respectively ........    12.5       13.1      25.0       26.2
                                        ------     ------    ------     ------
 Closed block revenues, net of
  closed block benefits and
  expenses, income taxes before the
  cumulative effect of accounting
  change .............................    24.1       25.4      48.4       51.0
 Cumulative effect of accounting
  change, net of tax, and net of
  amounts credited to policyholder
  dividend obligation of $(1.4)
  million for the six months ended
  June 30, 2001 (1) ..................      --         --        --         --
                                        ------     ------    ------     ------
 Closed block revenues, net of
  closed block benefits and
  expenses, income taxes and the
  cumulative effect of accounting
  change .............................  $ 24.1     $ 25.4    $ 48.4     $ 51.0
                                        ======     ======    ======     ======


- ---------
(1)  The cumulative effect of change in accounting principle represents the
     adoption of SFAS No. 133, effective January 1, 2001.

                                       67



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


NOTE 6. GOODWILL AND VALUE OF BUSINESS ACQUIRED

     The Company recognizes two purchased intangible assets, goodwill and value
of business acquired. The excess of the cost over the fair value of identifiable
assets acquired in business combinations is recorded as goodwill. The present
value of estimated future profits of insurance policies in force related to
businesses acquired is recorded as the value of business acquired (VOBA).

     The following tables set forth certain summarized financial information
relating to goodwill and VOBA as of the dates and periods indicated.



                                                                        GROSS      ACCUMULATED        NET
                                                                       CARRYING  AMORTIZATION AND   CARRYING
                                                                        AMOUNT    OTHER CHANGES      AMOUNT
                                                                       --------  ----------------  ----------
                                                                                          
JUNE 30, 2002                                                                     (IN MILLIONS)
Unamortizable intangible assets:
 Goodwill ..........................................................    $166.7       $(58.1)         $108.6
Amortizable intangible assets:
 VOBA ..............................................................    $ 97.4       $(22.5)         $ 74.9

JUNE 30, 2001
Unamortizable intangible assets:
   Goodwill ........................................................    $174.1       $(52.5)         $121.6
Amortizable intangible assets:
 VOBA ..............................................................    $ 97.4       $(19.6)         $ 77.8




                                                                      THREE MONTHS ENDED    SIX MONTHS ENDED
AMORTIZATION EXPENSE                                                        JUNE 30,            JUNE 30,
                                                                      ------------------   ------------------
                                                                        2002       2001      2002      2001
                                                                      --------  --------   --------  --------
                                                                                         
Goodwill, net of tax of $0.9 million and $1.8 million for the
 three and six month periods ended June 30, 2001,
 respectively ......................................................      --       $1.9         --       $3.9
VOBA net of tax of $0.2 million and $0.2 million for the three
 month periods ended June 30, 2002 and 2001, respectively,
 and $0.5 million and $0.4 million for the six month periods
 ended June 30, 2002 and 2001, respectively ........................    $0.5       $0.5       $0.9       $0.7


                                       68



                       JOHN HANCOCK LIFE INSURANCE COMPANY
      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)



ESTIMATED FUTURE AMORTIZATION EXPENSE FOR THE YEARS ENDED   TAX EFFECT   NET EXPENSE
DECEMBER 31,                                                ----------   -----------
                                                                 (IN MILLIONS)
                                                                   
2002 ....................................................      $1.1         $2.0
2003 ....................................................      $1.4         $2.6
2004 ....................................................      $1.5         $2.7
2005 ....................................................      $1.6         $2.9
2006 ....................................................      $1.6         $3.0
2007 ....................................................      $1.6         $2.9


     The changes in the carrying value of goodwill, presented for each business
segment and in total, for the periods indicated, are as follows:



                                                                  ASSET           INVESTMENT  CORPORATE
                                                    PROTECTION  GATHERING  G&SFP  MANAGEMENT  AND OTHER  CONSOLIDATED
                                                    ----------  ---------  -----  ----------  ---------  ------------
                                                                              (IN MILLIONS)
                                                                                       
Goodwill balance at April 1, 2002................      $66.2      $42.1       --     $ 0.4         --       $108.7
Changes to goodwill:
 Adjustment (1)..................................       (0.1)        --       --        --         --         (0.1)
                                                       -----      -----     ----     -----       ----       ------
Goodwill balance at June 30, 2002................      $66.1      $42.1       --     $ 0.4         --       $108.6
                                                       =====      =====     ====     =====       ====       ======


- ---------
(1)  Purchase price negotiations with Fortis, Inc. were concluded during the
     first quarter of 2002, resulting in an adjustment to the goodwill related
     to the Company's 1999 acquisition of Fortis' long term care insurance
     business. Legal fees associated with these negotiations were finalized in
     the second quarter of 2002, resulting in a further adjustment to goodwill
     of $(0.1) million.



                                                                  ASSET           INVESTMENT  CORPORATE
                                                    PROTECTION  GATHERING  G&SFP  MANAGEMENT  AND OTHER  CONSOLIDATED
                                                    ----------  ---------  -----  ----------  ---------  ------------
                                                                              (IN MILLIONS)
                                                                                       
Goodwill balance at January 1, 2002 .............      $73.5      $42.1       --     $0.4          --       $116.0
Changes to goodwill:
 Adjustment (1) .................................       (7.4)        --       --       --          --         (7.4)
                                                       -----      -----     ----     ----        ----       ------
Goodwill balance at June 30, 2002 ...............      $66.1      $42.1       --     $0.4          --       $108.6
                                                       =====      =====     ====     ====        ====       ======


- ---------
(1)  Purchase price negotiations with Fortis, Inc. were concluded during the
     first quarter of 2002, resulting in an adjustment of $(7.3) million to the
     goodwill related to the Company's 1999 acquisition of Fortis' long term
     care insurance business. Legal fees associated with these negotiations were
     finalized in the second quarter of 2002, resulting in a further adjustment
     to goodwill of $(0.1) million

                                       69



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

     The changes in the carrying value of VOBA, presented for each business
segment and in total, for the periods indicated, are as follows:



                                                                  ASSET           INVESTMENT  CORPORATE
                                                    PROTECTION  GATHERING  G&SFP  MANAGEMENT  AND OTHER  CONSOLIDATED
                                                    ----------  ---------  -----  ----------  ---------  ------------
                                                                              (IN MILLIONS)
                                                                                       
VOBA balance at April 1, 2002 ...................     $76.9         --       --       --          --         $76.9
 Amortization and other changes:
 Amortization ...................................      (0.7)        --       --       --          --          (0.7)
 Adjustment to unrealized gains on securities
  available-for-sale ............................      (1.3)        --       --       --          --          (1.3)
                                                      -----       ----     ----     ----        ----         -----
VOBA balance at June 30, 2002 ...................     $74.9         --       --       --          --         $74.9
                                                      =====       ====     ====     ====        ====         =====




                                                                  ASSET           INVESTMENT  CORPORATE
                                                    PROTECTION  GATHERING  G&SFP  MANAGEMENT  AND OTHER  CONSOLIDATED
                                                    ----------  ---------  -----  ----------  ---------  ------------
                                                                              (IN MILLIONS)
                                                                                       
VOBA balance at January 1, 2002 .................     $76.2         --       --       --          --         $76.2
 Amortization and other changes:
 Amortization ...................................      (1.4)        --       --       --          --          (1.4)
 Adjustment to unrealized gains on securities
  available-for-sale. ...........................       0.1         --       --       --          --           0.1
                                                      -----       ----     ----     ----        ----         -----
VOBA balance at June 30, 2002 ...................     $74.9         --       --       --          --         $74.9
                                                      =====       ====     ====     ====        ====         =====

  The net income of the Company, if the Company had not amortized goodwill prior
to the adoption of SFAS No. 142, would have been as follows:



                                              THREE MONTHS ENDED     SIX MONTHS ENDED
                                                   JUNE 30,              JUNE 30,
                                              ------------------    ------------------
                                                2002      2001        2002      2001
                                              --------  --------    --------  --------
                                                          (IN MILLIONS)
                                                                  
Net income:
 As reported ...............................   $101.6    $182.0      $233.4    $330.5
 Goodwill amortization, net of tax .........       --       1.9          --       3.9
                                               ------    ------      ------    ------
 Pro forma (unaudited) .....................   $101.6    $183.9      $233.4    $334.4
                                               ======    ======      ======    ======


                                       70



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 7. SUBSEQUENT EVENTS

     On August 11, 2002, US Airways and certain of its subsidiaries filed
petitions for reorganization under Chapter 11 of the Bankruptcy Code. John
Hancock's fixed maturities securities include notes and collateralized
structured financings backed by US Airways or its subsidiaries, and in some
cases guaranteed by a guarantor rated AA or better. As of June 30, 2002, these
securities were recorded with a carrying value of $287.9 million, net unrealized
losses of $14.7 million, and accrued investment income of $6.4 million. A
further breakdown is shown below:

     .    $139.9 million, with $3.6 million in accrued interest, are senior
          tranche Enhanced Equipment Trust Certificate (EETC) bonds guaranteed
          by MBIA, GE, or SNECMA, all of which are rated AA or better.

     .    $40.1 million, with $1.6 million in accrued interest, are senior
          tranche EETC bonds without a guarantee. These bonds had an original
          loan-to-value of 40-50% and have a liquidity facility to pay interest
          for up to 18 months.

     .    $85.9 million, with $1.2 million in accrued interest, are Equipment
          Trust Certificate (ETC) bonds that originally had a loan-to-value of
          75-80%.

     .    $22.0 million, with no accrued interest, is equity in leveraged leases
          of aircraft.

     With the bankruptcy filing, US Airways has the right to affirm or reject
the leases on the aircraft that underlie these investments. For tranches other
than the guaranteed EETCs, to the extent that (1) US Airways rejects the leases
and (2) the aircraft are worth less than our loan balance, we will suffer a
loss. We do not yet know if US Airways intends to reject the leases underlying
our bonds.

                                       71



                         REPORT OF INDEPENDENT AUDITORS

The Board of Directors
John Hancock Life Insurance Company

     We have audited the accompanying consolidated balance sheets of John
Hancock Life Insurance Company as of December 31, 2001 and 2000, and the related
consolidated statements of income, changes in shareholder's equity and
comprehensive income, and cash flows for each of the three years in the period
ended December 31, 2001. Our audits also included the financial statement
schedules. These financial statements and schedules are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements and schedules based on our audits.

     We conducted our audits in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. 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 referred to above present fairly,
in all material respects, the consolidated financial position of John Hancock
Life Insurance Company at December 31, 2001 and 2000, and the consolidated
results of their operations and their cash flows for each of the three years in
the period ended December 31, 2001, in conformity with accounting principles
generally accepted in the United States. Also, in our opinion, the related
financial statement schedules, when considered in relation to the basic
financial statements taken as a whole, present fairly in all material respects
the information set forth therein.

     As discussed in Note 1 to the consolidated financial statements, in 2001
the Company changed its method of accounting for its employee pension plan and
postretirement health and welfare plans, derivatives and certain long-duration
participating contracts.

                                                           /s/ ERNST & YOUNG LLP

Boston, Massachusetts
March 1, 2002

                                       72



                          AUDITED FINANCIAL STATEMENTS

                                      FOR

                      JOHN HANCOCK LIFE INSURANCE COMPANY

                                       73



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                           CONSOLIDATED BALANCE SHEETS



                                                              DECEMBER 31
                                                            2001        2000
                                                          ---------  -----------
                                                             (IN MILLIONS)
                                                               
ASSETS
Investments - Notes 3 and 4
Fixed maturities:
 Held-to-maturity-at amortized cost
 (fair value: 2001-$1,908.2; 2000-$13,965.8)...........   $ 1,923.5   $14,145.1
 Available-for-sale-at fair value
 (cost: 2001-$35,778.0; 2000-$15,822.4)................    36,072.1    15,925.4
Equity securities:
 Available-for-sale-at fair value
 (cost: 2001-$433.1; 2000-$587.6)......................       562.3       846.1
 Trading securities-at fair value
 (cost: 2001-$2.7; 2000-$1.1)..........................         1.4         1.6
Mortgage loans on real estate..........................     9,667.0     9,659.4
Real estate............................................       380.4       447.9
Policy loans...........................................     1,927.0     1,894.9
Short-term investments.................................        78.6       174.9
Other invested assets..................................     1,676.9     1,335.2
                                                          ---------  ----------
  Total Investments....................................    52,289.2    44,430.5
Cash and cash equivalents..............................     1,025.3     2,966.3
Accrued investment income..............................       745.9       699.4
Premiums and accounts receivable.......................       117.2       129.0
Deferred policy acquisition costs......................     3,186.3     3,027.1
Reinsurance recoverable - Note 9.......................     2,464.3     1,905.9
Other assets...........................................     2,298.4     1,946.8
Separate accounts assets...............................    18,998.1    23,307.0
                                                          ---------  ----------
  Total Assets.........................................   $81,124.7   $78,412.0
                                                          =========  ==========


     The accompanying notes are an integral part of these consolidated financial
statements.

                                       74



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                     CONSOLIDATED BALANCE SHEETS (CONTINUED)



                                                             DECEMBER 31
                                                         --------------------
                                                           2001        2000
                                                         ---------  -----------
                                                            (IN MILLIONS)
                                                              
LIABILITIES AND SHAREHOLDER'S EQUITY
Liabilities
Future policy benefits................................   $29,715.0   $26,726.8
Policyholders' funds..................................    20,530.3    18,543.1
Unearned revenue......................................       346.0       323.1
Unpaid claims and claim expense reserves..............       203.8       256.4
Dividends payable to policyholders....................       472.8       453.7
Short-term debt - Note 7..............................       124.6       245.3
Long-term debt - Note 7...............................       618.7       534.0
Income taxes - Note 5.................................       803.9       526.3
Other liabilities.....................................     3,675.5     2,370.7
Separate accounts liabilities.........................    18,998.1    23,307.0
                                                         ---------   ---------
  Total Liabilities...................................    75,488.7    73,286.4
Minority interest - Note 8............................        28.8          --
Commitments and contingencies - Note 11
Shareholder's Equity - Note 12
Common stock, $10,000 par value; 1,000 shares authorized
 and outstanding......................................        10.0        10.0
Additional paid in capital............................     4,763.4     4,764.6
Retained earnings.....................................       608.2       284.3
Accumulated other comprehensive income (loss).........       225.6        66.7
                                                         ---------   ---------
  Total Shareholder's Equity..........................     5,607.2     5,125.6
                                                         ---------   ---------
  Total Liabilities and Shareholder's Equity..........   $81,124.7   $78,412.0
                                                         =========   =========


     The accompanying notes are an integral part of these consolidated financial
statements.

                                       75



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                        CONSOLIDATED STATEMENTS OF INCOME



                                                                 YEARS ENDED DECEMBER 31
                                                                2001       2000       1999
                                                              ---------  --------  -----------
                                                                      (IN MILLIONS)
                                                                          
REVENUES
Premiums ................................................     $2,351.9   $2,390.7   $2,021.4
Universal life and investment-type product
 charges ................................................        600.8      591.4      560.9
Net investment income - Note 3 ..........................      3,646.2    3,563.9    3,338.9
Net realized investment and other gains
 (losses), net of relatedamortization of deferred
 policy acquisition costs, amounts credited to
 participating pension contractholders and the
 policyholder dividend obligation ($(4.1), $11.6
 and $85.0, respectively) - Notes 1, 3 and 13 ...........       (245.8)      78.3      169.6
Investment management revenues, commissions and
 Other fees .............................................        585.1      746.5      672.5
Other revenue (expense) .................................        185.8        3.4       (1.3)
                                                              --------   --------   --------
 Total revenues .........................................      7,124.0    7,374.2    6,762.0

BENEFITS AND EXPENSES
Benefits to policyholders, excluding amounts
 related to net realized investment and other gains
 (losses) credited to participating pension
 contractholders and the policyholder dividend
 obligation ($25.3, $21.0, and $35.3, respectively)
 - Notes 1, 3 and 13 ....................................      4,328.1    4,247.4    4,585.4
Other operating costs and expenses ......................      1,227.8    1,288.8    1,251.0
Amortization of deferred policy acquisition
 costs, excluding amounts related to net realized
 investment and other gains (losses)($(29.4) $(9.4)
 and $49.7, respectively) - Notes 1, 3 and 13 ...........        249.0      187.1      125.0
Dividends to policyholders ..............................        551.7      539.2      487.3
Demutualization expenses ................................           --       10.6       96.2
                                                              --------   --------   --------
  Total benefits and expenses ...........................      6,356.6    6,273.1    6,544.9
                                                              --------   --------   --------
Income before income taxes and cumulative
 effect of accounting changes ...........................        767.4    1,101.1      217.1
Income taxes - Note 5 ...................................        200.7      308.9       81.5
                                                              --------   --------   --------
Income before cumulative effect of accounting
 changes ................................................        566.7      792.2      135.6
Cumulative effect of accounting changes, net
 of income tax - Note 1 .................................          7.2         --       (9.7)
                                                              --------   --------   --------
Net income ..............................................     $  573.9   $  792.2   $  125.9
                                                              ========   ========   ========


The accompanying notes are an integral part of these consolidated financial
statements.

                                       76



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

                            AND COMPREHENSIVE INCOME



                                                                                           ACCUMULATED
                                                          ADDITIONAL                  OTHER          TOTAL
                                                  COMMON   PAID IN    RETAINED    COMPREHENSIVE  SHAREHOLDER'S   OUTSTANDING
                                                  STOCK    CAPITAL    EARNINGS    INCOME (LOSS)     EQUITY         SHARES
                                                 -------  ---------- ----------   -------------  -------------  ------------
                                                                   (IN MILLIONS, EXCEPT FOR SHARE AMOUNTS)
                                                                                              
BALANCE AT JANUARY 1, 1999 ..................         --         --   $ 4,226.6     $ 281.5        $4,508.1            --
Comprehensive income:
 Net income .................................                             125.9                       125.9
Other comprehensive income,
 net of tax:
 Net unrealized  investment gains
  (losses) ..................................                                        (251.4)         (251.4)
 Foreign currency translation
  Adjustment ................................                                          (1.8)           (1.8)
 Minimum pension liability ..................                                         (22.9)          (22.9)
                                                                                                   --------
Comprehensive income ........................                                                        (150.2)
                                                   -----   --------   ---------     -------        --------         -----
BALANCE AT DECEMBER 31, 1999 ................         --         --     4,352.5         5.4         4,357.9            --
                                                   =====   ========   =========     =======        ========         =====
Demutualization transaction .................       10.0   $4,722.1    (4,394.4)                      337.7         1,000
Comprehensive income:
 Net income before demutualization ..........                              41.9                        41.9
 Net income after demutualization ...........                             750.3                       750.3
                                                                      ---------                    --------
  Net income ................................                             792.2                       792.2
Other comprehensive income,
 Net of tax:
 Net unrealized investment gains
  (losses) ..................................                                          54.6            54.6
 Foreign currency translation
  Adjustment ................................                                          (1.5)           (1.5)
 Minimum pension liability ..................                                           8.2             8.2
                                                                                                   --------
Comprehensive income ........................                                                         853.5
Capital contributions from parent
 company ....................................                  42.5                                    42.5
Dividend paid to parent company .............                            (466.0)                     (466.0)
                                                   -----   --------   ---------     -------        --------         -----
BALANCE AT DECEMBER 31, 2000 ................       10.0    4,764.6       284.3        66.7         5,125.6         1,000
                                                   =====   ========   =========     =======        ========         =====


The accompanying notes are an integral part of these consolidated financial
statements.

                                       77



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

                      AND COMPREHENSIVE INCOME (CONTINUED)



                                                                               ACCUMULATED
                                                        ADDITIONAL                OTHER          TOTAL
                                                COMMON   PAID IN    RETAINED  COMPREHENSIVE  SHAREHOLDER'S   OUTSTANDING
                                                STOCK    CAPITAL    EARNINGS  INCOME (LOSS)     EQUITY         SHARES
                                               -------- ---------  --------  -------------  -------------   -------------
                                                               (IN MILLIONS, EXCEPT FOR SHARE AMOUNTS)
                                                                                          
Balance at December 31, 2000 ................     10.0   4,764.6      284.3        66.7         5,125.6         1,000
Demutualization transactions ................               (1.2)                                  (1.2)
Comprehensive income:
 Net income .................................                         573.9                       573.9
Other comprehensive income, Net
  of tax:
 Net unrealized investment gains
  (losses) ..................................                                     (81.1)          (81.1)
 Foreign currency translation
  Adjustment ................................                                       1.0             1.0
 Minimum pension liability ..................                                      15.2            15.2
 Cash flow hedges ...........................                                      (3.8)           (3.8)
                                                                                               --------
Comprehensive income ........................                                                     505.2
Dividends paid to parent company ............                        (250.0)                     (250.0)
Change in accounting principles .............                                     227.6           227.6
                                                 -----  --------    -------      ------        --------         -----
BALANCE AT DECEMBER 31, 2001 ................    $10.0  $4,763.4    $ 608.2      $225.6        $5,607.2         1,000
                                                 =====  ========    =======      ======        ========         =====


  The accompanying notes are an integral part of these consolidated financial
statements.

                                       78



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                      CONSOLIDATED STATEMENTS OF CASH FLOWS



                                                                                  YEARS ENDED DECEMBER 31
                                                                               2001        2000          1999
                                                                            -----------  ----------  -----------
                                                                                       (IN MILLIONS)
                                                                                            
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net income .............................................................   $    573.9   $   792.2    $    125.9
  Adjustments to reconcile net income to net cash
   provided by operating activities:
   Amortization of discount-fixed maturities ............................       (134.0)     (102.9)        (67.9)
   Net realized investment and other gains (losses), net ................        245.8       (78.3)       (169.6)
   Change in deferred policy acquisition costs ..........................       (204.0)     (235.4)       (251.3)
   Depreciation and amortization ........................................         72.1        78.8          70.0
   Net cash flows from trading securities ...............................          0.2        (0.1)           --
   Increase in accrued investment income ................................        (46.5)      (89.8)        (92.6)
   Decrease in premiums and accounts receivable .........................         11.8         8.4          32.0
   Increase in other assets and other liabilities, net ..................       (263.5)     (464.5)       (304.4)
   Increase in policy liabilities and accruals, net .....................      2,323.7     1,798.1       2,235.1
   Loss on sale of subsidiaries .........................................           --          --          21.3
   Increase (decrease) in income taxes ..................................        195.4       336.7         (31.5)
                                                                            ----------   ---------    ----------
   Net cash provided by operating activities ............................      2,774.9     2,043.2       1,567.0
CASH FLOWS FROM INVESTING ACTIVITIES:
 Sales of:
  Fixed maturities held-to-maturity .....................................           --          --          24.3
  Fixed maturities available-for-sale ...................................     16,058.9     4,360.5       9,567.7
  Equity securities available-for-sale ..................................        614.6       669.9         149.7
  Real estate ...........................................................         53.8        59.8       1,277.1
  Short-term investments and other invested assets ......................        113.4        81.5         695.9
 Maturities, prepayments and scheduled redemptions of:
  Fixed maturities held-to-maturity .....................................        241.8     1,807.2       1,769.3
  Fixed maturities available-for-sale ...................................      3,051.1     1,476.6       1,800.5
  Equity securities available-for-sale ..................................         35.9        13.4            --
  Short-term investments and other invested assets ......................        168.4       418.8         270.9
  Mortgage loans on real estate .........................................      1,342.0     1,447.4       1,304.3
 Purchases of:
  Fixed maturities held-to-maturity .....................................        (66.7)   (2,092.4)     (2,688.5)
  Fixed maturities available-for-sale ...................................    (26,321.9)   (6,961.4)    (12,272.9)
  Equity securities available-for-sale ..................................       (285.8)     (425.3)       (283.6)
  Real estate ...........................................................        (52.8)      (58.7)       (190.9)
  Short-term investments and other invested assets ......................       (448.5)     (784.8)       (649.1)
  Mortgage loans on real estate issued ..................................     (1,204.5)   (1,499.9)     (2,348.0)
  Net cash (paid) received related to acquisition/sale of businesses ....        (28.2)      141.3        (206.5)
  Other, net ............................................................        177.4       (25.7)        (57.9)
                                                                            ----------   ---------    ----------
    Net cash used in investing activities ...............................   $ (6,551.1)  $(1,371.8)   $ (1,837.7)


     The accompanying notes are an integral part of these consolidated financial
statements.

                                       79



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)



                                                                                         YEARS ENDED DECEMBER 31
                                                                                      2001        2000         1999
                                                                                    ----------  ----------  ----------
                                                                                              (IN MILLIONS)
                                                                                                   
CASH FLOWS FROM FINANCING ACTIVITIES:
 Issuance of common stock ......................................................           --   $    10.0           --
 Contribution from Parent ......................................................           --     1,552.0           --
 Payments to eligible policyholders under Plan of Reorganization ...............           --    (1,076.7)          --
 Dividend paid to parent company ...............................................    $  (250.0)     (466.0)          --
 Universal life and investment-type contract deposits ..........................     10,520.3     7,918.2    $ 8,134.9
 Universal life and investment-type contract maturities and withdrawals ........     (8,271.8)   (7,034.2)    (7,977.7)
 Issuance of long-term debt ....................................................         81.9        20.0          6.0
 Repayment of long-term debt ...................................................        (22.9)      (73.2)       (15.5)
 Net decrease in commercial paper ..............................................       (222.3)     (158.2)       (30.5)
                                                                                    ---------   ---------    ---------
   Net cash provided by financing activities ...................................      1,835.2       691.9        117.2
                                                                                    ---------   ---------    ---------
   Net (decrease) increase in cash and cash equivalents ........................     (1,941.0)    1,363.3       (153.5)
   Cash and cash equivalents at beginning of year ..............................      2,966.3     1,603.0      1,756.5
                                                                                    ---------   ---------    ---------
   Cash and cash equivalents at end of year ....................................    $ 1,025.3   $ 2,966.3    $ 1,603.0
                                                                                    =========   =========    =========


   The accompanying notes are an integral part of these consolidated financial
statements.

                                       80



                      JOHN HANCOCK LIFE INSURANCE COMPANY

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Business

  John Hancock Life Insurance Company, (the Company), formerly known as John
Hancock Mutual Life Insurance Company (the Mutual Company) and Subsidiaries, is
a diversified financial services organization that provides a broad range of
insurance and investment products and investment management and advisory
services.

 Basis of Presentation

  The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the amounts reported in the consolidated
financial statements and accompanying notes.  Actual results could differ from
those estimates.

  The accompanying consolidated financial statements include the accounts of the
Company and its majority-owned and controlled subsidiaries. All significant
intercompany transactions and balances have been eliminated.

  Partnerships, joint venture interests and other equity investments in which
the Company does not have a controlling interest, but has significant influence,
are recorded using the equity method of accounting and are included in other
invested assets.

  Certain prior year amounts have been reclassified to conform to the current
year presentation.

  In December 2001, the Company transferred both its remaining portion of John
Hancock Canadian Holdings Limited and certain international subsidiaries held by
the Company, with a carrying value at December 31, 2001 of $300.1 million, to
its parent, JHFS, in the form of a dividend. The transfer has been accounted for
as a de-pooling of interests. As a result of the de-pooling of interests, all
current and prior period consolidated financial data has been restated to
exclude the results of operations, financial position, and cash flows of these
transferred foreign subsidiaries from the Company's financial statements. No
gain or loss was recognized on the transaction.

  The following acquisitions were recorded under the purchase method of
accounting and, accordingly, the operating results have been included in the
Company's consolidated results of operations from the applicable date of
acquisition. Each purchase price was allocated to the assets acquired and the
liabilities assumed based on estimated fair values, with the excess of the
applicable purchase price over the estimated fair values, if any, recorded as
goodwill. These entities or books of business were generally acquired by the
Company in execution of its plan to acquire businesses that have strategic
value, meet its earnings requirements and advance the growth of its current
businesses. The unaudited pro forma revenues, assuming the transactions had
taken place at the beginning of the year of acquisition and the preceding year,
for 2001, 2000 and 1999, were approximately $7,177.3 million, $7,714.1 million
and $6,894.9 million, an increase of $53.3 million, $248.7 million and $132.9
million, respectively, from reported balances. The unaudited pro forma net
income for the years ended December 31, 2001, 2000 and 1999, was approximately
$572.7 million, $783.9 million and $118.6 million, a change of $(1.2) million,
$(8.3) million and $(7.3) million, respectively, from reported balances.

  On April 2, 2001, a subsidiary of the Company, Signature Fruit Company, LLC
(Signature Fruit), purchased certain assets and assumed certain liabilities out
of the bankruptcy proceedings of Tri Valley Growers, Inc., a cooperative
association, for approximately $53.0 million. The net losses related to the
acquired operations included in the Company's results from the date of
acquisition through December 31, 2001 were $3.4 million. The unaudited pro forma
results for the years ended December 31, 2001 and 2000, assuming the transaction
had taken place at the beginning of 2001 and 2000, would not be materially
different from the reported results.

  On March 1, 2000, the Company acquired the individual long-term care insurance
business of Fortis, Inc. (Fortis) through a coinsurance agreement for
approximately $165.0 million. The unaudited pro forma results for the years
ended December 31, 2000 and 1999, assuming the acquisition of Fortis had taken
place at the beginning of 2000 and 1999, would not be materially different from
the reported results.

                                       81



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 Reorganization

  In connection with the Mutual Company's Plan of Reorganization (the Plan),
effective February 1, 2000, the Mutual Company converted from a mutual life
insurance company to a stock life insurance company (i.e., demutualized) and
became a wholly-owned subsidiary of John Hancock Financial Services, Inc. (JHFS
or the parent company), which is a holding company. All policyholder membership
interests in the Mutual Company were extinguished on that date and eligible
policyholders of the Mutual Company received, in the aggregate, 212.8 million
shares of common stock of JHFS, $1,438.7 million of cash and $43.7 million of
policy credits as compensation. In addition, the Company established a closed
block to fund the guaranteed benefits and dividends of certain participating
insurance policies. In connection with the Plan, the Mutual Company changed its
name to John Hancock Life Insurance Company.

  In addition, on February 1, 2000, JHFS completed its initial public offering
(IPO) in which 102.0 million shares of common stock were issued at a price of
$17.00 per share. Net proceeds from the IPO were $1,657.7 million, of which
$105.7 million was retained by JHFS and $1,552.0 million was contributed to the
Company.

 Investments

  The Company classifies its debt and equity investment securities into one of
three categories: held-to-maturity, available-for-sale or trading.  The Company
determines the appropriate classification of debt securities at the time of
purchase and re-evaluates such designation as of each balance sheet date.  Fixed
maturity investments include bonds, mortgage-backed securities, and redeemable
preferred stock and are classified as held-to-maturity or available-for-sale.
 Those bonds and mortgage-backed securities that the Company has the positive
intent and ability to hold to maturity are classified as held-to-maturity and
are carried at amortized cost.  Fixed maturity investments not classified as
held-to-maturity are classified as available-for-sale and are carried at fair
value.  Unrealized gains and losses related to available-for-sale securities are
reflected in shareholder's equity, net of related amortization of deferred
policy acquisition costs, amounts credited to participating pension
contractholders, amounts credited to the policyholder dividend obligation, and
applicable taxes. The amortized cost of debt securities is adjusted for
amortization of premiums and accretion of discounts to maturity.  Such
amortization is included in investment income. The amortized cost of fixed
maturity investments is adjusted for impairments in value deemed to be other
than temporary and such adjustments are reported as a component of net realized
investment and other gains (losses).

  For the mortgage-backed bond portion of the fixed maturity investment
portfolio, the Company recognizes income using a constant effective yield based
on anticipated prepayments and the estimated economic life of the securities.
When actual prepayments differ significantly from anticipated prepayments, the
effective yield is recalculated to reflect actual payments to date plus
anticipated future payments, and any resulting adjustment is included in net
investment income.

  Equity securities include common stock and non-redeemable preferred stock.
 Equity securities that have readily determinable fair values are carried at
fair value.  For equity securities that the Company has classified as
available-for-sale, unrealized gains and losses are reflected in shareholder's
equity, as described above for available-for-sale fixed maturity securities.
Impairments in value deemed to be other than temporary are reported as a
component of net realized investment and other gains (losses).  Gains and
losses, both realized and unrealized, on equity securities classified as trading
are included in net realized investment and other gains (losses).

                                       82



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  Mortgage loans on real estate are carried at unpaid principal balances
adjusted for amortization of premium or discount, less allowance for probable
losses. When it is probable that the Company will be unable to collect all
amounts of principal and interest due according to the contractual terms of the
mortgage loan agreement, the loan is deemed to be impaired and a valuation
allowance for probable losses is established. The valuation allowance is based
on the present value of the expected future cash flows, discounted at the loan's
original effective interest rate or on the collateral value of the loan if the
loan is collateral dependent. Any change to the valuation allowance for mortgage
loans on real estate is reported as a component of net realized investment and
other gains (losses). Interest received on impaired mortgage loans on real
estate is included in interest income in the period received. If foreclosure
becomes probable, the measurement method used is collateral value. Foreclosed
real estate is then recorded at the collateral's fair value at the date of
foreclosure, which establishes a new cost basis.

  Investment real estate, which the Company has the intent to hold for the
production of income, is carried at depreciated cost, using the straight-line
method of depreciation, less adjustments for impairments in value. In those
cases where it is determined that the carrying amount of investment real estate
is not recoverable, an impairment loss is recognized based on the difference
between the depreciated cost and fair value of the asset. The Company reports
impairment losses as part of net realized investment and other gains (losses).

  Real estate to be disposed of is carried at the lower of cost or fair value
less costs to sell. Any change to the valuation allowance for real estate to be
disposed of is reported as a component of net realized investment and other
gains (losses). The Company does not depreciate real estate to be disposed of.

  Policy loans are carried at unpaid principal balances, which approximate fair
value.

  Short-term investments are carried at amortized cost, which approximates fair
value.

  Net realized investment and other gains (losses), other than those related to
separate accounts for which the Company does not bear the investment risk, are
determined on the basis of specific identification of cost and are reported net
of related amortization of deferred policy acquisition costs, amounts credited
to participating pension contractholder accounts, and amounts credited to the
policyholder dividend obligation.

 Derivative Financial Instruments

  The Company uses various derivative instruments to hedge and manage its
exposure to changes in interest rate levels, foreign exchange rates, and equity
market prices, and to manage the duration of assets and liabilities. All
derivatives are carried on the consolidated balance sheets at fair value.

  In certain cases, the Company uses hedge accounting as allowed by Statement of
Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative
Instruments and Hedging Activities," by designating derivative instruments as
either fair value hedges or cash flow hedges. For derivative instruments that
are designated and qualify as fair value hedges, the change in fair value of the
derivative instrument as well as the offsetting change in fair value of the
hedged item are recorded in net realized investment and other gains (losses).
Basis adjustments are amortized into income through net realized investment and
other gains and losses. For derivative instruments that are designated and
qualify as cash flow hedges, the effective portion of the change in fair value
of the derivative instrument is recorded in other comprehensive income, and then
reclassified into income when the hedged item affects income. Hedge
effectiveness is assessed quarterly by a variety of techniques including
regression analysis and cumulative dollar offset. In certain cases, there is no
hedge ineffectiveness because the derivative instrument was constructed such
that all the terms of the derivative exactly match the hedged risk in the hedged
item. If a hedge becomes ineffective, the hedge accounting described above
ceases.

                                       83



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  In cases where the Company receives or pays a premium as consideration for
entering into a derivative instrument (i.e., interest rate caps and floors,
swaptions, and equity collars), the premium is amortized into investment income
over the useful life of the derivative instrument. The fair value of such
premiums (i.e., the inherent ineffectiveness of the derivative) is excluded from
the assessment of hedge effectiveness and is included in net realized investment
and other gains (losses). Changes in fair value of derivatives that are not
hedges are included in net realized investment and other gains (losses).

 Cash and Cash Equivalents

  Cash and cash equivalents include cash and all highly liquid debt investments
with a remaining maturity of three months or less when purchased.

 Deferred Policy Acquisition Costs

  Costs that vary with, and are related primarily to, the production of new
business have been deferred to the extent that they are deemed recoverable. Such
costs include commissions, certain costs of policy issue and underwriting, and
certain agency expenses. For participating traditional life insurance policies,
such costs are amortized over the life of the contracts at a constant rate based
on the present value of the estimated gross margin amounts expected to be
realized over the lives of the contracts. Estimated gross margin amounts include
anticipated premiums and investment results less claims and administrative
expenses, changes in the net level premium reserve and expected annual
policyholder dividends. For universal life insurance contracts and
investment-type products, such costs are being amortized generally in proportion
to the present value of expected gross profits arising principally from
surrender charges and investment results, and mortality and expense margins. The
effects on the amortization of deferred policy acquisition costs of revisions to
estimated gross margins and profits are reflected in earnings in the period such
estimated gross margins and profits are revised. For non-participating term life
and long-term care insurance products, such costs are being amortized over the
premium-paying period of the related policies using assumptions consistent with
those used in computing policy benefit reserves. Amortization of deferred policy
acquisition costs was $219.6 million, $177.7 million and $174.7 million in 2001,
2000 and 1999, respectively.

  Amortization of deferred policy acquisition costs is allocated to: (1) net
realized investment and other gains (losses) for those products in which such
gains (losses) have a direct impact on the amortization of deferred policy
acquisition costs; (2) unrealized investment gains and losses, net of tax, to
provide for the effect on the deferred policy acquisition cost asset that would
result from the realization of unrealized gains and losses on assets backing
participating traditional life insurance and universal life and investment-type
contracts; and (3) a separate component of benefits and expenses to reflect
amortization related to the gross margins or profits, excluding net realized
investment and other gains (losses), relating to policies and contracts in
force.

  Net realized investment and other gains (losses) related to certain products
have a direct impact on the amortization of deferred policy acquisition costs as
such gains and losses affect the amount and timing of profit emergence.

  Accordingly, to the extent that such amortization results from net realized
investment and other gains (losses), management believes that presenting
realized investment and other gains and losses net of related amortization of
deferred policy acquisition costs provides information useful in evaluating the
operating performance of the Company.  This presentation may not be comparable
to presentations made by other insurers.

                                       84



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 Reinsurance

  The Company utilizes reinsurance agreements to provide for greater
diversification of business, allowing management to control exposure to
potential losses arising from large risks and provide additional capacity for
growth.

  Assets and liabilities related to reinsurance ceded contracts are reported on
a gross basis. The accompanying statements of income reflect premiums, benefits
and settlement expenses net of reinsurance ceded. Reinsurance premiums,
commissions, expense reimbursements, benefits and reserves related to reinsured
business are accounted for on bases consistent with those used in accounting for
the original policies issued and the terms of the reinsurance contracts. The
Company remains liable to its policyholders to the extent that counterparties to
reinsurance ceded contracts do not meet their contractual obligations.

 Goodwill and Value of Business Acquired

  The excess of cost over the fair value of the net assets of businesses
acquired (goodwill) was $116.0 million and $131.2 million at December 31, 2001
and 2000, respectively, and is included in other assets in the consolidated
balance sheets. Goodwill relating to acquisitions completed before July 1, 2001
is amortized on systematic bases over periods not exceeding 40 years, which
correspond with the benefits estimated to be derived from the acquisitions.
Accumulated amortization was $58.1 million and $48.0 million at December 31,
2001 and 2000, respectively. Amortization expense included in other operating
costs and expenses was $11.3 million, $11.2 million, and $8.5 million, in 2001,
2000 and 1999, respectively. The Company reevaluates the recoverability of
recorded goodwill based on the undiscounted cash flows of the related business
whenever significant events or changes indicate an impairment might exist. If
the undiscounted cash flows do not support the amount recorded, an impairment is
recognized by a charge to current operations to reduce the carrying value of the
goodwill based on the expected discounted cash flows of the related business.

  The Company records an asset representing the present value of estimated
future profits of insurance policies inforce related to the businesses acquired.
This asset is recorded as the value of business acquired (VOBA) and amounted to
$76.2 million and $81.4 million at December 31, 2001 and 2000, respectively, and
is included in other assets in the consolidated balance sheets. VOBA is
amortized in proportion to the present value of expected gross profits.
Amortization expense included in other operating costs and expenses was $2.3
million, $4.2 million and $1.3 million in 2001, 2000 and 1999 respectively.

 Separate Accounts

  Separate accounts assets and liabilities reported in the accompanying
consolidated balance sheets represent funds that are administered and invested
by the Company to meet specific investment objectives of the contractholders.
Net investment income and net realized investment and other gains (losses)
generally accrue directly to such contractholders who bear the investment risk,
subject in some cases to minimum guaranteed rates. The assets of each separate
account are legally segregated and are not subject to claims that arise out of
any other business of the Company. Separate account assets are reported at fair
value. Deposits, net investment income and net realized investment and other
gains (losses) of separate accounts are not included in the revenues of the
Company. Fees charged to contractholders, principally mortality, policy
administration and surrender charges, are included in universal life and
investment-type product charges.

                                       85



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 Future Policy Benefits and Policyholders' Funds

  Future policy benefits for participating traditional life insurance policies
are based on the net level premium method. This net level premium reserve is
calculated using the guaranteed mortality and dividend fund interest rates,
which range from 2.5% to 8.0%. The liability for annual dividends represents the
accrual of annual dividends earned. Settlement dividends are accrued in
proportion to gross margins over the life of the contract.

  For non-participating traditional life insurance policies, future policy
benefits are estimated using a net level premium method on the basis of
actuarial assumptions as to mortality, persistency, interest and expenses
established at policy issue. Assumptions established at policy issue as to
mortality and persistency are based on the Company's experience, which, together
with interest and expense assumptions, include a margin for adverse deviation.
Benefit liabilities for annuities during the accumulation period are equal to
accumulated contractholders' fund balances and after annuitization are equal to
the present value of expected future payments. Interest rates used in
establishing such liabilities range from 2.5% to 8.0% for life insurance
liabilities, from 2.0% to 14.2% for individual annuity liabilities and from 2.0%
to 11.3% for group annuity liabilities.

  Future policy benefits for long-term care insurance policies are based on the
net level premium method. Assumptions established at policy issue as to
mortality, morbidity, persistency, interest and expenses, which include a margin
for adverse deviation, are based on estimates developed by management. Interest
rates used in establishing such liabilities range from 6.0% to 8.5%.

  Liabilities for unpaid claims and claim expenses include estimates of payments
to be made on reported individual and group life, long-term care, and group
accident and health insurance claims and estimates of incurred but not reported
claims based on historical claims development patterns.

  Estimates of future policy benefit reserves, claim reserves and expenses are
reviewed continually and adjusted as necessary; such adjustments are reflected
in current earnings. Although considerable variability is inherent in such
estimates, management believes that future policy benefit reserves and unpaid
claims and claims expense reserves are adequate.

  Policyholders' funds for universal life and investment-type products,
including guaranteed investment contracts and funding agreements, are equal to
the policyholder account values before surrender charges. Policy benefits that
are charged to expense include benefit claims incurred in the period in excess
of related policy account balances and interest credited to policyholders'
account balances. Interest crediting rates range from 3.0% to 9.0% for universal
life products and from 2.0% to 14.7% for investment-type products.

  Major components of policyholder funds presented in the consolidated balance
sheets are summarized as follows:



                                                                           DECEMBER 31
                                                                        2001        2000
                                                                      ---------  -----------
                                                                         (IN MILLIONS)
                                                                           
LIABILITIES FOR POLICYHOLDER FUNDS
 Guaranteed investment contracts..................................    $ 6,583.5   $ 7,985.5
 U.S. funding agreements..........................................         67.1        80.9
 Global funding agreements backing medium-term notes..............      9,490.4     6,266.3
 Other investment-type contracts..................................      2,247.7     2,341.8
                                                                      ---------   ---------
  Total liabilities for investment type contracts.................     18,388.7    16,674.5
 Liabilities for individual annuities.............................         56.6        62.2
 Universal life and other reserves................................      2,085.0     1,806.4
                                                                      ---------   ---------
  Total liabilities for policyholder funds........................    $20,530.3   $18,543.1
                                                                      =========   =========


                                       86



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  The Company is authorized to issue up to $15.0 billion in global funding
agreements under two distribution programs, and through December 31, 2001, we
have $9.5 billion outstanding. Global funding agreements are investment products
which require the Company to pay a stated rate of interest on the principal
amount and to repay the principal at maturity. These agreements may not be
terminated prior to maturity by the Company or the contractholder. Claims for
principal and interest under these global funding agreements are afforded equal
priority to claims of life insurance and annuity policyholders under the
insolvency provisions of Massachusetts Insurance Laws. Under the Company's
programs, the global funding agreements are issued to special purpose entities.
The special purpose entities fund the purchase of the global funding agreement
through the issuance of medium-term notes to investors. These notes are
non-recourse to the Company. If the medium-term notes issued by the special
purpose entity are denominated in a foreign currency, the Company also enters
into a currency swap with the special purpose entity. Similarly, the Company may
enter into an interest rate swap with the special purpose entity to match the
interest rate characteristics of the global funding agreement to those of the
medium term note. As a result, the payment terms of any particular series of
notes issued by the special purpose entity correspond to the payment terms of
the global funding agreement and swap agreement(s), if any, that secure that
series.

  Under the first program, established in May 1998 for $2.5 billion, expanded to
$7.5 billion in 1999, an affiliated offshore special purpose entity issued
medium-term notes in Europe, Asia and Australia. Through December 31, 2001,
there is $3.9 billion outstanding under this program. This special purpose
entity is consolidated in the Company's financial statements. The medium-term
notes issued by this special purpose entity are reported with global funding
agreements in the Company's consolidated balance sheet.

  Under the second program, established in June 2000, for $5.0 billion, expanded
to $7.5 billion in 2001, the unaffiliated special purpose entity issued
medium-term notes in Europe, Asia, and to institutional investors in the United
States. Through December 31, 2001, there is $5.6 billion outstanding under this
program. Although this special purpose entity is not consolidated in the
Company's financial statements, the funding agreements backing the related
medium-term notes are included in policyholders' funds in the Company's
consolidated balance sheets.

  At December 31, 2001, the annual contractual maturities of global funding
agreements on notes issued under both programs were as follows: 2002 - $236.6
million; 2003 - $1,227.8 million; 2004 - $1,227.6 million; 2005 - $1,246.3
million; 2006 - $2,047.9 million; 2007 and thereafter - $3,504.2 million.

 Participating Insurance

  Participating business represents approximately 76.6%, 86.3%, and 88.1% of the
Company's life insurance in force, 98.1%, 97.9%, and 98.3% of the number of life
insurance policies in force, and 92.1%, 99.6% and 97.4%, of life insurance
premiums in 2001, 2000 and 1999, respectively.

  The portion of earnings allocated to participating pension contractholders and
closed block policyholders that cannot be expected to inure to the Company is
excluded from net income and shareholder's equity.

  The amount of policyholders' dividends to be paid is approved annually by the
Company's Board of Directors. The determination of the amount of policyholder
dividends is complex and varies by policy type. In general, the aggregate amount
of policyholders' dividends is related to actual interest, mortality, morbidity,
persistency and expense experience for the year and is also based on
management's judgment as to the appropriate level of statutory surplus to be
retained by the Company. For policies included in the closed block, expense
experience is not included in determining policyholders' dividends.

 Revenue Recognition

  Premiums from participating and non-participating traditional life insurance
and annuity policies with life contingencies are recognized as income when due.

  Premiums from universal life and investment-type contracts are reported as
deposits to policyholders' account balances. Revenues from these contracts
consist of amounts assessed during the period against policyholders' account
balances for mortality charges, policy administration charges and surrender
charges.

                                       87



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  Premiums for contracts with a single premium or a limited number of premium
payments, due over a significantly shorter period than the total period over
which benefits are provided, are recorded in income when due. The portion of
such premium that is not required to provide for all benefits and expenses is
deferred and recognized in income in a constant relationship to insurance in
force or, for annuities, the amount of expected future benefit payments.

  Premiums from long-term care insurance contracts are recognized as income when
due. Premiums from group life and health insurance contracts are recognized as
income over the period to which the premiums relate in proportion to the amount
of insurance protection provided.

  Investment advisory, transfer agent, distribution and service fees are
recognized as revenues when services are performed. Commissions related to
security transactions and related expenses are recognized as income on the trade
date. Contingent deferred selling charge commissions are recognized as income in
the year received. Selling commissions paid to the selling broker/dealer for
sales of mutual funds that do not have a front-end sales charge are deferred and
amortized on a straight-line basis over periods not exceeding six years. This is
the approximate period of time expected to be benefited and during which fees
earned pursuant to Rule 12b-1 distribution plans are received from the funds and
contingent deferred sales charges are received from shareholders of the funds.

 Federal Income Taxes

  The provision for federal income taxes includes amounts currently payable or
recoverable and deferred income taxes, computed under the liability method,
resulting from temporary differences between the tax basis and book basis of
assets and liabilities. A valuation allowance is established for deferred tax
assets when it is more likely than not that an amount will not be realized.
Foreign subsidiaries and U.S. subsidiaries operating outside of the United
States are taxed under applicable foreign statutory rates.

 Foreign Currency Translation

  The assets and liabilities of operations in foreign currencies are translated
into United States dollars at current exchange rates. Revenues and expenses are
translated at average rates during the year. The resulting net translation
adjustments for each year are accumulated and included in shareholder's equity.
Gains or losses on foreign currency transactions are reflected in earnings.

 Severance

  As part of JHFS's ongoing Competitive Position Project, it has initiated a
restructuring plan to reduce costs and increase future operating efficiency by
consolidating portions of its operations. The plan consists primarily of
reducing staff in the home office and terminating certain operations outside the
home office.

  In connection with the restructuring plan, approximately 872 employees have
been or will be terminated. These employees are or have been associated with
operations in the Boston office and outside the home office. As of December 31,
2001 and 2000, the liability for employee termination costs, included in other
liabilities was $18.0 million and $20.6 million, respectively. Employee
termination costs, included in other operating costs and expenses, were $40.0
million, $18.8 million and $26.3 million for the years ended December 31, 2001,
2000 and 1999, respectively. Of the total number of employees affected,
approximately 855 employees were terminated as of December 31, 2001, having
received benefit payments of approximately $67.8 million.

  On January 7, 2002, as part of its ongoing expense reduction program, the
Company eliminated an additional 160 jobs. During the first quarter of 2002,
affected employees will receive severance benefits and outplacement services of
approximately $5.7 million.

                                       88



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 Cumulative Effect of Accounting Changes

  During the first quarter of 2001, the Company changed the method of accounting
for the recognition of deferred gains and losses considered in the calculation
of the annual expense for its employee pension plan under SFAS No. 87,
"Employers' Accounting for Pensions," and for its postretirement health and
welfare plans under SFAS No. 106, "Employers' Accounting for Postretirement
Benefits Other Than Pensions." The Company changed the method of recognizing
gains and losses from deferral within a 10% corridor and amortization of gains
outside this corridor over the future working careers of the participants to
deferral within a 5% corridor and amortization of gains and losses outside this
corridor over the future working careers of the participants. The new method is
preferable because in the Company's situation, it produces results that more
closely match current economic realities of the Company's retirement and welfare
plans through the use of the current fair values of assets while still
mitigating the impact of extreme gains and losses. As a result, on January 1,
2001, the Company recorded a credit of $18.6 million (net of tax of $9.9
million), related to its employee benefit pension plans, and a credit of $4.7
million (net of tax of $2.6 million), related to its postretirement health and
welfare plans. The total credit recorded as a cumulative effect of an accounting
change was $23.3 million (net of tax of $12.5 million) for the year ended
December 31, 2001. This change in accounting increased net income for the year
ended December 31, 2001 by $4.4 million. The unaudited pro forma results for the
years ended December 31, 2000 and 1999, assuming this change in accounting had
taken place as of the beginning of 2000 and 1999, would not be materially
different from the reported results.

  On January 1, 2001, the Company adopted SFAS No. 133, as amended by SFAS No.
138, "Accounting for Certain Derivative Instruments and Certain Hedging
Activities." The adoption of SFAS No. 133, as amended, resulted in a charge to
operations accounted for as a cumulative effect of accounting change of $16.1
million (net of tax benefit of $8.3 million) as of January 1, 2001. In addition,
as of January 1, 2001, a $227.6 million (net of tax of $122.6 million)
cumulative effect of accounting change was recorded in other comprehensive
income for (1) the transition adjustment in the adoption of SFAS No. 133, as
amended, an increase of $40.5 million (net of tax of $21.8 million), and (2) the
reclassification of $12.1 billion in securities from the held-to-maturity
category to the available-for-sale category, an increase of $187.1 million (net
of tax of $100.8 million).

  In April 1998, the American Institute of Certified Public Accountants (AICPA)
issued Statement of Position (SOP) 98-5, "Reporting the Costs of Start-Up
Activities." The SOP, which was adopted by the Company on January 1, 1999,
required that start-up costs capitalized prior to January 1, 1999 be written-off
immediately and any start-up costs incurred on or after January 1, 1999 be
expensed as incurred. The adoption of SOP 98-5 resulted in a charge to
operations of $9.7 million (net of tax of $5.9 million) and was accounted for as
a cumulative effect of an accounting change.

 Recent Accounting Pronouncements

  In September 2001, the Financial Accounting Standard Board's (FASB's) Emerging
Issues Task Force reached a consensus on Issue 01-10, "Accounting for the Impact
of the Terrorist Attacks of September 11, 2001." Issue 01-10 presents guidance
relative to accounting for and financial reporting of the events of September
11, 2001 (the Events), including both how and when to measure, record and report
losses and any resulting liabilities which are directly attributable to the
Events. Based on a comprehensive review of the Company's operations, the Company
believes that the Events had no material financial impact on the Company's
results of operations or financial position.

  In June 2001, the FASB issued SFAS No. 141, "Business Combinations." SFAS No.
141 requires that all business combinations be accounted for under a single
method, the purchase method. Use of the pooling-of-interests method is no longer
permitted. SFAS No. 141 also clarifies the criteria to recognize intangible
assets separately from goodwill, and prohibits the amortization of goodwill
relating to acquisitions completed after July 1, 2001. SFAS No. 141 is effective
for business combinations initiated after June 30, 2001.

                                       89



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  In June 2001, the FASB issued SFAS No. 142, "Goodwill and Other Intangible
Assets." SFAS No. 142 requires that goodwill and other intangible assets deemed
to have indefinite lives no longer be amortized to earnings, but instead be
reviewed at least annually for impairment. Intangible assets with definite lives
will continue to be amortized over their useful lives. SFAS No. 142 will be
effective January 1, 2002. The Company estimates that adoption of SFAS No. 142
on January 1, 2002, and the cessation of amortization of previously amortizable
goodwill, will result in an increase in net income of $7.8 million (net of tax
of $3.4 million) for the year ending December 31, 2002. During early 2002, the
Company will perform initial impairment tests of goodwill as of January 1, 2002
based on the guidance in SFAS No. 142. The Company plans on evaluating the
goodwill of each reporting unit for impairment using valuations of reporting
units based on earnings and book value multiples and by reference to similar
multiples of publicly traded peers. Any goodwill impairments resulting from
these initial impairment tests would be recorded as the cumulative effect of a
change in accounting principle. The Company has conducted preliminary impairment
tests which indicated no impairments of goodwill. The Company does not expect
the impact of the impairment tests required under SFAS No. 142 to have a
material impact on its results of operations, earnings or financial position.

  In January 2001, the FASB's Emerging Issues Task Force (EITF) reached a
consensus on Issue No. 99-20, "Recognition of Interest Income and Impairment on
Purchased and Retained Beneficial Interests in Securitized Financial Assets."
Issue 99-20 requires investors in certain asset-backed securities to record
changes in their estimated yield on a prospective basis and specifies evaluation
methods with which to evaluate these securities for an other-than-temporary
decline in value. The adoption of EITF 99-20 did not have a material financial
impact on the Company's results of operations or financial position.

  In December 2000, the AICPA issued SOP 00-3, "Accounting by Insurance
Enterprises for Demutualizations and Formations of Mutual Insurance Holding
Companies and Certain Long-Duration Participating Contracts." The SOP, which was
adopted with respect to accounting for demutualization expenses by the Company
on December 31, 2000, requires that demutualization related expenses be
classified as a single line item within income from continuing operations and
should not be classified as an extraordinary item. The adoption of SOP 00-3
resulted in the reclassification of demutualization expenses previously recorded
as an extraordinary item in 1999 of $93.6 million (net of tax of $2.6 million).
On October 1, 2001, the Company adopted the remaining provisions of SOP 00-3
which required the reclassification of $9,710.0 million and $12,035.9 million of
closed block assets and liabilities, respectively at December 31, 2000, and
$1,467.7 million and $1,343.6 million of closed block revenues, and benefits and
expenses, respectively, for the period from February 1, 2000 (date of
demutualization) to December 31, 2000, all of which were reclassified to other
existing asset, liability, revenue, and benefit and expense accounts. The
required implementation of SOP 00-3 also resulted in a reduction of net income
of $20.2 million (net of tax of $6.6 million), for the period from February 1,
2000 to December 31, 2000 and $3.4 million (net of tax of $1.8 million), for the
nine months ended September 30, 2001. Finally, adoption also resulted in the
recognition of a policyholder dividend obligation of $77.0 million at December
31, 2000, which represents cumulative actual closed block earnings in excess of
expected periodic amounts calculated at the date of the demutualization. See
Note 6 for a summary description of the closed block assets, liabilities,
revenues and expenses.

  In September 2000, the FASB issued SFAS No. 140, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities," which
replaces SFAS No. 125, "Accounting for Transfers and Servicing of Financial
Assets and Extinguishments of Liabilities." SFAS No. 140 provides new accounting
and reporting standards which are based on consistent application of a financial
components approach that focuses on control. Under this approach, after a
transfer of financial assets, the Company recognizes the financial and servicing
assets it controls and the liabilities it has incurred, derecognizes financial
assets when control has been surrendered, and derecognizes liabilities when
extinguished. SFAS No. 140 provides consistent standards for distinguishing
transfers of financial assets that are sales from transfers that are secured
borrowings. SFAS No. 140 is effective for transfers and servicing of financial
assets and extinguishments of liabilities occurring after March 31, 2001. The
adoption of SFAS No. 140 did not have a material impact on the Company's results
of operations or financial position.

                                       90



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  Accounting Principles Board Opinion (APB) No. 25, "Accounting for Stock Issued
to Employees," provides guidance on how to account for the issuance of stock and
stock options to employees. Certain of the Company's employees are compensated,
in part, with non-vested stock and stock options, issued by the parent company,
JHFS, and the related expenses are borne by the Company. The Company adopted APB
No. 25 upon its demutualization and upon JHFS' IPO effective February 1, 2000.
Compensation cost for stock options, if any, is measured as the excess of the
quoted market price of JHFS' stock at the date of grant over the amount an
employee must pay to acquire the stock. Compensation cost is recognized over the
requisite vesting periods based on market value on the date of grant. APB No. 25
was amended by SFAS No. 123, "Accounting for Stock-Based Compensation," to
require pro forma disclosures of net income and earnings per share as if a "fair
value" based method was used. On March 31, 2000, the FASB issued FASB
Interpretation No. 44, "Accounting for Certain Transactions Involving Stock
Compensation, an interpretation of APB No. 25." The Interpretation clarifies
guidance for certain issues that arose in the application of APB No. 25. The
Company was required to adopt the Interpretation on July 1, 2000. Interpretation
No. 44 did not have a material impact on the Company's results of operations or
financial position.

  In December 1999, the Securities and Exchange Commission (SEC) issued Staff
Accounting Bulletin (SAB) 101, "Revenue Recognition in Financial Statements."
SAB 101 clarifies the SEC staff's views on applying generally accepted
accounting principles to revenue recognition in financial statements. In March
2000, the SEC issued an amendment, SAB 101A, which deferred the effective date
of SAB 101. In June 2000, the SEC issued a second amendment, SAB 101B, which
deferred the effective date of SAB 101 to no later than the fourth fiscal
quarter of fiscal years beginning after December 15, 1999. The Company adopted
SAB 101 in the fourth quarter of fiscal 2000. The adoption of SAB 101 did not
have a material impact on the Company's results of operations or financial
position.

 Codification

  In March 1998, the National Association of Insurance Commissioners (NAIC)
adopted codified statutory accounting principles (Codification) effective
January 1, 2001. Codification changes prescribed statutory accounting practices
and resulted in changes to the accounting practices that the Company and its
domestic life insurance subsidiaries use to prepare their statutory-basis
financial statements. The states of domicile of the Company and its domestic
life insurance subsidiaries have adopted Codification as the prescribed basis of
accounting on which domestic insurers must report their statutory-basis results
effective January 1, 2001. The cumulative effect of changes in accounting
principles adopted to conform to the requirements of Codification is reported as
an adjustment to surplus in the statutory-basis financial statements as of
January 1, 2001. Implementation of Codification did not have a material impact
on the Company's domestic life insurance subsidiaries' statutory-basis capital
and surplus, and these companies remain in compliance with all regulatory and
contractual obligations.

                                       91



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 2.  RELATED PARTY TRANSACTIONS

  Certain directors of the Company are members or directors of other entities
that periodically perform services for or have other transactions with Company.
Such transactions are either subject to bidding procedures or are otherwise
entered into on terms comparable to those that would be available to unrelated
third parties and are not material to the Company's results of operations or
financial condition.

  The Company provides certain administrative and asset management services to
its pension plans and employee welfare trust. Fees paid to the Company for these
services were $8.4 million, $6.4 million and $6.5 million during the years ended
December 31, 2001, 2000 and 1999, respectively.

  The Company provides JHFS with personnel, property and facilities in carrying
out certain of its corporate functions. JHFS determines fees, annually, for
these services and facilities based on a number of criteria. The amount of these
service fees charged to JHFS were $28.5 million and $19.8 million for the years
ended December 31, 2001 and 2000, respectively. These fees are included as a
reduction of other operating costs and expenses in the consolidated statements
of income.

  The Company has reinsured certain portions of its long term care and group
pension businesses with John Hancock Reassurance Company, Ltd. of Bermuda
(JHReCo), a wholly owned subsidiary of JHFS. The Company entered into these
reinsurance contracts in order to facilitate its capital management process.
These reinsurance contracts are primarily written on a funds withheld basis
where the related financial assets remain invested at the Company. As a result,
the Company recorded accounts payable to JHReCo for coinsurance amounts withheld
of $1,158.9 million and $633.2 million at December 31, 2001 and 2000,
respectively, which are included with other liabilities in the consolidated
balance sheets, and recorded reinsurance recoverable from JHReCo of $1,504.6
million and $870.4 million at December 31, 2001 and 2000, respectively, which
are included with other reinsurance recoverables on the consolidated balance
sheets. Premiums ceded to JHReCo were $740.8 million, $396.7 million and $306.2
million during 2001, 2000 and 1999 respectively.

                                       92



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 3.  INVESTMENTS

     The following information summarizes the components of net investment
income and net realized investment and other gains (losses):



                                                                               YEARS ENDED DECEMBER 31
                                                                              2001       2000       1999
                                                                            ---------  ---------  ---------
                                                                                     (IN MILLIONS)
                                                                                         
NET INVESTMENT INCOME
 Fixed maturities .......................................................   $2,721.2   $2,456.2   $2,407.0
 Equity securities ......................................................       29.7       23.3       19.2
 Mortgage loans on real estate ..........................................      774.4      796.2      750.7
 Real estate ............................................................       67.7       82.7      147.3
 Policy loans ...........................................................      118.4      112.7      105.3
 Short-term investments .................................................       73.9      147.1       83.7
 Other ..................................................................      101.4      200.7      161.8
                                                                            --------   --------   --------
 Gross investment income ................................................    3,886.7    3,818.9    3,675.0
   Less investment expenses .............................................      240.5      255.0      336.1
                                                                            --------   --------   --------
Net investment income ...................................................   $3,646.2   $3,563.9   $3,338.9
                                                                            ========   ========   ========
NET REALIZED INVESTMENT AND OTHER GAINS (LOSSES),
 NET OF RELATED AMORTIZATION OF DEFERRED POLICY
 ACQUISITION COSTS, AMOUNTS CREDITED TO THE POLICYHOLDER
 DIVIDEND OBLIGATION AND AMOUNTS CREDITED TO
 PARTICIPATING PENSION CONTRACTHOLDERS
 Fixed maturities .......................................................   $ (351.1)  $ (135.3)  $  (34.2)
 Equity securities ......................................................      201.8      196.1      109.7
 Mortgage loans on real estate and real estate to be disposed of ........      (60.4)     (15.2)     141.3
 Derivatives and other invested assets ..................................      (40.2)      44.3       37.8
 Amortization adjustment for deferred policy acquisition costs ..........       29.4        9.4      (49.7)
 Amounts credited to the policyholder dividend obligation ...............       17.0      (14.1)        --
 Amounts credited to participating pension  contractholders .............      (42.3)      (6.9)     (35.3)
                                                                            --------   --------   --------
Net realized investment and other gains (losses),
 net of related amortization of deferred policy
 acquisition costs, amounts credited to the policyholder
 dividend obligation and amounts credited to participating
 pension contractholders ................................................   $ (245.8)  $   78.3   $  169.6
                                                                            ========   ========   ========


     Gross gains of $ 349.9 million in 2001, $294.6 million in 2000 and $186.4
million in 1999, and gross losses of $119.0 million in 2001, $123.6 million in
2000 and $173.7 million in 1999, were realized on the sale of available-for-sale
securities.

                                       93



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 3.  INVESTMENTS (CONTINUED)

     The Company's investments in held-to-maturity securities and
available-for-sale securities are summarized below:



                                                                            GROSS       GROSS
                                                               AMORTIZED  UNREALIZED  UNREALIZED     FAIR
                                                                 COST       GAINS       LOSSES       VALUE
                                                               ---------  ----------  ----------  -----------
                                                                              (IN MILLIONS)
                                                                                      
DECEMBER 31, 2001
HELD-TO-MATURITY:
 Corporate securities ......................................   $ 1,073.9   $   28.3    $   15.2    $ 1,087.0
 Mortgage-backed securities ................................       844.9       14.5        43.0        816.4
 Obligations of states and political subdivisions ..........         4.7        0.1          --          4.8
                                                               ---------   --------    --------    ---------
   Total fixed maturities held-to-maturity .................   $ 1,923.5   $   42.9    $   58.2    $ 1,908.2
                                                               =========   ========    ========    =========
AVAILABLE-FOR-SALE:
 Corporate securities ......................................   $29,680.2   $1,103.5    $  879.1    $29,904.6
 Mortgage-backed securities ................................     5,252.7      125.1        98.7      5,279.1
 Obligations of states and political subdivisions ..........        93.3        5.5         0.2         98.6
 Debt securities issued by foreign governments .............       457.1       44.7         4.0        497.8
 U.S. Treasury securities and obligations of U.S.
  government corporations and agencies ............... .....       294.7        3.8         6.5        292.0
                                                               ---------   --------    --------    ---------
 Fixed maturities available-for-sale .......................    35,778.0    1,282.6       988.5     36,072.1
 Equity securities .........................................       433.1      175.5        46.3        562.3
                                                               ---------   --------    --------    ---------
   Total fixed maturities and equity securities
    available-for-sale .....................................   $36,211.1   $1,458.1    $1,034.8    $36,634.4
                                                               =========   ========    ========    =========


                                       94



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 3.  INVESTMENTS (CONTINUED)



                                                                             GROSS       GROSS
                                                                AMORTIZED  UNREALIZED  UNREALIZED     FAIR
                                                                  COST       GAINS       LOSSES       VALUE
                                                                ---------  ----------  ----------  ----------
                                                                               (IN MILLIONS)
                                                                                       
DECEMBER 31, 2000
HELD-TO-MATURITY:
 Corporate securities ......................................    $12,834.7    $553.7      $698.4     $12,690.0
 Mortgage-backed securities ................................      1,202.5      11.5        53.0       1,161.0
 Obligations of states and political subdivisions ..........        102.3       3.1         0.9         104.5
 Debt securities issued by foreign governments .............          5.6       4.7          --          10.3
                                                                ---------    ------      ------     ---------
   Total fixed maturities held-to-maturity .................    $14,145.1    $573.0      $752.3     $13,965.8
                                                                =========    ======      ======     =========
AVAILABLE-FOR-SALE:
 Corporate securities ......................................    $10,948.3    $457.1      $478.2     $10,927.2
 Mortgage-backed securities ................................      4,105.0      94.7        33.0       4,166.7
 Obligations of states and political subdivisions ..........         25.3       1.8          --          27.1
 Debt securities issued by foreign governments .............        546.0      67.3        12.0         601.3
 U.S. Treasury securities and obligations of U.S.
  government corporations and agencies .....................        197.8       5.4         0.1         203.1
                                                                ---------    ------      ------     ---------
 Fixed maturities available-for-sale .......................     15,822.4     626.3       523.3      15,925.4
 Equity securities .........................................        587.6     348.5        90.0         846.1
                                                                ---------    ------      ------     ---------
   Total fixed maturities and equity securities
    available-for-sale governments .........................    $16,410.0    $974.8      $613.3     $16,771.5
                                                                =========    ======      ======     =========


                                       95



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 3.  INVESTMENTS (CONTINUED)

     The amortized cost and fair value of fixed maturities at December 31, 2001,
by contractual maturity, are shown below:



                                                              AMORTIZED     FAIR
                                                                 COST       VALUE
                                                              ---------   ---------
                                                                  (IN MILLIONS)
                                                                    
HELD-TO-MATURITY:
Due in one year or less ...................................   $    62.9   $    68.0
Due after one year through five years .....................        15.4        22.2
Due after five years through ten years ....................        67.7        65.4
Due after ten years .......................................       932.6       936.2
                                                              ---------   ---------
                                                                1,078.6     1,091.8
Mortgage-backed securities ................................       844.9       816.4
                                                              ---------   ---------
Total .....................................................   $ 1,923.5   $ 1,908.2
                                                              =========   =========
AVAILABLE-FOR-SALE:
Due in one year or less ...................................   $ 1,861.7   $ 1,905.8
Due after one year through five years .....................     9,874.3    10,073.3
Due after five years through ten years ....................    10,902.5    10,927.6
Due after ten years .......................................     7,886.8     7,886.3
                                                              ---------   ---------
                                                               30,525.3    30,793.0
Mortgage-backed securities ................................     5,252.7     5,279.1
                                                              ---------   ---------
Total .....................................................   $35,778.0   $36,072.1
                                                              =========   =========


     Expected maturities may differ from contractual maturities because eligible
borrowers may exercise their right to call or prepay obligations with or without
call or prepayment penalties.

     The sale of fixed maturities held-to-maturity relate to certain securities
with amortized cost of $24.3 million for the year ended December 31, 1999, which
were sold due to a significant decline in the issuers' credit quality or as part
of the sale of the property and casualty operations in 1999. The related net
realized investment and other gains on the sales were $0.9 million in 1999.

     The change in net unrealized gains (losses) on trading securities that has
been included in earnings during 2001, 2000 and 1999 amounted to $(1.8) million,
$0.1 million and $(0.1) million, respectively.

     The Company participates in a security lending program for the purpose of
enhancing income on securities held. At December 31, 2001 and 2000, $775.4
million and $88.6 million, respectively, of the Company's securities, at market
value, were on loan to various brokers/dealers, and were fully collateralized by
cash and highly liquid securities. The market value of the loaned securities is
monitored on a daily basis, and the collateral is maintained at a level of at
least 102.0% of the loaned securities' market value.

     For 2001, 2000 and 1999, investment results passed through to participating
pension contractholders as interest credited to policyholders' account balances
amounted to $170.5 million, $171.7 million and $180.9 million, respectively.

                                       96



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 3.  INVESTMENTS (CONTINUED)

  Mortgage loans on real estate are evaluated periodically as part of the
Company's loan review procedures and are considered impaired when, based on
current information and events, it is probable that the Company will be unable
to collect all amounts due according to the contractual terms of the loan
agreement.  The allowance for losses is maintained at a level believed adequate
by management to absorb estimated probable credit losses that exist at the
balance sheet date.  Management's periodic evaluation of the adequacy of the
allowance for losses is based on the Company's past loan loss experience, known
and inherent risks in the portfolio, adverse situations that may affect the
borrower's ability to repay (including the timing of future payments), the
estimated value of the underlying collateral, composition of the loan portfolio,
current economic conditions and other relevant factors.  This evaluation is
inherently subjective as it requires estimating the amounts and timing of future
cash flows expected to be received on impaired mortgage loans that may be
susceptible to significant change.

  Changes in the allowance for probable losses on mortgage loans on real estate
and real estate to be disposed of are summarized below.



                                      BALANCE AT                          BALANCE AT
                                      BEGINNING                              END
                                       OF YEAR    ADDITIONS  DEDUCTIONS    OF YEAR
                                      ----------  ---------  ----------  ------------
                                                      (IN MILLIONS)
                                                             
Year ended December 31, 2001
 Mortgage loans on real estate.......   $ 81.6      $37.8      $  6.6       $112.8
 Real estate to be disposed of.......     43.5       46.0         5.9         83.6
                                        ------      -----      ------       ------
Total................................   $125.1      $83.8      $ 12.5       $196.4
                                        ======      =====      ======       ======
Year ended December 31, 2000
 Mortgage loans on real estate.......   $107.9      $ 4.6      $ 30.9       $ 81.6
 Real estate to be disposed of.......     58.1       17.1        31.7         43.5
                                        ------      -----      ------       ------
Total................................   $166.0      $21.7      $ 62.6       $125.1
                                        ======      =====      ======       ======
Year ended December 31, 1999
 Mortgage loans on real estate.......   $ 96.0      $38.4      $ 26.5       $107.9
 Real estate to be disposed of.......    112.0       22.5        76.4         58.1
                                        ------      -----      ------       ------
Total................................   $208.0      $60.9      $102.9       $166.0
                                        ======      =====      ======       ======


  At December 31, 2001 and 2000, the total recorded investment in mortgage loans
that are considered to be impaired under SFAS No. 114, "Accounting by Creditors
for Impairment of a Loan," along with the related provision for losses were as
follows:



                                                              DECEMBER 31
                                                             2001       2000
                                                            --------  ---------
                                                             (IN MILLIONS)
                                                                
Impaired mortgage loans on real estate with
 provision for losses....................................   $ 92.5     $ 32.4
Provision for losses.....................................    (42.6)     (14.9)
                                                            ------     ------
Net impaired mortgage loans on real estate...............   $ 49.9     $ 17.5
                                                            ======     ======


                                       97



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 3.  INVESTMENTS (CONTINUED)

  The average recorded investment in impaired loans and the interest income
recognized on impaired loans were as follows:



                                                     YEARS ENDED DECEMBER 31
                                                      2001    2000      1999
                                                     ------  -------  ---------
                                                          (IN MILLIONS)
                                                             
Average recorded investment in impaired loans.....   $62.5   $100.3    $135.5
Interest income recognized on impaired loans......     8.4      2.9       4.9


  The payment terms of mortgage loans on real estate may be restructured or
modified from time to time.  Generally, the terms of the restructured mortgage
loans call for the Company to receive some form or combination of an equity
participation in the underlying collateral, excess cash flows or an effective
yield at the maturity of the loans sufficient to meet the original terms of the
loans.

  Restructured commercial mortgage loans aggregated $56.0 million and $60.4
million as of December 31, 2001 and 2000, respectively.  The expected gross
interest income that would have been recorded had the loans been current in
accordance with the original loan agreements and the actual interest income
recorded were as follows:



                                                     YEARS ENDED DECEMBER 31
                                                     2001     2000      1999
                                                    -------  -------  ---------
                                                          (IN MILLIONS)
                                                             
Expected.........................................    $5.0     $5.2      $11.1
Actual...........................................     3.8      4.7        7.2


  At December 31, 2001, the mortgage portfolio was diversified by specific
collateral property type and geographic region as displayed below:



COLLATERAL                CARRYING     GEOGRAPHIC                  CARRYING
PROPERTY TYTPE             AMOUNT      CONCENTRATION                AMOUNT
- ----------------------  -------------  -----------------------  ---------------
                        (IN MILLIONS)                            (IN MILLIONS)
                                                       
Apartments...........     $1,601.7     East North Central....      $1,072.5
Hotels...............        451.6     East South Central....         490.6
Industrial...........        809.8     Middle Atlantic.......       1,490.4
Office buildings.....      2,601.5     Mountain..............         417.4
Retail...............      1,429.7     New England...........         891.1
Multi family.........          1.8     Pacific...............       1,823.1
Mixed Use............        108.0     South Atlantic........       2,097.5
Agricultural.........      2,532.3     West North Central....         385.1
Other................        243.4     West South Central....         907.0
                                       Canada/Other..........         205.1
Allowance for losses.       (112.8)    Allowance for losses..        (112.8)
                          --------                                 --------
Total................     $9,667.0     Total.................      $9,667.0
                          ========                                 ========


                                       98



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 3.  INVESTMENTS (CONTINUED)

  Mortgage loans with outstanding principal balances of $2.0 million, bonds with
amortized cost of $388.7 million and real estate with a carrying value of $0.5
million were non-income producing for the year ended December 31, 2001.

  Depreciation expense on investment real estate was $4.6 million, $7.9 million,
and $7.1 million in 2001, 2000, and 1999, respectively. Accumulated depreciation
was $65.1 million and $60.9 million at December 31, 2001 and 2000, respectively.

  The Company sold $542.9 million, $359.2 million, and $172.0 million of
commercial mortgage loans in securitization transactions in 2001, 2000, and
1999, respectively, for which it received net proceeds of $546.1 million, $362.4
million and $175.5 million, in 2001, 2000 and 1999, respectively. During 2001,
2000 and 1999, the Company recognized pre-tax gains of $3.2 million, $3.2
million and $3.5 million, respectively, related to these transactions.

  As a result of these securitizations, the Company retained mortgage servicing
responsibilities which were recorded as servicing assets. These servicing assets
were valued at $1.2 million and $0.8 million at December 31, 2001 and 2000,
respectively.

  Investments in other assets, which include unconsolidated joint ventures,
partnerships, and limited liability corporations, accounted for by using the
equity method of accounting totaled $1,062.1 million and $826.5 million at
December 31, 2001 and 2000, respectively. Total combined assets of such
investments were $12,541.6 million and $5,040.1 million (consisting primarily of
investments), and total combined liabilities were $1,108.6 million and $823.3
million (including $580.0 million and $354.0 million of notes payable) at
December 31, 2001 and 2000, respectively. Total combined revenues and expenses
of these investments in 2001 were $942.5 million and $645.2 million,
respectively, resulting in $297.3 million of total combined income from
operations. Total combined revenues and expenses were $508.0 million and $172.7
million, respectively, resulting in $335.3 million of total combined income from
operations in 2000. Net investment income on investments accounted for using the
equity method totaled $56.4 million, $143.8 million and $65.1 million in 2001,
2000, and 1999 respectively.

NOTE 4.  DERIVATIVES AND HEDGING INSTRUMENTS

  The fair value of derivative instruments classified as assets at December 31,
2001 was $331.2 million, and appears on the consolidated balance sheet in other
assets. The fair value of derivative instruments classified as liabilities at
December 31, 2001 was $580.0 million, and appears on the consolidated balance
sheet in other liabilities.

 Fair Value Hedges

  The Company uses interest rate futures contracts and interest rate swap
agreements as part of its overall strategies of managing the duration of assets
and liabilities or the average life of certain asset portfolios to specified
targets. Interest rate swap agreements are contracts with a counterparty to
exchange interest rate payments of a differing character (e.g., fixed-rate
payments exchanged for variable-rate payments) based on an underlying principal
balance (notional principal). The net differential to be paid or received on
interest rate swap agreements is accrued and recognized as a component of net
investment income.

  The Company also manages interest rate exposure by using interest rate swap
agreements to modify certain liabilities, such as fixed rate debt and Constant
Maturity Treasuries (CMT) indexed liabilities, by converting them to a
LIBOR-based floating rate.

                                       99



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 4.  DERIVATIVES AND HEDGING INSTRUMENTS

  The Company enters into interest rate cap agreements, cancelable interest
rates swap agreements, and written swaptions to manage the interest rate
exposure of options that are embedded in certain assets and liabilities. A
written swaption obligates the Company to enter into an interest rate agreement
on the expiration date, contingent on future interest rates. Interest rate cap
and floor agreements are contracts with a counterparty which require the payment
of a premium for the right to receive payments for the difference between the
cap or floor interest rate and a market interest rate on specified future dates
based on an underlying principal balance (notional principal). Amounts earned on
interest rate cap and floor agreements and swaptions are recorded as an
adjustment to net investment income.

  The Company uses equity collar agreements to reduce its equity market exposure
with respect to certain common stock investments that the Company holds. A
collar consists of a written call option that limits the Company's potential for
gain from appreciation in the stock price as well as a purchased put option that
limits the Company's potential for loss from a decline in the stock price.

  Currency rate swap agreements are used to manage the Company's exposure to
foreign exchange rate fluctuations. Currency rate swap agreements are contracts
to exchange the currencies of two different countries at the same rate of
exchange at specified future dates. The net differential to be paid or received
on currency rate swap agreements is accrued and recognized as a component of net
investment income.

  For the year ended December 31, 2001, the Company recognized a net loss of
$16.5 million related to the ineffective portion of its fair value hedges, and a
net gain of $1.9 million, related to the portion of the hedging instruments that
were excluded from the assessment of hedge effectiveness. Both of these amounts
are recorded in net realized investment and other gains and losses. For the year
ended December 31, 2001, all of the Company's hedged firm commitments qualified
as fair value hedges.

 Cash Flow Hedges

  The Company uses forward starting interest rate swap agreements to hedge the
variable cash flows associated with future fixed income asset acquisitions,
which will support the Company's long-term care and life insurance businesses.
These agreements will reduce the impact of future interest rate changes on the
cost of acquiring adequate assets to support the investment income assumptions
used in pricing these products. During the periods in the future when the
acquired assets are held by the Company, the accumulated gain or loss will be
amortized into investment income as a yield adjustment on the assets.

  The Company used interest rate futures contracts to hedge the variable cash
flows associated with variable benefit payments that it will make on certain
annuity contracts. Amounts are reclassified from other comprehensive income when
benefit payments are made.

  The Company used interest rate floor agreements to hedge the interest rate
risk associated with minimum interest rate guarantees in certain of its life
insurance and annuity businesses. Amounts are reclassified from other
comprehensive income if interest rates fall below certain levels.

  For the year ended December 31, 2001, the Company recognized a loss of $0.2
million related to the ineffective portion of its cash flow hedges, and a net
gain of $0.4 million related to the portion of the hedging instruments that was
excluded from the assessment of hedge effectiveness. Both of these amounts are
recorded in net realized investment and other gains and losses. For the year
ended December 31, 2001, all of the Company's hedged forecast transactions
qualified as cash flow hedges.

  For the year ended December 31, 2001, a net loss of $0.2 million was
reclassified from other accumulated comprehensive income to earnings. It is
anticipated that approximately $0.6 million of net gains will be reclassified
from other accumulated comprehensive income to earnings within the next twelve
months. The maximum length for which variable cash flows are hedged is 24 years.

                                       100



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 4.  DERIVATIVES AND HEDGING INSTRUMENTS (CONTINUED)

  For the year ended December 31, 2001, none of the Company's cash flow hedges
have been discontinued because it was probable that the original forecasted
transactions would not occur by the end of the originally specified time period
documented at inception of the hedging relationship.

  The transition adjustment for the adoption of SFAS No. 133, as amended,
resulted in an increase in other comprehensive income of $23.0 million (net of
tax of $12.3 million) representing the accumulation in other comprehensive
income of the effective portion of the Company's cash flow hedges as of January
1, 2001. For the year ended December 31, 2001, $3.8 million of loss (net of tax
of $2.1 million) representing the effective portion of the change in fair value
of derivative instruments designated as cash flow hedges was added to
accumulated other comprehensive income, resulting in a balance of $19.1 million
(net of tax of $10.3 million).

 Derivatives Not Designated as Hedging Instruments

  The Company enters into interest rate swap agreements, cancelable interest
rate swap agreements, interest rate futures contracts, and interest rate cap and
floor agreements to manage exposure to interest rates as described above under
Fair Value Hedges without designating the derivatives as hedging instruments.

NOTE 5.  INCOME TAXES

  The Company participates in the filing of a life/non-life consolidated federal
income tax return. The life company sub-group includes three domestic life
insurance companies (the Company, John Hancock Variable Life Insurance Company
and Investors Partner Life Insurance Company) and a Bermuda life insurance
company (John Hancock Reassurance Company, Ltd.) that is treated as a U.S.
company for federal income tax purposes. The non-life subgroup consists of John
Hancock Financial Services, Inc., John Hancock Subsidiaries, LLC and John
Hancock International Holdings, Inc.

  In addition to taxes on operations, mutual life insurance companies are
charged an equity base tax. As the Company was a mutual life insurance company
for the entire year 1999, it was subject to the re-computation of its 1999
equity base tax liability in its 2000 tax return. The equity base tax is
determined by application of an industry-based earnings rate to mutual
companies' average equity base, as defined by the Internal Revenue Code. The
industry earnings rate is determined by the Internal Revenue Service (IRS) and
is not finalized until the subsequent year. The Company estimated its taxes for
the current year based on estimated industry earnings rates and revised these
estimates up or down when the earnings rates were finalized and published by the
IRS in the subsequent year.

  Income before income taxes and cumulative effect of accounting changes
includes the following:



                                                                  YEARS ENDED DECEMBER 31
                                                                 2001      2000      1999
                                                                -------  --------  --------
                                                                      (IN MILLIONS)
                                                                          
Domestic....................................................    $761.8   $1,093.5   $210.7
Foreign.....................................................       5.6        7.6      6.4
                                                                ------   --------   ------
Income before income taxes and cumulative effect
 of accounting changes......................................    $767.4   $1,101.1   $217.1
                                                                ======   ========   ======


                                       101



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 5.  INCOME TAXES (CONTINUED)

  The components of income taxes were as follows:



                                                      YEARS ENDED DECEMBER 31
                                                      2001     2000     1999
                                                    -------  -------  --------
                                                          (IN MILLIONS)
                                                             
CURRENT TAXES:
 Federal.........................................   $ (9.9)  $ 15.7    $(34.1)
 Foreign.........................................      3.1      1.2       2.3
 State...........................................      4.6     12.0       5.8
                                                    ------   ------    ------
                                                      (2.2)    28.9     (26.0)
DEFERRED TAXES:
 Federal.........................................    210.5    279.4     108.6
 Foreign.........................................     (0.9)     1.6        --
 State...........................................     (6.7)    (1.0)     (1.1)
                                                    ------   ------    ------
                                                     202.9    280.0     107.5
                                                    ------   ------    ------
Total income taxes...............................   $200.7   $308.9    $ 81.5
                                                    ======   ======    ======


  A reconciliation of income taxes computed by applying the federal income tax
rate to income before income taxes and the consolidated income tax expense
charged to operations follows:



                                                      YEARS ENDED DECEMBER 31
                                                      2001     2000     1999
                                                    -------  -------  --------
                                                          (IN MILLIONS)
                                                             
Tax at 35%.......................................   $268.6   $385.4    $ 76.0
Add (deduct):
 Equity base tax.................................    (13.4)   (46.0)     22.2
 Prior year taxes................................      9.9     (0.3)      1.8
 Tax credits.....................................    (28.1)   (20.6)    (12.9)
 Foreign taxes...................................      1.3      0.4       1.0
 Tax exempt investment income....................    (25.7)   (11.5)    (14.4)
 Non-taxable gain on sale of subsidiary..........       --       --     (15.4)
 Disallowed demutualization expenses.............       --       --      31.1
 Other...........................................    (11.9)     1.5      (7.9)
                                                    ------   ------    ------
   Total income taxes............................   $200.7   $308.9    $ 81.5
                                                    ======   ======    ======


                                       102



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 5.  INCOME TAXES (CONTINUED)

  The significant components of the Company's deferred tax assets and
liabilities were as follows:



                                                              DECEMBER 31
                                                             2001       2000
                                                           --------  ---------
                                                             (IN MILLIONS)
                                                               
DEFERRED TAX ASSETS:
 Policy reserve adjustments.............................   $  485.5   $  492.2
 Other postretirement benefits..........................      136.6      148.9
 Book over tax basis of investments.....................      418.1      299.5
 Dividends payable to policyholders.....................      125.7      117.6
 Interest...............................................       34.5       38.3
 Other..................................................      163.1       51.2
                                                           --------   --------
   Total deferred tax assets                                1,363.5    1,147.7
                                                           --------   --------
DEFERRED TAX LIABILITIES:
 Deferred policy acquisition costs......................      824.5      649.1
 Depreciation...........................................      214.2      211.7
 Basis in partnerships..................................      130.7      109.8
 Market discount on bonds...............................       72.9       64.2
 Pension plan expense...................................      133.6      104.0
 Capitalized charges related to mutual funds............       31.5       56.9
 Lease Income...........................................      523.2      339.4
 Unrealized gains.......................................      135.8       56.7
                                                           --------   --------
   Total deferred tax liabilities.......................    2,066.4    1,591.8
                                                           --------   --------
   Net deferred tax liabilities.........................   $  702.9   $  444.1
                                                           ========   ========


  The Company made an income tax payment of $3.7 million, received an income
tax refund of $21.7 million and made an income tax payment of $83.4 million in
2001, 2000 and 1999, respectively.

                                       103



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 6.  CLOSED BLOCK

  As of February 1, 2000, the Company established a closed block for the benefit
of certain classes of individual or joint traditional participating whole life
insurance policies for which the Company had a dividend scale payable in 1999
and individual term life insurance policies that were in force on February 1,
2000. Assets were allocated to the closed block in an amount that, together with
anticipated revenues from policies included in the closed block, was reasonably
expected to be sufficient to support such business, including provision for
payment of benefits, direct asset acquisition and disposition costs, and taxes,
and for continuation of dividend scales payable in 1999, assuming experience
underlying such dividend scales continues. Assets allocated to the closed block
inure solely to the benefit of the holders of the policies included in the
closed block and will not revert to the benefit of the shareholders of JHFS. No
reallocation, transfer, borrowing, or lending of assets can be made between the
closed block and other portions of the Company's general account, any of its
separate accounts, or any affiliate of the Company without approval of the
Massachusetts Division of Insurance.

  If, over time, the aggregate performance of the closed block assets and
policies is better than was assumed in funding the closed block, dividends to
policyholders will be increased. If, over time, the aggregate performance of the
closed block assets and policies is less favorable than was assumed in the
funding, dividends to policyholders could be reduced.

  The assets and liabilities allocated to the closed block are recorded in the
Company's financial statements on the same basis as other similar assets and
liabilities. The carrying amount of closed block liabilities in excess of the
carrying amount of closed block assets at the date of demutualization (adjusted
to eliminate the impact of related amounts in accumulated other comprehensive
income) represents the maximum future earnings from the assets and liabilities
designated to the closed block that can be recognized in income over the period
the policies in the closed block remain in force. The Company has developed an
actuarial calculation of the timing of such maximum future shareholder earnings,
and this is the basis of the policyholder dividend obligation.

  If actual cumulative earnings are greater than expected cumulative earnings,
only expected earnings will be recognized in income. Actual cumulative earnings
in excess of expected cumulative earnings represents undistributed accumulated
earnings attributable to policyholders, which are recorded as a policyholder
dividend obligation because the excess will be paid to closed block
policyholders as an additional policyholder dividend unless otherwise offset by
future performance of the closed block that is less favorable than originally
expected. If actual cumulative performance is less favorable than expected, only
actual earnings will be recognized in income.

  The principal cash flow items that affect the amount of closed block assets
and liabilities are premiums, net investment income, purchases and sales of
investments, policyholders' benefits, policyholder dividends, premium taxes,
guaranty fund assessments, and income taxes. The principal income and expense
items excluded from the closed block are management and maintenance expenses,
commissions and net investment income and realized investment gains and losses
of investment assets outside the closed block that support the closed block
business, all of which enter into the determination of total gross margins of
closed block policies for the purpose of the amortization of deferred
acquisition costs. The amounts shown in the following tables for assets,
liabilities, revenues and expenses of the closed block are those that enter into
the determination of amounts that are to be paid to policyholders.

                                       104



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 6.  CLOSED BLOCK (CONTINUED)

  The following tables set forth certain summarized financial information
relating to the closed block as of the dates indicated:



                                                            DECEMBER 31,   DECEMBER 31,
                                                                2001           2000
                                                            ------------  --------------
                                                                  (IN MILLIONS)
                                                                    
LIABILITIES
Future policy benefits.................................      $10,198.7      $ 9,910.5
Policyholder dividend obligation.......................          251.2           77.0
Policyholders' funds...................................        1,460.9        1,459.5
Policyholder dividends payable.........................          433.4          409.8
Other closed block liabilities.........................           53.7           84.6
                                                             ---------      ---------
 Total closed block liabilities........................       12,397.9       11,941.4
                                                             ---------      ---------
ASSETS
Investments
Fixed maturities:
 Held-to-maturity--at amortized cost
  (fair value: 2001--$100.7; 2000--$2,327.4)...........          103.3        2,269.9
 Available-for-sale--at fair value
  (cost: 2001--$5,204.0; 2000--$2,378.7)...............        5,320.7        2,353.0
Equity securities:
 Available-for-sale--at fair value
 (cost: 2001--$8.8; 2000--$5.3)........................           13.4            6.3
Mortgage loans on real estate..........................        1,837.0        1,944.0
Policy loans...........................................        1,551.9        1,540.6
Short-term investments.................................             --           62.1
Other invested assets..................................           83.1           40.7
                                                             ---------      ---------
 Total investments.....................................        8,909.4        8,216.6
Cash and cash equivalents..............................          192.1          305.6
Accrued investment income..............................          158.9          149.3
Other closed block assets..............................          297.5          317.1
                                                             ---------      ---------
 Total closed block assets.............................        9,557.9        8,988.6
                                                             ---------      ---------
Excess of reported closed block liabilities over
 assets designated to the closed block.................        2,840.0        2,952.8
                                                             ---------      ---------
Portion of above representing other comprehensive
 income:
 Unrealized appreciation (depreciation), net of
  tax of $43.3 million and $(8.8) million at 2001
  and 2000, respectively...............................           80.1          (16.1)
 Allocated to the policyholder dividend obligation,
  net of tax $50.8 million and $4.7 million at 2001
  and 2000, respectively...............................          (94.4)          (8.8)
                                                             ---------      ---------
   Total...............................................          (14.3)         (24.9)
                                                             ---------      ---------
Maximum future earnings to be recognized from closed
 block assets and liabilities..........................      $ 2,825.7      $ 2,927.9
                                                             =========      =========


                                       105



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 6.  CLOSED BLOCK (CONTINUED)



                                                                  DECEMBER 31,   DECEMBER 31,
                                                                      2001           2000
                                                                  ------------   -----------
                                                                        (IN MILLIONS)
                                                                          
Change in the policyholder dividend obligation:
 Balance at beginning of period................................      $ 77.0            --
   Impact on net income before income taxes....................        42.5         $63.5
   Unrealized investment gains (losses)........................        67.1          13.5
   Cumulative effect of change in accounting principle (1).....        64.6            --
                                                                     ------         -----
    Balance at end of period...................................      $251.2         $77.0
                                                                     ======         =====


(1) The cumulative effect of change in accounting principle represents the
impact of transferring fixed maturities from held-to-maturity to
available-for-sale as part of the adoption of SFAS No. 133 effective January 1,
2001.  See Note 1.



                                                                                   FOR THE PERIOD
                                                                         YEAR        FEBRUARY 1
                                                                        ENDED          THROUGH
                                                                     DECEMBER 31,    DECEMBER 31,
                                                                         2001            2000
                                                                     ------------  --------------
                                                                            (IN MILLIONS)
                                                                             
REVENUES
 Premiums..........................................................   $  940.0        $  865.0
 Net investment income.............................................      667.5           591.6
 Net realized investment and other gains (losses), net of
  amounts credited to the policyholder dividend obligation of
  $(17.0) million and $14.1 million, respectively..................       (3.6)           (2.9)
 Other closed block revenues.......................................        0.6            (0.6)
                                                                      --------        --------
  Total closed block revenues......................................    1,604.5         1,453.1
BENEFITS AND EXPENSES
 Benefits to policyholders.........................................      924.4           870.0
 Change in policyholder dividend obligation........................       54.9            46.6
 Other closed block operating costs and expenses...................       (6.3)          (10.0)
 Dividends to policyholders........................................      474.9           407.1
                                                                      --------        --------
  Total benefits and expenses......................................    1,447.9         1,313.7
                                                                      --------        --------
 Closed block revenues, net of closed block benefits and expenses,
  before income taxes and cumulative effect of accounting change...      156.6           139.4
 Income taxes, net of amounts credited to the policyholder dividend
  obligation of $4.6 million and $2.8 million, respectively........       53.0            52.3
                                                                      --------        --------
 Closed block revenues, net of closed block benefits and expenses
  and income taxes, before cumulative effect of accounting change..      103.6            87.1
                                                                      --------        --------
 Cumulative effect of accounting change, net of tax................       (1.4)             --
                                                                      --------        --------
 Closed block revenu.es, net of closed block benefits and expenses,
  income taxes and the cumulative effect of accounting change......   $  102.2        $   87.1
                                                                      ========        ========


                                       106



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 6. CLOSED BLOCK (CONTINUED)

  Maximum future earnings from closed block assets and liabilities:



                                                                FOR THE PERIOD
                                                     YEAR         FEBRUARY 1
                                                    ENDED          THROUGH
                                                 DECEMBER 31,    DECEMBER 31,
                                                     2001            2000
                                                 ------------  ----------------
                                                        (IN MILLIONS)
                                                         
Beginning of period...........................     $2,927.9        $3,015.0
End of period.................................      2,825.7         2,927.9
                                                   --------        --------
 Change during period.........................     $  102.2        $   87.1
                                                   ========        ========


NOTE 7. DEBT AND LINE OF CREDIT

  Short-term and long-term debt consists of the following:



                                                                                   DECEMBER 31
                                                                                  2001       2000
                                                                                ---------  ---------
                                                                                  (IN MILLIONS)
                                                                                     
SHORT-TERM DEBT:
 Commercial paper............................................................        --     $222.3
 Current maturities of long-term debt........................................   $ 124.6       23.0
                                                                                -------     ------
Total short-term debt........................................................     124.6      245.3
                                                                                -------     ------
LONG-TERM DEBT:
 Surplus notes, 7.38% maturing in 2024.......................................     447.3      447.2
 Notes payable, interest ranging from 5.43% to 14.0%, due in varying
  amounts through 2007.......................................................     296.0      109.8
                                                                                -------     ------
Total long-term debt.........................................................     743.3      557.0
Less current maturities......................................................    (124.6)     (23.0)
                                                                                -------     ------
Long-term debt...............................................................     618.7      534.0
                                                                                -------     ------
  Total debt.................................................................   $ 743.3     $779.3
                                                                                =======     ======


  The Company issues commercial paper primarily to meet working capital needs.
 The Company had no commercial paper outstanding at December 31, 2001.  The
weighted-average interest rate for outstanding commercial paper at December 31,
2000 was 6.59%.  The weighted-average life for outstanding commercial paper at
December 31, 2000 was approximately 11 days.  Commercial paper borrowing
arrangements are supported by a syndicated line of credit.

  The issuance of surplus notes was approved by the Massachusetts Commissioner
of Insurance, and any payments of interest or principal on the surplus notes
requires the prior approval of the Massachusetts Commissioner of Insurance.

  At December 31, 2001, the Company had a syndicated line of credit with a group
of banks totaling $1.0 billion, $500.0 million pursuant to a 364-day commitment
which expires on July 26, 2002 and $500.0 million pursuant to a multi-year
facility, which expires on August 3, 2005. The banks will commit, when
requested, to loan funds at prevailing interest rates as determined in
accordance with the line of credit agreement. Under the terms of the agreement,
the Company is required to maintain certain minimum levels of net worth and
comply with certain other covenants, which were met at December 31, 2001. At
December 31, 2001, the Company had no outstanding borrowings under the
agreement.

                                       107



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 7. DEBT AND LINE OF CREDIT (CONTINUED)

  Aggregate maturities of long-term debt are as follows: 2002-$124.6 million;
2003-$32.2 million; 2004-$31.5 million; 2005-$25.4 million; 2006-$7.5 million
and thereafter-$522.1 million.

  Interest expense on debt, included in other operating costs and expenses, was
$59.0 million, $62.6 million, and $70.1 million in 2001, 2000 and 1999,
respectively. Interest paid amounted to $55.8 million in 2001, $63.4 million in
2000, and $70.1 million in 1999.

NOTE 8. MINORITY INTEREST

  Minority interest relates to preferred stock issued by Signature Tomato, a
subsidiary of Signature Fruit, a subsidiary of the Company, which acquired
certain assets and assumed certain liabilities out of bankruptcy proceedings of
Tri-Valley Growers, Inc., a cooperative association, and equity interests in
consolidated partnerships. For financial reporting purposes, the assets, the
liabilities, and earnings of Signature Fruit and the partnerships are
consolidated in the Company's financial statements.

  In conjunction with the transaction discussed above, Signature Tomato, a
subsidiary of Signature Fruit, issued $2.1 million of 14.24% cumulative, voting
preferred stock in exchange for debt.  In addition, Signature Fruit sold 3.0% of
its Class A membership shares to outside third parties with put options
exercisable in a period from one to three years from acquisition.  All amounts
arising from these transactions have been included in minority interest in the
accompanying consolidated balance sheets.

  The minority interest in the equity of consolidated partnerships of
approximately $26.1 million reflects the original investment by minority
shareholders in various consolidated partnerships, along with their proportional
share of the earnings or losses of these partnerships.

NOTE 9. REINSURANCE

  The effect of reinsurance on premiums written and earned was as follows:



                                                    2001                    2000                    1999
                                                  PREMIUMS                PREMIUMS                PREMIUMS
                                             WRITTEN     EARNED      WRITTEN     EARNED      WRITTEN      EARNED
                                            ----------  ----------  ----------  ----------  ----------  ------------
                                                                        (IN MILLIONS)
                                                                                      
LIFE, HEALTH AND ANNUITY:
Direct....................................  $ 3,076.8   $ 3,080.7   $ 3,181.1   $ 3,180.3   $ 2,940.2    $ 2,938.3
Assumed...................................      427.7       427.7       465.3       465.4       311.3        311.3
Ceded.....................................   (1,156.5)   (1,156.5)   (1,255.0)   (1,255.0)   (1,228.5)    (1,228.5)
                                            ---------   ---------   ---------   ---------   ---------    ---------
 Net life, health and annuity premiums....    2,348.0     2,351.9     2,391.4     2,390.7     2,023.0      2,021.1
                                            ---------   ---------   ---------   ---------   ---------    ---------
PROPERTY AND CASUALTY:
Direct....................................         --          --          --          --          --           --
Assumed...................................         --          --          --          --         0.3          0.3
Ceded.....................................         --          --          --          --          --           --
                                            ---------   ---------   ---------   ---------   ---------    ---------
 Net property and casualty premiums.......         --          --          --          --         0.3          0.3
                                            ---------   ---------   ---------   ---------   ---------    ---------
   Net premiums...........................  $ 2,348.0   $ 2,351.9   $ 2,391.4   $ 2,390.7   $ 2,023.3    $ 2,021.4
                                            =========   =========   =========   =========   =========    =========


                                       108



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 9. REINSURANCE (CONTINUED)

  For the years ended December 31, 2001, 2000 and 1999, benefits to
policyholders under life, health and annuity ceded reinsurance contracts were
$552.7 million, $649.4 million, and $514.5 million, respectively.

  On February 28, 1997, the Company sold a major portion of its group insurance
business to UNICARE Life & Health Insurance Company (UNICARE), a wholly owned
subsidiary of WellPoint Health Networks, Inc. The business sold included the
Company's group accident and health business and related group life business and
Cost Care, Inc., Hancock Association Services Group and Tri-State, Inc., all of
which were indirect wholly-owned subsidiaries of the Company. The Company
retained its group long-term care operations. The insurance business sold was
transferred to UNICARE through a 100% coinsurance agreement.  The Company
remains liable to its policyholders to the extent that UNICARE does not meet its
contractual obligations under the coinsurance agreement.

  Through the Company's group health insurance operations, the Company entered
into a number of reinsurance arrangements in respect of personal accident
insurance and the occupational accident component of workers compensation
insurance, a portion of which was originated through a pool managed by Unicover
Managers, Inc. Under these arrangements, the Company both assumed risks as a
reinsurer, and also passed 95% of these risks on to other companies. This
business had originally been reinsured by a number of different companies, and
has become the subject of widespread disputes. The disputes concern the
placement of the business with reinsurers and recovery of the reinsurance. The
Company is engaged in disputes, including a number of legal proceedings, in
respect of this business. The risk to the Company is that other companies that
reinsured the business from the Company may seek to avoid their reinsurance
obligations. However, the Company believes that it has a reasonable legal
position in this matter. During the fourth quarter of 1999 and early 2000, the
Company received additional information about its exposure to losses under the
various reinsurance programs. As a result of this additional information and in
connection with global settlement discussions initiated in late 1999 with other
parties involved in the reinsurance programs, during the fourth quarter of 1999
the Company recognized a charge for uncollectible reinsurance of $133.7 million,
after tax, as its best estimate of its remaining loss exposure. The Company
believes that any exposure to loss from this issue, in addition to amounts
already provided for as of December 31, 2001, would not be material.

  Reinsurance ceded contracts do not relieve the Company from its obligations to
policyholders. The Company remains liable to its policyholders for the portion
reinsured to the extent that any reinsurer does not meet its obligations for
reinsurance ceded to it under the reinsurance agreements. Failure of the
reinsurers to honor their obligations could result in losses to the Company;
consequently, estimates are established for amounts deemed or estimated to be
uncollectible. To minimize its exposure to significant losses from reinsurance
insolvencies, the Company evaluates the financial condition of its reinsurers
and monitors concentration of credit risk arising from similar characteristics
of the reinsurers.

                                       109



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 10. PENSION BENEFIT PLANS AND OTHER POSTRETIREMENT BENEFIT PLANS

  The Company provides pension benefits to substantially all employees and
general agency personnel.  These benefits are provided through both qualified
defined benefit and defined contribution pension plans.  In addition, through
nonqualified plans, the Company provides supplemental pension benefits to
employees with salaries and/ or pension benefits in excess of the qualified plan
limits imposed by federal tax law. Pension benefits under the defined benefit
plans had been based on years of service and average compensation generally
during the three years prior to retirement.  In 2001, the defined benefit
pension plans were amended to a cash balance basis under which benefits are
based on career average compensation.  Under grandfathering rules, employees
over a certain age and with at least a certain number of years of service will
receive pension benefits based on the greater of the benefit from the cash
balance basis or the prior final average salary basis. This amendment became
effective on January 1, 2002.  Benefits related to the Company's defined benefit
pension plans paid to employees and retirees covered by annuity contracts issued
by the Company amounted to $115.9 million in 2001, $102.2 million in 2000, and
$97.6 million in 1999.  Plan assets consist principally of listed equity
securities and corporate obligations and U.S. government securities.

  The Company's funding policy for qualified defined benefit plans is to
contribute annually an amount in excess of the minimum annual contribution
required under the Employee Retirement Income Security Act (ERISA).  This amount
is limited by the maximum amount that can be deducted for federal income tax
purposes.  Because the qualified defined benefit plans are overfunded, no
amounts were contributed to these plans in 2001 or 2000.  The funding policy for
nonqualified defined benefit plans is to contribute the amount of the benefit
payments made during the year.  The projected benefit obligation and accumulated
benefit obligation for the non-qualified defined benefit pension plans, which
are underfunded, for which accumulated benefit obligations are in excess of plan
assets were $258.7 million, and $236.2 million, respectively, at December 31,
2001, and $256.3 million, and $244.3 million, respectively, at December 31,
2000.  Non-qualified plan assets, at fair value, were $4.6 million and $0.8
million at December 31, 2000 and 1999, respectively.

  Defined contribution plans include The Investment Incentive Plan and the
Savings and Investment Plan. The expense for defined contribution plans was
$10.6 million, $8.3 million, and $8.3 million, in 2001, 2000 and 1999,
respectively.

  In addition to the Company's defined benefit pension plans, the Company has
employee welfare plans for medical, dental, and life insurance covering most of
its retired employees and general agency personnel.

  Substantially all employees may become eligible for these benefits if they
reach certain age and service requirements while employed by the Company.  The
postretirement health care and dental coverages are contributory based on
service for post January 1, 1992 non-union retirees.  A small portion of
pre-January 1, 1992 non-union retirees also contribute.  The applicable
contributions are based on service.

  The Company's policy is to fund postretirement benefits in amounts at or below
the annual tax qualified limits.  As of December 31, 2001 and 2000, plan assets
related to non-union employees were comprised of an irrevocable health insurance
contract to provide future health benefits to retirees.  Plan assets related to
union employees were comprised of approximately 60% equity securities and 40%
fixed income investments.

                                       110



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 10. PENSION BENEFIT PLANS AND OTHER POSTRETIREMENT BENEFIT PLANS
         (CONTINUED)

     The changes in benefit obligation and plan assets related to the Company's
qualified and nonqualified benefit plans are summarized as follows:



                                                                                 YEARS ENDED DECEMBER 31
                                                                                                OTHER POSTRETIREMENT
                                                                        PENSION BENEFITS              BENEFITS
                                                                     -----------------------   -----------------------
                                                                        2001         2000         2001         2000
                                                                     ----------   ----------   ----------   ----------
                                                                                      (IN MILLIONS)
                                                                                                
CHANGE IN BENEFIT OBLIGATION:
 Benefit obligation at beginning of year...........................   $1,803.6     $1,905.3     $ 486.8      $ 443.2
 Service cost......................................................       30.7         34.0         5.9          7.8
 Interest cost ....................................................      129.1        129.2        31.8         30.9
 Amendments........................................................       50.1        (10.3)      (48.3)          --
 Actuarial loss (gain) ............................................       46.7       (143.7)       (1.3)        36.6
 Benefits paid ....................................................     (127.1)      (110.9)      (29.6)       (31.7)
 Curtailment ......................................................         --           --        (3.9)          --
                                                                      --------     --------     -------      -------
 Benefit obligation at end of year.................................    1,933.1      1,803.6       441.4        486.8
                                                                      --------     --------     -------      -------
CHANGE IN PLAN ASSETS:
 Fair value of plan assets at beginning of year ...................    2,410.9      2,384.4       261.4        232.9
 Actual return on plan asset.......................................     (105.8)       125.2        (6.7)         0.3
 Employer contribution ............................................       18.9         12.2          --         35.5
 Benefits paid ....................................................     (127.1)      (110.9)       (9.0)        (7.3)
                                                                      --------     --------     -------      -------
 Fair value of plan assets at end of year .........................    2,196.9      2,410.9       245.7        261.4
                                                                      --------     --------     -------      -------
Funded status......................................................      263.8        607.3      (195.7)      (225.4)
Unrecognized actuarial loss (gain).................................       24.3       (400.5)      (95.3)      (139.7)
Unrecognized prior service cost....................................       67.9         24.1       (47.5)        (1.4)
Unrecognized net transition asset .................................        0.1          0.2          --           --
                                                                      --------     --------     -------      -------
Prepaid (accrued) benefit cost, net ...............................   $  356.1     $  231.1     $(338.5)     $(366.5)
                                                                      ========     ========     =======      =======
AMOUNTS RECOGNIZED IN THE CONSOLIDATED BALANCE SHEETS
CONSIST OF:
 Prepaid benefit cost..............................................   $  523.9     $  380.7
 Accrued benefit liability ........................................     (231.6)      (243.5)
 Intangible asset..................................................        0.5          6.0
 Accumulated other comprehensive income ...........................       63.3         87.9
                                                                      --------     --------
Prepaid benefit cost, net..........................................   $  356.1     $  231.1
                                                                      ========     ========


                                       111



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 10.  PENSION BENEFIT PLANS AND OTHER POSTRETIREMENT BENEFIT PLANS
  (CONTINUED)

  The assumptions used in accounting for the Company's qualified and
nonqualified benefit plans were as follows:



                                                              YEARS ENDED DECEMBER 31
                                                                             OTHER POSTRETIREMENT
                                                      PENSION BENEFITS             BENEFITS
                                                  ------------------------  ---------------------
                                                     2001         2000         2001         2000
                                                  -----------  -----------  ----------  ---------
                                                                            
Discount rate..................................      7.25%        7.25%       7.25%        7.25%
Expected return on plan assets.................      9.50%        9.00%       9.50%        9.00%
Rate of compensation increase..................      4.20%        4.77%       4.20%        4.77%


  For measurement purposes, an 8.75% annual rate of increase in the per capita
cost of covered health care benefits was assumed for 2002.  The rate was assumed
to decrease gradually to 5.25% in 2006 and remain at that level thereafter.

  For the prior valuation, a 5.50% annual rate of increase in the per capita
cost of covered health care benefits was assumed for 2001.  The rate was assumed
to decrease gradually to 5.25% in 2001 and remain at that level thereafter.

  The net periodic benefit (credit) cost related to the Company's qualified and
nonqualified benefit plans includes the following components:



                                                                 YEARS ENDED DECEMBER 31
                                                                                  OTHER POSTRETIREMENT
                                                       PENSION BENEFITS                 BENEFITS
                                                  ----------------------------  ---------------------------
                                                   2001      2000      1999      2001     2000      1999
                                                  --------  --------  --------  -------  -------  ---------
                                                                      (IN MILLIONS)
                                                                                
Service cost...................................   $  30.7   $  34.0   $  33.8   $  5.9   $  7.8    $  7.5
Interest cost..................................     129.1     129.2     119.0     31.8     30.9      28.7
Expected return on plan assets.................    (223.8)   (209.9)   (182.9)   (24.4)   (24.1)    (18.3)
Amortization of transition asset...............       0.1     (12.0)    (12.1)      --       --        --
Amortization of prior service cost.............       6.5       4.6       3.9     (2.2)    (0.2)     (0.2)
Recognized actuarial gain......................     (18.3)     (9.3)     (6.3)    (6.8)    (8.7)     (8.5)
Other..........................................        --        --        --     (3.9)      --        --
                                                  -------   -------   -------   ------   ------    ------
 Net periodic benefit (credit) cost............   $ (75.7)  $ (63.4)  $ (44.6)  $  0.4   $  5.7    $  9.2
                                                  =======   =======   =======   ======   ======    ======


  Assumed health care cost trend rates have a significant effect on the amounts
reported for the healthcare plans.  A one-percentage point change in assumed
health care cost trend rates would have the following effects:



                                                                                 1-PERCENTAGE     1-PERCENTAGE
                                                                                POINT INCREASE   POINT DECREASE
                                                                                --------------  ----------------
                                                                                        (IN MILLIONS)
                                                                                          
Effect on total of service and interest costs in 2001.........................      $ 4.0           $ (3.7)
Effect on postretirement benefit obligations as of December 31, 2001..........       42.2            (38.8)


                                       112



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 11.  COMMITMENTS AND CONTINGENCIES

  The Company has extended commitments to purchase fixed maturity investments,
preferred and common stock, and other invested assets and to issue mortgage
loans on real estate totaling $518.4 million, $0.3 million, $491.2 million and
$212.9 million, respectively at December 31, 2001.  If funded, loans related to
real estate mortgages would be fully collateralized by related properties.  The
Company monitors the creditworthiness of borrowers under long-term bond
commitments and requires collateral as deemed necessary.  The estimated fair
values of the commitments described above aggregate $1.2 billion at December 31,
2001.  The majority of these commitments expire in 2002.

  In the normal course of its business operations, the Company is involved with
litigation from time to time with claimants, beneficiaries and others, and a
number of litigation matters were pending as of December 31, 2001. It is the
opinion of management, after consultation with counsel, that the ultimate
liability with respect to these claims, if any, will not materially affect the
financial position or results of operations of the Company.

 Class Action

  During 1997, the Company entered into a court-approved settlement relating to
a class action lawsuit involving certain individual life insurance policies sold
from 1979 through 1996. In entering into the settlement, the Company
specifically denied any wrongdoing. The total reserve held in connection with
the settlement to provide for relief to class members and for legal and
administrative costs associated with the settlement amounted to $52.7 million
and $224.0 million at December 31, 2001 and 2000, respectively. Costs incurred
related to the settlement were $30.0 million and $140.2 million in 2001 and
1999, respectively. No such costs were incurred in 2000. The estimated reserve
is based on a number of factors, including the estimated cost per claim and the
estimated costs to administer the claims.

  During 1996, management determined that it was probable that a settlement
would occur and that a minimum loss amount could be reasonably estimated.
Accordingly, the Company recorded its best estimate based on the information
available at the time. The terms of the settlement agreement were negotiated
throughout 1997 and approved by the court on December 31, 1997. In accordance
with the terms of the settlement agreement, the Company contacted class members
during 1998 to determine the actual type of relief to be sought by class
members. The majority of the responses from class members were received by the
fourth quarter of 1998. The type of relief sought by class members differed from
the Company's previous estimates, primarily due to additional outreach
activities by regulatory authorities during 1998 encouraging class members to
consider alternative dispute resolution (ADR) relief. In 1999, the Company
updated its estimate of the cost of claims subject to alternative dispute
resolution relief and revised its reserve estimate accordingly.  The reserve
estimate was further evaluated quarterly, and was adjusted as noted above, in
the fourth quarter of 2001.  The adjustment to the reserve in 2001 was the
result of the Company being able to better estimate the cost of settling the
remaining claims, which on average tend to be larger, more complicated claims.
The better estimate comes from experience with actual settlements on similar
claims.

  Administration of the ADR component of the settlement continues to date.
 Although some uncertainty remains as to the cost of claims in the final phase
(i.e., arbitration) of the ADR process, it is expected that the final cost of
the settlement will not differ materially from the amounts presently provided
for by the Company.

                                       113



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 11.  COMMITMENTS AND CONTINGENCIES (CONTINUED)

 Harris Trust

  Since 1983, the Company has been involved in complex litigation known as
Harris Trust and Savings Bank, as Trustee of Sperry Master Retirement Trust No.
2 v. John Hancock Mutual Life Insurance Company (S.D.N.Y. Civ. 83-5491). After
successive appeals to the Second Circuit and to the U.S. Supreme Court, the case
was remanded to the District Court and tried to a Federal District Court judge
in 1997.The judge issued an opinion in November 2000.

  In that opinion the Court found against the Company and awarded the Trust
approximately $13.8 million in relation to this claim together with unspecified
additional pre-judgment interest on this amount from October 1988. The Court
also found against the Company on issues of liability valuation and ERISA law.
 Damages in the amount of approximately $5.7 million, together with unspecified
pre-judgment interest from December 1996, were awarded on these issues. As part
of the relief, the judge ordered the removal of Hancock as a fiduciary to the
plan.  On April 11, 2001, the Court entered a judgment against the Company for
approximately $84.9 million, which includes damages to the plaintiff,
pre-judgment interest, attorney's fees and other costs.

  The Company believes that the underlying case was incorrectly decided and
there are promising grounds for challenging the District Court's decision.
 Therefore, the Company has filed an appeal and believes that it is probable
that the Appeals Court will reverse the lower court's decision. Notwithstanding
what the Company believes to be the merits of the Company's position in this
case, if unsuccessful, its ultimate liability, including fees, costs and
interest could have a material adverse impact on net income. However, the
Company does not believe that any such liability would be material in relation
to its financial position or liquidity.

                                       114



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 12.  SHAREHOLDER'S EQUITY

  (a) Common Stock

  As result of the Reorganization, as described in Note 1, the Company was
converted to a stock life insurance company.  The Company has one class of
capital stock, common stock ($10,000 par value, 1,000 shares authorized and
outstanding).  All of the outstanding common stock of the Company is owned by
JHFS, the parent.

 (b) Other Comprehensive Income

  The components of accumulated other comprehensive income are as follows:



                                                                        NET
                                                                    ACCUMULATED     FOREIGN                  ACCUMULATED
                                                        NET         GAIN (LOSS)    CURRENCY     MINIMUM         OTHER
                                                     UNREALIZED     ON CASH FLOW  TRANSLATION    PENSION    COMPREHENSIVE
                                                   GAINS (LOSSES)      HEDGES      ADJUSTMENT   LIABILITY       INCOME
                                                   --------------  -------------  -----------  ----------   -------------
                                                                               (IN MILLIONS)
                                                                                            
Balance at December31, 1998.......................    $ 320.5            --         $(0.7)      $(38.3)        $ 281.5
Gross unrealized gains (losses)
 (net of deferred income tax
 benefit of $234.7 million).......................     (453.8)           --            --           --          (453.8)
Reclassification (losses),
 realized in net income
 (net of tax expense of
 $4.5 million)....................................        8.2            --            --           --             8.2
Adjustment for participating
 group annuity contracts
 (net of deferred income tax
 expense of $40.1 million)........................       74.6            --            --           --            74.6
Adjustment for deferred policy
 acquisition costs and present
 value of future profits (net
 of deferred income tax
 expense of $60.7 million)........................      119.6            --            --           --           119.6
                                                      -------          ----         -----       ------         -------
Net unrealized gains (losses).....................     (251.4)           --            --           --          (251.4)
Foreign currency translation
 adjustment.......................................         --            --          (1.8)          --            (1.8)
Minimum pension liability (net of
 deferred income tax
 benefit of $12.3 million)........................         --            --            --        (22.9)          (22.9)
                                                      -------          ----         -----       ------         -------
Balance at December 31, 1999......................    $  69.1            --         $(2.5)      $(61.2)        $   5.4
                                                      =======          ====         =====       ======         =======


                                       115



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 12.  SHAREHOLDER'S EQUITY (CONTINUED)



                                                                                 NET
                                                                             ACCUMULATED     FOREIGN                  ACCUMULATED
                                                                 NET         GAIN (LOSS)    CURRENCY     MINIMUM         OTHER
                                                              UNREALIZED     ON CASH FLOW  TRANSLATION    PENSION    COMPREHENSIVE
                                                            GAINS (LOSSES)      HEDGES      ADJUSTMENT   LIABILITY       INCOME
                                                            --------------  -------------  -----------  ----------   -------------
                                                                                        (IN MILLIONS)
                                                                                                     
Balance at December 31, 1999 ............................      $ 69.1             --         $(2.5)      $(61.2)        $  5.4
Gross unrealized gains (losses)
 (net of deferred income tax
 benefit of $8.1 million) ...............................       (12.7)            --            --           --          (12.7)
Reclassification adjustments for
 gains (losses), realized in net
 income (net of tax expense of
 $59.8 million) .........................................       111.2             --            --           --          111.2
Adjustment for participating
 group annuity contracts
 (net of deferred income tax
 expense of $3.6 million) ...............................        (6.8)            --            --           --           (6.8)
Adjustment for policyholder dividend
 obligation (net of income tax
 benefit of $4.7 million.................................        (8.8)            --            --           --           (8.8)
Adjustment for deferred policy
 acquisition costs and present
 value of future profits (net
 of deferred income tax
 expense of $15.4 million) ..............................       (28.3)            --            --           --          (28.3)
                                                               ------         ------         -----       ------         ------
Net unrealized gains (losses) ...........................        54.6             --            --           --           54.6
Foreign currency translation
 adjustment .............................................          --             --          (1.5)          --           (1.5)
Minimum pension liability (net of
 deferred income tax
 benefit of $4.4 million) ...............................          --             --            --          8.2            8.2
                                                               ------         ------         -----       ------         ------
Balance at December 31, 2000 ............................      $123.7             --         $(4.0)      $(53.0)        $ 66.7
                                                               ======         ======         =====       ======         ======


                                       116



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 12.  SHAREHOLDER'S EQUITY (CONTINUED)



                                                                       NET
                                                                   ACCUMULATED     FOREIGN                  ACCUMULATED
                                                       NET         GAIN (LOSS)    CURRENCY     MINIMUM         OTHER
                                                    UNREALIZED     ON CASH FLOW  TRANSLATION    PENSION    COMPREHENSIVE
                                                  GAINS (LOSSES)      HEDGES      ADJUSTMENT   LIABILITY       INCOME
                                                  --------------  -------------  -----------  ----------   -------------
                                                                              (IN MILLIONS)
                                                                                           
Balance at December 31, 2000 ..................      $123.7             --         $(4.0)      $(53.0)        $ 66.7
Gross unrealized gains (losses)
 (net of deferred income tax
 benefit of $49.1 million) ....................       (88.3)            --            --           --          (88.3)
Reclassification adjustment for
 gains (losses), realized in net
 income (net of tax expense of
 $80.8 million) ...............................       150.1             --            --           --          150.1
Adjustment for participating
 group annuity contracts (net
 of deferred income tax
 benefit of $5.1 million) .....................        (9.5)            --            --           --           (9.5)
Adjustment for deferred policy
 acquisition costs and present
 value of future profits (net of
 deferred income tax benefit
 of $25.8 million) ............................       (47.8)            --            --           --          (47.8)
Adjustment for net shadow
 policyholder dividend
 obligation (net of tax benefit
 of $46.1 million) ............................       (85.6)            --            --           --          (85.6)
                                                     ------          -----         -----       ------         ------
Net unrealized gains (losses)                         (81.1)            --            --           --          (81.1)
Foreign currency translation
 adjustment ...................................          --             --           1.0           --            1.0
Minimum pension liability (net
 of deferred income tax
 expense of $8.2 million) .....................          --             --            --         15.2           15.2
Net accumulated gains (losses)
 on cash flow hedges (net
 of tax benefit of $2.1
 million) .....................................          --          $(3.8)           --           --           (3.8)
Change in accounting principle
 (net of income tax expense of
 $122.6 million) ..............................       204.7           22.9            --           --          227.6
                                                     ------          -----         -----       ------         ------
Balance at December 31, 2001 ..................      $247.3          $19.1         $(3.0)      $(37.8)        $225.6
                                                     ======          =====         =====       ======         ======


                                       117



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 12. SHAREHOLDER'S EQUITY (CONTINUED)

     Net unrealized investment and other gains (losses), included in the
consolidated balance sheets as a component of shareholder's equity, are
summarized as follows:



                                                                                      YEAR ENDED

                                                                              2001       2000      1999
                                                                            --------   --------  --------
                                                                                    (IN MILLIONS)
                                                                                        
BALANCE, END OF YEAR COMPRISES:
 Unrealized investment gains (losses) on:
  Fixed maturities ........................................................  $ 294.1    $ 103.0   $(190.5)
  Equity investments ......................................................    129.2      258.5     136.6
  Derivatives and other ...................................................    205.0     (155.8)    107.5
                                                                             -------    -------   -------
Total .....................................................................    628.3      205.7      53.6
AMOUNTS OF UNREALIZED INVESTMENT (GAINS)
 LOSSES ATTRIBUTABLE TO:
  Participating group annuity contracts ...................................    (49.0)     (34.4)    (24.0)
  Deferred policy acquisition cost and present value of future profits ....    (51.0)      22.6      66.3
  Policyholder dividend obligation ........................................   (145.2)     (13.5)       --
  Deferred federal income taxes ...........................................   (135.8)     (56.7)    (26.8)
                                                                             -------    -------   -------
Total .....................................................................   (381.0)     (82.0)     15.5
                                                                             -------    -------   -------
Net unrealized investment gains ...........................................  $ 247.3    $ 123.7   $  69.1
                                                                             =======    =======   =======


 (c) Statutory Results

     The Company adopted the new codified statutory accounting principles
(Codification) effective January 1, 2001. Codification changes prescribe
statutory accounting practices and results in changes to the accounting
practices that the Company and its domestic life insurance subsidiaries use to
prepare their statutory-basis financial statements.

     The Company and its domestic insurance subsidiaries prepare their
statutory-basis financial statements in accordance with accounting practices
prescribed or permitted by the state of domicile. For the Life Company the
Commonwealth of Massachusetts only recognizes statutory accounting practices
prescribed or permitted by Massachusetts insurance regulations and laws. The
National Association of Insurance Commissioners' "Accounting Practices and
Procedures" manual (NAIC SAP) has been adopted as a component of prescribed or
permitted practices by Massachusetts. The Commissioner of Insurance has the
right to permit other specific practices that deviate from prescribed practices.

     Prior to 2001, the Commissioner had provided the Company approval to
recognize as an admitted asset the pension plan prepaid expense in accordance
with the requirements of SFAS No. 87, "Employers' Accounting for Pensions."
Beginning in 2001, the Commissioner has provided the Company with approval to
phase-in over a three-year period the impact of implementing the material
provisions of statutory SSAP No. 8, "Pensions." As a result of this permitted
practice, the Company's reported statutory surplus as of December 31, 2001 is
increased by $319.5 million over what it would be under NAIC SAP. Statutory net
income is not impacted by this permitted practice.

     In addition, during 2000 and 1999, the Company received permission from the
Commonwealth of Massachusetts Division of Insurance to record its Asset
Valuation Reserve in excess of the prescribed maximum reserve level by $36.7
million and $48.0 million at December 31, 2000 and 1999, respectively. There are
no other material permitted practices.

                                       118



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 12. SHAREHOLDER'S EQUITY (CONTINUED)

     Statutory net income and surplus include the accounts of the Company and
its variable life insurance subsidiary, John Hancock Variable Life Insurance
Company, including its wholly-owned subsidiary, Investors Partner Life Insurance
Company. Investors Guaranty Life Insurance Company, a former subsidiary of the
Company, was sold in 2001, and its statutory net income for the period January
1, 2001 to May 22, 2001 and for the years 2000 and 1999, and its statutory
surplus at December 31, 2000 and 1999, are included in the table below.



                                        AS OF OR FOR THE YEARS ENDED DECEMBER 31

                                            2001           2000           1999
                                            ----           ----           ----
                                                      (IN MILLIONS)
                                                               
Statutory surplus ....................    $3,513.6       $3,700.5       $3,456.7
Statutory net income..................       631.4          617.6          573.2


     Massachusetts has enacted laws governing the payment of dividends by
insurers. Under Massachusetts insurance law, no insurer may pay any shareholder
dividends from any source other than statutory unassigned funds without the
prior approval of the Massachusetts Division of Insurance. Massachusetts law
also limits the dividends an insurer may pay in any twelve month period, without
the prior permission of the Massachusetts Division of Insurance, to the greater
of (i) 10% of its statutory policyholders' surplus as of the preceding December
31 or (ii) the individual company's statutory net gain from operations for the
preceding calendar year, if such insurer is a life company.

NOTE 13. SEGMENT INFORMATION

     The Company's reportable segments are strategic business units offering
different products and services. The reportable segments are managed separately,
as they focus on different products, markets or distribution channels.

 Protection Segment

     Offers a variety of individual life insurance and individual and group
long-term care insurance products, including participating whole life, term
life, universal life, variable life, and retail and group long-term care
insurance. Products are distributed through multiple distribution channels,
including insurance agents and brokers and alternative distribution channels
that include banks, financial planners, direct marketing and the Internet.

 Asset Gathering Segment

     Offers individual annuities and mutual fund products and services.
Individual annuities consist of fixed deferred annuities, fixed immediate
annuities, single premium immediate annuities, and variable annuities. Mutual
fund products and services primarily consist of open-end mutual funds and closed
end funds. This segment distributes its products through distribution channels
including insurance agents and brokers affiliated with the Company, securities
brokerage firms, financial planners, and banks.

 Guaranteed and Structured Financial Products (G&SFP) Segment

  Offers a variety of retirement products to qualified defined benefit plans,
defined contribution plans and non-qualified buyers. The Company's products
include guaranteed investment contracts, funding agreements, single premium
annuities, and general account participating annuities and fund type products.
These contracts provide non-guaranteed, partially guaranteed, and fully
guaranteed investment options through general and separate account products. The
segment distributes its products through a combination of dedicated regional
representatives, pension consultants and investment professionals.

                                      119



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 13. SEGMENT INFORMATION (CONTINUED)

 Investment Management Segment

     Offers a wide range of investment management products and services to
investors covering a variety of private and publicly traded asset classes
including fixed income, equity, mortgage loans, and real estate. This segment
distributes its products through a combination of dedicated sales and marketing
professionals, independent marketing specialists, and investment professionals.

 Corporate and Other Segment

     Primarily consists of the Company's international group insurance program,
certain corporate operations, and businesses that are either disposed or in
run-off. The international group insurance program consists of an international
network of 46 insurers that coordinate and/or reinsure group life, health,
disability and pension coverage for foreign and globally mobile employees of
multinational companies in 50 countries and territories. Corporate operations
primarily include certain financing activities, income on capital not
specifically allocated to the reporting segments and certain non-recurring
expenses not allocated to the segments. The disposed businesses primarily
consist of group health insurance and related group life insurance, property and
casualty insurance and selected broker/dealer operations.

     The accounting policies of the segments are the same as those described in
the summary of significant accounting policies. Allocations of net investment
income are based on the amount of assets allocated to each segment. Other costs
and operating expenses are allocated to each segment based on a review of the
nature of such costs, cost allocations utilizing time studies, and other
relevant allocation methodologies.

     Management of the Company evaluates performance based on segment after-tax
operating income, which excludes the effect of net realized investment and other
gains (losses) and unusual or non-recurring events and transactions. Segment
after-tax operating income is determined by adjusting GAAP net income for net
realized investment and other gains (losses), including gains and losses on
disposals of businesses and certain other items which management believes are
not indicative of overall operating trends. While these items may be significant
components in understanding and assessing the Company's financial performance,
management believes that the presentation of after-tax operating income enhances
its understanding of the Company's results of operations by highlighting net
income attributable to the normal, recurring operations of the business.

     Amounts reported as segment adjustments in the tables below primarily
relate to: (i) certain net realized investment and other gains (losses), net of
related amortization adjustment for deferred policy acquisition costs, amounts
credited to participating pension contractholder accounts and policyholder
dividend obligation (the adjustment for net realized investment and other gains
(losses) excludes gains and losses from mortgage securitizations and investments
backing short-term funding agreements because management views the related gains
and losses as an integral part of the core business of those operations); (ii)
benefits to policyholders and expenses incurred relating to the settlement of a
class action lawsuit against the Company involving certain individual life
insurance policies sold from 1979 through 1996; (iii) restructuring costs
related to our distribution systems, retail operations and mutual fund
operations; (iv) the surplus tax on mutual life insurance companies which as a
stock company is no longer applicable to the Company; (v) a fourth quarter 1999
charge for uncollectible reinsurance related to certain assumed reinsurance
business; (vi) a fourth quarter 1999 charge for a group pension dividend
resulting from demutualization related asset transfers and the formation of a
corporate account; (vii) a charge for certain one time costs associated with the
demutualization process; and (viii) cumulative effect of accounting changes.

                                       120



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 13.  SEGMENT INFORMATION (CONTINUED)

  The following table summarizes selected financial information by segment for
the year ended or as of December 31 and reconciles segment revenues and segment
after-tax operating income to amounts reported in the consolidated statements of
income (in millions):



                                                                 ASSET                 INVESTMENT  CORPORATE
2001                                               PROTECTION  GATHERING     G&SFP     MANAGEMENT  AND OTHER   CONSOLIDATED
- ----                                               ----------  ----------  ----------  ----------  ---------  -------------
                                                                                            
REVENUES:
Segment revenues .............................     $ 3,054.7   $ 1,155.0   $ 2,369.5   $  143.2    $  650.6     $ 7,373.0
Net realized investment and other
 gains (losses) ..............................         (98.1)      (54.8)     (121.1)      (0.2)       25.2        (249.0)
                                                   ---------   ---------   ---------   --------    --------     ---------
Revenues .....................................     $ 2,956.6   $ 1,100.2   $ 2,248.4   $  143.0    $  675.8     $ 7,124.0
                                                   =========   =========   =========   ========    ========     =========
Net investment income ........................     $ 1,258.5   $   498.5   $ 1,834.5   $   28.7    $   26.0     $ 3,646.2
NET INCOME:
Segment after-tax operating
 income ......................................         284.3       148.3       238.0       29.8        55.4         755.8
Realized investment gains
 (losses), net ...............................         (62.2)      (34.7)      (77.0)      (0.2)       16.6        (157.5)
Class action lawsuit .........................            --          --          --         --       (19.5)        (19.5)
Restructuring charges ........................          (4.4)      (17.6)       (1.2)      (0.9)       (1.3)        (25.4)
Surplus tax ..................................           9.6         0.2         2.6        0.1         0.8          13.3
Cumulative effect of accounting
 changes, net of tax .........................          11.7        (0.5)       (1.2)      (0.2)       (2.6)          7.2
                                                   ---------   ---------   ---------   --------    --------     ---------
Net income ...................................     $   239.0   $    95.7   $   161.2   $   28.6    $   49.4     $   573.9
                                                   =========   =========   =========   ========    ========     =========
SUPPLEMENTAL INFORMATION:
Inter-segment revenues .......................            --          --          --   $   28.0    $  (28.0)           --
Equity in net income of investees
 accounted for by the equity
 method ......................................     $    12.9   $     7.0   $    24.8        6.9         4.8     $    56.4
Amortization of deferred policy
 acquisition costs ...........................         171.3        75.0         2.4         --         0.3         249.0
Interest expense .............................           0.9         1.9          --       12.4        43.8          59.0
Income tax expense ...........................         108.8        35.0        71.0       16.2       (30.3)        200.7
Segment assets ...............................      28,912.5    14,740.5    32,253.9    2,049.8     3,168.0      81,124.7

                                       121



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 13.  SEGMENT INFORMATION (CONTINUED)



                                                                      ASSET              INVESTMENT  CORPORATE
2001                                                    PROTECTION  GATHERING   G&SFP    MANAGEMENT  AND OTHER   CONSOLIDATED
- ----                                                    ----------  ---------  --------  ----------  ---------  --------------
                                                                                   (IN MILLIONS)
                                                                                              
NET REALIZED INVESTMENT AND OTHER
 GAINS (LOSSES) DATA:
Net realized investment and other
 gains (losses) ...................................      $(122.9)    $(76.4)   $ (78.8)    $ 3.0      $25.2        $(249.9)
Less amortization of deferred
 policy acquisition costs related
 to net realized investment and
 other gains (losses) .............................          7.8       21.6         --        --         --           29.4
Less amounts credited to
 participating pension
 contractholder accounts ..........................           --         --      (42.3)       --         --          (42.3)
Add amounts credited to the
 policyholder dividend obligation .................         17.0         --         --        --         --           17.0
                                                         -------     ------    -------     -----      -----        -------
Net realized investment and other
 gains (losses), net of related
 amortization of deferred policy
 acquisition costs, amounts
 credited to participating pension
 contractholders and amounts
 credited to the policyholder
 dividend obligation- per the
 consolidated financial statements ................        (98.1)     (54.8)    (121.1)      3.0       25.2         (245.8)
Less net realized investment and
 other gains (losses) attributable to
 mortgage securitizations .........................           --         --         --      (3.2)        --           (3.2)
                                                         -------     ------    -------     -----      -----        -------
Net realized investment and other
 gains (losses), net-pre-tax
 adjustment made to calculate
 segment operating income .........................        (98.1)     (54.8)    (121.1)     (0.2)      25.2         (249.0)
Less income tax effect ............................         35.9       20.1       44.1        --       (8.6)          91.5
                                                         -------     ------    -------     -----      -----        -------
Net realized investment and other
 gains (losses), net-after-tax
 adjustment made to calculate
 segment operating income .........................      $ (62.2)    $(34.7)   $ (77.0)    $(0.2)     $16.6        $(157.5)
                                                         =======     ======    =======     =====      =====        =======


                                       122



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 13.  SEGMENT INFORMATION (CONTINUED)



                                                                      ASSET                 INVESTMENT  CORPORATE
2000                                                    PROTECTION  GATHERING     G&SFP     MANAGEMENT  AND OTHER   CONSOLIDATED
- ----                                                    ----------  ----------  ----------  ----------  ---------  -------------
                                                                                     (IN MILLIONS)
                                                                                                 
REVENUES:
Segment revenues ................................       $ 2,887.0   $ 1,195.9   $ 2,427.2    $  212.0   $  577.0     $ 7,299.1
Net realized investment and
 other gains (losses) ...........................           (24.4)       15.4       (64.7)        7.1      141.7          75.1
                                                        ---------   ---------   ---------    --------   --------     ---------
Revenues ........................................       $ 2,862.6   $ 1,211.3   $ 2,362.5    $  219.1   $  718.7     $ 7,374.2
                                                        =========   =========   =========    ========   ========     =========
Net investment income ...........................       $ 1,196.3   $   445.8   $ 1,741.9    $   22.7   $  157.2     $ 3,563.9
NET INCOME:
Segment after-tax operating income ..............           238.8       128.8       211.6        46.8       82.4         708.4
Realized investment gains
 (losses), net ..................................           (18.2)       18.6       (40.5)        4.4       87.3          51.6
Restructuring charges ...........................            (6.7)       (1.4)       (2.6)         --       (1.3)        (12.0)
Surplus tax .....................................            20.8         0.6         6.5          --       18.1          46.0
Demutualization expenses ........................             1.6         0.4         0.4          --        0.1           2.5
Other demutualization related costs .............            (6.8)       (1.3)       (1.7)         --       (0.2)        (10.0)
Group pension dividend transfer .................              --          --         5.7          --         --           5.7
                                                        ---------   ---------   ---------    --------   --------     ---------
Net income ......................................       $   229.5   $   145.7   $   179.4    $   51.2   $  186.4     $   792.2
                                                        =========   =========   =========    ========   ========     =========
SUPPLEMENTAL INFORMATION:
Inter-segment revenues ..........................              --          --          --    $   39.1   $  (39.1)           --
Equity in net income of investees
 accounted for by the equity method .............       $     7.5   $     3.5   $    11.2        16.8      104.8     $   143.8
Amortization of deferred policy
 acquisition costs ..............................           106.0        78.8         2.6          --       (0.3)        187.1
Interest expense ................................             2.9         3.5         1.0        12.1       43.1          62.6
Income tax expense ..............................            82.0        57.9        78.3        35.2       55.5         308.9
Segment assets ..................................       $27,091.5   $14,067.2   $31,161.1    $3,124.5   $2,967.7     $78,412.0


                                       123



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 13.  SEGMENT INFORMATION (CONTINUED)



                                                                      ASSET              INVESTMENT  CORPORATE
2000                                                    PROTECTION  GATHERING   G&SFP    MANAGEMENT  AND OTHER   CONSOLIDATED
- ----                                                    ----------  ---------  --------  ----------  ---------  --------------
                                                                                   (IN MILLIONS)
                                                                                              
NET REALIZED INVESTMENT AND OTHER GAINS (LOSSES) DATA:
Net realized investment and other
 gains (losses) .................................        $ (23.2)    $ 18.9    $ (57.8)   $ 10.3     $ 141.7       $  89.9
Less amortization of deferred policy
 acquisition costs related to net
 realized investment and other
 gains (losses) .................................           12.9       (3.5)        --        --          --           9.4
Less amounts credited to
 participating pension
 contractholder accounts ........................             --         --       (6.9)       --          --          (6.9)
Less amounts credited to
 policyholder dividend
 obligation .....................................          (14.1)        --         --        --          --         (14.1)
                                                         -------     ------    -------    ------     -------       -------
Net realized investment and other
 gains (losses), net of related
 amortization of deferred policy
 acquisition costs, amounts
 credited to participating pension
 contractholders and amounts
 credited to the policyholder
 dividend obligation- per
 consolidated financial
 statements .....................................          (24.4)      15.4      (64.7)     10.3       141.7          78.3
Less net realized investment and
 other gains (losses) attributable
 to mortgage securitizations ....................             --         --         --      (3.2)         --          (3.2)
                                                         -------     ------    -------    ------     -------       -------
Net realized investment and other
 gains (losses), net-pre-tax
 adjustment made to calculate
 segment operating income .......................          (24.4)      15.4      (64.7)      7.1       141.7          75.1
Less income tax effect ..........................            6.2        3.2       24.2      (2.7)      (54.4)        (23.5)
                                                         -------     ------    -------    ------     -------       -------
Net realized investment and other
 gains (losses), net-after-tax
 adjustment made to calculate
 segment operating income .......................        $ (18.2)    $ 18.6    $ (40.5)   $  4.4     $  87.3       $  51.6
                                                         =======     ======    =======    ======     =======       =======


                                       124



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 13.  SEGMENT INFORMATION (CONTINUED)



                                                             ASSET                 INVESTMENT  CORPORATE
1999                                           PROTECTION  GATHERING     G&SFP     MANAGEMENT  AND OTHER   CONSOLIDATED
- ----                                           ----------  ----------  ----------  ----------  ---------  -------------
                                                                            (IN MILLIONS)
                                                                                        
REVENUES:
Segment revenues ...........................   $ 2,756.9   $ 1,057.3   $ 2,028.2   $  189.9    $  532.4     $ 6,564.7
Net realized investment and other
 gains (losses) ............................       173.6       (11.0)       93.3        3.1       (61.7)        197.3
                                               ---------   ---------   ---------   --------    --------     ---------
Revenues ...................................   $ 2,930.5   $ 1,046.3   $ 2,121.5   $  193.0    $  470.7     $ 6,762.0
                                               =========   =========   =========   ========    ========     =========
Net investment income ......................   $ 1,101.9   $   388.6   $ 1,681.3   $   45.9    $  121.2     $ 3,338.9
NET INCOME:
Segment after-tax operating
 income ....................................       188.7       115.1       201.7       37.3        45.6         588.4
Realized investment gains
 (losses), net .............................       108.6        (6.9)       58.4        2.0       (45.6)        116.5
Class action lawsuit .......................          --          --          --         --       (91.1)        (91.1)
Restructuring charges ......................        (8.6)       (7.3)       (0.6)        --        (0.5)        (17.0)
Surplus tax ................................       (12.5)       (1.0)       (6.5)        --        (2.3)        (22.3)
Workers compensation reinsurance
 reserves ..................................          --          --          --         --      (133.7)       (133.7)
Group pension dividend transfer ............          --          --      (205.8)        --          --        (205.8)
Demutualization expenses ...................       (61.3)      (13.0)      (16.1)        --        (2.2)        (92.6)
Other demutualization related costs ........        (4.6)       (0.9)       (1.1)        --        (0.2)         (6.8)
Cumulative effect of accounting
 change ....................................          --        (9.6)         --       (0.1)         --          (9.7)
                                               ---------   ---------   ---------   --------    --------     ---------
Net income .................................   $   210.3   $    76.4   $    30.0   $   39.2    $ (230.0)    $   125.9
                                               =========   =========   =========   ========    ========     =========
SUPPLEMENTAL INFORMATION:
Inter-segment revenues .....................          --          --          --   $   43.6    $  (43.6)           --
Equity in net income of
 investees accounted
for by the equity method ...................   $    46.2   $    (0.3)  $    14.3        3.5         1.4     $    65.1
Amortization of deferred
 policy acquisition costs ..................        69.2        53.5         3.1         --        (0.8)        125.0
Interest expense ...........................         0.7         6.2          --        5.3        57.9          70.1
Income tax expense (credit) ................       138.9        52.6        (7.5)      26.5      (129.0)         81.5
Segment assets .............................   $25,372.1   $14,297.2   $30,370.5   $3,531.4    $2,488.7     $76,059.9


                                       125



                       JOHN HANCOCK LIFE INSURANCE COMPANY

      NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 13. SEGMENT INFORMATION (CONTINUED)



                                                          ASSET             INVESTMENT  CORPORATE
1999                                        PROTECTION  GATHERING   G&SFP   MANAGEMENT  AND OTHER  CONSOLIDATED
- ----                                        ----------  ---------  -------  ----------  ---------  ------------
                                                                        (IN MILLIONS)
                                                                                 
NET REALIZED INVESTMENT AND
 OTHER GAINS (LOSSES) DATA:
Net realized investment and other
 gains (losses) .........................      $228.4     $(16.1)  $ 97.4      $ 6.6      $(61.7)      $254.6
Less amortization of deferred
 policy acquisition costs related
 to net realized investment and
 other gains (losses) ...................       (54.8)       5.1       --         --          --        (49.7)
Less amounts credited to
 participating pension
 contractholder accounts ................          --         --    (35.3)        --          --        (35.3)
                                               ------     ------   ------      -----      ------       ------
Net realized investment and other
 gains (losses), net of related
 amortization of deferred policy
 acquisition costs and
 amounts credited to participating
 pension contractholders - per
 consolidated financial statements ......       173.6      (11.0)    62.1        6.6       (61.7)       169.6
Less net realized investment and
 other gains (losses) attributable
 to mortgage securitizations
 and investments backing
 short-term funding agreements ..........          --         --     31.2       (3.5)         --         27.7
Less gain on sale of business ...........          --         --       --         --       (33.0)       (33.0)
                                               ------     ------   ------      -----      ------       ------
Net realized investment and
 other gains (losses), net-pre-tax
 adjustment made to calculate
 segment operating income ...............       173.6      (11.0)    93.3        3.1       (94.7)       164.3
Less income tax effect ..................       (65.0)       4.1    (34.9)      (1.1)       49.1        (47.8)
                                               ------     ------   ------      -----      ------       ------
Net realized investment and other
 gains (losses), net-after-tax
 adjustment made to calculate
 segment operating income ...............      $108.6     $ (6.9)  $ 58.4      $ 2.0      $(45.6)      $116.5
                                               ======     ======   ======      =====      ======       ======


                                       126



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 13. SEGMENT INFORMATION (CONTINUED)

     The Company operates primarily in the United States and also in Indonesia.
In addition, the international group insurance program consists of a network of
46 insurers that coordinate and/or reinsure group life, health, disability and
pension coverage for foreign and globally mobile employees of multinational
companies in 50 countries and territories. The following table summarizes
selected financial information by geographic location for the year ended or at
December 31:



                                                                INCOME BEFORE
                                                                 INCOME TAXES
                                                                AND CUMULATIVE
                                       LONG-LIVED                 EFFECT OF
LOCATION                     REVENUES    ASSETS     ASSETS    ACCOUNTING CHANGES
- --------                     --------  ----------  ---------  ------------------
                                                (IN MILLIONS)
                                                  
2001
United States ............   $6,917.4    $533.8    $81,052.9        $  761.4
Foreign - other ..........      206.6       0.6         71.8             6.0
                             --------    ------    ---------        --------
                             $7,124.0    $534.4    $81,124.7        $  767.4
                             ========    ======    =========        ========
2000
United States ............   $7,201.4    $419.6    $78,346.9        $1,093.4
Foreign - other ..........      172.8       0.3         65.1             7.7
                             --------    ------    ---------        --------
                             $7,374.2    $419.9    $78,412.0        $1,101.1
                             ========    ======    =========        ========
1999
United States ............   $6,573.0    $440.0    $75,993.0        $  211.2
Foreign - other ..........      189.0       0.4         66.9             5.9
                             --------    ------    ---------        --------
                             $6,762.0    $440.4    $76,059.9        $  217.1
                             ========    ======    =========        ========


     The Company has no reportable major customers and revenues are attributed
to countries based on the location of customers.

NOTE 14.  FAIR VALUE OF FINANCIAL INSTRUMENTS

     The following discussion outlines the methodologies and assumptions used to
determine the fair value of the Company's financial instruments. The aggregate
fair value amounts presented herein do not represent the underlying value of the
Company and, accordingly, care should be exercised in drawing conclusions about
the Company's business or financial condition based on the fair value
information presented herein.

     The following methods and assumptions were used by the Company to determine
the fair values of financial instruments:

          Fair values for publicly traded fixed maturities (including redeemable
     preferred stocks) are obtained from an independent pricing service. Fair
     values for private placement securities and fixed maturities not provided
     by the independent pricing service are estimated by the Company by
     discounting expected future cash flows using a current market rate
     applicable to the yield, credit quality and maturity of the investments.
     The fair value for equity securities is based on quoted market prices.

                                       127



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 14.  FAIR VALUE OF FINANCIAL INSTRUMENTS

          The fair value for mortgage loans on real estate is estimated using
     discounted cash flow analyses using interest rates adjusted to reflect the
     credit characteristics of the loans. Mortgage loans with similar
     characteristics and credit risks are aggregated into qualitative categories
     for purposes of the fair value calculations. Fair values for impaired
     mortgage loans are measured based either on the present value of expected
     future cash flows discounted at the loan's effective interest rate or the
     fair value of the underlying collateral for loans that are collateral
     dependent.

          The carrying amount in the balance sheet for policy loans, short-term
     investments and cash and cash equivalents approximates their respective
     fair values.

          The fair value of the Company's long-term debt is estimated using
     discounted cash flows based on the Company's incremental borrowing rates
     for similar types of borrowing arrangements. Carrying amounts for
     commercial paper and short-term borrowings approximate fair value.

          Fair values for the Company's guaranteed investment contracts and
     funding agreements are estimated using discounted cash flow calculations
     based on interest rates currently being offered for similar contracts with
     maturities consistent with those remaining for the contracts being valued.
     The fair value for fixed-rate deferred annuities is the cash surrender
     value, which represents the account value less applicable surrender
     charges. Fair values for immediate annuities without life contingencies and
     supplementary contracts without life contingencies are estimated based on
     discounted cash flow calculations using current market rates.

          The Company's derivatives include futures contracts, interest rate
     swap, cap and floor agreements, swaptions, currency rate swap agreements
     and equity collar agreements. Fair values for these contracts are based on
     current settlement values. These values are based on quoted market prices
     for the financial futures contracts and brokerage quotes that utilize
     pricing models or formulas using current assumptions for all swaps and
     other agreements.

          The fair value for commitments approximates the amount of the initial
     commitment.

                                       128


                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 14. FAIR VALUE OF FINANCIAL INSTRUMENTS

     The following table presents the carrying amounts and fair values of the
Company's financial instruments:



                                                                       DECEMBER 31
                                                        ------------------------------------------
                                                                2001                  2000
                                                        --------------------  --------------------
                                                        CARRYING     FAIR     CARRYING     FAIR
                                                          VALUE      VALUE      VALUE      VALUE
                                                        ---------  ---------  ---------  ---------
                                                                       (IN MILLIONS)
                                                                              
ASSETS
 Fixed maturities:
   Held-to-maturity ..................................  $ 1,923.5  $ 1,908.2  $14,145.1  $13,965.8
   Available-for-sale ................................   36,072.1   36,072.1   15,925.4   15,925.4
 Equity securities:
   Available-for-sale ................................      562.3      562.3      846.1      846.1
   Trading securities ................................        1.4        1.4        1.6        1.6
 Mortgage loans on real estate .......................    9,667.0   10,215.0    9,659.4   10,075.2
 Policy loans ........................................    1,927.0    1,927.0      447.9      447.9
 Short-term investments ..............................       78.6       78.6      174.9      174.9
 Cash and cash equivalents ...........................    1,025.3    1,025.3    2,966.3    2,966.3
Derivatives:
 Futures contracts, net ..............................         --         --      (14.8)     (14.8)
 Interest rate swap agreements .......................       24.9       24.9     (178.2)    (296.8)
 Interest rate swap CMT ..............................        7.5        7.5         --         --
 Interest rate cap agreements ........................        3.6        3.6        0.1        0.1
 Interest rate floor agreements ......................       56.5       56.5         --         --
 Interest rate swaption agreements ...................         --         --       (1.3)      (1.3)
 Currency rate swap agreements .......................      401.6      401.6       11.4       11.4
 Equity collar agreements ............................       16.7       16.7       11.7       11.7

LIABILITIES:
 Debt ................................................      743.3      758.8      779.3      771.5
 Guaranteed investment contracts and
  funding agreements .................................   16,142.7   15,947.0   14,333.9   13,953.8
 Fixed rate deferred and immediate annuities .........    6,212.2    6,123.3    5,195.2    5,101.3
 Supplementary contracts without life contingencies...       54.4       58.4       60.0       63.1
Derivatives:
 Futures contracts, net ..............................        0.9        0.9        1.4        1.4
 Interest rate swap agreements .......................      420.3      420.3         --      114.3
 Interest rate swap CMT ..............................         --         --         --       (5.2)
 Interest rate cap agreements ........................         --         --        2.1        2.1
 Interest rate floor agreements ......................         --         --       59.0       59.0
 Interest rate swaption agreements ...................        1.3        1.3         --         --
 Currency rate swap agreements .......................      318.2      318.2         --     (473.0)
 Equity collar agreements ............................       18.9       18.9         --         --
 Commitments .........................................         --   (1,241.3)        --   (1,694.2)


                                       129



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 15. STOCK COMPENSATION PLANS

     On January 5, 2000, the Company, as sole shareholder of John Hancock
Financial Services, Inc., approved and adopted the 1999 Long-Term Stock
Incentive Plan (the Incentive Plan), which originally had been approved by the
Board of Directors (the Board) of the Company on August 31, 1999. Under the
Incentive Plan, which became effective on February 1, 2000, the effective date
of the Plan of Reorganization of the Company, options of JHFS common stock
granted may be either non-qualified options or incentive stock options
qualifying under Section 422 of the Internal Revenue Code. The Incentive Plan
objectives include attracting and retaining the best personnel, providing for
additional performance incentives, and promoting the success of the Company by
providing employees the opportunity to acquire JHFS' common stock. In 2001,
JHFS' Board adopted and the shareholders approved the amended and restated 1999
Long-Term Stock Incentive Plan (as amended, the Long-Term Stock Incentive Plan)
and the Non-Employee Directors Long-Term Stock Incentive Plan (the Directors'
Plan, collectively, the Incentive Plans).

     The maximum number of shares of JHFS common stock available under the
Long-Term Stock Incentive Plan is 40,741,403. Of these, no more than 8,148,281
shares shall be available for stock awards, and the maximum number of shares
that may be granted as incentive stock options is 32,593,122 shares. The
aggregate number of shares that may be covered by awards for any one participant
over the period that the Long-Term Stock Incentive Plan is in effect shall not
exceed 8,148,281 shares. Subject to these overall limits, there is no annual
limit on the number of stock options or stock awards that may be granted in any
one year.

     The maximum number of shares available in the Non-Employee Directors'
Long-Term Stock Incentive Plan is 1,000,000 shares of common stock. Pursuant to
the Non-Employee Directors' Long-Term Stock Incentive Plan, each director
receives 50% of the annual retainer paid to eligible directors in the form of
stock awards. If a director elects to have the remaining 50% of their retainer
invested in shares of the JHFS' common stock through purchases on the open
market, JHFS grants a partial matching stock award, which is forfeitable within
three years prior to a change of control if his/her service as a director
terminates (other than for death, disability or retirement). In addition, on
shareholder approval of the Non-Employee Directors' Long-Term Stock Incentive
Plan, each director received a non-qualified stock option award of 15,000 shares
and annually thereafter will receive non-qualified stock option awards for 5,000
shares (except that each new director shall receive an option exercisable for
15,000 shares and will not be eligible for an annual grant in the same year.)

     The Incentive Plans have options exercisable at the dates listed in the
table below. JHFS granted 11.0 million options to the Company's employees during
the year ended December 31, 2001. Options outstanding under the Long-Term Stock
Incentive Plan were granted at a price equal to the fair market value of the
stock on the date of grant, vest over a two-year period, and expire five years
after the grant date. Options outstanding under the Non-Employee Director's Long
Term Stock Incentive Plan were granted at a price equal to the fair market value
of the stock on the date of grant, vest immediately, and expire five years after
grant date.

                                       130



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 15. STOCK COMPENSATION PLANS

     The status of JHFS stock options held by the Company's employees under the
Long-Term Stock Incentive Plan and by Directors of the Company under the
Non-Employee Directors' Long-Term Stock Incentive Plan are summarized below as
of December 31:



                                                            WEIGHTED-
                                                             AVERAGE       SHARES SUBJECT       WEIGHTED-
                                            NUMBER OF     EXERCISE PRICE   TO EXERCISABLE   AVERAGE EXERCISE
                                             OPTIONS        PER OPTION         OPTIONS      PRICE PER OPTION
                                          --------------  --------------   --------------   ----------------
                                          (IN THOUSANDS)                   (IN THOUSANDS)
                                                                                
Outstanding at February 1, 2000                    --             --
 Granted ................................     4,165.0         $14.06
 Exercised ..............................         0.2          13.94
 Canceled ...............................       275.8          13.94
                                             --------         ------
Outstanding at December 31, 2000              3,889.0         $14.07
                                             ========         ======
 Granted ...............................     10,992.1          35.96
 Exercised .............................        746.3          14.05
 Canceled ..............................        984.8          29.61
                                             --------         ------           -------             ------
Outstanding at December 31, 2001             13,150.0         $31.21           2,270.5             $26.03
                                             ========         ======           =======             ======


     The Company accounts for stock-based compensation using the intrinsic value
method prescribed by APB Opinion No. 25, under which no compensation cost for
stock options is recognized for stock option awards granted at or above fair
market value, with the exception of the Signator Stock Option Program. Had
compensation expense for the remaining Company's stock-based compensation plans
been determined based upon fair values at the grant dates for awards under the
plan in accordance with SFAS No. 123, the Company's net earnings would have been
reduced to the pro forma amounts indicated below. Additional stock option awards
are anticipated in future years. The effects of applying SFAS No. 123 on
proforma disclosures of net income indicated below are not likely to be
representative of the pro-forma effects on net income in future years for the
following reasons: 1) the number of future shares to be issued under these plans
is not known, 2) the effect of an additional year of vesting options granted in
prior years is not considered in the assumptions and 3) the assumptions used to
determine the fair value can vary significantly.

     The Black-Scholes option valuation model was developed for use in
estimating fair value of traded options, which have no vesting restrictions and
are fully transferable. In addition, option valuation models require input of
highly subjective assumptions including the expected stock price volatility.
Because the JHFS stock options granted to the employees of the Company have
characteristics significantly different from those of traded options, and
because changes in the subjective input assumptions can materially affect the
fair value estimate, in management's opinion, the existing models do not
necessarily provide a reliable single measure of the fair value of the employee
stock options.

     The estimated weighted-average fair value per share using the Black-Scholes
option valuation model is $9.24 and $3.66, respectively, for the years ending
December 31, 2001 and 2000, using the following assumptions:



                                  2001             2000
                               -----------     ------------
                                         
Expected term .............     3-5 years       2 -5 years
Risk free rate (1).........     4.6%-6.0%       4.8%-5.6%
Dividend yield.............        1.0%            1.8%
Expected volatility........       32.0 %          24.0 %


(1) Dependent on grant date.

                                       131



                       JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 15. STOCK COMPENSATION PLANS (CONTINUED)

     For the purposes of pro forma disclosures, the estimated fair value of the
options is amortized to expense over the options' vesting period. The Company's
pro forma information follows:



                                                  YEAR ENDED           FOR THE PERIOD
                             YEAR ENDED        DECEMBER 31, 2000     FEBRUARY 1 THROUGH
                          DECEMBER 31, 2001  PRO FORMA (UNAUDITED)   DECEMBER 31, 2000
                          -----------------  ---------------------  --------------------
                                                 (IN MILLIONS)
                                                           
Net income:
 As reported............        $573.9               $792.2                 $750.3
 Pro forma (unaudited)..         540.6                790.0                  748.8


     The following table summarizes information about JHFS' stock options held
by the Company's employees, outstanding at December 31, 2001:



                 NUMBER OF     WEIGHTED-AVERAGE                      NUMBER OF
  RANGE OF        OPTIONS         REMAINING      WEIGHTED-AVERAGE   EXERCISABLE     WEIGHTED-AVERAGE
   EXERCISE     OUTSTANDING    CONTRACTUAL LIFE   EXERCISE PRICE     OPTIONS AT    EXERCISE PRICE PER
    PRICE       AT 12/31/01        (YEARS)          PER OPTION        12/31/01     EXERCISABLE OPTION
- -------------  --------------  ----------------  ----------------  --------------  ------------------
               (IN THOUSANDS)                                      (IN THOUSANDS)
                                                                    
$12.29-$16.39      2,849.3           3.2              $13.94           1,013.9           $13.94
$20.49-$24.58         35.2           3.6               23.59              16.6            23.59
$32.78-$36.88      9,240.0           4.1               35.55           1,045.0            35.53
$36.88-$40.98      1,025.5           4.4               39.31             195.0            38.18
                  --------           ---              ------           -------           ------
                  13,150.0           3.9              $30.92           2,270.5           $26.03
                  ========           ===              ======           =======           ======


     In February 2001, JHFS implemented the Signator Stock Options Grant
Program, under the Long-Term Stock Incentive Plan. The program granted 339,307
stock options to non-employee general agents (agents) at the market price of
$35.53 per share. The stock options vest over a two-year period, subject to
continued participation in the JHFS sales program and attainment of established,
individual sales goals. After one year of vesting, an agent is allowed to
exercise 50% of the stock options granted. The Company amortizes compensation
expense for the grant over a 24-month period commencing on grant date at a fair
value of $9.24 per option determined by the Black-Scholes option valuation
model. Total expense recognized for the year ended December 31, 2001, is $1.3
million. The total grant date fair value of the stock options granted under the
program from January 1, 2001 through December 31, 2001, is $3.1 million. During
2001, 4,737 stock options were forfeited with a total grant date price of $0.01
million. The outstanding option balance in the Signator Grant Program is 334,570
at December 31, 2001.

     On March 13, 2000, JHFS granted 281,084 shares of non-vested stock to key
Company personnel at a weighted- average grant price of $14.34 per share. These
grants of non-vested stock are forfeitable and vest at three or five years of
service within the Company. The Company recognizes compensation expense
immediately, as the grants are based on historical compensation. The total
grant-date price of the non-vested stock granted from January 1, 2000 through
December 31, 2000 is $4.0 million. During 2001 and 2000, 12,142 and 50,837
shares of this non-vested stock were forfeited with a total grant date price of
$0.2 million and $0.7 million, respectively. The outstanding share balance in
the 2000 plan is 218,105 as of December 31, 2001.

                                       132



                      JOHN HANCOCK LIFE INSURANCE COMPANY

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 15.  STOCK COMPENSATION PLANS (CONTINUED)

     On February 12, March 12 and March 15, 2001, JHFS granted an aggregate
265,391 total shares of non-vested stock to key Company personnel. The program
was funded with cash and the shares were purchased on the open market at the
weighted-average grant price of $37.22 per share. These grants of non-vested
stock are forfeitable and vest at three years of service within the Company. The
Company recognizes compensation expense immediately, as the grants are based on
historical compensation. The total grant-date price of the non-vested stock
granted from January 1, 2001 through December 31, 2001 is $9.9 million. During
2001, 16,414 shares of non-vested stock were forfeited with a total grant-date
price of $0.6 million. The outstanding share balance in the 2001 plan is
248,977.

     During 2001, JHFS granted 72,749 shares of non-vested stock to Company
executive officers at a weighted-average grant price of $35.72 per share. These
grants of non-vested stock are forfeitable and vest at three or five years of
service within the Company. The Company amortizes compensation expense for the
grant over the vesting period. Total amortization for the period ending December
31, 2001, is $0.3 million. The total grant-date price of the non-vested stock
granted from January 1, 2001 through December 31, 2001, is $2.6 million. During
2001, 14,000 shares of non-vested stock were forfeited with a total grant-date
exercise price of $0.5 million. The outstanding share balance in the Executive
Restricted Stock Compensation Plan is 58,749 at December 31, 2001.

     In 2001, JHFS issued 3,129 shares to Non-Employee Directors as payment of
50% of their quarterly retainer. These shares are not forfeitable and vest
immediately. The total grant-date price of this stock issued to the Company's
non-employee directors from January 1, 2001 through December 31, 2001 is $0.1
million. In addition, in July 2001, the Company implemented a plan that would
allow directors, at their discretion, to invest one half of their quarterly
retainer in JHFS' common stock in lieu of receiving cash. JHFS will match any
investment at a rate of 50%. The restricted stock given as matching shares, is
forfeitable and vests over three years, thus amortizes the balance to director
compensation expense over the vesting period. At December 31, 2001, 256 shares
were matched under the program at a weighted-average grant price per share of
$39.07. Total amortization expense recognized for the period ending December 31,
2001 is $0.01 million. There were no forfeitures through December 31, 2001.

     On January 9, 2002, the Compensation Committee of JHFS' Board of Directors
approved stock and stock option grants to the Policy Committee and certain key
employees of the Company. The equity grants were made in compliance with the
terms of the Long-Term Stock Incentive Plan. A total of 550.0 thousand shares of
non-vested stock was granted, with a total grant date price of $22.9 million. A
total of 6.2 million options were granted, with a grant date fair value of
$12.57 per option as determined by the Black-Scholes option valuation model.

  On February 5, 2002, the Compensation Committee of JHFS' Board of Directors
approved stock grants to executive officers and approved stock and stock option
grants to certain key employees and agents of the Company.   A total of 87.4
thousand shares of non-vested stock was issued by the Company to executive
officers for cash totaling $3.3 million or $38.22 per share.  A total of 154.6
thousand shares of non-vested stock was granted to certain key personnel, with a
total grant price of $5.9 million. This program was funded with cash and the
shares were purchased on the open market at the weighted-average grant price of
$38.22 per share.  A total of 602.0 thousand options were granted, with a grant
date price of $11.34 per option as determined by the Black-Scholes option
valuation model.

  Stock Ownership Loan Program

     In January 2000, JHFS adopted a loan program whereby JHFS may extend credit
to key Company executives to purchase JHFS stock in order for them to meet
mandatory stock ownership requirements. These full recourse loans bear interest
at variable rates and principal and interest are payable no later than the death
of the executive, termination of employment or five years. As of December 31,
2001 and 2000, these amounts loaned by JHFS to Company executives were $2.9
million and $3.6 million, respectively.

                                       133



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                     SCHEDULE I -- SUMMARY OF INVESTMENTS -
                    OTHER THAN INVESTMENTS IN RELATED PARTIES
                             AS OF DECEMBER 31, 2001
                                  (IN MILLIONS)



                  COLUMN A                                   COLUMN B    COLUMN C      COLUMN D

                                                                                       AMOUNT AT
                                                                                      WHICH SHOWN
                                                                                        IN THE
                                                                                     CONSOLIDATED
TYPE OF INVESTMENT                                           COST (2)     VALUE     BALANCE SHEET
- ------------------                                          ---------   ---------  ---------------
                                                                          
FIXED MATURITY SECURITIES, AVAILABLE-FOR-SALE:
Bonds:
United States government and government agencies
 and authorities ........................................   $   332.7   $   330.1      $   330.1
States, municipalities and political subdivisions .......       202.6       206.9          206.9
Foreign governments .....................................       457.0       497.8          497.8
Public utilities ........................................     3,178.5     3,198.0        3,198.0
Convertibles and bonds with warrants attached ...........       496.7       503.5          503.5
All other corporate bonds ...............................    30,405.2    30,644.0       30,644.0
Certificates of deposits ................................          --          --             --
Redeemable preferred stock ..............................       705.3       691.8          691.8
                                                            ---------   ---------      ---------
Total fixed maturity securities, available-for-sale .....   $35,778.0   $36,072.1      $36,072.1
                                                            ---------   ---------      ---------
EQUITY SECURITIES, AVAILABLE-FOR-SALE:
Common stocks:
Public utilities ........................................          --          --             --
Banks, trust and insurance companies ....................          --          --             --
Industrial, miscellaneous and all other .................   $   307.2   $   433.7      $   433.7
Non-redeemable preferred stock ..........................       125.9       128.6          128.6
                                                            ---------   ---------      ---------
Total equity securities, available-for-sale .............   $   433.1   $   562.3      $   562.3
                                                            ---------   ---------      ---------
FIXED MATURITY SECURITIES, HELD-TO-MATURITY:
Bonds
United States government and government agencies
 and authorities ........................................   $    25.8   $    27.2      $    25.8
States, municipalities and political subdivisions .......       509.8       499.6          509.8
Foreign governments .....................................          --          --             --
Public utilities ........................................       140.2       140.1          140.2
Convertibles and bonds with warrants attached ...........          --          --             --
All other corporate bonds ...............................     1,169.1     1,164.4        1,169.1
Certificates of deposits ................................        78.6        76.9           78.6
Redeemable preferred stock ..............................          --          --             --
                                                            ---------   ---------      ---------
Total fixed maturity securities,held-to-maturity ........   $ 1,923.5   $ 1,908.2      $ 1,923.5
                                                            ---------   ---------      ---------


     The condensed financial information should be read in conjunction with the
audited consolidated financial statements and notes thereto.

                                       134



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                     SCHEDULE I -- SUMMARY OF INVESTMENTS -
             OTHER THAN INVESTMENTS IN RELATED PARTIES (CONTINUED)
                            AS OF DECEMBER 31, 2001
                                 (IN MILLIONS)


                  COLUMN A                     COLUMN B   COLUMN C       COLUMN D

                                                                         AMOUNT AT
                                                                        WHICH SHOWN
                                                                          IN THE
                                                                       CONSOLIDATED
TYPE OF INVESTMENT                             COST (2)     VALUE     BALANCE SHEET
- ------------------                            ---------   ---------  ---------------
                                                            
EQUITY SECURITIES, TRADING:
Common stocks:
Public utilities ..........................          --          --             --
Banks, trust and insurance companies ......          --          --             --
Industrial, miscellaneous and all other ...   $     2.7   $     1.4      $     1.4
Non-redeemable preferred stock ............          --          --             --
                                              ---------   ---------      ---------
Total equity securities, trading ..........         2.7         1.4            1.4
                                              ---------   ---------      ---------
Mortgage loans on real estate, net (1)  ...     9,779.8        XXXX        9,667.0
REAL ESTATE, NET:
Investment properties (1) .................       290.0        XXXX          253.3
Acquired in satisfaction of debt (1)  .....       174.0        XXXX          127.1
Policy loans ..............................     1,927.0        XXXX        1,927.0
Other long-term investments (2) ...........     1,676.9        XXXX        1,676.9
Short-term investments ....................        78.6        XXXX           78.6
                                              ---------   ---------      ---------
Total investments .........................   $52,060.5   $38,544.0      $52,289.2
                                              =========   =========      =========


(1) Difference between Column B and Column D is primarily due to valuation
allowances due to impairments on mortgage loans on real estate and due to
accumulated depreciation. See Note 3 to the audited consolidated financial
statements.

(2) Difference between Column B and Column C is primarily due to operating gains
(losses) of investments in limited partnerships.

     The condensed financial information should be read in conjunction with the
audited consolidated financial statements and notes thereto.

                                       135



                       JOHN HANCOCK LIFE INSURANCE COMPANY

               SCHEDULE III - SUPPLEMENTARY INSURANCE INFORMATION
   AS OF DECEMBER 31, 2001, 2000 AND 1999 AND FOR EACH OF THE YEARS THEN ENDED
                                  (IN MILLIONS)



       COLUMN A                              COLUMN B    COLUMN C     COLUMN D    COLUMN E   COLUMN F

                                                          FUTURE                   OTHER
                                                          POLICY                   POLICY
                                                         BENEFITS,                 CLAIMS
                                             DEFERRED     LOSSES,                   AND
                                              POLICY      CLAIMS                  BENEFITS
                                            ACQUISITION  AND LOSS     UNEARNED    PAYABLE    PREMIUM
SEGMENT                                        COSTS     EXPENSES   PREMIUMS (1)    (1)      REVENUE
- -------                                     -----------  ---------  ------------  --------  ---------
                                                                             
2001:
Protection ..........................        $2,557.1    $18,369.2    $280.4      $102.0     $1,363.8
Asset Gathering .....................           616.2      6,689.4        --         0.1         74.8
Guaranteed & Structured
 Financial Products .................             8.8     24,375.1      65.7         4.9        483.3
Investment Management ...............              --           --        --          --           --
Corporate & Other ...................             4.2      1,284.4      (0.1)       96.8        430.0
                                             --------    ---------    ------      ------     --------
Total ...............................        $3,186.3    $50,718.1    $346.0      $203.8     $2,351.9
                                             ========    =========    ======      ======     ========
2000:
Protection ..........................        $2,455.7    $16,671.2    $262.6      $ 89.9     $1,295.5
Asset Gathering .....................           558.2      5,619.9        --        (4.5)        63.4
Guaranteed & Structured
 Financial Products .................             8.5     21,944.2      60.4         0.7        620.3
Investment Management ...............              --           --        --          --           --
Corporate & Other ...................             4.7      1,488.3       0.1       170.3        411.5
                                             --------    ---------    ------      ------     --------
Total ...............................        $3,027.1    $45,723.6    $323.1      $256.4     $2,390.7
                                             ========    =========    ======      ======     ========
1999:
Protection ..........................        $2,291.6    $15,035.0    $217.4      $112.1     $1,291.0
Asset Gathering .....................           521.5      5,166.8        --         0.2         17.2
Guaranteed & Structured
 Financial Products .................             8.4     20,310.4      56.1         0.5        298.2
Investment Management ...............              --           --        --          --           --
Corporate & Other ...................             4.8      1,882.4       0.1       171.5        415.0
                                             --------    ---------    ------      ------     --------
Total ...............................        $2,826.3    $42,394.6    $273.6      $284.3     $2,021.4
                                             ========    =========    ======      ======     ========


     The condensed financial information should be read in conjunction with the
audited consolidated financial statements and notes thereto.

                                      136



                       JOHN HANCOCK LIFE INSURANCE COMPANY

       SCHEDULE III -- SUPPLEMENTARY INSURANCE INFORMATION -- (CONTINUED)
   AS OF DECEMBER 31, 2001, 2000 AND 1999 AND FOR EACH OF THE YEARS THEN ENDED
                                  (IN MILLIONS)



       COLUMN A                       COLUMN B    COLUMN C          COLUMN D         COLUMN E

                                                                  AMORTIZATION
                                                                  OF DEFERRED
                                                                     POLICY
                                                                  ACQUISITION
                                                  BENEFITS,     COSTS EXCLUDING
                                                   CLAIMS,     AMOUNTS RELATED TO
                                        NET      LOSSES, AND      NET REALIZED         OTHER
                                     INVESTMENT  SETTLEMENT   INVESTMENT AND OTHER   OPERATING
SEGMENT                                INCOME     EXPENSES       GAINS (LOSSES)      EXPENSES
- -------                              ----------  -----------  --------------------  ----------
                                                                        
2001:
Protection .......................    $1,258.5    $1,603.3          $171.3           $  346.0
Asset Gathering ..................       498.5       441.6            75.0              452.4
Guaranteed &
 Structured
 Financial Products ..............     1,834.5     1,869.2             2.4              107.0
Investment Management ............        28.7          --              --               97.9
Corporate & Other ................        26.0       414.0             0.3              224.5
                                      --------    --------          ------           --------
Total ............................    $3,646.2    $4,328.1          $249.0           $1,227.8
                                      ========    ========          ======           ========
2000:
Protection .......................    $1,196.3    $1,550.1          $106.0           $  405.2
Asset Gathering ..................       445.8       371.3            78.8              557.2
Guaranteed & Structured
 Financial Products ..............     1,741.9     1,963.4             2.6              108.8
Investment Management ............        22.7          --              --              132.7
Corporate & Other ................       157.2       362.6            (0.3)              84.9
                                      --------    --------          ------           --------
Total ............................    $3,563.9    $4,247.4          $187.1           $1,288.8
                                      ========    ========          ======           ========
1999:
Protection .......................    $1,101.9    $1,595.0          $ 69.2           $  401.2
Asset Gathering ..................       388.6       299.3            53.5              542.1
Guaranteed & Structured
 Financial Products ..............     1,681.3     1,959.9             3.1               94.5
Investment Management ............        45.9          --              --              127.2
Corporate & Other ................       121.2       731.2            (0.8)              86.0
                                      --------    --------          ------           --------
Total ............................    $3,338.9    $4,585.4          $125.0           $1,251.0
                                      ========    ========          ======           ========


(1) Unearned premiums and other policy claims and benefits payable are included
in Column C amounts.

(2) Allocations of net investment income and certain operating expenses are
based on a number of assumptions and estimates, and reported operating results
would change by segment if different methods were applied.

     The condensed financial information should be read in conjunction with the
audited consolidated financial statements and notes thereto.

                                       137



                       JOHN HANCOCK LIFE INSURANCE COMPANY

                            SCHEDULE IV - REINSURANCE
  AS OF DECEMBER 31, 2001, 2000 AND 1999 AND FOR EACH OF THE YEARS THEN ENDED:
                                  (IN MILLIONS)



                                                                 ASSUMED                PERCENTAGE
                                                     CEDED TO     FROM                   OF AMOUNT
                                          GROSS       OTHER       OTHER       NET       ASSUMED TO
                                          AMOUNT    COMPANIES   COMPANIES    AMOUNT         NET
                                        ----------  ----------  ---------  ----------  ------------
                                                                        
2001:
Life insurance in force ...........     $282,557.8  $107,601.2  $27,940.6  $202,897.2      13.8%
                                        ==========  ==========  =========  ==========
PREMIUMS:
Life insurance ....................        2,551.6       787.6      233.2     1,997.2      11.7%
Accident and health Insurance .....          529.1       368.9      194.5       354.7      54.8%
P&C ...............................             --          --         --          --       0.0%
                                        ----------  ----------  ---------  ----------
  Total ...........................     $  3,080.7  $  1,156.5  $   427.7  $  2,351.9      18.2%
                                        ==========  ==========  =========  ==========
2000:
Life insurance in force ...........     $245,171.2  $ 49,119.2  $27,489.1  $223,541.0      12.3%
                                        ==========  ==========  =========  ==========
PREMIUMS:
Life insurance ....................        2,369.9       313.7      279.0     2,335.2      11.9%
Accident and health Insurance .....          810.4       941.3      186.4        55.5     335.9%
P&C ...............................             --          --         --          --       0.0%
                                        ----------  ----------  ---------  ----------
  Total ...........................     $  3,180.3  $  1,255.0  $   465.4  $  2,390.7      19.5%
                                        ==========  ==========  =========  ==========
1999:
Life insurance in force ...........     $283,946.1  $ 43,244.4  $29,214.6  $269,916.3      10.8%
                                        ==========  ==========  =========  ==========
PREMIUMS:
Life insurance ....................        2,074.5       408.1      139.4     1,806.1       7.7%
Accident and health Insurance .....          863.8       820.4      171.6       215.0      79.8%
P&C ...............................             --          --        0.3         0.3     100.0%
                                        ----------  ----------  ---------  ----------
  Total ...........................     $  2,938.3  $  1,228.5  $   311.3  $  2,021.4      15.4%
                                        ==========  ==========  =========  ==========


     Note: The life insurance caption represents principally premiums from
traditional life insurance and life-contingent immediate annuities and excludes
deposits on investment products and the universal life insurance products.

     The condensed financial information should be read in conjunction with the
audited consolidated financial statements and notes thereto.

                                       138


                         UNAUDITED FINANCIAL STATEMENTS


                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV


                           PERIOD ENDED JUNE 30, 2002

                                      139



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED)

                                 JUNE 30, 2002



                                                                          LARGE CAP      ACTIVE     INTERNATIONAL    SMALL CAP
                                                                           GROWTH         BOND      EQUITY INDEX      GROWTH
                                                                         SUBACCOUNT    SUBACCOUNT    SUBACCOUNT     SUBACCOUNT
                                                                         -----------  ------------  -------------  ------------
                                                                                                       
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I,
  at value...........................................................    $35,386,081  $100,025,845   $ 5,309,272    $ 4,416,308
Policy loans and accrued interest receivable ........................      2,847,141    11,870,083       419,722             --
Receivable from portfolio/JHVLICO....................................             --            --            --             --
                                                                         -----------  ------------   -----------    -----------
Total assets.........................................................     38,233,222   111,895,928     5,728,994      4,416,308
LIABILITIES
Payable to portfolio/JHVLICO.........................................            622         1,487            88             70
Asset charges payable ...............................................             --            --            --             --
                                                                         -----------  ------------   -----------    -----------
Total liabilities ...................................................            622         1,487            88             70
                                                                         -----------  ------------   -----------    -----------
                                                                         $38,232,600  $111,894,441   $ 5,728,906    $ 4,416,238
                                                                         -----------  ------------   -----------    -----------
NET ASSETS:
 Accumulation units .................................................    $38,232,600  $111,894,441   $ 5,728,906    $ 4,416,238
                                                                         -----------  ------------   -----------    -----------
 Total net assets ...................................................    $38,232,600  $111,894,441   $ 5,728,906    $ 4,416,238
                                                                         -----------  ------------   -----------    -----------
 Units outstanding...................................................        671,864     2,009,996       226,095        364,393
                                                                         -----------  ------------   -----------    -----------
 Unit value (accumulation)...........................................    $     56.91  $      55.67   $     25.34    $     12.12
                                                                         ===========  ============   ===========    ===========




                                                                           GLOBAL     MULTI CAP    LARGE CAP       MONEY
                                                                          BALANCED     GROWTH        VALUE        MARKET
                                                                         SUBACCOUNT  SUBACCOUNT   SUBACCOUNT    SUBACCOUNT
                                                                         ----------  -----------  -----------  -------------
                                                                                                   
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I,
  at value ..........................................................    $3,235,518  $16,104,416  $24,400,461   $20,369,856
Policy loans and accrued interest receivable ........................            --           --           --     2,259,076
Receivable from portfolio/JHVLICO ...................................            --           --           --            (1)
                                                                         ----------  -----------  -----------   -----------
Total assets ........................................................     3,235,518   16,104,416   24,400,461    22,628,931
LIABILITIES
Payable to portfolio/JHVLICO ........................................            53          258          394         1,006
Asset charges payable................................................            --           --           --            --
                                                                         ----------  -----------  -----------   -----------
Total liabilities....................................................            53          258          394         1,006
                                                                         ----------  -----------  -----------   -----------
                                                                         $3,235,465  $16,104,158  $24,400,067   $22,627,925
                                                                         ----------  -----------  -----------   -----------
NET ASSETS:
 Accumulation units. ................................................    $3,235,465  $16,104,158  $24,400,067   $22,627,925
                                                                         ----------  -----------  -----------   -----------
 Total net assets....................................................    $3,235,465  $16,104,158  $24,400,067   $22,627,925
                                                                         ----------  -----------  -----------   -----------
 Units outstanding ..................................................       294,695    1,500,698    1,394,548       741,384
                                                                         ----------  -----------  -----------   -----------
 Unit value (accumulation) ..........................................    $    10.98  $     10.73  $     17.50   $     30.52
                                                                         ==========  ===========  ===========   ===========


See accompanying notes.

                                       140



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

          STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED) (CONTINUED)

                                 JUNE 30, 2002



                            SMALL/MID CAP  REAL ESTATE      GROWTH &
                               GROWTH         EQUITY         INCOME        MANAGED
                             SUBACCOUNT     SUBACCOUNT     SUBACCOUNT     SUBACCOUNT
                            ------------   ------------   ------------   ------------
                                                             
ASSETS
Investment in shares
 of portfolios of:
 John Hancock Variable
  Series Trust I,
  at value ..............   $  7,932,940   $  7,010,878   $175,994,139   $ 86,325,324
Policy loans and
 accrued interest
 receivable .............             --        407,294     31,811,634     13,831,967
Receivable from
 portfolio/JHVLICO ......             --             --             --             --
                            ------------   ------------   ------------   ------------
Total assets ............      7,932,940      7,418,172    207,805,773    100,157,291
LIABILITIES
Payable to
 portfolio/JHVLICO ......            127            115          2,584          1,583
Asset charges payable....             --             --             --             --
                            ------------   ------------   ------------   ------------
Total liabilities .......            127            115          2,584          1,583
                            ------------   ------------   ------------   ------------
                            $  7,932,813   $  7,418,057   $207,803,189   $100,155,708
                            ------------   ------------   ------------   ------------
NET ASSETS:
 Accumulation units .....   $  7,932,813   $  7,418,057   $207,803,189   $100,155,708
                            ------------   ------------   ------------   ------------
 Total net assets .......   $  7,932,813   $  7,418,057   $207,803,189   $100,155,708
                            ------------   ------------   ------------   ------------
 Units outstanding ......        404,155        155,476      1,871,894      1,268,871
                            ------------   ------------   ------------   ------------
 Unit value
  (accumulation)  .......   $      19.63   $      47.71   $     111.01   $      78.93
                            ============   ============   ============   ============




                           SHORT-TERM     SMALL CAP   INTERNATIONAL    EQUITY
                              BOND         EQUITY     OPPORTUNITIES    INDEX
                           SUBACCOUNT    SUBACCOUNT    SUBACCOUNT    SUBACCOUNT
                          ------------  ------------  ------------  ------------
                                                          
ASSETS
Investment in shares of
 portfolios of:
 John Hancock Variable
  Series Trust I,
  at value .............   $ 1,095,839   $ 4,572,899   $14,206,679   $47,476,577
Policy loans and accrued
 interest receivable ...            --            --            --            --
Receivable from
 portfolio/JHVLICO .....            --            --            --            --
                           -----------   -----------   -----------   -----------
Total assets ...........     1,095,839     4,572,899    14,206,679    47,476,577
LIABILITIES
Payable to
 portfolio/JHVLICO .....            18            70           225           772
Asset charges payable ..            --            --            --            --
                           -----------   -----------   -----------   -----------
Total liabilities ......            18            70           225           772
                           -----------   -----------   -----------   -----------
                           $ 1,095,821   $ 4,572,829   $14,206,454   $47,475,805
                           -----------   -----------   -----------   -----------
NET ASSETS:
 Accumulation units ....   $ 1,095,821   $ 4,572,829   $14,206,454   $47,475,805
                           -----------   -----------   -----------   -----------
 Total net assets ......   $ 1,095,821   $ 4,572,829   $14,206,454   $47,475,805
                           -----------   -----------   -----------   -----------
 Units outstanding .....        71,801       450,507     1,368,983     3,010,684
                           -----------   -----------   -----------   -----------
 Unit value
  (accumulation) .......   $     15.26   $     10.15   $     10.38   $     15.77
                           ===========   ===========   ===========   ===========


See accompanying notes.

                                       141



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

          STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED) (CONTINUED)

                                 JUNE 30, 2002



                                                                EMERGING
                                                    GLOBAL      MARKETS         BOND         SMALL/MID
                                                     BOND        EQUITY         INDEX         CAP CORE
                                                  SUBACCOUNT   SUBACCOUNT    SUBACCOUNT      SUBACCOUNT
                                                  ----------  ------------  -------------  --------------
                                                                               
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I,
  at value.....................................   $1,041,072   $1,151,654    $5,660,569       $716,506
Policy loans and accrued interest receivable...           --           --            --             --
Receivable from portfolio/JHVLICO..............           --           --            --             --
                                                  ----------   ----------    ----------       --------
Total assets...................................    1,041,072    1,151,654     5,660,569        716,506
LIABILITIES
Payable to portfolio/JHVLICO...................           16           18            90             11
Asset charges payable .........................           --           --            --             --
                                                  ----------   ----------    ----------       --------
Total liabilities..............................           16           18            90             11
                                                  ----------   ----------    ----------       --------
                                                  $1,041,056   $1,151,636    $5,660,479       $716,495
                                                  ----------   ----------    ----------       --------
NET ASSETS:
 Accumulation units............................   $1,041,056   $1,151,636    $5,660,479       $716,495
                                                  ----------   ----------    ----------       --------
 Total net assets..............................   $1,041,056   $1,151,636    $5,660,479       $716,495
                                                  ----------   ----------    ----------       --------
 Units outstanding.............................        7,216      152,469       446,358         59,648
                                                  ----------   ----------    ----------       --------
 Unit value (accumulation).....................   $   144.27   $     7.55    $    12.68       $  12.01
                                                  ==========   ==========    ==========       ========




                                                                                         BRANDES        FRONTIER
                                                             HIGH YIELD    TURNER     INTERNATIONAL     CAPITAL
                                                                BOND     CORE GROWTH     EQUITY       APPRECIATION
                                                             SUBACCOUNT  SUBACCOUNT    SUBACCOUNT      SUBACCOUNT
                                                             ----------  -----------  -------------  --------------
                                                                                         
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I, at value..........     $970,290    $      --    $       --       $     --
 Outside Trust, at value.................................           --      294,255     1,239,122        403,273
Policy loans and accrued interest receivable.............           --           --            --             --
Receivable from portfolio/JHVLICO........................           --           --            --             --
                                                              --------    ---------    ----------       --------
Total assets.............................................      970,290      294,255     1,239,122        403,273
LIABILITIES
Payable to portfolio/JHVLICO.............................           15            3            11              4
Asset charges payable....................................           --           --            --             --
                                                              --------    ---------    ----------       --------
Total liabilities........................................           15            3            11              4
                                                              --------    ---------    ----------       --------
                                                              $970,275    $ 294,252    $1,239,111       $403,269
                                                              --------    ---------    ----------       --------
NET ASSETS:
 Accumulation units......................................     $970,275    $ 294,252    $1,239,111       $403,269
                                                              --------    ---------    ----------       --------
 Total net assets........................................     $970,275    $ 294,252    $1,239,111       $403,269
                                                              --------    ---------    ----------       --------
 Units outstanding.......................................      111,923       20,737        78,174         21,368
                                                              --------    ---------    ----------       --------
 Unit value (accumulation)...............................     $   8.67    $   14.19    $    15.85       $  18.87
                                                              ========    =========    ==========       ========


See accompanying notes.

                                       142



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

          STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED) (CONTINUED)

                                 JUNE 30, 2002



                                                        CLIFTON       LARGE CAP                  AIM V.I.
                                                        ENHANCED     AGGRESSIVE   FUNDAMENTAL    PREMIER
                                                       U.S. EQUITY     GROWTH       GROWTH       EQUITY
                                                       SUBACCOUNT    SUBACCOUNT   SUBACCOUNT    SUBACCOUNT
                                                      ------------  ------------ ------------  ------------
                                                                                   
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I,
  at value ...........................................   $    --      $ 2,018       $28,603      $    --
 Outside Trust, at value .............................    44,083           --            --       24,065
Policy loans and accrued interest receivable .........        --           --            --           --
Receivable from portfolio/JHVLICO ....................        --           --            --           --
                                                         -------      -------       -------      -------
Total assets .........................................    44,083        2,018        28,603       24,065
LIABILITIES
Payable to portfolio/JHVLICO .........................         1           --            --           --
Asset charges payable ................................        --           --            --           --
                                                         -------      -------       -------      -------
Total liabilities ....................................         1           --            --           --
                                                         -------      -------       -------      -------
                                                         $44,082      $ 2,018       $28,603      $24,065
                                                         -------      -------       -------      -------
NET ASSETS:
 Accumulation units ..................................   $44,082      $ 2,018       $28,603      $24,065
                                                         -------      -------       -------      -------
 Total net assets ....................................   $44,082      $ 2,018       $28,603      $24,065
                                                         -------      -------       -------      -------
 Units outstanding ...................................     4,686          339         4,034        3,565
                                                         -------      -------       -------      -------
 Unit value (accumulation)  ..........................   $  9.41      $  5.95       $  7.09      $  6.75
                                                         =======      =======       =======      =======




                                                       FIDELITY VIP  FIDELITY VIP    MFS NEW     V.A. STRATEGIC
                                                          GROWTH      CONTRAFUND    DISCOVERY        INCOME
                                                        SUBACCOUNT    SUBACCOUNT    SUBACCOUNT     SUBACCOUNT
                                                       ------------  ------------   ----------  ----------------
                                                                                    
ASSETS
Investment in shares of portfolios of:
 John Hancock Declaration Trust,
  at value ...........................................   $     --      $     --      $     --       $    739
 John Hancock Variable Series Trust I, at
  value ..............................................
 Outside Trust, at value .............................    144,601        33,701       106,374
Policy loans and accrued interest receivable .........         --            --            --             --
Receivable from portfolio/JHVLICO ....................         --            --            --             --
                                                         --------      --------      --------       --------
Total assets .........................................    144,601        33,701       106,374            739
LIABILITIES
Payable to portfolio/JHVLICO .........................          2            --            --             --
Asset charges payable ................................         --            --            --             --
                                                         --------      --------      --------       --------
Total liabilities ....................................          2            --            --             --
                                                         --------      --------      --------       --------
                                                         $144,599      $ 33,701      $106,374       $    739
                                                         --------      --------      --------       --------
NET ASSETS:
 Accumulation units ..................................   $144,599      $ 33,701      $106,374       $    739
                                                         --------      --------      --------       --------
 Total net assets ....................................   $144,599      $ 33,701      $106,374       $    739
                                                         --------      --------      --------       --------
 Units outstanding ...................................     17,951         3,178        13,924             60
                                                         --------      --------      --------       --------
 Unit value (accumulation)  ..........................   $   8.06      $  10.60      $   7.64       $  12.32
                                                         ========      ========      ========       ========


See accompanying notes.

                                       143



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

          STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED) (CONTINUED)

                                 JUNE 30, 2002



                                                        HEALTH     INTERNATIONAL     FUNDAMENTAL      SMALL CAP
                                                       SCIENCES   OPPORTUNITIES B       VALUE           VALUE
                                                      SUBACCOUNT    SUBACCOUNT        SUBACCOUNT      SUBACCOUNT
                                                      ----------  ---------------  ----------------  -----------
                                                                                         
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I,
  at value .........................................  $    5,288    $   26,203       $3,982,359       $  166,356
Policy loans and accrued interest
 receivable ........................................          --            --               --               --
Receivable from portfolio/JHVLICO ..................          --            --               --               --
                                                      ----------    ----------       ----------       ----------
Total assets .......................................       5,288        26,203        3,982,359          166,356
LIABILITIES
Payable to portfolio/JHVLICO .......................           1            --               56                1
Asset charges payable ..............................          --            --               --               --
                                                      ----------    ----------       ----------       ----------
Total liabilities ..................................           1            --               56                1
                                                      ----------    ----------       ----------       ----------
                                                      $    5,287    $   26,203       $3,982,303       $  166,355
                                                      ----------    ----------       ----------       ----------
NET ASSETS:
 Accumulation units ................................  $    5,287    $   26,203       $3,982,303       $  166,355
                                                      ----------    ----------       ----------       ----------
 Total net assets ..................................  $    5,287    $   26,203       $3,982,303       $  166,355
                                                      ----------    ----------       ----------       ----------
 Units outstanding .................................         640         3,426          323,088           13,420
                                                      ----------    ----------       ----------       ----------
 Unit value (accumulation) .........................  $     8.26    $     7.65       $    12.33       $    12.40
                                                      ==========    ==========       ==========       ==========




                                                                                               V.A.
                                                      AIM V.I.       MFS        TEMPLETON     FINANCIAL
                                                       GROWTH     RESEARCH    INTERNATIONAL   INDUSTRIES
                                                     SUBACCOUNT  SUBACCOUNT    SUBACCOUNT     SUBACCOUNT
                                                     ----------  -----------  -------------  ------------
                                                                                 
ASSETS
Investment in shares of portfolios of:
 John Hancock Declaration Trust,
  at value .........................................  $   --       $   --        $   --         $1,876
 Outside Trust, at value ...........................   7,316        1,980         2,058             --
Policy loans and accrued interest
 receivable ........................................      --           --            --             --
Receivable from portfolio/JHVLICO ..................      --           --            --             --
                                                      ------       ------        ------         ------
Total assets .......................................   7,316        1,980         2,058          1,876
LIABILITIES
Payable to portfolio/JHVLICO .......................      --           --            --             --
Asset charges payable ..............................      --           --            --             --
                                                      ------       ------        ------         ------
Total liabilities ..................................      --           --            --             --
                                                      ------       ------        ------         ------
                                                      $7,316       $1,980        $2,058         $1,876
                                                      ------       ------        ------         ------
NET ASSETS:
 Accumulation units ................................  $7,316       $1,980        $2,058         $1,876
                                                      ------       ------        ------         ------
 Total net assets ..................................  $7,316       $1,980        $2,058         $1,876
                                                      ------       ------        ------         ------
 Units outstanding .................................     563          233           255            135
                                                      ------       ------        ------         ------
 Unit value (accumulation) .........................  $12.99       $ 8.50        $ 8.07         $13.90
                                                      ======       ======        ======         ======

See accompanying notes.

                                      144



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

           STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED) (CONTINUED)

                                 JUNE 30, 2002



                                                                                                   JANUS ASPEN
                                                                      V.A. RELATIVE   LARGE CAP      GLOBAL
                                                                          VALUE       VALUE CORE   TECHNOLOGY
                                                                        SUBACCOUNT    SUBACCOUNT   SUBACCOUNT
                                                                      -------------   ----------  ------------
                                                                                         
ASSETS
Investment in shares of portfolios of:
 John Hancock Declaration Trust, at value ............................   $ 4,431       $    --       $    --
 John Hancock Variable Series Trust I, at value ......................        --        13,813            --
 Outside Trust, at value .............................................        --            --         1,589
Policy loans and accrued interest receivable..........................        --            --            --
Receivable from portfolio/JHVLICO ....................................        --            --            --
                                                                         -------       -------       -------
Total assets .........................................................     4,431        13,813         1,589
LIABILITIES
Payable to portfolio/JHVLICO .........................................        --            --            --
Asset charges payable ................................................        --            --            --
                                                                         -------       -------       -------
Total liabilities ....................................................        --            --            --
                                                                         -------       -------       -------
                                                                         $ 4,431       $13,813       $ 1,589
                                                                         -------       -------       -------
NET ASSETS:
 Accumulation units ..................................................   $ 4,431       $13,813       $ 1,589
                                                                         -------       -------       -------
 Total net assets ....................................................   $ 4,431       $13,813       $ 1,589
                                                                         -------       -------       -------
 Units outstanding ...................................................       381         1,447           530
                                                                         -------       -------       -------
 Unit value (accumulation) ...........................................   $ 11.63       $  9.55       $  3.00
                                                                         =======       =======       =======




                                                                                 JANUS ASPEN  MFS INVESTORS
                                                                                 WORLDWIDE       GROWTH
                                                                                   GROWTH        STOCK
                                                                                 SUBACCOUNT    SUBACCOUNT
                                                                                ------------  -------------
                                                                                        
ASSETS
Investment in shares of portfolios of:
 Outside Trust, at value .......................................................   $59,619      $ 6,218
Policy loans and accrued interest receivable ...................................        --           --
Receivable from portfolio/JHVLICO ..............................................        --           --
                                                                                   -------      -------
Total assets ...................................................................    59,619        6,218
LIABILITIES
Payable to portfolio/JHVLICO ...................................................         1           --
Asset charges payable ..........................................................        --           --
                                                                                   -------      -------
Total liabilities ..............................................................         1           --
                                                                                   -------      -------
                                                                                   $59,618      $ 6,218
                                                                                   -------      -------
NET ASSETS:
 Accumulation units ............................................................   $59,618      $ 6,218
                                                                                   -------      -------
 Total net assets ..............................................................   $59,618      $ 6,218
                                                                                   -------      -------
 Units outstanding .............................................................    10,742          770
                                                                                   -------      -------
 Unit value (accumulation) .....................................................   $  5.55      $  8.08
                                                                                   =======      =======


See accompanying notes.

                                       145



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                            STATEMENTS OF OPERATIONS

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                               LARGE CAP GROWTH SUBACCOUNT
                                                                       --------------------------------------------
                                                                           2002            2001           2000
                                                                       ------------    ------------    ------------
                                                                                              
Investment income:
 Dividends .........................................................   $     71,404    $     75,058    $  6,351,461
 Interest on policy loans ..........................................        107,567         224,030         223,081
                                                                       ------------    ------------    ------------
Total investment income ............................................        178,971         299,088       6,574,542
Expenses:
 Mortality and expense risks .......................................        121,512         237,021         286,716
                                                                       ------------    ------------    ------------
Net investment income ..............................................         57,459          62,067       6,287,826
Realized gains (losses) on investments:
 Realized gains (losses) on sale of portfolio shares ...............       (515,622)       (303,166)      1,809,410
 Realized gain distributions .......................................             --              --              --
                                                                       ------------    ------------    ------------
Realized gains (losses)  ...........................................       (515,622)       (303,166)      1,809,410
Change in unrealized appreciation (depreciation)
 during the period .................................................     (7,084,402)      9,417,343     (17,039,660)
                                                                       ------------    ------------    ------------
Net increase (decrease) in net assets resulting
 from operations ...................................................   $ (7,542,565)   $  9,176,244    $ (8,942,424)
                                                                       ============    ============    ============




                                                                                ACTIVE BOND SUBACCOUNT
                                                                       -----------------------------------------
                                                                          2002           2001           2000
                                                                       -----------    -----------    -----------
                                                                                            
Investment income:
 Dividends .........................................................   $ 2,716,324    $ 5,575,227    $ 5,048,654
 Interest on policy loans ..........................................       417,606        840,444        769,530
                                                                       -----------    -----------    -----------
Total investment income ............................................     3,133,930      6,415,671      5,818,184
Expenses:
 Mortality and expense risks .......................................       260,208        492,587        485,231
                                                                       -----------    -----------    -----------
Net investment income ..............................................     2,873,722      5,923,084      5,332,953
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares .......................      (154,849)      (578,863)    (1,058,175)
 Realized gain distributions .......................................            --             --             --
                                                                       -----------    -----------    -----------
Realized losses ....................................................      (154,849)      (578,863)    (1,058,175)
Change in unrealized appreciation (depreciation)
 during the period .................................................      (755,593)     1,577,966      3,862,398
                                                                       -----------    -----------    -----------
Net increase in net assets resulting from operations ...............   $ 1,963,280    $ 6,922,187    $ 8,137,176
                                                                       ===========    ===========    ===========


See accompanying notes.

                                       146



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                               INTERNATIONAL EQUITY INDEX SUBACCOUNT
                                                                            ------------------------------------------
                                                                                2002           2001           2000
                                                                            ------------   ------------   ------------
                                                                                                 
Investment income:
 Dividends ..............................................................   $    47,320    $    92,540    $   334,135
 Interest on policy loans ...............................................        15,365         32,013         29,828
                                                                            -----------    -----------    -----------
Total investment income .................................................        62,685        124,553        363,963
Expenses:
 Mortality and expense risks ............................................        16,115         35,964         41,808
                                                                            -----------    -----------    -----------
Net investment income ...................................................        46,570         88,589        322,155
Realized gains (losses) on investments:
 Realized gains (losses) on sale of portfolio shares ....................      (195,650)      (244,081)        76,586
 Realized gain distributions ............................................            --            690             --
                                                                            -----------    -----------    -----------
Realized gains (losses)  ................................................      (195,650)      (243,391)        76,586
Change in unrealized appreciation (depreciation) during the period ......       169,621     (1,167,176)    (1,706,468)
                                                                            -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations .........   $    20,541    $(1,321,978)   $(1,307,727)
                                                                            ===========    ===========    ===========




                                                                                   SMALL CAP GROWTH SUBACCOUNT
                                                                            ------------------------------------------
                                                                                2002           2001           2000
                                                                            ------------   ------------   ------------
                                                                                                 
Investment income:
 Dividends ..............................................................   $        --    $        --    $   621,346
                                                                            -----------    -----------    -----------
Total investment income .................................................            --             --        621,346
Expenses:
 Mortality and expense risks ............................................        13,503         27,911         39,379
                                                                            -----------    -----------    -----------
Net investment income (loss) ............................................       (13,503)       (27,911)       581,967
Realized gains (losses) on investments:
 Realized gains (losses) on sale of portfolio shares ....................      (353,269)      (193,161)       159,388
 Realized gain distributions ............................................            --             --             --
                                                                            -----------    -----------    -----------
Realized gains (losses) .................................................      (353,269)      (193,961)       159,388
Change in unrealized depreciation during the period .....................      (543,530)      (449,625)    (2,654,137)
                                                                            -----------    -----------    -----------
Net decrease in net assets resulting from operations ....................   $  (910,302)   $  (670,697)   $(1,912,782)
                                                                            ===========    ===========    ===========


See accompanying notes.

                                       147



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                           GLOBAL BALANCED SUBACCOUNT
                                                                      ------------------------------------
                                                                         2002         2001         2000
                                                                      ----------   ----------   ----------
                                                                                       
Investment income:
 Dividends .......................................................    $  24,859    $   4,344    $   8,232
                                                                      ---------    ---------    ---------
Total investment income ..........................................       24,859        4,344        8,232
Expenses:
 Mortality and expense risks .....................................        9,570        1,319        1,034
                                                                      ---------    ---------    ---------
Net investment income ............................................       15,289        3,025        7,198
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares .....................      (10,810)     (18,478)      (3,641)
 Realized gain distributions .....................................           --           --           --
                                                                      ---------    ---------    ---------
Realized losses ..................................................      (10,810)     (18,478)      (3,641)
Change in unrealized appreciation (depreciation)
 during the period ...............................................     (114,845)      12,916      (21,945)
                                                                      ---------    ---------    ---------
Net decrease in net assets resulting from operations .............    $(110,366)   $  (2,537)   $ (18,388)
                                                                      =========    =========    =========




                                                                             MULTI CAP GROWTH SUBACCOUNT
                                                                     --------------------------------------------
                                                                         2002            2001            2000
                                                                     ------------    ------------    ------------
                                                                                            
Investment income:
 Dividends .......................................................   $         --    $         --    $  2,284,720
                                                                     ------------    ------------    ------------
Total investment income ..........................................             --              --       2,284,720
Expenses:
 Mortality and expense risks .....................................         48,326          85,083         101,903
                                                                     ------------    ------------    ------------
Net investment income (loss) .....................................        (48,326)        (85,083)      2,182,817
Realized gains (losses) on investments:
 Realized gains (losses) on sale of portfolio shares .............     (1,660,611)     (2,329,455)      1,892,763
 Realized gain distributions .....................................             --              --              --
                                                                     ------------    ------------    ------------
Realized gains (losses) ..........................................     (1,660,611)     (2,329,455)      1,892,763
Change in unrealized depreciation during the period ..............     (3,104,474)     (4,249,250)    (11,690,290)
                                                                     ------------    ------------    ------------
Net decrease in net assets resulting from operations .............   $ (4,813,411)   $ (6,663,788)   $ (7,614,710)
                                                                     ============    ============    ============


See accompanying notes.

                                      148



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                                LARGE CAP VALUE SUBACCOUNT
                                                                         -----------------------------------------
                                                                             2002           2001          2000
                                                                         ------------   ------------  ------------
                                                                                             
Investment income:
 Dividends ...........................................................   $   158,389    $   278,945    $   759,319
                                                                         -----------    -----------    -----------
Total investment income ..............................................       158,389        278,945        759,319
Expenses:
 Mortality and expense risks .........................................        71,582        108,117         65,992
                                                                         -----------    -----------    -----------
Net investment income ................................................        86,807        170,828        693,327
Realized gains (losses) on investments:
 Realized gains (losses) on sale of portfolio shares .................         1,603         69,861        (47,306)
 Realized gain distributions .........................................            --        274,383             --
                                                                         -----------    -----------    -----------
Realized gains (losses) ..............................................         1,603        344,244        (47,306)
Change in unrealized appreciation (depreciation) during
 the period ..........................................................    (1,211,853)      (277,488)       854,807
                                                                         -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations ......   $(1,123,443)   $   237,584    $ 1,500,828
                                                                         ===========    ===========    ===========




                                                                                 MONEY MARKET SUBACCOUNT
                                                                         -----------------------------------------
                                                                             2002           2001          2000
                                                                         ------------   ------------  ------------
                                                                                             
Investment income:
 Dividends ...........................................................   $   157,083    $   797,762   $ 1,260,525
 Interest on policy loans ............................................        79,423        169,029       162,299
                                                                         -----------    -----------   -----------
Total investment income ..............................................       236,506        966,791     1,422,824
Expenses:
 Mortality and expense risks .........................................        62,274        132,202       132,261
                                                                         -----------    -----------   -----------
Net investment income ................................................       174,232        834,589     1,290,563
Realized gains on investments:
 Realized gains on sale of portfolio shares ..........................           206             --            --
 Realized gain distributions .........................................            --             --            --
                                                                         -----------    -----------   -----------
Realized gains .......................................................           206             --            --
Change in unrealized depreciation during the period ..................            (1)            --            --
                                                                         -----------    -----------   -----------
Net increase in net assets resulting from operations .................   $   174,437    $   834,589   $ 1,290,563
                                                                         ===========    ===========   ===========


See accompanying notes.

                                       149



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                             SMALL/MID CAP GROWTH SUBACCOUNT
                                                                           -----------------------------------
                                                                              2002         2001         2000
                                                                           ---------    ---------    ---------
                                                                                            
Investment income:
 Dividends .............................................................   $      --    $      --    $ 603,438
                                                                           ---------    ---------    ---------
Total investment income ................................................          --           --      603,438
Expenses:
 Mortality and expense risks ...........................................      24,158       34,942       32,879
                                                                           ---------    ---------    ---------
Net investment income (loss)  ..........................................     (24,158)     (34,942)     570,559
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares ...........................     (63,168)    (212,465)    (136,669)
 Realized gain distributions ...........................................          --           --           --
                                                                           ---------    ---------    ---------
Realized losses ........................................................     (63,168)    (212,465)    (136,669)
Change in unrealized appreciation (depreciation) during the period .....    (782,437)     391,420       (2,663)
                                                                           ---------    ---------    ---------
Net increase (decrease) in net assets resulting from operations ........   $(869,763)   $ 144,013    $ 431,227
                                                                           =========    =========    =========




                                                                                REAL ESTATE EQUITY SUBACCOUNT
                                                                           ----------------------------------------
                                                                              2002           2001            2000
                                                                           -----------    -----------    -----------
                                                                                               
Investment income:
 Dividends .............................................................   $   131,352    $   233,523    $   471,363
 Interest on policy loans ..............................................        14,408         29,769         21,486
                                                                           -----------    -----------    -----------
Total investment income ................................................       145,760        263,292        492,849
Expenses:
 Mortality and expense risks ...........................................        18,233         33,541         27,585
                                                                           -----------    -----------    -----------
Net investment income ..................................................       127,527        229,751        465,264
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares ...........................       (14,875)      (234,535)      (159,205)
 Realized gain distributions ...........................................            --        167,156             --
                                                                           -----------    -----------    -----------
Realized losses ........................................................       (14,875)       (67,379)      (159,205)
Change in unrealized appreciation during the period ....................       564,505        128,322        919,904
                                                                           -----------    -----------    -----------
Net increase in net assets resulting from operations ...................   $   677,157    $   290,694    $ 1,225,963
                                                                           ===========    ===========    ===========


See accompanying notes.

                                       150



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                          GROWTH & INCOME SUBACCOUNT
                                                                 ---------------------------------------------
                                                                     2002            2001             2000
                                                                 -------------   -------------   -------------
                                                                                        
Investment income:
 Dividends ...................................................   $    634,217    $  1,000,312    $ 43,732,520
 Interest on policy loans ....................................      1,139,728       2,433,647       2,428,588
                                                                 ------------    ------------    ------------
Total investment income ......................................      1,773,945       3,433,959      46,161,108
Expenses:
 Mortality and expense risks .................................        491,945       1,065,963       1,733,223
                                                                 ------------    ------------    ------------
Net investment income ........................................      1,282,000       2,367,996      44,427,885
Realized gains (losses) on investments:
 Realized gains (losses) on sale of portfolio shares .........       (229,825)        205,711      18,300,286
 Realized gain distributions .................................             --              --              --
                                                                 ------------    ------------    ------------
Realized gains (losses) ......................................       (229,825)        205,711      18,300,286
Change in unrealized depreciation during the period ..........    (23,032,815)    (37,067,063)    (96,829,044)
                                                                 ------------    ------------    ------------
Net decrease in net assets resulting from operations .........   $(21,980,640)   $(34,493,356)   $(34,100,873)
                                                                 ============    ============    ============




                                                                              MANAGED SUBACCOUNT
                                                                 ---------------------------------------------
                                                                     2002            2001             2000
                                                                 -------------   -------------   -------------
                                                                                        
Investment income:
 Dividends ...................................................   $    759,936    $  2,011,926    $ 11,757,304
 Interest on policy loans ....................................        514,389       1,055,240              --
                                                                 ------------    ------------    ------------
Total investment income ......................................      1,274,325       3,067,166      11,757,304
Expenses:
 Mortality and expense risks .................................        298,804         624,031         664,664
                                                                 ------------    ------------    ------------
Net investment income ........................................        975,521       2,443,135      11,092,640
Realized gains on investments:
 Realized gains on sale of portfolio shares ..................         55,484          33,494       1,551,519
 Realized gain distributions .................................             --         495,279              --
                                                                 ------------    ------------    ------------
Realized gains ...............................................         55,484         528,773       1,551,519
Change in unrealized depreciation during the period ..........     (8,119,870)     (5,276,809)    (12,278,637)
                                                                 ------------    ------------    ------------
Net increase (decrease) in net assets resulting
 from operations .............................................   $ (7,088,865)   $ (2,304,901)   $    365,522
                                                                 ============    ============    ============


See accompanying notes.

                                       151



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                                  SHORT-TERM BOND SUBACCOUNT
                                                                             ------------------------------------
                                                                                2002         2001         2000
                                                                             ----------   ----------   ----------
                                                                                              
Investment income:
 Dividends ...............................................................   $  22,369    $  27,491    $  17,131
                                                                             ---------    ---------    ---------
Total investment income ..................................................      22,369       27,491       17,131
Expenses:
 Mortality and expense risks .............................................       2,957        3,039        1,637
                                                                             ---------    ---------    ---------
Net investment income ....................................................      19,412       24,452       15,494
Realized gains (losses) on investments:
 Realized gains (losses) on sale of portfolio shares .....................         414        8,797       (2,287)
 Realized gain distributions .............................................          --           --           --
                                                                             ---------    ---------    ---------
Realized gains (losses) ..................................................         414        8,797       (2,287)
Change in unrealized appreciation (depreciation)
 during the period .......................................................        (652)      (2,372)       6,756
                                                                             ---------    ---------    ---------
Net increase in net assets resulting from operations .....................   $  19,174    $  30,877    $  19,963
                                                                             =========    =========    =========




                                                                                 SMALL CAP EQUITY SUBACCOUNT
                                                                             ------------------------------------
                                                                                2002         2001         2000
                                                                             ----------   ----------   ----------
                                                                                              
Investment income:
 Dividends ...............................................................   $      --    $   2,669    $ 321,253
                                                                             ---------    ---------    ---------
Total investment income ..................................................          --        2,669      321,253
Expenses:
 Mortality and expense risks .............................................      13,141       21,562       23,745
                                                                             ---------    ---------    ---------
Net investment income (loss) .............................................     (13,141)     (18,893)     297,508
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares .............................     (60,672)    (553,686)    (110,857)
 Realized gain distributions .............................................          --           --           --
                                                                             ---------    ---------    ---------
Realized losses ..........................................................     (60,672)    (553,686)    (110,857)
Change in unrealized appreciation (depreciation)
 during the period .......................................................    (462,537)     580,661     (668,463)
                                                                             ---------    ---------    ---------
Net increase (decrease) in net assets resulting
 from operations .........................................................   $(536,350)   $   8,082    $(481,812)
                                                                             =========    =========    =========


See accompanying notes.

                                       152



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000

                                      INTERNATIONAL OPPORTUNITIES SUBACCOUNT
                                    -------------------------------------------
                                        2002            2001            2000
                                    -----------     -----------     -----------
Investment income:
 Dividends .......................  $    55,830     $   104,368     $   617,754
                                    -----------     -----------     -----------
Total investment income ..........       55,830         104,368         617,754
Expenses:
 Mortality and expense risks .....       37,652          78,353          53,038
                                    -----------     -----------     -----------
Net investment income ............       18,178          26,015         564,716
Realized gains (losses) on
 investments:
 Realized gains (losses)on sale of
 portfolio shares ................     (294,903)     (2,366,905)        348,813
 Realized gain
  distributions ..................           --              --              --
                                    -----------     -----------     -----------
Realized gains (losses) ..........     (294,903)     (2,366,905)        348,813
Change in unrealized depreciation
 during the period ...............     (365,144)       (510,586)     (2,497,504)
                                    -----------     -----------     -----------
Net decrease in net assets
 resulting from operations .......  $  (641,869)    $(2,851,476)    $(1,583,975)
                                    ===========     ===========     ===========

                                              EQUITY INDEX SUBACCOUNT
                                      -----------------------------------------
                                          2002           2001           2000
                                      -----------    -----------    -----------
Investment income:
 Dividends ........................   $   325,857    $   580,736    $ 2,327,055
                                      -----------    -----------    -----------
Total investment income ...........       325,857        580,736      2,327,055
Expenses:
 Mortality and expense risks ......       148,306        288,749        185,175
                                      -----------    -----------    -----------
Net investment income .............       177,551        291,987      2,141,880
Realized gains (losses) on
 investments:
 Realized gains (losses) on sale of
  portfolio shares ................      (404,527)      (350,536)       485,643
 Realized gain distributions ......            --      1,572,305             --
                                      -----------    -----------    -----------
Realized gains (losses)  ..........      (404,527)     1,221,769        485,643
Change in unrealized depreciation
 during the period ................    (7,088,039)    (8,084,684)    (8,035,375)
                                      -----------    -----------    -----------
Net decrease in net assets
 resulting from operations ........   $(7,315,015)   $(6,570,928)   $(5,407,852)
                                      ===========    ===========    ===========

See accompanying notes.

                                       153



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000

                                                   GLOBAL BOND SUBACCOUNT
                                            -----------------------------------
                                              2002          2001         2000
                                            ---------    ---------    ---------
Investment income:
 Dividends ..............................   $      --    $  39,052    $  63,032
                                            ---------    ---------    ---------
Total investment income .................          --       39,052       63,032
Expenses:
 Mortality and expense risks ............       2,408        6,664        5,624
                                            ---------    ---------    ---------
Net investment income (loss)  ...........      (2,408)      32,388       57,408
Realized gains (losses) on investments:
 Realized losses on sale of portfolio
  shares ................................        (485)      (4,928)     (14,302)
 Realized gain distributions ............          --           --           --
                                            ---------    ---------    ---------
Realized losses .........................        (485)      (4,928)     (14,302)
Change in unrealized appreciation
 (depreciation) during the period .......      83,385      (45,004)      63,359
                                            ---------    ---------    ---------
Net increase (decrease) in net assets
 resulting from operations ..............   $  80,492    $ (17,544)   $ 106,465
                                            =========    =========    =========

                                            EMERGING MARKETS EQUITY SUBACCOUNT
                                            -----------------------------------
                                               2002        2001          2000
                                            ---------    ---------    ---------
Investment income:
 Dividends ..............................   $   1,769    $   1,896    $  63,791
                                            ---------    ---------    ---------
Total investment income .................       1,769        1,896       63,791
Expenses:
 Mortality and expense risks ............       3,013        4,801        5,200
                                            ---------    ---------    ---------
Net investment income (loss) ............      (1,244)      (2,905)      58,591
Realized gains (losses) on investments:
 Realized gains (losses) on sale of
  portfolio shares ......................     (10,278)    (512,242)      19,902
 Realized gain distributions ............          --           --           --
                                            ---------    ---------    ---------
Realized gains (losses)  ................     (10,278)    (512,242)      19,902
Change in unrealized appreciation
 (depreciation) during the period .......      26,303      454,961     (571,486)
                                            ---------    ---------    ---------
Net increase (decrease) in net assets
 resulting from operations .............    $  14,781    $ (60,186)   $(492,993)
                                            =========    =========    =========

See accompanying notes.

                                       154



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000

                                                    BOND INDEX SUBACCOUNT
                                             ----------------------------------
                                                2002        2001         2000
                                             ---------   ---------    ---------
Investment income:
 Dividends ...............................   $ 146,775   $ 146,628    $   7,273
                                             ---------   ---------    ---------
Total investment income ..................     146,775     146,628        7,273
Expenses:
 Mortality and expense risks .............      15,884      14,407          561
                                             ---------   ---------    ---------
Net investment income ....................     130,891     132,221        6,712
Realized gains (losses) on investments:
 Realized gains (losses) on sale of
  portfolio shares .......................       1,653       9,436         (607)
 Realized gain distributions .............          --       8,792           --
                                             ---------   ---------    ---------
Realized gains (losses) ..................       1,653      18,228         (607)
Change in unrealized appreciation
 (depreciation) during the period ........      34,100     (26,418)       6,100
                                             ---------   ---------    ---------
Net increase in net assets resulting from
 operations ..............................   $ 166,644   $ 124,031    $  12,205
                                             =========   =========    =========

                                                 SMALL/MID CAP CORE SUBACCOUNT
                                               --------------------------------
                                                 2002        2001        2000
                                               --------    --------    --------
Investment income:
 Dividends ..................................  $    919    $  2,616    $ 22,843
                                               --------    --------    --------
Total investment income .....................       919       2,616      22,843
Expenses:
 Mortality and expense risks ................     1,756       3,013       1,051
                                               --------    --------    --------
Net investment income (loss) ................      (837)       (397)     21,792
Realized gains (losses) on investments:
 Realized gains (losses) on sale of portfolio
  shares ....................................     2,030      (3,169)      1,505
 Realized gain distributions ................        --          --          --
                                               --------    --------    --------
Realized gains (losses)  ....................     2,030      (3,169)      1,505
Change in unrealized appreciation
 (depreciation) during the period ...........   (14,447)     25,735     (13,928)
                                               --------    --------    --------
Net increase (decrease) in net assets
 resulting from operations ..................  $(13,254)   $ 22,169    $  9,369
                                               ========    ========    ========

                                       155



                    JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000

                                                 HIGH YIELD BOND SUBACCOUNT
                                            -----------------------------------
                                               2002         2001         2000
                                            ---------    ---------    ---------
Investment income:
 Dividends ..............................   $  52,306    $  62,648    $  84,101
                                            ---------    ---------    ---------
Total investment income .................      52,306       62,648       84,101
Expenses:
 Mortality and expense risks ............       2,894        4,178        5,409
                                            ---------    ---------    ---------
Net investment income ...................      49,412       58,470       78,692
Realized gains (losses) on investments:
 Realized losses on sale of portfolio
  shares ................................     (29,328)    (133,868)     (12,114)
 Realized gain distributions ............          --           --           --
                                            ---------    ---------    ---------
Realized losses .........................     (29,328)    (133,868)     (12,114)
Change in unrealized appreciation
 (depreciation) during the period .......     (70,306)     132,879     (188,735)
                                            ---------    ---------    ---------
Net increase (decrease) in net assets
 resulting from operations ..............   $ (50,222)   $  57,481    $(122,157)
                                            =========    =========    =========

                                               TURNER CORE GROWTH SUBACCOUNT
                                            -----------------------------------
                                              2002          2001         2000
                                            ---------    ---------    ---------
Investment income:
 Dividends ..............................   $      --    $     420    $  52,832
                                            ---------    ---------    ---------
Total investment income .................          --          420       52,832
Expenses:
 Mortality and expense risks ............         590        1,981        2,215
                                            ---------    ---------    ---------
Net investment income (loss)  ...........        (590)      (1,561)      50,617
Realized gains (losses) on investments:
 Realized gains (losses) on sale of
  portfolio shares ......................     (25,442)     (91,201)      20,969
 Realized gain distributions ............          --           --           --
                                            ---------    ---------    ---------
Realized gains (losses) .................     (25,442)     (91,201)      20,969
Change in unrealized depreciation during
 the period .............................     (37,358)     (12,342)    (120,040)
                                            ---------    ---------    ---------
Net decrease in net assets resulting from
 operations .............................   $ (63,390)   $(105,104)   $ (48,454)
                                            =========    =========    =========

See accompanying notes.

                                       156



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000

                                        BRANDES INTERNATIONAL EQUITY SUBACCOUNT
                                       -----------------------------------------
                                         2002            2001            2000
                                       ---------       ---------      ---------
Investment income:
 Dividends ........................... $     685       $  14,525      $  92,935
                                       ---------       ---------      ---------
Total investment income ..............       685          14,525         92,935
Expenses:
 Mortality and expense risks .........     1,944           5,876          4,973
                                       ---------       ---------      ---------
Net investment income (loss) .........    (1,259)          8,649         87,962
Realized gains (losses) on
 investments:
 Realized gains (losses) on sale
  of portfolio shares ................   (23,834)         28,195         13,902
 Realized gain distributions .........        --          43,702             --
                                       ---------       ---------      ---------
Realized gains (losses) ..............   (23,834)         71,897         13,902
Change in unrealized appreciation
 (depreciation) during the period ....    30,006        (246,498)       (35,201)
                                       ---------       ---------      ---------
Net increase (decrease) in net
 assets resulting from operations .... $   4,913       $(165,952)     $  66,663
                                       =========       =========      =========



                                          FRONTIER CAPITA L  APPRECIATION  SUBACCOUNT
                                          -------------------------------------------
                                             2002              2001            2000
                                          ---------         ---------       ---------
                                                                   
Investment income:
 Dividends ...........................    $      --         $      --       $ 133,836
                                          ---------         ---------       ---------
Total investment income ..............           --                --         133,836
Expenses:
 Mortality and expense risks .........          883             2,728           3,700
                                          ---------         ---------       ---------
Net investment income (loss)  ........         (883)           (2,728)        130,136
Realized gains (losses) on
 investments:
 Realized gains (losses) on sale
  of portfolio shares ................       (3,219)          (54,796)         68,311
 Realized gain distributions .........           --             4,602              --
                                          ---------         ---------       ---------
Realized gains (losses) ..............       (3,219)          (50,194)         68,311
Change in unrealized appreciation
 (depreciation) during the period ....      (54,814)           52,457        (175,994)
                                          ---------         ---------       ---------
Net increase (decrease) in net
 assets resulting from operations ....    $ (58,916)        $    (465)      $  22,453
                                          =========         =========       =========


See accompanying notes.

                                       157



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000


                                               CLIFTON ENHANCED U.S. EQUITY SUBACCOUNT
                                              -----------------------------------------
                                               2002              2001             2000
                                              -------          -------          -------
                                                                       
Investment income:
 Dividends ..............................     $    --          $ 1,266          $ 3,328
                                              -------          -------          -------
Total investment income .................          --            1,266            3,328
Expenses:
 Mortality and expense risks ............          95              149              138
                                              -------          -------          -------
Net investment income (loss) ............         (95)           1,117            3,190
Realized gains (losses) on investments:
 Realized gains (losses) on sale of
  portfolio shares ......................        (827)            (826)             302
 Realized gain distributions ............          --               --               --
                                              -------          -------          -------
Realized gains (losses)  ................        (827)            (826)             302
Change in unrealized depreciation
 during the period ......................      (4,247)          (3,148)          (5,562)
                                              -------          -------          -------
Net decrease in net assets resulting
 from operations ........................     $(5,169)         $(2,857)         $(2,070)
                                              =======          =======          =======




                                                LARGE CAP AGGRESSIVE GROWTH SUBACCOUNT
                                              -----------------------------------------
                                               2002              2001            2000*
                                              -------          -------          -------
                                                                       
Investment income:
 Dividends ..............................     $    --          $    --          $    36
                                              -------          -------          -------
Total investment income .................          --               --               36
Expenses:
 Mortality and expense risks ............           4               11                6
                                              -------          -------          -------
Net investment income (loss) ............          (4)             (11)              30
Realized gains (losses) on investments:
 Realized losses on sale of
  portfolio shares ......................         (47)             (68)              (8)
 Realized gain distributions ............          --               --               --
                                              -------          -------          -------
Realized losses .........................         (47)             (68)              (8)
Change in unrealized depreciation
 during the period ......................        (293)            (216)            (616)
                                              -------          -------          -------
Net decrease in net assets resulting
 from operations ........................     $  (344)         $  (295)         $  (594)
                                              =======          =======          =======


See accompanying notes.

                                       158



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                    FUNDAMENTAL GROWTH SUBACCOUNT
                                                   -------------------------------
                                                     2002       2001        2000*
                                                   ---------  ---------  ---------
                                                                
Investment income:
 Dividends.....................................    $    --    $    --     $ 1,361
                                                   -------    -------     -------
Total investment income........................         --         --       1,361
Expenses:
 Mortality and expense risks...................         33         62          10
                                                   -------    -------     -------
Net investment income (loss)...................        (33)       (62)      1,351
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares...       (202)      (340)        (10)
 Realized gain distributions...................         --         --          --
                                                   -------    -------     -------
Realized losses................................       (202)      (340)        (10)
Change in unrealized depreciation during the
 period........................................     (4,199)    (3,866)     (1,226)
                                                   -------    -------     -------
Net increase (decrease) in net assets
 resulting from operations.....................    $(4,434)   $(4,268)    $   115
                                                   =======    =======     =======




                                             AIM V.I. PREMIER EQUITY SUBACCOUNT
                                            ------------------------------------
                                               2002         2001          2000*
                                            -----------  -----------  ----------
                                                             
Investment income:
 Dividends.................................  $    --      $    17        $  241
                                             -------      -------        ------
Total investment income....................       --           17           241
Expenses:
 Mortality and expense risks...............       44           61            11
                                             -------      -------        ------
Net investment income (loss)...............      (44)         (44)          230
Realized gains (losses) on
 investments:
 Realized losses on sale of portfolio
  shares...................................     (335)        (754)          (11)
 Realized gain distributions...............       --          251            --
                                             -------      -------        ------
Realized losses............................     (335)        (503)          (11)
Change in unrealized depreciation
 during the period.........................   (4,344)      (1,395)        (1068)
                                             -------      -------        ------
Net decrease in net assets resulting
 from operations...........................  $(4,723)     $(1,942)       $ (849)
                                             =======      =======        ======

- ---------
* From commencement of operations (refer to footnote d in notes to financial
statements 6).

See accompanying notes.

                                       159



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                        FIDELITY VIP GROWTH SUBACCOUNT
                                                       --------------------------------
                                                          2002         2001       2000*
                                                       ---------     -------     ------
                                                                       
Investment income:
 Dividends.......................................       $      1     $    --      $  --
                                                        --------     -------      -----
Total investment income..........................              1          --         --
Expenses:
 Mortality and expense risks.....................            143          18          6
                                                        --------     -------      -----
Net investment loss..............................           (142)        (18)        (6)
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares.....         (1,037)     (1,717)        (7)
 Realized gain distributions.....................             --         272         --
                                                        --------     -------      -----
Realized losses..................................         (1,037)     (1,445)        (7)
Change in unrealized appreciation
 (depreciation)during the period.................        (26,030)        469       (525)
                                                        --------     -------      -----
Net decrease in net assets resulting from
 operations......................................       $(27,209)    $  (994)     $(538)
                                                        ========     =======      =====




                                                                 FIDELITY VIP CONTRAFUND SUBACCOUNT
                                                                 -----------------------------------
                                                                    2002         2001         2000*
                                                                 -----------  -----------  ---------
                                                                                  
Investment income:
 Dividends................................................         $  84       $    41       $  --
                                                                   -----       -------       -----
Total investment income...................................            84            41          --
Expenses:
 Mortality and expense risks..............................            47            65          12
                                                                   -----       -------       -----
Net investment income (loss)..............................            37           (24)        (12)
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares..............          (182)       (1,122)         (4)
 Realized gain distributions..............................            --           164          --
                                                                   -----       -------       -----
Realized losses...........................................          (182)         (958)         (4)
Change in unrealized depreciation during the period.......          (801)         (616)       (366)
                                                                   -----       -------       -----
Net decrease in net assets resulting from operations......         $(946)      $(1,598)      $(382)
                                                                   =====       =======       =====


- ---------
* From commencement of operations (refer to footnote d in notes to financial
 statements 6).

See accompanying notes.

                                       160



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                MFS NEW DISCOVERY SUBACCOUNT
                                                -----------------------------
                                                   2002       2001      2000*
                                                ---------   --------   ------
                                                              
Investment income:
 Dividends....................................  $     --    $ 3,157     $ --
                                                --------    -------     ----
Total investment income.......................        --      3,157       --
Expenses:
 Mortality and expense risks..................       317        422       19
                                                --------    -------     ----
Net investment income (loss)..................      (317)     2,735      (19)
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares..       (86)    (2,026)      (7)
 Realized gain distributions..................        --        125       --
                                                --------    -------     ----
Realized losses...............................       (86)    (1,901)      (7)
Change in unrealized appreciation
 (depreciation) during the period.............   (24,021)      (743)     197
                                                --------    -------     ----
Net increase (decrease) in net assets
 resulting from operations....................  $(24,424)   $    91     $171
                                                ========    =======     ====


- ---------
* From commencement of operations (refer to footnote d in notes to financial
 statements 6).

See accompanying notes.

                                       161



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV
                            STATEMENTS OF OPERATIONS
 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001



                                                                          V.A. STRATEGIC      HEALTH
                                                                             INCOME          SCIENCES
                                                                           SUBACCOUNT        SUBACCOUNT
                                                                         ---------------  ---------------
                                                                          2002     2001*   2002      2001*
                                                                         ------   ------  ------    -----
                                                                                        
Investment income:
 Dividends ............................................................   $  17    $   3   $  --    $  --
                                                                          -----    -----   -----    -----
Total investment income ...............................................      17        3      --       --
Expenses:
 Mortality and expense risks ..........................................       1       --      11        3
                                                                          -----    -----   -----    -----
Net investment income (loss)  .........................................      16        3     (11)      (3)
Realized gains (losses) on investments:
 Realized gains (losses) on sale of portfolio shares ..................      (3)       1     (15)      (1)
 Realized gain distributions ..........................................      --       --      --       --
                                                                          -----    -----   -----    -----
Realized gains (losses) ...............................................      (3)       1     (15)      (1)
Change in unrealized appreciation (depreciation)
 during the period ....................................................      (7)       1    (614)     (22)
                                                                          -----    -----   -----    -----
Net increase (decrease) in net assets resulting from operations .......   $   6    $   5   $(640)   $ (26)
                                                                          =====    =====   =====    =====




                                                                        INTERNATIONAL               FUNDAMENTAL
                                                                       OPPORTUNITIES B                 VALUE
                                                                         SUBACCOUNT                 SUBACCOUNT
                                                                    ----------------------    ----------------------
                                                                       2002         2001*        2002        2001*
                                                                    ---------    ---------    ---------    ---------
                                                                                              
Investment income:
 Dividends .......................................................  $      85    $      --    $  23,680    $   3,406
                                                                    ---------    ---------    ---------    ---------
Total investment income ..........................................         85           --       23,680        3,406
Expenses:
 Mortality and expense risks .....................................          3            1       10,871        1,049
                                                                    ---------    ---------    ---------    ---------
Net investment income (loss)  ....................................         82           (1)      12,809        2,357
Realized gains (losses) on investments:
 Realized losses on sale of portfolio shares .....................        (28)          --      (53,519)      (5,237)
 Realized gain distributions .....................................       --             --           --           --
                                                                    ---------    ---------    ---------    ---------
Realized losses ..................................................        (28)          --      (53,519)      (5,237)
Change in unrealized appreciation (depreciation)
 during the period ...............................................     (1,708)           7     (401,709)      (4,848)
                                                                    ---------    ---------    ---------    ---------
Net increase (decrease) in net assets resulting from operations...  $  (1,654)   $       6    $(442,419)   $  (7,728)
                                                                    =========    =========    =========    =========


- ---------
* From commencement of operations (refer to footnote d in notes to financial
 statements 6).

See accompanying notes.

                                       162



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                            STATEMENTS OF OPERATIONS

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001



                                                                  AIM V.I.
                                              SMALL CAP VALUE      GROWTH
                                                SUBACCOUNT       SUBACCOUNT
                                             -----------------  -------------
                                               2002     2001*    2002   2001*
                                             --------  -------  ------ ------
                                                            
Investment income:
 Dividends................................   $   204   $   91   $  --    $  4
                                             -------   ------   -----    ----
Total investment income...................       204       91      --       4
Expenses:
 Mortality and expense risks..............       152       33       5       2
                                             -------   ------   -----    ----
Net investment income (loss)..............        52       58      (5)      2
Realized gains (losses) on investments:
 Realized gains (losses) on sale of
  portfolio shares........................       701     (308)    (59)     --
 Realized gain distributions..............        --      164      --      --
                                             -------   ------   -----    ----
Realized gains (losses)...................       701     (144)    (59)     --
Change in unrealized appreciation
 (depreciation)
 during the period........................     2,025    2,861    (485)     68
                                             -------   ------   -----    ----
Net increase (decrease) in net assets
 resulting from operations................   $ 2,778   $2,775   $(549)   $ 70
                                             =======   ======   =====    ====




                                                                 TEMPLETON
                                               MFS RESEARCH    INTERNATIONAL
                                                SUBACCOUNT       SUBACCOUNT
                                              --------------   --------------
                                               2002    2001*    2002    2001*
                                              -------  -----   ------  ------
                                                           
Investment income:
 Dividends.................................   $   4    $ --    $ 30      $--
                                              -----    ----    ----      ---
Total investment income....................       4      --      30       --
Expenses:
 Mortality and expense risks...............       5       2       7        3
                                              -----    ----    ----      ---
Net investment income (loss)...............      (1)     (2)     23       (3)
Realized gains (losses) on investments:
 Realized gains (losses) on sale of
  portfolio shares.........................     (16)      1      (5)       1
 Realized gain distributions...............      --      --      --       --
                                              -----    ----    ----      ---
Realized gains (losses)....................     (16)      1      (5)       1
Change in unrealized appreciation
 (depreciation)
 during the period.........................    (298)    114     (46)      83
                                              -----    ----    ----      ---
Net increase (decrease) in net assets
 resulting from operations.................   $(315)   $113    $(28)     $81
                                              =====    ====    ====      ===

- ---------

* From commencement of operations (refer to footnote d in notes to financial
 statements 6).

See accompanying notes.

                                       163



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENTS OF OPERATIONS (CONTINUED)

                 FOR THE PERIOD ENDED JUNE 30, 2002 (UNAUDITED)


                                         V.A. FINANCIAL   V.A. RELATIVE     LARGE CAP
                                           INDUSTRIES         VALUE        VALUE CORE
                                           SUBACCOUNT       SUBACCOUNT     SUBACCOUNT
                                         ---------------  --------------  -------------
                                              2002*           2002*           2002*
                                         ---------------  --------------  -------------
                                                                 
Investment income:
 Dividends.............................       $ --           $    1          $  26
                                              ----           ------          -----
Total investment income................         --                1             26
Expenses:
 Mortality and expense risks...........         --               --             --
                                              ----           ------          -----
Net investment income..................         --                1             26
Realized gains (losses) on
 investments:
 Realized losses on sale of
  portfolio shares.....................         (6)             (21)          (133)
 Realized gain distributions...........         --               --             --
                                              ----           ------          -----
Realized losses........................         (6)             (21)          (133)
Change in unrealized
 appreciation (depreciation)
 during the period.....................        (28)              28           (762)
                                              ----           ------          -----
Net increase (decrease) in net
 assets resulting from operations......       $(34)          $    8          $(869)
                                              ====           ======          =====




                                     JANUS ASPEN   JANUS ASPEN   MFS INVESTORS
                                        GLOBAL      WORLDWIDE       GROWTH
                                      TECHNOLOGY      GROWTH         STOCK
                                      SUBACCOUNT   SUBACCOUNT     SUBACCOUNT
                                     ------------  -----------  ---------------
                                        2002*         2002*          2002*
                                     ------------  -----------  ---------------
                                                       
Investment income:
 Dividends........................      $ --        $   169         $  --
                                        ----        -------         -----
Total investment income...........        --            169            --
Expenses:
 Mortality and expense risks......        --             85            --
                                        ----        -------         -----
Net investment income.............        --             84            --
Realized gains (losses) on
 investments:
 Realized losses on sale of
  portfolio shares................        (8)           (47)          (25)
 Realized gain distributions......        --             --            --
                                        ----        -------         -----
Realized losses...................        (8)           (47)          (25)
Change in unrealized depreciation
 during the period................       (69)        (7,605)         (754)
                                        ----        -------         -----
Net decrease in net assets
 resulting from operations........      $(77)       $(7,568)        $(779)
                                        ====        =======         =====

- ---------
* From commencement of operations (refer to footnote d in notes to financial
 statements 6).

See accompanying notes.

                                       164



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                       STATEMENTS OF CHANGES IN NET ASSETS

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                          LARGE CAP GROWTH SUBACCOUNT
                                                                  ---------------------------------------------
                                                                      2002             2001             2000
                                                                  -------------   -------------    ------------
                                                                                          
Increase (decrease) in net assets from operations:
 Net investment income .........................................   $     57,459    $     62,067    $  6,287,826
 Realized gains (losses)  ......................................       (516,622)       (303,166)      1,809,410
 Change in unrealized depreciation during the period ...........     (7,084,402)     (6,989,603)    (17,039,660)
                                                                   ------------    ------------    ------------
Net decrease in net assets resulting from operations ...........     (7,542,565)     (7,230,702)     (8,942,424)
                                                                   ------------    ------------    ------------
Policy transactions:
 Net premiums from policyholders ...............................      5,550,534      14,342,571      16,225,070
 Transfers to policyholders for benefits and termination .......     (3,366,712)     (6,740,426)     (8,421,666)
 Net transfers between  subaccounts ............................             --        (239,029)             --
 Net change in policy loans ....................................         (3,717)        165,268         407,961
                                                                   ------------    ------------    ------------
Net increase in net assets resulting from
 policy transactions ...........................................      2,180,105       7,528,384       8,211,365
                                                                   ------------    ------------    ------------
Total increase (decrease) in net assets ........................     (5,362,460)        297,682        (731,059)
Net assets at beginning of period ..............................     43,595,060      43,297,378      44,028,437
                                                                   ------------    ------------    ------------
Net assets at end of period ....................................   $ 38,232,600    $ 43,595,060    $ 43,297,378
                                                                   ============    ============    ============




                                                                                ACTIVE BOND SUBACCOUNT
                                                                    -----------------------------------------------
                                                                         2002             2001             2000
                                                                    -------------    -------------    -------------
                                                                                           
Increase (decrease) in net assets from operations:
 Net investment income .........................................    $   2,873,722    $   5,923,084    $   5,332,953
 Realized losses ...............................................         (154,849)        (578,863)      (1,058,175)
 Change in unrealized appreciation (depreciation)
  during the period ............................................         (755,593)       1,577,966        3,862,398
                                                                    -------------    -------------    -------------
Net increase in net assets resulting from operations ...........        1,963,280        6,922,187        8,137,176
                                                                    -------------    -------------    -------------
Policy transactions:
 Net premiums from policyholders ...............................        5,159,247       15,445,246       26,218,788
 Transfers to  policyholders for benefits and termination ......       (4,282,337)     (10,820,630)     (17,903,281)
 Net transfers between subaccounts .............................               --               --               --
 Net change in policy loans ....................................          236,343         (691,455)         620,295
                                                                    -------------    -------------    -------------
Net increase in net assets resulting from policy transactions ..        1,113,253        3,933,161        8,935,802
                                                                    -------------    -------------    -------------
Total increase in net assets ...................................        3,076,533       10,855,348       17,072,978
Net assets at beginning of period ..............................      108,817,908       97,962,560       80,889,582
                                                                    -------------    -------------    -------------
Net assets at end of period ....................................    $ 111,894,441    $ 108,817,908    $  97,962,560
                                                                    =============    =============    =============


See accompanying notes.

                                       165



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                             INTERNATIONAL EQUITY INDEX SUBACCOUNT
                                                                          ------------------------------------------
                                                                              2002           2001           2000
                                                                          -----------    -----------    ------------
                                                                                               
Increase (decrease) in net assets from operations:
 Net investment income .............................................      $    46,570         88,589    $   322,155
 Realized gains (losses)  ..........................................         (195,650)      (243,391)        76,586
 Change in unrealized appreciation (depreciation)
  during the period ................................................          169,621     (1,167,176)    (1,706,468)
                                                                          -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations ....           20,541      1,321,978     (1,307,727)
                                                                          -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders ...................................          666,925      1,612,633      2,208,528
 Transfers to policyholders for benefits and  termination ..........         (595,947)    (1,532,111)    (1,307,479)
 Net transfers between subaccounts .................................               --             --             --
 Net change in policy  loans .......................................          (16,250)        10,754        110,023
                                                                          -----------    -----------    -----------
Net increase in net assets resulting from policy transactions ......           54,728         91,276      1,011,072
                                                                          -----------    -----------    -----------
Total increase (decrease) in net assets ............................           75,269     (1,230,702)      (296,655)
Net assets at beginning of period ..................................        5,653,637      6,884,339      7,180,994
                                                                          -----------    -----------    -----------
Net assets at end of period ........................................      $ 5,728,906    $ 5,653,637    $ 6,884,339
                                                                          ===========    ===========    ===========




                                                                                      SMALL CAP GROWTH SUBACCOUNT
                                                                               ----------------------------------------
                                                                                  2002           2001            2000
                                                                               -----------   ------------   -----------
                                                                                                   
Increase (decrease) in net assets from operations:
 Net investment income (loss)  ...........................................      (13,503)   $   (27,911)   $   581,967
 Realized gains (losses)  ................................................     (353,269)      (193,161)       159,388
 Change in unrealized depreciation during the period .....................     (543,530)      (449,625)    (2,654,137)
                                                                            -----------    -----------    -----------
Net decrease in net assets resulting from operations .....................     (910,302)      (670,697)    (1,912,782)
                                                                            -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders .........................................    1,048,364      2,267,910      4,738,730
 Transfers to policyholders for benefits and termination .................     (598,116)    (3,102,740)      (956,063)
 Net transfers between subaccounts .......................................           --             --             --
 Net change in policy loans ..............................................           --             --             --
                                                                            -----------    -----------    -----------
Net increase (decrease) in net assets resulting from policy transactions..      450,248       (834,830)     3,782,667
                                                                            -----------    -----------    -----------
Total increase (decrease) in net assets ..................................     (460,054)    (1,505,527)     1,869,885
Net assets at beginning of period ........................................    4,876,292      6,381,819      4,511,934
                                                                            -----------    -----------    -----------
Net assets at end of period ..............................................    4,416,238    $ 4,876,292    $ 6,381,819
                                                                            ===========    ===========    ===========


See accompanying notes.

                                       166



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                         GLOBAL BALANCED SUBACCOUNT
                                                                  -----------------------------------------
                                                                     2002           2001            2000
                                                                  -----------    -----------    -----------
                                                                                       
Increase (decrease) in net assets from operations:
 Net investment income .........................................  $    15,289    $     3,025    $     7,198
 Realized losses ...............................................      (10,810)       (18,478)        (3,641)
 Change in unrealized appreciation (depreciation)
  during the period ............................................     (114,845)        12,916        (21,945)
                                                                  -----------    -----------    -----------
Net decrease in net assets resulting from operations ...........     (110,366)        (2,537)       (18,388)
                                                                  -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders ...............................      172,225      3,159,097         75,380
 Transfers to policyholders for benefits and termination .......      (74,464)       (82,211)       (83,639)
 Net transfers between subaccounts .............................           --             --             --
 Net change in policy loans ....................................           --             --             --
                                                                  -----------    -----------    -----------
Net increase (decrease) in net assets resulting from
 policy transactions ...........................................       97,761      3,076,886         (8,259)
                                                                  -----------    -----------    -----------
Total increase (decrease) in net assets ........................      (12,605)     3,074,349        (26,647)
Net assets at beginning of period ..............................    3,248,070        173,721        200,368
                                                                  -----------    -----------    -----------
Net assets at end of period ....................................  $ 3,235,465    $ 3,248,070    $   173,721
                                                                  ===========    ===========    ===========




                                                                          MULTI CAP GROWTH SUBACCOUNT
                                                                  ------------------------------------------
                                                                       2002          2001           2000
                                                                  ------------   -----------    ------------
                                                                                       
Increase (decrease) in net assets from operations:
 Net investment income (loss)...................................  $    (48,326)  $   (85,083)   $  2,182,817
 Realized gains (losses)........................................    (1,660,611)   (2,329,455)      1,892,763
 Change in unrealized depreciation during the period............    (3,104,474)   (4,249,250)    (11,690,290)
                                                                  ------------   -----------    ------------
Net decrease in net assets resulting from operations............    (4,813,411)   (6,663,788)     (7,614,710)
                                                                  ------------   -----------    ------------
Policy transactions:
 Net premiums from policyholders................................     4,447,567    12,612,039      13,112,643
 Transfers to policyholders for benefits and termination........    (1,123,661)   (3,031,534)     (4,430,561)
 Net transfers between subaccounts..............................            --            --              --
 Net change in policy loans.....................................            --            --              --
                                                                  ------------   -----------    ------------
Net increase in net assets resulting from policy transactions...     3,323,906     9,580,505       8,682,082
                                                                  -------------   -----------    ------------
Total increase (decrease) in net assets.........................    (1,489,505)    2,916,717       1,067,372
Net assets at beginning of period...............................    17,593,663    14,676,946      13,609,574
                                                                  ------------   -----------    ------------
Net assets at end of period.....................................  $ 16,104,158   $17,593,633    $ 14,676,946
                                                                  ============   ===========    ============


See accompanying notes.

                                       167



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                              LARGE CAP VALUE SUBACCOUNT
                                                                    --------------------------------------------
                                                                        2002            2001             2000
                                                                    ------------    ------------    ------------
                                                                                           
Increase (decrease) in net assets from operations:
 Net investment income ...........................................  $     86,807    $    170,828    $    693,327
 Realized gains (losses) .........................................         1,603         344,244         (47,306)
 Change in unrealized appreciation (depreciation)
  during the period ..............................................    (1,211,853)       (277,488)        854,807
                                                                    ------------    ------------    ------------
Net increase (decrease) in net assets resulting from operations...    (1,123,443)        237,584       1,500,828
                                                                    ------------    ------------    ------------
Policy transactions:
 Net premiums from policyholders .................................     3,245,122      10,170,978       7,024,748
 Transfers to policyholders for benefits and termination .........    (1,119,296)     (2,001,066)     (1,798,175)
 Net transfers between subaccounts ...............................            --              --              --
 Net change in policy loans ......................................            --              --              --
                                                                    ------------    ------------    ------------
Net increase in net assets resulting from policy transactions ....     2,125,826       8,169,912       5,226,573
                                                                    ------------    ------------    ------------
Total increase in net assets .....................................     1,002,383       8,407,496       6,727,401
Net assets at beginning of period ................................    23,397,684      14,990,188       8,268,787
                                                                    ------------    ------------    ------------
Net assets at end of period ......................................  $ 24,400,067    $ 23,397,684    $ 14,990,188
                                                                    ============    ============    ============




                                                                             MONEY MARKET SUBACCOUNT
                                                                    -------------------------------------------
                                                                        2002           2001            2000
                                                                    -----------    ------------    ------------
                                                                                          
Increase (decrease) in net assets from operations:
 Net investment income ...........................................  $   174,232    $    834,589    $  1,290,563
 Realized gains ..................................................          206              --              --
 Change in unrealized depreciation during the period .............           (1)             --              --
                                                                    -----------    ------------    ------------
Net increase in net assets resulting from operations .............      174,437         834,589       1,290,563
                                                                    -----------    ------------    ------------
Policy transactions:
 Net premiums from policyholders .................................    5,512,953      22,170,735      26,609,851
 Transfers to policyholders for benefits and termination .........   (5,402,127)    (26,886,651)    (22,265,301)
 Net transfers between subaccounts ...............................           --              --              --
 Net change in policy loans ......................................       13,598          (5,337)         77,509
                                                                    -----------    ------------    ------------
Net increase (decrease) in net assets resulting from
 policy transactions .............................................      124,424      (4,721,253)      4,422,059
                                                                    -----------    ------------    ------------
Total increase (decrease) in net assets ..........................      298,861      (3,886,664)      5,712,622
Net assets at beginning of period ................................   22,329,064      26,215,728      20,503,106
                                                                    -----------    ------------    ------------
Net assets at end of period ......................................  $22,627,925    $ 22,329,064    $ 26,215,728
                                                                    ===========    ============    ============


See accompanying notes.

                                       168



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

          FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND
                           DECEMBER 31, 2001 AND 2000



                                                                         SMALL/MID CAP GROWTH SUBACCOUNT
                                                                     --------------------------------------
                                                                        2002          2001          2000
                                                                     ----------   -----------   -----------
                                                                                       
Increase (decrease) in net assets from operations:
 Net investment income (loss) .....................................  $  (24,158)  $   (34,942)  $   570,559
 Realized losses ..................................................     (63,168)     (212,465)     (136,669)
 Change in unrealized appreciation (depreciation)
  during the period ...............................................    (782,437)      391,420        (2,663)
                                                                     ----------   -----------   -----------
 Net increase (decrease) in net assets resulting from operations...    (869,763)      144,013       431,227
                                                                     ----------   -----------   -----------
Policy transactions:
 Net premiums from policyholders ..................................     948,748     3,794,737     1,474,342
 Transfers to policyholders for benefits and termination ..........    (613,578)   (1,326,766)   (1,536,191)
 Net transfers between subaccounts ................................          --            --            --
 Net change in policy loans .......................................          --            --            --
                                                                     ----------   -----------   -----------
Net increase (decrease) in net assets resulting from
 policy transactions ..............................................     335,170     2,467,971       (61,849)
                                                                     ----------   -----------   -----------
Total increase (decrease) in net assets ...........................    (534,593)    2,611,984       369,378
Net assets at beginning of period .................................   8,467,406     5,855,422     5,486,044
                                                                     ----------   -----------   -----------
Net assets at end of period .......................................  $7,932,813   $ 8,467,406   $ 5,855,422
                                                                     ==========   ===========   ===========


                                                                          REAL ESTATE EQUITY SUBACCOUNT
                                                                     --------------------------------------
                                                                        2002          2001          2000
                                                                     ----------   -----------   -----------
                                                                                       
Increase (decrease) in net assets from operations:
 Net investment income ............................................  $  127,527   $   229,751   $   465,264
 Realized losses ..................................................     (14,875)      (67,379)     (159,205)
 Change in unrealized appreciation during the period ..............     564,505       128,322       919,904
                                                                     ----------   -----------   -----------
Net increase in net assets resulting from operations ..............     677,157       290,694     1,225,963
                                                                     ----------   -----------   -----------
Policy transactions:
 Net premiums from policyholders ..................................   1,290,446     1,712,308     1,762,038
 Transfers to policyholders for benefits and termination ..........    (475,202)   (2,078,180)   (1,130,179)
 Net transfers between subaccounts ................................          --            --            --
 Net change in policy loans .......................................      24,531       (26,470)      114,851
                                                                     ----------   -----------   -----------
Net increase (decrease) in net assets resulting from
 policy transactions ..............................................     839,775      (392,342)      746,710
                                                                     ----------   -----------   -----------
Total increase (decrease) in net assets ...........................   1,516,932      (101,648)    1,972,673
Net assets at beginning of period .................................   5,901,125     6,002,773     4,030,100
                                                                     ----------   -----------   -----------
Net assets at end of period .......................................  $7,418,057   $ 5,901,125   $ 6,002,773
                                                                     ==========   ===========   ===========


See accompanying notes.

                                       169



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

          FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND
                           DECEMBER 31, 2001 AND 2000



                                                                        GROWTH & INCOME SUBACCOUNT
                                                                ------------------------------------------
                                                                    2002           2001           2000
                                                                ------------   ------------   ------------
                                                                                     
Increase (decrease) in net assets from operations:
 Net investment income ......................................   $  1,282,000   $  2,367,996   $ 44,427,885
 Realized gains (losses)  ...................................       (229,825)       205,711     18,300,286
 Change in unrealized depreciation during the period ........    (23,032,815)   (37,067,063)   (96,829,044)
                                                                ------------   ------------   ------------
Net decrease in net assets resulting from operations ........    (21,980,640)   (34,493,356)   (34,100,873)
                                                                ------------   ------------   ------------

Policy transactions:
 Net premiums from policyholders ............................     12,379,242     25,738,713     31,462,247
 Transfers to policyholders for benefits and termination ....    (12,129,570)   (29,810,655)   (71,685,409)
 Net transfers between subaccounts ..........................             --             --             --
 Net change in policy loans .................................       (762,860)     1,375,781      1,310,472
                                                                ------------   ------------   ------------
Net decrease in net assets resulting from
 policy transactions ........................................       (513,188)    (2,696,161)   (38,912,690)
Total decrease in net assets ................................   ------------   ------------   ------------
Net assets at beginning of period ...........................    (22,493,828)   (37,189,517)   (73,013,563)
Net assets at end of period .................................    230,297,017    267,486,534    340,500,097
                                                                ------------   ------------   ------------
                                                                $207,803,189   $230,297,017   $267,486,534
                                                                ============   ============   ============


                                                                            MANAGED SUBACCOUNT
                                                                ------------------------------------------
                                                                    2002           2001           2000
                                                                ------------   ------------   ------------
                                                                                     
Increase (decrease) in net assets from operations:
 Net investment income ......................................   $    975,521   $  2,443,135   $ 11,092,640
 Realized gains .............................................         55,484        528,773      1,551,519
 Change in unrealized depreciation during the period ........     (8,119,870)    (5,276,809)   (12,278,637)
                                                                ------------   ------------   ------------
Net increase (decrease) in net assets resulting
 from operations ............................................     (7,088,865)    (2,304,901)       365,522
                                                                ------------   ------------   ------------

Policy transactions:
 Net premiums from policyholders ............................      5,738,891     12,491,524     12,192,565
 Transfers to policyholders for benefits and termination ....     (7,073,648)   (13,566,962)   (19,842,234)
 Net transfers between subaccounts ..........................             --             --             --
 Net change in policy loans .................................       (182,323)      (334,235)       630,955
                                                                ------------   ------------   ------------
Net decrease in net assets resulting from
 policy transactions ........................................     (1,517,080)    (1,409,673)    (7,018,714)
                                                                ------------   ------------   ------------
Total decrease in net assets ................................     (8,605,945)    (3,714,574)    (6,653,192)
Net assets at beginning of period ...........................    108,761,653    112,476,227    119,129,419
                                                                ------------   ------------   ------------
Net assets at end of period .................................   $100,155,708   $108,761,653   $112,476,227
                                                                ============   ============   ============


See accompanying notes.

                                       170



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                                   SHORT-TERM BOND SUBACCOUNT
                                                                           ------------------------------------------
                                                                               2002           2001           2000
                                                                           ------------   ------------   ------------
                                                                                                
Increase (decrease) in net assets from operations:
 Net investment income .................................................   $    19,412    $    24,452    $    15,494
 Realized gains (losses) ...............................................           414          8,797         (2,287)
 Change in unrealized appreciation (depreciation) during
  the period ...........................................................          (652)        (2,372)         6,756
                                                                           -----------    -----------    -----------
Net increase in net assets resulting from operations ...................        19,174         30,877         19,963
                                                                           -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders .......................................       243,199        814,841        167,135
 Transfers to policyholders for benefits and termination ...............      (221,165)      (148,073)       (69,043)
 Net transfers between subaccounts .....................................            --             --             --
 Net change in policy loans ............................................            --             --             --
                                                                           -----------    -----------    -----------
Net increase in net assets resulting from
 policy transactions ...................................................        22,034        666,768         98,092
                                                                           -----------    -----------    -----------
Total increase in net assets ...........................................        41,208        697,645        118,055
Net assets at beginning of period ......................................     1,054,613        356,968        238,913
                                                                           -----------    -----------    -----------
Net assets at end of period ............................................   $ 1,095,821    $ 1,054,613    $   356,968
                                                                           ===========    ===========    ===========




                                                                                  SMALL CAP EQUITY SUBACCOUNT
                                                                           ------------------------------------------
                                                                               2002           2001           2000
                                                                           ------------   ------------   ------------
                                                                                                
Increase (decrease) in net assets from operations:
 Net investment income (loss)  .........................................   $   (13,141)   $   (18,893)   $   297,508
 Realized losses .......................................................       (60,672)      (553,686)      (110,857)
 Change in unrealized appreciation (depreciation) during
  the period ...........................................................      (462,537)       580,661       (668,463)
                                                                           -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations ........      (536,350)         8,082       (481,812)
                                                                           -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders .......................................       919,861      2,680,094      1,608,648
 Transfers to policyholders for benefits and termination ...............      (452,147)    (2,188,533)      (452,406)
 Net transfers between subaccounts .....................................            --             --             --
 Net change in policy loans ............................................            --             --             --
                                                                           -----------    -----------    -----------
Net increase (decrease) in net assets resulting from
 policy transactions ...................................................       467,714       (491,561)     1,156,242
                                                                           -----------    -----------    -----------
Total increase (decrease) in net assets ................................       (68,636)       499,643        674,430
Net assets at beginning of period ......................................     4,641,465      4,141,822      3,467,392
                                                                           -----------    -----------    -----------
Net assets at end of period ............................................   $ 4,572,829    $ 4,641,465    $ 4,141,822
                                                                           ===========    ===========    ===========


                                       171



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                         INTERNATIONAL OPPORTUNITIES SUBACCOUNT
                                                                      ---------------------------------------------
                                                                          2002            2001            2000
                                                                      -------------   -------------   -------------
                                                                                             
Increase (decrease) in net assets from operations:
 Net investment income ............................................   $     18,178    $     26,015    $    564,716
 Realized gains (losses) ..........................................       (294,903)     (2,366,905)        348,813
 Change in unrealized depreciation during the period ..............       (365,144)       (510,586)     (2,497,504)
                                                                      ------------    ------------    ------------
Net decrease in net assets resulting from operations ..............       (641,869)     (2,851,476)     (1,583,975)
                                                                      ------------    ------------    ------------
Policy transactions:
 Net premiums from policyholders ..................................      3,470,997       9,239,568       9,284,275
 Transfers to policyholders for benefits and termination ..........       (542,408)     (5,328,329)       (469,272)
 Net transfers between subaccounts ................................             --              --              --
 Net change in policy loans .......................................             --              --              --
                                                                      ------------    ------------    ------------
Net increase in net assets resulting from policy transactions .....      2,928,589       3,911,239       8,815,003
                                                                      ------------    ------------    ------------
Total increase in net assets ......................................      2,286,720       1,059,763       7,231,028
Net assets at beginning of period .................................     11,919,734      10,859,971       3,628,943
                                                                      ------------    ------------    ------------
Net assets at end of period .......................................   $ 14,206,454    $ 11,919,734    $ 10,859,971
                                                                      ============    ============    ============




                                                                                EQUITY INDEX SUBACCOUNT
                                                                      ---------------------------------------------
                                                                          2002            2001            2000
                                                                      -------------   -------------   -------------
                                                                                             
Increase (decrease) in net assets from operations:
 Net investment income ............................................   $    177,551    $    291,987    $  2,141,880
 Realized gains (losses) ..........................................       (404,527)      1,221,769         485,643
 Change in unrealized depreciation during the period ..............     (7,088,039)     (8,084,684)     (8,035,375)
                                                                      ------------    ------------    ------------
Net decrease in net assets resulting from operations ..............     (7,315,015)     (6,570,928)     (5,407,852)
                                                                      ------------    ------------    ------------
Policy transactions:
 Net premiums from policyholders ..................................      4,721,833      13,985,392      43,728,519
 Transfers to policyholders for benefits and termination ..........     (1,625,835)     (5,816,358)     (2,630,030)
 Net transfers between subaccounts ................................             --              --              --
 Net change in policy loans .......................................             --              --              --
                                                                      ------------    ------------    ------------
Net increase in net assets resulting from policy transactions .....      3,095,998       8,169,034      41,098,489
                                                                      ------------    ------------    ------------
Total increase (decrease) in net assets ...........................     (4,219,017)      1,598,106      35,690,637
Net assets at beginning of period .................................     51,694,822      50,096,716      14,406,079
                                                                      ------------    ------------    ------------
Net assets at end of period .......................................   $ 47,475,805    $ 51,694,822    $ 50,096,716
                                                                      ============    ============    ============


See accompanying notes.

                                       172



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                                      GLOBAL BOND SUBACCOUNT
                                                                             ------------------------------------------
                                                                                 2002           2001           2000
                                                                             ------------   ------------   ------------
                                                                                                  
Increase (decrease) in net assets from  operations:
 Net investment income (loss) ............................................   $    (2,408)   $    32,388    $    57,408
 Realized losses .........................................................          (485)        (4,928)       (14,302)
 Change in unrealized appreciation (depreciation) during
  the period .............................................................        83,385        (45,004)        63,359
                                                                             -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations ..........        80,492        (17,544)       106,465
                                                                             -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders .........................................       248,639        352,334        396,099
 Transfers to policyholders for benefits and termination .................       (85,394)      (677,332)      (192,421)
 Net transfers between subaccounts .......................................            --             --             --
 Net change in policy loans ..............................................            --             --             --
                                                                             -----------    -----------    -----------
Net increase (decrease) in net assets resulting from
 policy transactions .....................................................       163,245       (324,998)       203,678
                                                                             -----------    -----------    -----------
Total increase (decrease) in net assets ..................................       243,737       (342,542)       310,143
Net assets at beginning of period ........................................       797,319      1,139,861        829,718
                                                                             -----------    -----------    -----------
Net assets at end of period ..............................................   $ 1,041,056    $   797,319    $ 1,139,861
                                                                             ===========    ===========    ===========




                                                                                 EMERGING MARKETS EQUITY SUBACCOUNT
                                                                             ------------------------------------------
                                                                                 2002           2001           2000
                                                                             ------------   ------------   ------------
                                                                                                  
Increase (decrease) in net assets from operations:
 Net investment income (loss)  ...........................................   $    (1,244)   $    (2,905)   $    58,591
 Realized gains (losses) .................................................       (10,278)      (512,242)        19,902
 Change in unrealized appreciation (depreciation) during
  the period .............................................................        26,303        454,961       (571,486)
                                                                             -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations ..........        14,781        (60,186)      (492,993)
                                                                             -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders .........................................       345,869        801,949      1,133,676
 Transfers to policyholders for benefits and termination .................      (102,049)      (590,080)      (337,143)
 Net transfers between subaccounts .......................................            --             --             --
 Net change in policy loans ..............................................            --             --             --
                                                                             -----------    -----------    -----------
Net increase in net assets resulting from policy transactions ............       243,820        211,869        796,533
                                                                             -----------    -----------    -----------
Total increase in net assets .............................................       258,601        151,683        303,540
Net assets at beginning of period ........................................       893,035        741,352        437,812
                                                                             -----------    -----------    -----------
Net assets at end of period ..............................................   $ 1,151,636    $   893,035    $   741,352
                                                                             ===========    ===========    ===========


See accompanying notes.

                                       173



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                                           BOND INDEX SUBACCOUNT
                                                                                 ------------------------------------------
                                                                                     2002           2001           2000
                                                                                 ------------   ------------   ------------
                                                                                                      
IIncrease (decrease) in net assets from operations:
 Net investment income .......................................................   $   130,891    $   132,221    $     6,712
 Realized gains (losses)  ....................................................         1,653         18,228           (607)
 Change in unrealized appreciation (depreciation) during
  the period .................................................................        34,100        (26,418)         6,100
                                                                                 -----------    -----------    -----------
Net increase in net assets resulting from operations .........................       166,644        124,031         12,205
                                                                                 -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders .............................................       478,279      5,105,113        196,240
 Transfers to policyholders for benefits and termination .....................      (349,733)      (129,767)       (16,742)
 Net transfers between subaccounts ...........................................            --             --             --
 Net change in policy loans ..................................................            --             --             --
                                                                                 -----------    -----------    -----------
Net increase in net assets resulting from policy transactions ................       128,546      4,975,346        179,498
                                                                                 -----------    -----------    -----------
Total increase in net assets .................................................       295,190      5,099,377        191,703
Net assets at beginning of period ............................................     5,365,289        265,912         74,209
                                                                                 -----------    -----------    -----------
Net assets at end of period ..................................................   $ 5,660,479    $ 5,365,289    $   265,912
                                                                                 ===========    ===========    ===========




                                                                                       SMALL/MID CAP CORE SUBACCOUNT
                                                                                 ------------------------------------------
                                                                                     2002           2001           2000
                                                                                 ------------   ------------   ------------
                                                                                                      
Increase (decrease) in net assets from operations:
 Net investment income (loss) ................................................   $      (837)   $      (397)   $    21,792
 Realized gains (losses)  ....................................................         2,030         (3,169)         1,505
 Change in unrealized appreciation (depreciation) during
  the period .................................................................       (14,447)        25,735        (13,928)
                                                                                 -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations ..............       (13,254)        22,169          9,369
                                                                                 -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders .............................................       348,639        288,067        479,768
 Transfers to policyholders for benefits and termination .....................      (124,258)      (364,419)        (6,951)
 Net transfers between subaccounts ...........................................            --             --             --
 Net change in policy loans ..................................................            --             --             --
                                                                                 -----------    -----------    -----------
Net increase (decrease) in net assets resulting from
 policy transactions .........................................................       224,381        (76,352)       472,817
                                                                                 -----------    -----------    -----------
Total increase (decrease) in net assets ......................................       211,127        (54,183)       482,186
Net assets at beginning of period ............................................       505,368        559,551         77,365
                                                                                 -----------    -----------    -----------
Net assets at end of period ..................................................   $   716,495    $   505,368    $   559,551
                                                                                 ===========    ===========    ===========


See accompanying notes.

                                       174



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                             HIGH YIELD BOND SUBACCOUNT
                                                                      ------------------------------------------
                                                                          2002           2001           2000
                                                                      ------------   ------------   ------------
                                                                                           
Increase (decrease) in net assets from operations:
 Net investment income ............................................   $    49,412    $    58,470    $    78,692
 Realized losses ..................................................       (29,328)      (133,868)       (12,114)
 Change in unrealized appreciation (depreciation) during
  the period ......................................................       (70,306)       132,879       (188,735)
                                                                      -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations ...       (50,222)        57,481       (122,157)
                                                                      -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders ..................................       224,846        906,532      1,514,684
 Transfers to policyholders for benefits and termination ..........      (184,755)    (1,363,474)       (88,711)
 Net transfers between subaccounts ................................            --             --             --
 Net change in policy loans .......................................            --             --             --
                                                                      -----------    -----------    -----------
Net increase (decrease) in net assets resulting from
 policy transactions ..............................................        40,091       (456,942)     1,425,973
                                                                      -----------    -----------    -----------
Total increase (decrease) in net assets ...........................       (10,131)      (399,461)     1,303,816
Net assets at beginning of period .................................       980,406      1,379,867         76,051
                                                                      -----------    -----------    -----------
Net assets at end of period .......................................   $   970,275    $   980,406    $ 1,379,867
                                                                      ===========    ===========    ===========




                                                                             TURNER CORE GROWTH SUBACCOUNT
                                                                      ------------------------------------------
                                                                          2002           2001           2000
                                                                      ------------   ------------   ------------
                                                                                           
Increase (decrease) in net assets from operations:
 Net investment income (loss) .....................................   $      (590)   $    (1,561)   $    50,617
 Realized gains (losses)  .........................................       (25,442)       (91,201)        20,969
 Change in unrealized depreciation during the period ..............       (37,358)       (12,342)      (120,040)
                                                                      -----------    -----------    -----------
Net decrease in net assets resulting from operations ..............       (63,390)      (105,104)       (48,454)
                                                                      -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders ..................................        29,228        316,791        192,556
 Transfers to policyholders for benefits and termination ..........       (33,978)      (219,789)       (31,415)
 Net transfers between subaccounts ................................            --             --             --
 Net change in policy loans .......................................            --             --             --
                                                                      -----------    -----------    -----------
Net increase (decrease) in net assets resulting from
 policy transactions ..............................................        (4,750)        97,002        161,141
                                                                      -----------    -----------    -----------
Total increase (decrease) in net assets ...........................       (68,140)        (8,102)       112,687
Net assets at beginning of period .................................       362,392        370,494        257,807
                                                                      -----------    -----------    -----------
Net assets at end of period .......................................   $   294,252    $   362,392    $   370,494
                                                                      ===========    ===========    ===========


See accompanying notes.

                                       175



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                         BRANDES INTERNATIONAL EQUITY SUBACCOUNT
                                                                       ------------------------------------------
                                                                           2002           2001           2000
                                                                       ------------   ------------   ------------
                                                                                            
Increase (decrease) in net assets from operations:
 Net investment income (loss)  .....................................   $    (1,259)   $     8,649    $    87,962
 Realized gains (losses) ...........................................       (23,834)        71,897         13,902
 Change in unrealized appreciation (depreciation) during
  the period .......................................................        30,006       (246,498)       (35,201)
                                                                       -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations ....         4,913       (165,952)        66,663
                                                                       -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders ...................................       220,123      1,103,449        616,308
 Transfers to policyholders for benefits and termination ...........      (113,585)      (979,043)       (39,267)
 Net transfers between subaccounts .................................            --             --             --
 Net change in policy loans ........................................            --             --             --
                                                                       -----------    -----------    -----------
Net increase in net assets resulting from policy transactions ......       106,538        124,406        577,041
                                                                       -----------    -----------    -----------
Total increase (decrease) in net assets ............................       111,451        (41,546)       643,704
Net assets at beginning of period ..................................     1,127,660      1,169,206        525,502
                                                                       -----------    -----------    -----------
Net assets at end of period ........................................   $ 1,239,111    $ 1,127,660    $ 1,169,206
                                                                       ===========    ===========    ===========




                                                                             FRONTIER CAPITAL APPRECIATION
                                                                                       SUBACCOUNT
                                                                       ------------------------------------------
                                                                           2002           2001           2000
                                                                       ------------   ------------   ------------
                                                                                            
Increase (decrease) in net assets from operations:
 Net investment income (loss) ......................................   $      (883)   $    (2,728)   $   130,136
 Realized gains (losses) ...........................................        (3,219)       (50,194)        68,311
 Change in unrealized appreciation (depreciation) during
  the period .......................................................       (54,814)        52,457       (175,994)
                                                                       -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations ....       (58,916)          (465)        22,453
                                                                       -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders ...................................        70,202        445,490        219,803
 Transfers to policyholders for benefits and termination ...........       (67,993)      (501,765)      (179,523)
 Net transfers between subaccounts .................................            --             --             --
 Net change in policy loans ........................................            --             --             --
                                                                       -----------    -----------    -----------
Net increase (decrease) in net assets resulting from
 policy transactions ...............................................         2,209        (56,275)        40,280
                                                                       -----------    -----------    -----------
Total increase (decrease) in net assets ............................       (56,707)       (56,740)        62,733
Net assets at beginning of period ..................................       459,976        516,716        453,983
                                                                       -----------    -----------    -----------
Net assets at end of period ........................................   $   403,269    $   459,976    $   516,716
                                                                       ===========    ===========    ===========


See accompanying notes.

                                       176



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                   CLIFTON ENHANCED U.S. EQUITY SUBACCOUNT
                                                                   ---------------------------------------
                                                                       2002         2001          2000*
                                                                   ------------  -----------  ------------
                                                                                     
Increase (decrease) in net assets from operations:
 Net investment income (loss)  ....................................   $    (95)   $  1,117    $  3,190
 Realized gains (losses) ..........................................       (827)       (826)        302
 Change in unrealized depreciation during the period ..............     (4,247)     (3,148)     (5,562)
                                                                      --------    --------    --------
Net decrease in net assets resulting from operations ..............     (5,169)     (2,857)     (2,070)
                                                                      --------    --------    --------
Policy transactions:
 Net premiums from policyholders ..................................     23,181      10,070      16,541
 Transfers to policyholders for benefits and termination ..........     (1,989)     (2,449)     (9,351)
 Net transfers between subaccounts ................................         --          --          --
 Net change in policy loans .......................................         --          --          --
                                                                      --------    --------    --------
Net increase in net assets resulting from policy transactions .....     21,192       7,621       7,190
                                                                      --------    --------    --------
Total increase in net assets ......................................     16,023       4,764       5,120
Net assets at beginning of period .................................     28,059      23,295      18,175
                                                                      --------    --------    --------
Net assets at end of period .......................................   $ 44,082    $ 28,059    $ 23,295
                                                                      ========    ========    ========




                                                                    LARGE CAP AGGRESSIVE GROWTH SUBACCOUNT
                                                                    --------------------------------------
                                                                       2002         2001          2000*
                                                                    -----------  -----------  ------------
                                                                                     
Increase (decrease) in net assets from operations:
 Net investment income (loss)  ....................................   $     (4)   $    (11)   $     30
 Realized losses ..................................................        (47)        (68)         (8)
 Change in unrealized depreciation during the period ..............       (293)       (216)       (616)
                                                                      --------    --------    --------
Net decrease in net assets resulting from operations ..............       (344)       (295)       (594)
                                                                      --------    --------    --------
Policy transactions:
 Net premiums from policyholders ..................................        949           5       2,528
 Transfers to policyholders for benefits and termination ..........       (111)       (120)         --
 Net transfers between subaccounts ................................         --          --          --
 Net change in policy loans .......................................         --          --          --
                                                                      --------    --------    --------
Net increase (decrease) in net assets resulting from
 policy transactions ..............................................        838        (115)      2,528
                                                                      --------    --------    --------
Total increase (decrease) in net assets ...........................        494        (410)      1,934
Net assets at beginning of period .................................      1,524       1,934          --
                                                                      --------    --------    --------
Net assets at end of period .......................................   $  2,018    $  1,524    $  1,934
                                                                      ========    ========    ========


- ---------
* From commencement of operations (refer to footnote d in notes to financial
  statements 6).

See accompanying notes.

                                       177



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                                 FUNDAMENTAL GROWTH SUBACCOUNT
                                                                           -----------------------------------------
                                                                              2002           2001           2000*
                                                                           -----------    -----------    -----------
                                                                                                
Increase (decrease) in net assets from operations:
 Net investment income (loss)  .........................................   $       (33)   $       (62)   $     1,351
 Realized losses .......................................................          (202)          (340)           (10)
 Change in unrealized depreciation during the period ...................        (4,199)        (3,866)        (1,226)
                                                                           -----------    -----------    -----------
Net increase (decrease) in net assets resulting from
 operations ............................................................        (4,434)        (4,268)           115
                                                                           -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders .......................................        30,737          9,554      9,264,914
 Transfers to policyholders for benefits and termination ...............        (8,496)        (7,743)    (9,251,776)
 Net transfers between subaccounts .....................................            --             --             --
 Net change in policy loans ............................................            --             --             --
                                                                           -----------    -----------    -----------
Net increase in net assets resulting from policy transactions ..........        22,241          1,811         13,138
                                                                           -----------    -----------    -----------
Total increase (decrease) in net assets ................................        17,807         (2,457)        13,253
Net assets at beginning of period ......................................        10,796         13,253             --
                                                                           -----------    -----------    -----------
Net assets at end of period ............................................   $    28,603    $    10,796    $    13,253
                                                                           ===========    ===========    ===========




                                                                              AIM V.I. PREMIER EQUITY SUBACCOUNT
                                                                           -----------------------------------------
                                                                              2002           2001           2000*
                                                                           -----------    -----------    -----------
                                                                                                
Increase (decrease) in net assets from operations:
 Net investment income (loss) ..........................................   $       (44)   $       (44)   $       230
 Realized losses .......................................................          (335)          (503)           (11)
 Change in unrealized depreciation during the period ...................        (4,344)        (1,395)        (1,068)
                                                                           -----------    -----------    -----------
Net decrease in net assets resulting from operations ...................        (4,723)        (1,942)          (849)
                                                                           -----------    -----------    -----------
Policy transactions:
 Net premiums from policyholders .......................................        18,617         12,072         12,213
 Transfers to policyholders for benefits and termination ...............        (2,245)        (3,006)        (6,072)
 Net transfers between subaccounts .....................................            --             --             --
 Net change in policy loans ............................................            --             --             --
                                                                           -----------    -----------    -----------
Net increase in net assets resulting from policy transactions ..........        16,372          9,066          6,141
                                                                           -----------    -----------    -----------
Total increase in net assets ...........................................        11,649          7,124          5,292
Net assets at beginning of period ......................................        12,416          5,292             --
                                                                           -----------    -----------    -----------
Net assets at end of period ............................................   $    24,065    $    12,416    $     5,292
                                                                           ===========    ===========    ===========


- ---------
* From commencement of operations (refer to footnote d in notes to financial
  statements 6).

See accompanying notes.

                                       178



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                  FIDELITY VIP GROWTH SUBACCOUNT
                                               -----------------------------------
                                                  2002         2001        2000*
                                               ---------    ---------    ---------
                                                                
Increase (decrease) in net assets from
 operations:
 Net investment loss .......................   $    (142)   $     (18)   $      (6)
 Realized losses ...........................      (1,037)      (1,445)          (7)
 Change in unrealized appreciation
  (depreciation) during the period .........     (26,030)         469         (525)
                                               ---------    ---------    ---------
Net decrease in net assets resulting from
 operations ................................     (27,209)        (994)        (538)
                                               ---------    ---------    ---------
Policy transactions:
 Net premiums from policyholders ...........     181,050        1,474        5,160
 Transfers to policyholders for benefits and
  termination ..............................      (9,913)      (4,037)        (394)
 Net transfers between subaccounts .........          --           --           --
 Net change in policy loans ................          --           --           --
                                               ---------    ---------    ---------
Net increase (decrease) in net assets
 resulting from policy transactions ........     171,137       (2,563)       4,766
                                               ---------    ---------    ---------
Total increase (decrease) in net assets ....     143,928       (3,557)       4,228
Net assets at beginning of period ..........         671        4,228           --
                                               ---------    ---------    ---------
Net assets at end of period ................   $ 144,599    $     671    $   4,228
                                               =========    =========    =========




                                                FIDELITY VIP CONTRAFUND SUBACCOUNT
                                               ------------------------------------
                                                 2002          2001          2000*
                                               --------      --------      --------
                                                                  
Increase (decrease) in net assets from
 operations:
 Net investment income (loss) ..............   $     37      $    (24)     $    (12)
 Realized losses ...........................       (182)         (958)           (4)
 Change in unrealized depreciation
  during the period ........................       (801)         (616)         (366)
                                               --------      --------      --------
Net decrease in net assets resulting
 from operations ...........................       (946)       (1,598)         (382)
                                               --------      --------      --------
Policy transactions:
 Net premiums from policyholders ...........     23,783        10,866        13,880
 Transfers to policyholders for
  benefits and termination .................     (1,259)       (3,652)       (6,991)
 Net transfers between subaccounts .........         --            --            --
 Net change in policy loans ................         --            --            --
                                               --------      --------      --------
Net increase in net assets resulting
 from policy transactions ..................     22,524         7,214         6,889
                                               --------      --------      --------
Total increase in net assets ...............     21,578         5,616         6,507
Net assets at beginning of period ..........     12,123         6,507            --
                                               --------      --------      --------
Net assets at end of period ................   $ 33,701      $ 12,123      $  6,507
                                               ========      ========      ========

- ---------
* From commencement of operations (refer to footnote d in notes to financial
  statements 6).

See accompanying notes.

                                       179



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                               MFS NEW DISCOVERY SUBACCOUNT
                                                          -------------------------------------
                                                             2002          2001         2000*
                                                          ---------      ---------    ---------
                                                                             
Increase (decrease) in
 net assets from operations:
 Net investment income (loss) ........................    $    (317)     $   2,735    $     (19)
 Realized losses .....................................          (86)        (1,901)          (7)
 Change in unrealized appreciation
  (depreciation) during the period ...................      (24,021)          (743)         197
                                                          ---------      ---------    ---------
Net increase (decrease) in net assets
 resulting from operations ...........................      (24,424)            91          171
                                                          ---------      ---------    ---------
Policy transactions:
 Net premiums from policyholders .....................       34,311        102,334       37,394
 Transfers to policyholders for
  benefits and termination ...........................      (10,070)       (14,675)     (18,758)
 Net transfers between subaccounts ...................           --             --           --
 Net change in policy loans ..........................           --             --           --
                                                          ---------      ---------    ---------
Net increase in net assets resulting
 from policy transactions ............................       24,241         87,659       18,636
                                                          ---------      ---------    ---------
Total increase (decrease) in net assets ..............         (183)        87,750       18,807
Net assets at beginning of period ....................      106,557         18,807           --
                                                          ---------      ---------    ---------
Net assets at end of period ..........................    $ 106,374      $ 106,557    $  18,807
                                                          =========      =========    =========


- ---------
* From commencement of operations (refer to footnote d in notes to financial
statements 6).

See accompanying notes.

                                       180



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                           V.A. STRATEGIC            HEALTH
                                                                               INCOME               SCIENCES
                                                                             SUBACCOUNT            SUBACCOUNT
                                                                          -----------------  -----------------------
                                                                           2002     2001*       2002         2001*
                                                                          -------  --------  -----------  ----------
                                                                                              
Increase (decrease) in net assets from operations:
 Net investment income (loss) .......................................     $   16   $     3   $      (11)   $      (3)
 Realized gains (losses) ............................................         (3)        1          (15)          (1)
 Change in unrealized appreciation (depreciation)
  during the period .................................................         (7)        1         (614)         (22)
                                                                          ------   -------   ----------    ---------
Net increase (decrease) in net assets resulting
 from operations ....................................................          6         5         (640)         (26)
                                                                          ------   -------   ----------    ---------
Policy transactions:
 Net premiums from policyholders ....................................        734     2,513        2,849        3,403
 Transfers to policyholders for benefits and termination ............       (145)   (2,374)        (270)         (29)
 Net transfers between subaccounts ..................................         --        --           --           --
 Net change in policy loans .........................................         --        --           --           --
                                                                          ------   -------   ----------    ---------
Net increase in net assets resulting from
 policy transactions ................................................        589       139        2,579        3,374
                                                                          ------   -------   ----------    ---------
Total increase in net assets ........................................        595       144        1,939        3,348
Net assets at beginning of period ...................................        144        --        3,348           --
                                                                          ------   -------   ----------    ---------
Net assets at end of period .........................................     $  739   $   144   $    5,287    $   3,348
                                                                          ======   =======   ==========    =========




                                                                           INTERNATIONAL          FUNDAMENTAL
                                                                          OPPORTUNITIES B            VALUE
                                                                            SUBACCOUNT             SUBACCOUNT
                                                                         -----------------  ------------------------
                                                                           2002     2001*      2002          2001*
                                                                         --------  -------  -----------  ------------
                                                                                             
Increase (decrease) in net assets from operations:
 Net investment income (loss) .......................................    $    82   $   (1)  $   12,809    $    2,357
 Realized losses ....................................................        (28)      --      (53,519)       (5,237)
 Change in unrealized appreciation (depreciation)
  during the period .................................................     (1,708)       7     (401,709)       (4,848)
                                                                         -------   ------   ----------    ----------
Net increase (decrease) in net assets resulting
 from operations ....................................................     (1,654)       6     (442,419)       (7,728)
                                                                         -------   ------   ----------    ----------
Policy transactions:
 Net premiums from policyholders ....................................     27,310      517      461,627     2,879,317
 Transfers to policyholders for benefits and termination ............       (485)     509     (430,116)    1,521,622
 Net transfers between subaccounts ..................................         --       --           --            --
 Net change in policy loans .........................................         --       --           --            --
                                                                         -------   ------   ----------    ----------
Net increase in net assets resulting from
 policy transactions ................................................     26,825    1,026       31,511     4,400,939
                                                                         -------   ------   ----------    ----------
Total increase (decrease) in net assets .............................     25,171    1,032     (410,908)    4,393,211
Net assets at beginning of period ...................................      1,032       --    4,393,211            --
                                                                         -------   ------   ----------    ----------
Net assets at end of period .........................................    $26,203   $1,032   $3,982,303    $4,393,211
                                                                         =======   ======   ==========    ==========


- ---------
* From commencement of operations (refer to footnote d in notes to financial
statements 6).

See accompanying notes.

                                       181



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                         SMALL CAP VALUE     AIM V.I. GROWTH
                                                                           SUBACCOUNT          SUBACCOUNT
                                                                       -------------------  -----------------
                                                                         2002      2001*      2002      2001*
                                                                       ---------  --------  --------  -------
                                                                                          
Increase (decrease) in net assets from operations:
 Net investment income (loss) .......................................  $     52   $    58   $    (5)   $    2
 Realized gains (losses) ............................................       701      (144)      (59)       --
 Change in unrealized appreciation (depreciation) during
  the period ........................................................     2,025     2,861      (485)       68
                                                                       --------   -------   -------    ------
Net increase (decrease) in net assets resulting from operations .....     2,778     2,775      (549)       70
                                                                       --------   -------   -------    ------
Policy transactions:
 Net premiums from policyholders ....................................   140,054    34,295     7,809     1,655
 Transfers to policyholders for benefits and termination ............    (7,625)   (5,922)   (1,656)      (13)
 Net transfers between subaccounts ..................................        --        --        --        --
 Net change in policy loans .........................................        --        --        --        --
                                                                       --------   -------   -------    ------
Net increase in net assets resulting from policy transactions .......   132,429    28,373     6,153     1,642
                                                                       --------   -------   -------    ------
Total increase in net assets ........................................   135,207    31,148     5,604     1,712
Net assets at beginning of period ...................................    31,148        --     1,712        --
                                                                       --------   -------   -------    ------
Net assets at end of period .........................................  $166,355   $31,148   $ 7,316    $1,712
                                                                       ========   =======   =======    ======




                                                                                              TEMPLETON
                                                                           MFS RESEARCH     INTERNATIONAL
                                                                            SUBACCOUNT        SUBACCOUNT
                                                                         ----------------  ----------------
                                                                          2002     2001*    2002      2001*
                                                                         -------  -------  -------  ---------
                                                                                        
Increase (decrease) in net assets from operations:
 Net investment income (loss) .......................................    $   (1)  $   (2)  $   23    $   (3)
 Realized gains (losses) ............................................       (16)       1       (5)        1
 Change in unrealized appreciation(depreciation) during
  the period ........................................................      (298)     114      (46)       83
                                                                         ------   ------   ------    ------
Net increase (decrease) in net assets resulting from operations .....      (315)     113      (28)       81
                                                                         ------   ------   ------    ------
Policy transactions:
 Net premiums from policyholders ....................................       772    1,655       --     2,069
 Transfers to policyholders for benefits and termination ............      (231)     (14)     (47)      (17)
 Net transfers between subaccounts ..................................        --       --       --        --
 Net change in policy loans .........................................        --       --       --        --
                                                                         ------   ------   ------    ------
Net increase (decrease) in net assets resulting from
 policy transactions ................................................       541    1,641      (47)    2,052
                                                                         ------   ------   ------    ------
Total increase (decrease) in net assets .............................       226    1,754      (75)    2,133
Net assets at beginning of period ...................................     1,754       --    2,133        --
                                                                         ------   ------   ------    ------
Net assets at end of period .........................................    $1,980   $1,754   $2,058    $2,133
                                                                         ======   ======   ======    ======


- ---------

* From commencement of operations (refer to footnote d in notes to financial
statements 6).

See accompanying notes.

                                       182



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

 FOR THE YEARS AND PERIOD ENDED JUNE 30, 2002 (UNAUDITED) AND DECEMBER 31, 2001
                                    AND 2000



                                                                                                    V.A.
                                                                                 V.A. FINANCIAL   RELATIVE     LARGE CAP
                                                                                   INDUSTRIES       VALUE      VALUE CORE
                                                                                   SUBACCOUNT    SUBACCOUNT    SUBACCOUNT
                                                                                 --------------  -----------  ------------
                                                                                     2002*          2002*        2002*
                                                                                 --------------  -----------  ------------
                                                                                                     
Increase (decrease) in net assets from operations:
 Net investment income ...............................................              $   --       $        1     $    26
 Realized losses .....................................................                  (6)             (21)       (133)
 Change in unrealized appreciation (depreciation) during
  the period .........................................................                 (28)              28        (762)
                                                                                    ------       ----------     -------
Net increase (decrease) in net assets resulting
 from operations .....................................................                 (34)               8        (869)
                                                                                    ------       ----------     -------
Policy transactions:
 Net premiums from policyholders .....................................               2,237            4,786      19,850
 Transfers to policyholders for benefits and termination .............                (327)            (363)     (5,168)
 Net transfers between subaccounts ...................................                  --               --          --
 Net change in policy loans ..........................................                  --               --          --
                                                                                    ------       ----------     -------
Net increase in net assets resulting from
 policy transactions .................................................               1,910            4,423      14,682
                                                                                    ------       ----------     -------
Total increase in net assets .........................................               1,876            4,431      13,813
Net assets at beginning of period ....................................                  --               --          --
                                                                                    ------       ----------     -------
Net assets at end of period ..........................................              $1,876       $    4,431     $13,813
                                                                                    ======       ==========     =======




                                                                                   JANUS      JANUS ASPEN   MFS INVESTORS
                                                                                ASPEN GLOBAL     WORLD         GROWTH
                                                                                 TECHNOLOGY   WIDE GROWTH       STOCK
                                                                                 SUBACCOUNT   SUBACCOUNT     SUBACCOUNT
                                                                                ------------  -----------  -------------
                                                                                   2002*         2002*          2002*
                                                                                ------------  -----------  -------------
                                                                                                  
Increase (decrease) in net assets from operations:
 Net investment income ...............................................            $   --       $    84         $   --
 Realized losses .....................................................                (8)          (47)           (25)
 Change in unrealized depreciation during the period .................               (69)       (7,605)          (754)
                                                                                  ------       -------         ------
Net decrease in net assets resulting from operations .................               (77)       (7,568)          (779)
                                                                                  ------       -------         ------
Policy transactions:
 Net premiums from policyholders .....................................             1,768        67,602          7,402
 Transfers to policyholders for benefits and termination .............              (102)         (416)          (405)
 Net transfers between subaccounts ...................................                --            --             --
 Net change in policy loans ..........................................                --            --             --
                                                                                  ------       -------         ------
Net increase in net assets resulting from
 policy transactions .................................................             1,666        67,186          6,997
                                                                                  ------       -------         ------
Total increase in net assets .........................................             1,589        59,618          6,218
Net assets at beginning of period ....................................                --            --             --
                                                                                  ------       -------         ------
Net assets at end of period ..........................................            $1,589       $59,618         $6,218
                                                                                  ======       =======         ======


- ---------
* From commencement of operations (refer to footnote d in notes to financial
statements 6).

See accompanying notes.

                                       183



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                    NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

                                  JUNE 30, 2002
1.  ORGANIZATION

    John Hancock Variable Life Account UV (the Account) is a separate investment
account of John Hancock Variable Insurance Company (JHLICO), a wholly-owned
subsidiary of John Hancock Insurance Company (John Hancock). The Account was
formed to fund variable life insurance policies (Policies) issued by JHLICO.
Currently, the Account funds the Annual Premium Variable Life, Flex V1 NY, Flex
V2 NY, Medallion Variable Life, Variable Estate Protection NY, Variable Estate
Protection PLUS NY, Variable Estate Protection EDGE NY, Majestic Variable
Universal Life-98 NY, Majestic Variable Estate Protection 98 NY, Medallion
Executive Variable Life III, Medallion Variable Universal Life Insurance PLUS
NY, Medallion Variable Universal Life Insurance EDGE NY, Variable Master Plan
Plus NY insurance policies. The Account is operated as a unit investment trust
registered under the Investment Company Act of 1940, as amended, and currently
consists of forty-five subaccounts. The assets of each subaccount are invested
exclusively in shares of a corresponding Portfolio of John Hancock Variable
Series Trust I (the Trust), John Hancock Declaration Trust (Declaration Trust)
or of other Outside Investment Trusts (Outside Trust). New subaccounts may be
added as new Portfolios are added to the Trust, Declaration Trust, or to the
Outside Trusts, or as other investment options are developed and made available
to policyholders. The forty-five Portfolios of the Trust, Declaration Trust, and
the Outside Trust which are currently available are the Large Cap Growth, Active
Bond, International Equity Index, Small Cap Growth, Global Balanced, Multi Cap
Growth, Large Cap Value, Money Market, Small/Mid Cap Growth, Real Estate Equity,
Growth & Income, Managed, Short-Term Bond, Small Cap Equity, International
Opportunities, Equity Index, Global Bond, Emerging Markets Equity, Bond Index,
Small/Mid Cap CORE, High Yield Bond, Turner Core Growth, Brandes International
Equity, Frontier Capital Appreciation, Clifton Enhanced U.S. Equity, Large Cap
Aggressive Growth, Fundamental Growth, Aim V.I. Premier Equity, Fidelity VIP
Growth, Fidelity VIP Contrafund, MFS New Discovery, V.A. Strategic Income,
Health Sciences, International Opportunities B, Fundamental Value, Small Cap
Value, Aim V.I. Growth, MFS Research, Templeton International, V.A. Financial
Industries, V.A. Relative Value, Large Cap Value CORE, Janus Aspen Global
Technology, Janus Aspen Worldwide Growth and MFS Investors Growth Stock
Portfolios. Each portfolio has a different investment objective.

    The net assets of the Account may not be less than the amount required under
state insurance law to provide for death benefits (without regard to the minimum
death benefit guarantee) and other policy benefits. Additional assets are held
in JHLICO's general account to cover the contingency that the guaranteed minimum
death benefit might exceed the death benefit which would have been payable in
the absence of such guarantee.

    The assets of the Account are the property of JHLICO. The portion of the
Account's assets applicable to the policies may not be charged with liabilities
arising out of any other business JHLICO may conduct.

2.  SIGNIFICANT ACCOUNTING POLICIES

ESTIMATES

    The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.

VALUATION OF INVESTMENTS

    Investment in shares of the Trust, Declaration Trust and of the Outside
Trust are valued at the reported net asset values of the respective Funds.
Investment transactions are recorded on the trade date. Dividend income is
recognized on the ex-dividend date. Realized gains and losses on sales of
respective Fund shares are determined on the basis of identified cost.

                                       184



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

              NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)

2.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

FEDERAL INCOME TAXES

    The operations of the Account are included in the federal income tax return
of JHLICO, which is taxed as a life insurance company under the Internal Revenue
Code. JHLICO has the right to charge the Account any federal income taxes, or
provision for federal income taxes, attributable to the operations of the
Account or to the Contracts funded in the Account. Currently, JHLICO does not
make a charge for income or other taxes. Charges for state and local taxes, if
any, attributable to the Account may also be made.

EXPENSES

    JHLICO assumes mortality and expense risks of the variable life insurance
policies for which asset charges are deducted at various rates ranging from .50%
to .625%, depending on the type of policy, of net assets (excluding policy
loans) of the Account. Additionally, a monthly charge at varying levels for the
cost of extra insurance is deducted from the net assets of the Account.

    JHLICO makes certain deductions for administrative expenses and state
premium taxes from premium payments before amounts are transferred to the
Account.

AMOUNTS RECEIVABLE/PAYABLE

    Receivables/Payables to/from portfolios/JHLICO are due to unsettled policy
transactions (net of asset-based charges) and/or subsequent/preceding
purchases/sales of the respective Portfolios' shares. The amounts are due to/
from either the respective portfolio and/or John Hancock Life Insurance Company
for the benefit of policyholders.

3.  TRANSACTION WITH AFFILIATES

    John Hancock acts as the distributor, principal underwriter and investment
advisor for the Trust. Certain officers of the Account are officers and
directors of JHLICO or the Trust.

4.  NEW AUDIT GUIDE

    Effective January 1, 2001, the Account adopted the provisions of the AICPA
Audit and Accounting Guide for Investment Companies (the Guide), as revised,
effective for fiscal years beginning after December 15, 2001. The adoption of
the Guide did not impact the total net assets of the subaccounts for fiscal year
2001. Certain disclosures in the financial statements of the Account have
changed as a result of the adoption of the Guide. The financial statement
presentation of the account for the years prior to 2001 have not been restated.

                                       185



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

              NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)

5.  DETAILS OF INVESTMENTS

    The details of the shares owned, cost and value of investments in the
Subaccounts of the Trust, Declaration Trust and of the Outside Trust at December
31, 2001 were as follows:



                                                       SHARES
SUBACCOUNT                                              OWNED          COST           VALUE
- ------------------------------------------------------------------------------------------------
                                                                         
Large Cap Growth ................................      2,773,101    $58,877,427    $ 35,386,081
Active Bond .....................................     10,523,229    101,267,932     100,025,845
International Equity Index ......................        440,904      6,882,197       5,309,272
Small Cap Growth ................................        456,022      6,646,164       4,416,308
Global Balanced .................................        392,033      3,359,069       3,235,518
Multi Cap Growth ................................      2,166,094     30,602,474      16,104,416
Large Cap Value .................................      1,802,498     25,385,494      24,400,461
Money Market ....................................     20,367,367     20,369,857      20,369,856
Small/Mid Cap Growth ............................        623,263      8,879,760       7,932,940
Real Estate Equity ..............................        469,428      6,317,909       7,010,878
Growth & Income .................................     16,690,027    266,792,149     175,994,139
Managed .........................................      7,205,642    102,213,745      86,325,324
Short Term Bond .................................        107,913      1,098,943       1,095,839
Small Cap Equity ................................        578,901      5,387,072       4,572,899
International Opportunities .....................      1,589,528     16,925,170      14,206,679
Equity Index ....................................      3,705,069     68,663,073      47,476,577
Global Bond .....................................         98,157        986,709       1,041,072
Emerging Markets Equity .........................        172,502      1,149,212       1,151,654
Bond Index ......................................        566,497      5,648,691       5,660,569
Small/Mid Cap CORE ..............................         73,326        712,539         716,506
High Yield Bond .................................        154,615      1,097,643         970,290
Turner Core Growth ..............................         26,629        410,440         294,255
Brandes International Equity ....................         99,368      1,362,029       1,239,122
Frontier Capital Appreciation ...................         27,230        459,309         403,273
Clifton Enhanced U.S. Equity ....................          3,742         55,755          44,083
Large Cap Aggressive Growth .....................            310          3,143           2,018
Fundamental Growth ..............................          4,173         37,894          28,603
Aim V.I. Premier Equity .........................          1,308         30,873          24,065
Fidelity VIP Growth .............................          5,358        170,687         144,601
Fidelity VIP Contrafund .........................          1,706         35,485          33,701
MFS New Discovery ...............................          8,599        130,941         106,374
V.A. Strategic Income ...........................             87            745             739
Health Sciences .................................            633          5,924           5,288
International Opportunities B ...................          3,659         27,904          26,203
Fundamental Value ...............................        413,403      4,388,916       3,982,359
Small Cap Value .................................         11,264        161,470         166,356
Aim V.I. Growth .................................            563          7,733           7,316
MFS Research. ...................................            162          2,164           1,980
Templeton International .........................            179          2,021           2,058
V.A. Financial Industries .......................            142          1,904           1,876
V.A. Relative Value .............................            691          4,403           4,431
Large Cap Value CORE. ...........................          1,521         14,575          13,813
Janus Aspen Global Technology ...................            553          1,658           1,589
Janus Aspen Worldwide Growth ....................          2,427         67,224          59,619
MFS Investors Growth Stock. .....................            777          6,972           6,218


                                       186



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

              NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)

5.  DETAILS OF INVESTMENTS (CONTINUED)

    Purchases, including reinvestment of dividend distributions, and proceeds
from sales of shares in the Subaccounts of the Trust, Declaration Trust and of
the Outside Trust during 2001 were as follows:

SUBACCOUNT                                               PURCHASES      SALES
- --------------------------------------------------------------------------------
Large Cap Growth ...................................     $4,331,881   $2,105,174
Active Bond ........................................      7,040,682    3,311,473
International Equity Index .........................        580,360      469,595
Small Cap Growth ...................................        866,876      429,888
Global Balanced ....................................        162,218       49,115
Multi Cap Growth ...................................      4,028,741      752,891
Large Cap Value ....................................      3,071,638      858,536
Money Market .......................................      3,939,975    3,661,527
Small/Mid Cap Growth ...............................        804,171      492,868
Real Estate Equity .................................      1,251,843      318,416
Growth & Income ....................................      8,359,175    6,816,753
Managed ............................................      3,852,760    4,275,406
Short-Term Bond ....................................        282,552      242,866
Small Cap Equity ...................................        684,554      230,020
International Opportunities ........................      3,501,287      554,106
Equity Index .......................................      4,472,489    1,196,969
Global Bond ........................................        242,110       81,645
Emerging Markets Equity ............................        325,489       82,378
Bond Index .........................................        642,593      383,289
Small/Mid Cap CORE .................................        280,321       56,765
High Yield Bond. ...................................        309,432      219,897
Turner Core Growth .................................         28,795       34,213
Brandes International Equity .......................        211,502      106,185
Frontier Capital Appreciation ......................         38,890       37,966
Clifton Enhanced U.S. Equity .......................         23,128        2,031
Large Cap Aggressive Growth ........................            907           73
Fundamental Growth .................................         22,469          261
Aim V.I. Premier Equity                                      18,291        1,964
Fidelity VIP Growth ................................        180,507        9,511
Fidelity VIP Contrafund ............................         23,781        1,220
MFS New Discovery ..................................         25,675        1,751
V.A. Strategic Income ..............................            741          136
Health Sciences ....................................          2,798          229
International Opportunities B ......................         27,367          460
Fundamental Value ..................................        380,855      362,992
Small Cap Value ....................................        138,773        6,292
Aim V.I. Growth ....................................          7,587        1,439
MFS Research .......................................            742          202
Templeton International ............................             30           55
V.A. Financial Industries ..........................          2,059          149
V.A. Relative Value ................................          4,742          319
Large Cap Value CORE ...............................         19,336        4,628
Janus Aspen Global Technology ......................          1,726           60
Janus Aspen Worldwide Growth .......................         67,663          393
MFS Investors Growth Stock .........................          7,352          356

                                       187



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

              NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)

6. UNIT VALUES

     A summary of unit values and units outstanding for variable life contracts
and the expense and the investment income ratios, excluding expenses of the
underlying Portfolios were as follows:



                                       AT JUNE 30, 2002 AND DECEMBER 31,              FOR THE YEARS AND PERIODS ENDED
                                                     2001                           JUNE 30, 2002 AND DECEMBER 31, 2001
                                     ---------------------------------------------------------------------------------------------
                                                                               EXPENSES
                                               UNIT FAIR VALUE                  RATIO*       INVESTMENT            TOTAL
                                      UNITS       LOWEST TO       ASSETS       LOWEST TO       INCOME            RETURN***
SUBACCOUNT                           (000S)        HIGHEST        (000S)        HIGHEST       RATIO**        LOWEST TO HIGHEST
- ----------------------------------------------------------------------------------------------------------------------------------
                                                                                        
Large Cap Growth
 June 30, 2002                          672  $11.90 to $44.07    $ 38,232   0.05% to 0.625%    0.87%      (20.83)% to (19.51)%/g/
 December 31, 2001                      627  $14.90 to $58.93    $ 43,595   0.05% to 0.625%    0.98%       (18.04)% to 49.00%/e/
Active Bond
 June 30, 2002                        2,010    14.09 to 34.16     111,894    0.05 to 0.625     5.76           0.80 to 2.18/g/
 December 31, 2001                    1,941    13.84 to 66.70     108,818    0.05 to 0.625     7.87          6.80 to 38.40/e/
International Equity Index
 June 30, 2002                          226    10.25 to 19.26       5,729    0.05 to 0.625     2.24           0.01 to 2.85/g/
 December 31, 2001                      221    10.19 to 19.15       5,654    0.05 to 0.625     2.70         (20.79) to 1.90/e/
Small Cap Growth
 June 30, 2002                          364    11.61 to 13.33       4,416    0.05 to 0.625     --/b/       (20.71) to (18.42)/g/
 December 31, 2001                      330    14.70 to 16.83       4,876    0.05 to 0.625     --/b/         (13.12) to 68.30
Global Balanced
 June 30, 2002                          295    10.70 to 11.12       3,235    0.05 to 0.625     1.56       (4.51) to 11.(2.95)/g/
 December 31, 2001                      291    10.88 to 11.56       3,248    0.60 to 0.625     0.57          (7.08) to (6.99)
Multi Cap Growth
 June 30, 2002                        1,501    10.27 to 11.63      16,104    0.05 to 0.625     --/b/      (27.29) to (19.18)/g,h/
 December 31, 2001                    1,234    14.20 to 16.04      17,594    0.05 to 0.625     --/b/        (37.33) to 60.40/e/
Large Cap Value
 June 30, 2002                        1,395    15.04 to 17.90      24,400    0.05 to 0.625     1.31        (9.57) to (3.84)/g,h/
 December 31, 2001                    1,282    15.89 to 18.90      23,398    0.05 to 0.625     1.83          0.66 to 58.90/e/
Money Market
 June 30, 2002                          741    12.66 to 19.85      22,628    0.05 to 0.625     2.12          0.47 to 0.74/g,h/
 December 31, 2001                      684    12.56 to 34.50      22,329    0.05 to 0.625     5.38          3.29 to 25.60/e/

                                       188



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

              NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)

6. UNIT VALUES (CONTINUED)



                                                                               FOR THE YEARS AND PERIODS ENDED
                             AT JUNE 30, 2002 AND DECEMBER 31, 2001          JUNE 30, 2002 AND DECEMBER 31, 2001
                             ---------------------------------------------------------------------------------------------
                                                                        EXPENSES
                                         UNIT FAIR VALUE                 RATIO*      INVESTMENT            TOTAL
                               UNITS        LOWEST TO       ASSETS      LOWEST TO      INCOME            RETURN***
SUBACCOUNT                    (000S)         HIGHEST        (000S)       HIGHEST      RATIO**        LOWEST TO HIGHEST
- --------------------------------------------------------------------------------------------------------------------------
                                                                                
Small/Mid Cap Growth
 June 30, 2002                    404    12.43 to 19.90       7,933   0.05 to 0.625     --/b/      (13.68) to (12.64)/g/
 December 31, 2001                388    14.38 to 23.01       8,467   0.05 to 0.625     --/b/        2.00 to 121.80/e/
Real Estate Equity
 June 30, 2002                    155    14.72 to 35.91       7,418   0.05 to 0.625     4.51         14.72 to 35.91/g/
 December 31, 2001                133    13.29 to 32.43       5,901   0.05 to 0.625     5.72         5.07 to 32.90/e/
Growth & Income
 June 30, 2002                  1,872    12.12 to 51.89     207,803   0.05 to 0.625     1.62      (14.07) to (12.40)/g,h/
 December 31, 2001              1,818   13.99 to 137.76     230,297   0.05 to 0.625     1.94        (16.00) to 39.90/e/
Managed
 June 30, 2002                100,156    18.15 to 41.38     100,156   0.60 to 0.625     2.44       (9.53) to (8.59)/g,h/
 December 31, 2001              1,273    14.88 to 45.24     108,762   0.60 to 0.625     3.72        (3.47) to (3.41)/e/
Short-Term Bond
 June 30, 2002                     72    13.26 to 15.80       1,096   0.05 to 0.625     4.41         1.59 to 2.55/g,h/
 December 31, 2001                 70    13.29 to 15.68       1,055   0.05 to 0.625     5.62        (11.57) to 32.90/e/
Small Cap Equity
 June 30, 2002                    451     8.91 to 9.56        4,573   0.05 to 0.625     --/b/      (13.49) to (12.73)/g/
 December 31, 2001                436    10.30 to 11.04       4,641   0.05 to 0.625     0.09         (4.40) to 3.00/e/
International Opportunities
 June 30, 2002                  1,369    10.12 to 10.77      14,206   0.05 to 0.625     0.87        (4.04) to (1.95)/g/
 December 31, 2001              1,104    10.52 to 11.18      11,920   0.05 to 0.625     1.07         (21.4) to 5.20/e/
Equity Index
 June 30, 2002                  3,011    13.43 to 16.01      47,476   0.05 to 0.625     1.31      (15.87) to (14.45)/g,h/
 December 31, 2001              2,838    15.82 to 18.87      51,695   0.05 to 0.625     1.52         2.54 to 58.20/e/
Global Bond
 June 30, 2002                      7    13.87 to 14.95       1,041   0.05 to 0.625     --/b/         7.71 to 8.31/g/
 December 31, 2001                 60    12.73 to 13.63         797   0.05 to 0.625     4.57        (2.07) to 27.30/e/
Emerging Markets Equity
 June 30, 2002                    152     7.51 to 7.71        1,152   0.05 to 0.625     0.35          0.66 to 2.12/g/
 December 31, 2001                122     7.29 to 7.46          893   0.05 to 0.625     0.31       (26.20) to (4.07)/e/

                                       189



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

              NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)

6. UNIT VALUES (CONTINUED)



                                       AT JUNE 30, 2002 AND DECEMBER 31,               FOR THE YEARS AND PERIODS ENDED
                                                     2001                            JUNE 30, 2002 AND DECEMBER 31, 2001
                                     ----------------------------------------------------------------------------------------------
                                                                               EXPENSES
                                              UNIT FAIR VALUE                   RATIO*       INVESTMENT             TOTAL
                                      UNITS      LOWEST TO        ASSETS      LOWEST TO        INCOME             RETURN***
SUBACCOUNT                           (000S)       HIGHEST         (000S)       HIGHEST         RATIO**        LOWEST TO HIGHEST
- -----------------------------------------------------------------------------------------------------------------------------------
                                                                                          
Bond Index
 June 30, 2002                         446     12.67 to 13.01   4,465,660   0.60 to 0.625       5.44          2.18 to 3.86/g,h/
 December 31, 2001                     436     12.30 to 12.58       5,365   0.60 to 0.625       6.46             6.86 to 7.22
Small/Mid Cap CORE
 June 30, 2002                          60     10.83 to 11.11         716   0.60 to 0.625       0.31         (2.54) to (1.14)/g/
 December 31, 2001                      45     11.19 to 11.44         505   0.60 to 0.625       0.71            (0.36) to 0.09
High Yield Bond
 June 30, 2002                         112       8.64 to 8.87         970   0.05 to 0.625      10.38        (6.24) to (4.98)/g/
 December 31, 2001                     108       9.08 to 9.29         980   0.05 to 0.625      10.50         (8.00) to 1.68/e/
Turner Core Growth
 June 30, 2002                          21     13.43 to 14.19         294   0.05 to 0.625       --/b/         (20.24) to (20.02)
 December 31, 2001                      21     16.67 to 19.69         362   0 05 to 0.625       0.14         (24.04) to 66.70/e/
Brandes International Equity
 June 30, 2002                          78     15.45 to 16.32       1,239   0.05 to 0.625       0.12             0.31 to 0.59
 December 31, 2001                      71     15.28 to 16.10       1,128   0.05 to 0.625       1.55         (13.33) to 61.00/e/
Frontier Capital Appreciation
 June 30, 2002                          21     16.69 to 20.23         403   0.05 to 0.625       --/b/         (15.94) to (15.70)
 December 31, 2001                      21     19.76 to 24.69         460   0.05 to 0.625   0.60 to 0.625     (2.09) to 97.60/e/
Clifton Enhanced U.S. Equity
 June 30, 2002                           5     8.69 to 11.66           44        0.60           --/b/         (15.54) to (15.31)
 December 31, 2001                       3     10.25 to 13.83          28        0.60       0.60 to 0.625          (13.50)
Large Cap Aggressive Growth
 June 30, 2002                         /a/      5.39 to 6.53            2       0.625           --/b/       (22.07) to (19.50)/g/
 December 31, 2001                     /a/      6.71 to 8.33            2       0.625           --/b/              (15.34)
Fundamental Growth
 June 30, 2002                           4      5.34 to 7.90           29       0.625           --/b/       (22.49) to (20.99)/g/
 December 31, 2001                       2     6.12 to 10.16           11       0.625           --/b/              (32.72)
Aim V.I. Premier Equity
 June 30, 2002                           4     5.62 to 22.90           24   0.525 to 0.625      --/b/       (23.19) to (5.21)/g,h/
 December 31, 2001                       2     7.13 to 29.72           12   0.525 to 0.625      0.19          (13.17) to (12.95)

                                       190



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV
             NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)

6. UNIT VALUES (CONTINUED)



                                           AT JUNE 30, 2002 AND                  FOR THE YEARS AND PERIODS ENDED
                                             DECEMBER 31, 2001                 JUNE 30, 2002 AND DECEMBER 31, 2001
                                      --------------------------------------------------------------------------------------
                                                                          EXPENSES
                                              UNIT FAIR VALUE              RATIO*      INVESTMENT            TOTAL
                                      UNITS      LOWEST TO     ASSETS    LOWEST TO       INCOME            RETURN***
SUBACCOUNT                            (000S)      HIGHEST      (000S)     HIGHEST       RATIO**        LOWEST TO HIGHEST
- ----------------------------------------------------------------------------------------------------------------------------
                                                                                 
Fidelity VIP Growth
 June 30, 2002                          18     5.75 to 55.71     145       0.625          --/b/      (22.34) to (21.08)/g/
 December 31, 2001                     --/a/   7.12 to 71.07       1       0.625          --/b/             (18.22)
Fidelity VIP Contrafund
 June 30, 2002                           3     8.23 to 27.25      34   0.575 to 0.625     0.82        (3.31) to 0.47/g,h/
 December 31, 2001                       1     8.26 to 27.72      12   0.575 to 0.625     0.43        (13.06) to (12.86)
MFS New Discovery
 June 30, 2002                          14     7.38 to 12.93     106   0.575 to 0.625     --/b/      (22.01) to (21.32)/g/
December 31, 2001                       11     9.12 to 16.49     107   0.575 to 0.625     5.14         (5.69) to (5.59)
V.A. Strategic Income
 June 30, 2002                           /a/  10.50 to 14.06       1       0.625          7.14          0.88 to 1.73/g/
 December 31, 2001                       /a/  10.33 to 13.79       /b/     0.625          3.11              3.30/f/
Health Sciences
 June 30, 2002                           1     8.05 to 8.11        5       0.625          --/b/      (17.08) to (16.40)/g/
 December 31, 2001                       /a/   9.77 to 9.81        3       0.625          --/b/            (2.30)/f/
International Opportunities B
 June 30, 2002                           3     7.63 to 7.97       26       0.625          2.05        (5.17) to (2.37)/g/
 December 31, 2001                       /a/   8.03 to 8.43        1       0.625          --/b/           (16.00)/f/
Fundamental Value
 June 30, 2002                         323     8.36 to 14.62   3,982   0.05 to 0.625      1.12       (11.41) to (9.75)/g/
 December 31, 2001                     322     9.40 to 16.44   4,393   0.05 to 0.625      0.30        (6.00) to 64.40/f/
Small Cap Value
 June 30, 2002                          13    10.94 to 17.63     166   0.05 to 0.625      0.38        (1.28) to 6.09/g,h/
 December 31, 2001                       3    10.44 to 16.79      31   0.05 to 0.625      0.97          4.40 to 4.80/f/
Aim V.I. Growth
 June 30, 2002                           1     6.46 to 15.95       7       0.625          --/b/     (23.45) to (20.68)/g,h/
 December 31, 2001                       /a/   8.44 to 20.77       2       0.625          0.34            (15.60)/f/

                                       191



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV
             NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)

6. UNIT VALUES (CONTINUED)



                                            AT JUNE 30, 2002 AND                  FOR THE YEARS AND PERIODS ENDED
                                              DECEMBER 31, 2001                 JUNE 30, 2002 AND DECEMBER 31, 2001
                                       ---------------------------------------------------------------------------------------
                                                                            EXPENSES
                                               UNIT FAIR VALUE               RATIO*        INVESTMENT           TOTAL
                                       UNITS      LOWEST TO     ASSETS      LOWEST TO        INCOME           RETURN***
SUBACCOUNT                             (000s)      HIGHEST      (000s)       HIGHEST        RATIO**       LOWEST TO HIGHEST
- ------------------------------------------------------------------------------------------------------------------------------
                                                                                     
MFS Research
 June 30, 2002                          /a/     7.14 to 15.56      2          0.625           0.45      (16.88) to (14.86)/g/
 December 31, 2001                      /a/     8.61 to 18.67      2          0.625           --/b/          (14.10)/f/
Templeton International
 June 30, 2002                          /a/         8.09           2          0.60            2.89             (1.56)
 December 31, 2001                      /a/     8.17 to 8.19       2          0.60            --/b/          (18.30)/f/
V.A. Financial Industries
 June 30, 2002                          /a/         13.92          2          --/c/           --/b/           (9.87)/g/
V.A. Relative Value
 June 30, 2002                          /a/         11.38          4          --/c/           0.60           (33.52)/g/
Large Cap Value CORE
 June 30, 2002                            1         9.45          14          --/c/           2.70            (7.57)/g/
Janus Aspen Global Technology
 June 30, 2002                            1         2.87           2          --/c/           --/b/          (31.46)/g/
Janus Aspen Worldwide Growth
 June 30, 2002                           11     5.47 to 5.54      60    0.03 to 0.21--/d/     1.53      (14.34) to (12.01)/g/
MFS investors Growth Stock
 June 30, 2002                            1         7.99           6          --/c/           --/b/          (18.50)/g/


*   These ratios represent the annualized contract expenses of the variable
    account, consisting primarily of mortality and expense charges, for each
    period indicated. The ratios include only those expenses that result in a
    direct reduction to unit values. Charges made directly to contract owner
    accounts through the redemption of units and expenses of the underlying
    portfolios are excluded.

**  These amounts represent the dividends and other income received by the
    subaccount from the underlying portfolio, net of management fees assessed by
    the portfolio manager, divided by the average net assets. These ratios
    exclude those expenses, such as mortality and expense charges, that result
    in direct reductions in the unit values. The recognition of investment
    income by the subaccount is affected by the timing of the declaration of
    dividends by the underlying portfolio in which the subaccounts invest. The
    investment income ratio is annualized.

*** These amounts represents the total return for the periods indicated,
    including changes in the value of the underlying portfolio, and reflect
    deductions for all items included in the expense ratio. The total return
    does not include any expenses assessed through the redemption of units;
    inclusion of these expenses in the calculation would result in a reduction
    in the total return presented. Investment options with a date notation
    indicate the effective date of that investment option in the variable
    account. The total return is calculated for the period indicated or from the
    commencement date through the end of the reporting period using a $10.00
    initial offering price as the unit value.

                                       192



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

              NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)

6. UNIT VALUES (CONTINUED)

   a. Total accumulation units not greater than 500 units.

   b. Portfolio distributed no dividends during the period.

   c. Portfolio incurred no expense charges during the period.

   d. From commencement of operations as follows.



                                                      
      Large Cap Aggressive Growth                        April 24, 2000
      Fundamental Growth                                 April 24, 2000
      AIM V.I. Premier Equity                            April 24, 2000
      Fidelity VIP Growth                                April 24, 2000
      Fidelity VIP Contrafund                            April 24, 2000
      MFS New Discovery                                  April 24, 2000
      V.A. Strategic Income                              May 1, 2001
      Health Sciences                                    May 1, 2001
      International Opportunities B                      May 1, 2001
      Fundamental Value                                  May 1, 2001
      Small Cap Value                                    May 1, 2001
      AIM V.I. Growth                                    May 1, 2001
      MFS Research                                       May 1, 2001
      Templeton International                            May 1, 2001
      V.A. Financial Industries                          March 27, 2002
      V.A. Relative Value                                March 27, 2002
      Large Cap Value CORE                               March 27, 2002
      Janus Aspen Global Technology                      May 12, 2002
      Janus Aspen Worldwide Growth                       February 1, 2002
      MFS Investors Growth Stock                         March 15, 2002

   e. From July 20, 2001 (inception of investment option). $10.00 initial
      offering price.

   f. From May 1, 2001 (inception of investment option). $10.00 initial offering
      price.

   g. Includes initial offering price on January 14, 2002 of a new product for
      this subaccount.

   h. Includes initial offering price on March 4, 2002 of a new product for this
      subaccount.

                                       193



                          AUDITED FINANCIAL STATEMENTS

                                       FOR

                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                                       194



                         REPORT OF INDEPENDENT AUDITORS

To the Policyholders of
John Hancock Variable Life Account UV
 of John Hancock Life Insurance Company

     We have audited the accompanying statement of assets and liabilities of
John Hancock Variable Life Account UV (the Account) (comprising of,
respectively, the Large Cap Growth, Active Bond, International Equity Index,
Small Cap Growth, Global Balanced, Mid Cap Growth, Large Cap Value, Money
Market, Small/Mid Cap Growth, Real Estate Equity, Growth & Income, Managed,
Short-Term Bond, Small Cap Equity, International Opportunities, Equity Index,
Global Bond, Emerging Markets (formerly Emerging Markets Equity), Bond Index,
Small/Mid Cap CORE, High Yield Bond, Turner Core Growth, Brandes International
Equity, Frontier Capital Appreciation, Clifton Enhanced US Equity, Large Cap
Aggressive Growth, Fundamental Growth, AIM V.I. Value, Fidelity VIP Growth,
Fidelity VIP II Contrafund, MFS New Discovery Series, V.A. Strategic Income,
Health Sciences, International Equity, Large/Mid Cap Value, Small Cap Value
(formerly Small/Mid Cap Value), AIM V.I. Growth Series, MFS Research Series, and
Templeton International Subaccounts) as of December 31, 2001, and the related
statements of operations and changes in net assets for each of the periods
indicated therein. These financial statements are the responsibility of the
Account's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

     We conducted our audits in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. 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 referred to above present fairly,
in all material respects, the financial position of each of the respective
subaccounts constituting John Hancock Variable Life Account UV at December 31,
2001, the results of their operations for the year then ended, and the changes
in their net assets for each of the periods indicated, in conformity with
accounting principles generally accepted in the United States.

                                                           /s/ ERNST & YOUNG LLP

Boston, Massachusetts
February 8, 2002

                                       195



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                       STATEMENT OF ASSETS AND LIABILITIES

                                DECEMBER 31, 2001



                                                       LARGE CAP                  INTERNATIONAL
                                                        GROWTH     ACTIVE BOND    EQUITY INDEX
                                                      SUBACCOUNT    SUBACCOUNT     SUBACCOUNT
                                                      -----------  -----------   ---------------
                                                                        
ASSETS
Investment in shares of portfolios of:
  John Hancock Variable Series Trust I, at value ...  $40,778,508  $ 97,207,604    $5,224,610
Policy loans and accrued interest receivable .......    2,816,552    11,610,304       429,026
Receivable from portfolio/JHLICO ...................      112,189        70,028         2,647
                                                      -----------  ------------    ----------
Total assets .......................................   43,707,249   108,887,936     5,656,283
LIABILITIES
Payable to portfolio/JHLICO ........................      110,064        65,739         2,377
Asset charges payable ..............................        2,125         4,289           269
                                                      -----------  ------------    ----------
Total liabilities ..................................      112,189        70,028         2,646
                                                      -----------  ------------    ----------
 ...................................................  $43,595,060  $108,817,908    $5,653,637
                                                      -----------  ------------    ----------
NET ASSETS:
 Accumulation units ................................  $43,595,060  $108,817,908    $5,653,637
                                                      -----------  ------------    ----------
  Total net assets .................................  $43,595,060  $108,817,908    $5,653,637
                                                      -----------  ------------    ----------
  Units outstanding ................................      627,315     1,941,434       221,470
                                                      -----------  ------------    ----------
  Unit value (accumulation) ........................  $     69.49  $      56.05    $    25.53
                                                      ===========  ============    ==========




                                                      SMALL CAP     GLOBAL       MID CAP
                                                        GROWTH     BALANCED      GROWTH
                                                      SUBACCOUNT  SUBACCOUNT   SUBACCOUNT
                                                      ----------  ----------  -------------
                                                                     
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I, at value ....  $4,876,292  $3,248,070   $17,593,663
Policy loans and accrued interest receivable .......          --          --            --
Receivable from portfolio/JHLICO ...................      34,125         160        64,808
                                                      ----------  ----------   -----------
Total assets .......................................   4,910,417   3,248,230    17,658,471
LIABILITIES
Payable to portfolio/JHLICO ........................      33,891          --        63,946
Asset charges payable ..............................         234         160           862
                                                      ----------  ----------   -----------
Total liabilities ..................................      34,125         160        64,808
                                                      ----------  ----------   -----------
 ...................................................  $4,876,292  $3,248,070   $17,593,663
                                                      ----------  ----------   -----------
NET ASSETS:
 Accumulation units ................................  $4,876,292  $3,248,070   $17,593,663
                                                      ----------  ----------   -----------
  Total net assets .................................  $4,876,292  $3,248,070   $17,593,663
                                                      ----------  ----------   -----------
  Units outstanding ................................     329,623     290,809     1,234,358
                                                      ----------  ----------   -----------
  Unit value (accumulation) ........................  $    14.79  $    11.17   $     14.25
                                                      ==========  ==========   ===========


See accompanying notes.

                                       196



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

                                DECEMBER 31, 2001



                                                                    LARGE CAP      MONEY     SMALL/MID CAP
                                                                      VALUE       MARKET        GROWTH
                                                                   SUBACCOUNT   SUBACCOUNT    SUBACCOUNT
                                                                   -----------  -----------  -------------
                                                                                    
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I, at value ...............    $23,397,684  $20,091,408   $ 8,467,406
Policy loans and accrued interest receivable ..................             --    2,238,941            --
Receivable from portfolio/JHLICO ..............................         98,670      217,372         3,185
                                                                   -----------  -----------   -----------
Total assets ..................................................     23,496,354   22,547,721     8,470,591
LIABILITIES
Payable to portfolio/JHLICO ...................................         97,521      218,321         2,768
Asset charges payable .........................................          1,149          336           417
                                                                   -----------  -----------   -----------
Total liabilities .............................................         98,670      218,657         3,185
                                                                   -----------  -----------   -----------
                                                                   $23,397,684  $22,329,064   $ 8,467,406
                                                                   -----------  -----------   -----------

NET ASSETS:
 Accumulation units ...........................................    $23,397,684  $22,329,064   $ 8,467,406
                                                                   -----------  -----------   -----------
  Total net assets ............................................    $23,397,684  $22,329,064   $ 8,467,406
                                                                   -----------  -----------   -----------
  Units outstanding ...........................................      1,282,001      683,765       388,270
                                                                   -----------  -----------   -----------
  Unit value (accumulation) ...................................    $     18.25  $     32.66   $     21.81
                                                                   ===========  ===========   ===========


                                                                   REAL ESTATE    GROWTH &
                                                                     EQUITY        INCOME       MANAGED
                                                                   SUBACCOUNT    SUBACCOUNT    SUBACCOUNT
                                                                   -----------  ------------  ------------
                                                                                     
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I, at value ...............    $ 5,525,379  $197,711,222  $ 94,814,008
Policy loans and accrued interest receivable ..................        375,743    32,585,795    13,948,330
Receivable from portfolio/JHLICO ..............................         41,181       125,660        25,333
                                                                   -----------  ------------  ------------
Total assets ..................................................      5,942,303   230,422,677   108,787,671
LIABILITIES
Payable to portfolio/JHLICO ...................................         40,902       117,099        20,850
Asset charges payable .........................................            276         8,561         5,168
                                                                   -----------  ------------  ------------
Total liabilities .............................................         41,178       125,660        26,018
                                                                   -----------  ------------  ------------
                                                                   $ 5,901,125  $230,297,017  $108,761,653
                                                                   -----------  ------------  ------------

NET ASSETS:
 Accumulation units ...........................................    $ 5,901,125  $230,297,017  $108,761,653
                                                                   -----------  ------------  ------------
  Total net assets ............................................    $ 5,901,125  $230,297,017  $108,761,653
                                                                   -----------  ------------  ------------
  Units outstanding ...........................................        132,974     1,818,448     1,272,533
                                                                   -----------  ------------  ------------
  Unit value (accumulation)  ..................................    $     44.38  $     126.64  $      85.47
                                                                   ===========  ============  ============


See accompanying notes.

                                       197



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

                                DECEMBER 31, 2001



                                                           SHORT-TERM   SMALL CAP    INTERNATIONAL
                                                              BOND        EQUITY     OPPORTUNITIES
                                                           SUBACCOUNT   SUBACCOUNT    SUBACCOUNT
                                                           ----------   ----------   -------------
                                                                            
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I, at value ........   $1,054,613   $4,641,466    $11,919,734
Policy loans and accrued interest receivable ...........           --           --             --
Receivable from portfolio/JHLICO .......................        2,603       39,222         24,763
                                                           ----------   ----------    -----------
Total assets ...........................................    1,057,216    4,680,688     11,944,497
LIABILITIES
Payable to portfolio/JHLICO ............................        2,553       39,008         24,187
Asset charges payable ..................................           50          215            576
                                                           ----------   ----------    -----------
Total liabilities ......................................        2,603       39,223         24,763
                                                           ----------   ----------    -----------
                                                           $1,054,613   $4,641,465    $11,919,734
                                                           ----------   ----------    -----------

NET ASSETS:
 Accumulation units ....................................   $1,054,613   $4,641,465    $11,919,734
                                                           ----------   ----------    -----------
  Total net assets .....................................   $1,054,613   $4,641,465    $11,919,734
                                                           ----------   ----------    -----------
  Units outstanding ....................................       70,417      436,086      1,103,525
                                                           ----------   ----------    -----------
  Unit value (accumulation) ............................   $    14.98   $    10.64    $     10.80
                                                           ==========   ==========    ===========


                                                                                        EMERGING
                                                           EQUITY INDEX  GLOBAL BOND     MARKETS
                                                            SUBACCOUNT   SUBACCOUNT    SUBACCOUNT
                                                           ------------  -----------  ------------
                                                                             
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I, at value ........   $ 51,694,821  $   797,319   $  893,036
Policy loans and accrued interest receivable ...........             --           --           --
Receivable from portfolio/JHLICO .......................         53,474          230        8,020
                                                           ------------  -----------   ----------
Total assets ...........................................     51,748,295      797,549      901,056
LIABILITIES
Payable to portfolio/JHLICO ............................         50,918          194        7,978
Asset charges payable ..................................          2,555           36           43
                                                           ------------  -----------   ----------
Total liabilities ......................................         53,473          230        8,021
                                                           ------------  -----------   ----------
                                                           $ 51,694,822  $   797,319   $  893,035
                                                           ------------  -----------   ----------

NET ASSETS:
 Accumulation units ....................................   $ 51,694,822  $   797,319   $  893,035
                                                           ------------  -----------   ----------
  Total net assets .....................................   $ 51,694,822  $   797,319   $  893,035
                                                           ------------  -----------   ----------
  Units outstanding ....................................      2,838,268       60,288      122,482
                                                           ------------  -----------   ----------
  Unit value (accumulation)  ...........................   $      18.21  $     13.23   $     7.29
                                                           ============  ===========   ==========


See accompanying notes.

                                       198



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

                                DECEMBER 31, 2001



                                                                        SMALL/MID CAP   HIGH YIELD
                                                           BOND INDEX        CORE          BOND
                                                           SUBACCOUNT     SUBACCOUNT    SUBACCOUNT
                                                           ----------   -------------  ------------
                                                                              
ASSETS
Investment in shares of portfolios of:
 John Hancock Variable Series Trust I, at value .......    $5,365,289     $ 505,368      $980,405
Receivable from portfolio / JHLICO ....................         2,746         7,956         3,357
                                                           ----------     ---------      --------
Total assets ..........................................     5,368,035       513,324       983,762
LIABILITIES
Payable to portfolio / JHLICO .........................         2,483         7,931         3,310
Asset charges payable .................................           263            25            46
                                                           ----------     ---------      --------
Total liabilities .....................................         2,746         7,956         3,356
                                                           ----------     ---------      --------
                                                           $5,365,289     $ 505,368      $980,406
                                                           ----------     ---------      --------

NET ASSETS:
 Accumulation units ...................................    $5,365,289     $ 505,368      $980,406
                                                           ----------     ---------      --------
  Total net assets ....................................    $5,365,289     $ 505,368      $980,406
                                                           ----------     ---------      --------
  Units outstanding ...................................       435,798        45,196       107,798
                                                           ----------     ---------      --------
  Unit value (accumulation) ...........................    $    12.31     $   11.18      $   9.09
                                                           ==========     =========      ========




                                                                           BRANDES       FRONTIER
                                                           TURNER CORE  INTERNATIONAL    CAPITAL
                                                             GROWTH        EQUITY      APPRECIATION
                                                           SUBACCOUNT    SUBACCOUNT     SUBACCOUNT
                                                           -----------  -------------  ------------
                                                                              
ASSETS
Investment in shares of portfolios of:                     $  362,393     $1,127,660     $459,976
 Outside Trust, at value ..............................            10             29           15
Receivable from portfolio / JHLICO ....................    ----------     ----------     --------
                                                              362,403      1,127,689      459,991
Total assets ..........................................
LIABILITIES ...........................................            --             --           --
Payable to portfolio / JHLICO .........................            11             29           15
Asset charges payable .................................    ----------     ----------     --------
                                                                   11             29           15
Total liabilities .....................................    ----------     ----------     --------
                                                           $  362,392     $1,127,660     $459,976
                                                           ----------     ----------     --------


NET ASSETS: ...........................................    $  362,392     $1,127,660     $459,976
 Accumulation units ...................................    ----------     ----------     --------
                                                           $  362,392     $1,127,660     $459,976
  Total net assets ....................................    ----------     ----------     --------
                                                               21,047         71,396       21,343
  Units outstanding ...................................    ----------     ----------     --------
                                                           $    17.22     $    15.79     $  21.55
  Unit value (accumulation)  ..........................    ==========     ==========     ========



See accompanying notes.

                                       199



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

                               DECEMBER 31, 2001



                                                                            CLIFTON       LARGE CAP
                                                                            ENHANCED     AGGRESSIVE      FUNDAMENTAL
                                                                           US EQUITY       GROWTH          GROWTH
                                                                           SUBACCOUNT    SUBACCOUNT      SUBACCOUNT
                                                                           ----------    ----------     ------------
                                                                                               
ASSETS
Investment in shares of portfolios of:
  John Hancock Variable Series Trust I, at value .................          $    --        $1,524          $10,796
  Outside Trust, at value ........................................           28,059            --               --
Receivable from portfolio / JHLICO ...............................                1            --                1
                                                                            -------        ------          -------
Total assets .....................................................           28,060         1,524           10,797
LIABILITIES
Payable to portfolio / JHLICO ....................................               --            --               --
Asset charges payable ............................................                1            --                1
                                                                            -------        ------          -------
Total liabilities ................................................                1            --                1
                                                                            -------        ------          -------
                                                                            $28,059        $1,524          $10,796
                                                                            -------        ------          -------
NET ASSETS:
  Accumulation units .............................................          $28,059        $1,524          $10,796
                                                                            -------        ------          -------
    Total net assets .............................................          $28,059        $1,524          $10,796
                                                                            -------        ------          -------
    Units outstanding ............................................            2,738           221            1,558
                                                                            -------        ------          -------
    Unit value (accumulation) ....................................          $ 10.25        $ 6.90          $  6.93
                                                                            =======        ======          =======




                                                                                        FIDELITY VIP   FIDELITY VIP II
                                                                        AIM V.I. VALUE     GROWTH        CONTRAFUND
                                                                          SUBACCOUNT     SUBACCOUNT      SUBACCOUNT
                                                                        --------------  ------------  -----------------
                                                                                             
ASSETS
Investment in shares of portfolios of:
  Outside Trust, at value ........................................         $12,416         $ 671           $12,123
Receivable from portfolio / JHLICO ...............................               1            --                 1
                                                                           -------         -----           -------
Total assets .....................................................          12,417           671            12,124
LIABILITIES
Payable to portfolio / JHLICO ....................................              --            --                --
Asset charges payable ............................................              --            --                --
Total liabilities ................................................               1            --                 1
                                                                           -------         -----           -------
                                                                           $12,416         $ 671           $12,123
                                                                           -------         -----           -------
NET ASSETS:
  Accumulation units .............................................         $12,416         $ 671           $12,123
                                                                           -------         -----           -------
    Total net assets .............................................         $12,416         $ 671           $12,123
                                                                           -------         -----           -------
    Units outstanding ............................................           1,695            91             1,443
                                                                           -------         -----           -------
    Unit value (accumulation) ....................................         $  7.33         $7.37           $  8.40
                                                                           =======         =====           =======


See accompanying notes.

                                       200



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

                               DECEMBER 31, 2001



                                                                      MFS NEW
                                                                     DISCOVERY   V.A. STRATEGIC
                                                                       SERIES        INCOME       HEALTH SCIENCES
                                                                     SUBACCOUNT    SUBACCOUNT       SUBACCOUNT
                                                                     ----------  --------------  -----------------
                                                                                        
ASSETS
Investment in shares of portfolios of:
  John Hancock Variable Series Trust, at value ...................    $     --       $   --           $3,348
  Declaration Trust ..............................................          --          144               --
  Outside Trust, at value ........................................     106,557           --               --
Receivable from portfolio / JHLICO ...............................           5           --               --
                                                                      --------       ------           ------
Total assets .....................................................     106,562          144            3,348
LIABILITIES
Payable to portfolio / JHLICO ....................................          --           --               --
Asset charges payable ............................................           5           --               --
                                                                      --------       ------           ------
Total liabilities ................................................           5           --               --
                                                                      --------       ------           ------
                                                                      $106,557       $  144           $3,348
                                                                      --------       ------           ------
NET ASSETS:
  Accumulation units .............................................    $106,557       $  144           $3,348
                                                                      --------       ------           ------
    Total net assets .............................................    $106,557       $  144           $3,348
                                                                      --------       ------           ------
    Units outstanding ............................................      11,273           14              343
                                                                      --------       ------           ------
    Unit value (accumulation) ....................................    $   9.45       $10.29           $ 9.76
                                                                      ========       ======           ======




                                                                    INTERNATIONAL  LARGE/MID CAP   SMALL CAP
                                                                       EQUITY          VALUE         VALUE
                                                                     SUBACCOUNT     SUBACCOUNT     SUBACCOUNT
                                                                    -------------  -------------  ------------
                                                                                         
ASSETS
Investment in shares of portfolios of:
  John Hancock Variable Series Trust, at value ...................     $1,032       $4,393,211      $31,149
Receivable from portfolio / JHLICO ...............................         --            1,711            1
                                                                       ------       ----------      -------
Total assets .....................................................      1,032        4,394,922       31,150
LIABILITIES
Payable to portfolio / JHLICO ....................................         --            1,523           --
Asset charges payable ............................................         --              188            2
                                                                       ------       ----------      -------
Total liabilities ................................................         --            1,711            2
                                                                       ------       ----------      -------
                                                                       $1,032       $4,393,211      $31,148
                                                                       ------       ----------      -------
NET ASSETS:
  Accumulation units .............................................     $1,032       $4,393,211      $31,148
                                                                       ------       ----------      -------
    Total net assets .............................................     $1,032       $4,393,211      $31,148
                                                                       ------       ----------      -------
    Units outstanding ............................................        123          322,043        2,980
                                                                       ------       ----------      -------
    Unit value (accumulation) ....................................     $ 8.39       $    13.64      $ 10.45
                                                                       ======       ==========      =======


See accompanying notes.

                                       201



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENT OF ASSETS AND LIABILITIES (CONTINUED)

                               DECEMBER 31, 2001



                                                                        AIM V.I.     MFS RESEARCH     TEMPLETON
                                                                      GROWTH SERIES     SERIES      INTERNATIONAL
                                                                       SUBACCOUNT     SUBACCOUNT     SUBACCOUNT
                                                                      -------------  ------------  ---------------
                                                                                          
ASSETS
Investment in shares of portfolios of:
  Outside Trust, at value ........................................       $1,712         $1,754         $2,133
Receivable from portfolio / JHLICO ...............................           --             --             --
                                                                         ------         ------         ------
Total assets .....................................................        1,712         $1,754          2,133
LIABILITIES
Payable to portfolio / JHLICO ....................................           --             --             --
Total liabilities ................................................           --             --             --
                                                                         ------         ------         ------
                                                                         $1,712         $1,754         $2,133
                                                                         ------         ------         ------
NET ASSETS:
  Accumulation units .............................................       $1,712         $1,754         $2,133
                                                                         ------         ------         ------
    Total net assets .............................................       $1,712         $1,754         $2,133
                                                                         ------         ------         ------
    Units outstanding ............................................          203            204            261
                                                                         ------         ------         ------
    Unit value (accumulation) ....................................       $ 8.43         $ 8.60         $ 8.17
                                                                         ======         ======         ======


See accompanying notes.

                                       202



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                            STATEMENT OF OPERATIONS

                      FOR THE YEAR ENDED DECEMBER 31, 2001



                                                                                      LARGE CAP   INTERNATIONAL
                                                                                       GROWTH      ACTIVE BOND    EQUITY INDEX
                                                                                     SUBACCOUNT    SUBACCOUNT      SUBACCOUNT
                                                                                     ------------  -----------  ---------------
                                                                                                       
Investment income:
  Income:
    Dividends ..................................................................     $    75,058   $5,575,227    $    92,540
    Interest on policy loans ...................................................         224,030      840,444         32,013
                                                                                     -----------   ----------    -----------
Total investment income ........................................................         299,088    6,415,671        124,553
Expenses:
  Mortality and expense risks ..................................................         237,021      492,587         35,964
                                                                                     -----------   ----------    -----------
Net investment income ..........................................................          62,067    5,923,084         88,589
Realized gains (losses) on investments:
  Realized loss on sale of portfolio shares ....................................        (303,166)    (578,863)      (244,081)
  Realized gain distributions ..................................................              --           --            690
                                                                                     -----------   ----------    -----------
Realized losses ................................................................        (303,166)    (578,863)      (243,391)
Change in unrealized appreciation (depreciation) during the period .............      (6,989,603)   1,577,966     (1,167,176)
                                                                                     -----------   ----------    -----------
Net increase (decrease) in net assets resulting from operations ................     $(7,230,702)  $6,922,187    $(1,321,978)
                                                                                     ===========   ==========    ===========




                                                                                     SMALL CAP       GLOBAL         MID CAP
                                                                                       GROWTH       BALANCED        GROWTH
                                                                                     SUBACCOUNT    SUBACCOUNT     SUBACCOUNT
                                                                                     ----------    ----------    --------------
                                                                                                        
Investment income:
  Income:
    Dividends ..................................................................     $      --     $  4,344       $        --
                                                                                     ---------     --------       -----------
Total investment income ........................................................            --        4,344                --
Expenses:
  Mortality and expense risks ..................................................        27,911        1,319            85,083
                                                                                     ---------     --------       -----------
Net investment income (loss) ...................................................       (27,911)       3,025           (85,083)
Realized gains (losses) on investments:
  Realized loss on sale of portfolio shares ....................................      (193,161)     (18,478)       (2,329,455)
  Realized gain distributions ..................................................            --           --                --
                                                                                     ---------     --------       -----------
Realized losses ................................................................      (193,161)     (18,478)       (2,329,455)
Change in unrealized appreciation (depreciation) during the period .............      (449,625)      12,916        (4,249,250)
                                                                                     ---------     --------       -----------
Net decrease in net assets resulting from operations ...........................     $(670,697)    $ (2,537)      $(6,663,788)
                                                                                     =========     ========       ===========


See accompanying notes.

                                       203



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                      STATEMENT OF OPERATIONS (CONTINUED)

                      FOR THE YEAR ENDED DECEMBER 31, 2001



                                                   LARGE CAP      MONEY      SMALL/MID CAP
                                                    VALUE         MARKET        GROWTH
                                                  SUBACCOUNT    SUBACCOUNT    SUBACCOUNT
                                                  ----------    ----------   -------------
                                                                    
Investment income:
 Income:
  Dividends ..............................         $ 278,945    $ 797,762      $      --
  Interest on policy loans ...............                --      169,029             --
                                                   ---------    ---------      ---------
Total investment income ..................           278,945      966,791             --
Expenses:
 Mortality and expense risks .............           108,117      132,202         34,942
                                                   ---------    ---------      ---------
Net investment income (loss) .............           170,828      834,589        (34,942)
Realized gains (losses) on investments:
 Realized gain (loss) on sale of
  portfolio shares .......................            69,861           --       (212,465)
 Realized gain distributions .............           274,383           --             --
                                                   ---------    ---------      ---------
Realized gains (losses) ..................           344,244           --       (212,465)
Change in unrealized appreciation
 (depreciation) during the period ........          (277,488)          --        391,420
                                                   ---------    ---------      ---------
Net increase in net assets resulting
 from operations .........................         $ 237,584    $ 834,589      $ 144,013
                                                   =========    =========      =========




                                                  REAL ESTATE      GROWTH &
                                                    EQUITY          INCOME          MANAGED
                                                  SUBACCOUNT      SUBACCOUNT      SUBACCOUNT
                                                  -----------     ----------     ------------
                                                                        
Investment income:
 Income:
  Dividends .............................         $   233,523    $  1,000,312    $  2,011,926
  Interest on policy loans ..............              29,769       2,433,647       1,055,240
                                                  -----------    ------------    ------------
Total investment income .................             263,292       3,433,959       3,067,166
Expenses:
 Mortality and expense risks .............             33,541       1,065,963         624,031
                                                  -----------    ------------    ------------
Net investment income ....................            229,751       2,367,996       2,443,135
Realized gains (losses) on
 investments:
 Realized gain (loss) on sale of
  portfolio shares .......................           (234,535)        205,711          33,494
 Realized gain distributions .............            167,156              --         495,279
                                                  -----------    ------------    ------------
Realized gains (losses) ..................            (67,379)        205,711         528,773
Change in unrealized appreciation
 (depreciation) during the period ........            128,322     (37,067,063)     (5,276,809)
                                                  -----------    ------------    ------------
Net increase (decrease) in net
 assets resulting from operations ........        $   290,694    $(34,493,356)   $ (2,304,901)
                                                  ===========    ============    ============


See accompanying notes.

                                       204



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                       STATEMENT OF OPERATIONS (CONTINUED)

                      FOR THE YEAR ENDED DECEMBER 31, 2001



                                               SHORT-TERM    SMALL CAP    INTERNATIONAL
                                                  BOND         EQUITY     OPPORTUNITIES
                                               SUBACCOUNT    SUBACCOUNT    SUBACCOUNT
                                               ----------    ----------   -------------
                                                                 
Investment income:
 Income:
  Dividends ..............................     $   27,491    $    2,669    $   104,368
                                               ----------    ----------    -----------
Total investment income ..................         27,491         2,669        104,368
Expenses:
 Mortality and expense risks .............          3,039        21,562         78,353
                                               ----------    ----------    -----------
Net investment income (loss)  ............         24,452       (18,893)        26,015
Realized gains (losses) on investments:
 Realized gain (loss) on sale of
  portfolio shares .......................          8,797      (553,686)    (2,366,905)
 Realized gain distributions .............             --            --             --
                                               ----------    ----------    -----------
Realized gains (losses) ..................          8,797      (553,686)    (2,366,905)
Change in unrealized appreciation
 (depreciation) during the period ........         (2,372)      580,661       (510,586)
                                               ----------    ----------    -----------
Net increase (decrease) in net assets
 resulting from operations ...............     $   30,877    $    8,082    $(2,851,476)
                                               ==========    ==========    ===========




                                                                             EMERGING
                                              EQUITY INDEX   GLOBAL BOND     MARKETS
                                               SUBACCOUNT    SUBACCOUNT     SUBACCOUNT
                                              ------------   -----------    ----------
                                                                 
Investment income:
 Income:
  Dividends ..............................     $   580,736   $   39,052     $    1,896
                                               -----------   ----------     ----------
Total investment income ..................         580,736       39,052          1,896
Expenses:
 Mortality and expense risks .............         288,749        6,664          4,801
                                               -----------   ----------     ----------
Net investment income (loss)  ............         291,987       32,388         (2,905)
Realized gains (losses) on
 investments:
 Realized loss on sale of portfolio
  shares .................................        (350,536)      (4,928)      (512,242)
 Realized gain distributions .............       1,572,305           --             --
                                               -----------   ----------     ----------
Realized gains (losses)  .................       1,221,769       (4,928)      (512,242)
Change in unrealized appreciation
 (depreciation) during the period ........      (8,084,684)     (45,004)       454,961
                                               -----------   ----------     ----------
Net decrease in net assets resulting
 from operations .........................     $(6,570,928)  $  (17,544)    $  (60,186)
                                               ===========   ==========     ==========


See accompanying notes.

                                       205



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                       STATEMENT OF OPERATIONS (CONTINUED)

                      FOR THE YEAR ENDED DECEMBER 31, 2001



                                                             SMALL/MID CAP   HIGH YIELD
                                                 BOND INDEX      CORE           BOND
                                                 SUBACCOUNT   SUBACCOUNT     SUBACCOUNT
                                                 ----------  -------------   ----------
                                                                    
Investment income:
 Income:
  Dividends ...............................      $ 146,628     $   2,616      $  62,648
                                                 ---------     ---------      ---------
Total investment income ...................        146,628         2,616         62,648
Expenses:
 Mortality and expense risks ..............         14,407         3,013          4,178
                                                 ---------     ---------      ---------
Net investment income (loss)  .............        132,221          (397)        58,470
Realized gains (losses) on investments:
 Realized gain (loss) on sale of
  portfolio shares ........................          9,436        (3,169)      (133,868)
 Realized gain distributions ..............          8,792            --             --
                                                 ---------     ---------      ---------
Realized gains (losses) ...................         18,228        (3,169)      (133,868)
Change in unrealized appreciation
 (depreciation) during the period .........        (26,418)       25,735        132,879
                                                 ---------     ---------      ---------
Net increase in net assets resulting
 from operations ..........................      $ 124,031     $  22,169      $  57,481
                                                 =========     =========      =========




                                                                BRANDES       FRONTIER
                                                TURNER CORE  INTERNATIONAL    CAPITAL
                                                  GROWTH        EQUITY      APPRECIATION
                                                SUBACCOUNT    SUBACCOUNT     SUBACCOUNT
                                                -----------  -------------  ------------
                                                                   
Investment income:
 Income:
  Dividends ...............................      $     420     $  14,525     $      --
                                                 ---------     ---------     ---------
Total investment income ...................            420        14,525            --
Expenses:
 Mortality and expense risks ..............          1,981         5,876         2,728
                                                 ---------     ---------     ---------
Net investment income (loss)  .............         (1,561)        8,649        (2,728)
Realized gains (losses) on investments:
 Realized gain (loss) on sale of
  portfolio shares ........................        (91,201)       28,195       (54,796)
 Realized gain distributions ..............             --        43,702         4,602
                                                 ---------     ---------     ---------
Realized gains (losses)  ..................        (91,201)       71,897       (50,194)
Change in unrealized appreciation
 (depreciation) during the period .........        (12,342)     (246,498)       52,457
                                                 ---------     ---------     ---------
Net decrease in net assets
 resulting from operations ................      $(105,104)    $(165,952)    $    (465)
                                                 =========     =========     =========


See accompanying notes.

                                       206



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                       STATEMENT OF OPERATIONS (CONTINUED)

                      FOR THE YEAR ENDED DECEMBER 31, 2001



                                                                        CLIFTON      LARGE CAP
                                                                        ENHANCED     AGGRESSIVE   FUNDAMENTAL
                                                                       US EQUITY       GROWTH       GROWTH
                                                                       SUBACCOUNT    SUBACCOUNT   SUBACCOUNT
                                                                       ----------    ----------  -------------
                                                                                        
Investment income:
 Income:
  Dividends .........................................................    $ 1,266      $    --        $    --
                                                                         -------      -------        -------
Total investment income .............................................      1,266           --             --
Expenses:
 Mortality and expense risks ........................................        149           11             62
                                                                         -------      -------        -------
Net investment income (loss) ........................................      1,117          (11)           (62)
Realized gains (losses) on investments:
 Realized loss on sale of portfolio shares ..........................       (826)         (68)          (340)
 Realized gain distributions ........................................         --           --             --
                                                                         -------      -------        -------
Realized losses .....................................................       (826)         (68)          (340)
Change in unrealized depreciation during the period .................     (3,148)        (216)        (3,866)
 ....................................................................    -------      -------        -------
Net decrease in net assets resulting from operations ................    $(2,857)     $  (295)       $(4,268)
                                                                         =======      =======        =======




                                                                       AIM V.I.   FIDELITY VIP   FIDELITY VIP II
                                                                        VALUE        GROWTH        CONTRAFUND
                                                                      SUBACCOUNT   SUBACCOUNT      SUBACCOUNT
                                                                      ----------  ------------  ----------------
                                                                                       
Investment income:
 Income:
  Dividends .........................................................   $    17       $    --        $    41
                                                                        -------       -------        -------
Total investment income .............................................        17            --             41
Expenses:
 Mortality and expense risks ........................................        61            18             65
                                                                        -------       -------        -------
Net investment loss .................................................       (44)          (18)           (24)
Realized gains (losses) on investments:
 Realized loss on sale of portfolio shares ..........................      (754)       (1,717)        (1,122)
 Realized gain distributions ........................................       251           272            164
                                                                        -------       -------        -------
Realized losses .....................................................      (503)       (1,445)          (958)
Change in unrealized appreciation (depreciation) during the period ..    (1,395)          469           (616)
                                                                        -------       -------        -------
Net decrease in net assets resulting from operations ................   $(1,942)      $  (994)       $(1,598)
                                                                        =======       =======        =======


See accompanying notes.

                                       207


                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                       STATEMENT OF OPERATIONS (CONTINUED)

                      FOR THE YEAR ENDED DECEMBER 31, 2001


                                                                              MFS NEW
                                                                             DISCOVERY   V.A. STRATEGIC     HEALTH
                                                                               SERIES       INCOME         SCIENCES
                                                                             SUBACCOUNT   SUBACCOUNT*     SUBACCOUNT*
                                                                             ----------  --------------  -------------
                                                                                                
Investment income:
 Income:
  Dividends ..........................................................         $ 3,157       $     3        $    --
                                                                               -------       -------        -------
Total investment income ..............................................           3,157             3             --
Expenses:
 Mortality and expense risks .........................................             422            --              3
                                                                               -------       -------        -------
Net investment income (loss)  ........................................           2,735             3             (3)
Realized gains (losses) on investments:
 Realized gain (loss) on sale of portfolio shares ....................          (2,026)            1             (1)
 Realized gain distributions .........................................             125            --             --
                                                                               -------       -------        -------
Realized gains (losses) ..............................................          (1,901)            1             (1)
Change in unrealized appreciation (depreciation) during the period ...            (743)            1            (22)
                                                                               -------       -------        -------
Net increase (decrease) in net assets resulting from operations ......         $    91       $     5        $   (26)
                                                                               =======       =======        =======




                                                                              INTERNATIONAL  LARGE/MID CAP    SMALL CAP
                                                                                 EQUITY          VALUE          VALUE
                                                                               SUBACCOUNT*    SUBACCOUNT*    SUBACCOUNT*
                                                                              -------------  -------------  -------------
                                                                                                   
Investment income:
 Income:
  Dividends .........................................................           $    --        $ 3,406         $    91
                                                                                -------        -------         -------
Total investment income .............................................                --          3,406              91
Expenses:
 Mortality and expense risks ........................................                 1          1,049              33
                                                                                -------        -------         -------
Net investment income (loss)  .......................................                (1)         2,357              58
Realized gains (losses) on investments:
 Realized loss on sale of portfolio shares ..........................                --         (5,237)           (308)
 Realized gain distributions ........................................                --             --             164
                                                                                -------        -------         -------
Realized losses .....................................................                --         (5,237)           (144)
Change in unrealized appreciation (depreciation) during the period...                 7         (4,848)          2,861
                                                                                -------        -------         -------
Net increase (decrease) in net assets resulting from operations .....           $     6        $(7,728)        $ 2,775
                                                                                =======        =======         =======

- ---------
*  From commencement of operations (refer to footnote d in notes to financial
statements #6)

See accompanying notes.

                                       208



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                       STATEMENT OF OPERATIONS (CONTINUED)

                      FOR THE YEAR ENDED DECEMBER 31, 2001


                                                               AIM V.I.     MFS RESEARCH     TEMPLETON
                                                             GROWTH SERIES     SERIES      INTERNATIONAL
                                                              SUBACCOUNT*   SUBACCOUNT*     SUBACCOUNT*
                                                             -------------  ------------  ---------------
                                                                                 
Investment income:
 Income:
  Dividends ...............................................       $ 4          $ --            $--
                                                                  ---          ----            ---
Total investment income ...................................         4            --             --
Expenses:
 Mortality and expense risks ..............................         2             2              3
                                                                  ---          ----            ---
Net investment income (loss) ..............................         2            (2)            (3)
Realized gains (losses) on investments:
 Realized gain on sale of portfolio shares ................        --             1              1
                                                                  ---          ----            ---
 Realized gains ...........................................        --             1              1
Change in unrealized appreciation during the period .......        68           114             83
                                                                  ---          ----            ---
Net increase in net assets resulting from operations ......       $70          $113            $81
                                                                  ===          ====            ===


- ---------
*  From commencement of operations (refer to footnote d in notes to financial
statements #6)

See accompanying notes.

                                       209



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                       STATEMENTS OF CHANGES IN NET ASSETS

                        FOR THE YEARS ENDED DECEMBER 31,


                                                                                             LARGE CAP GROWTH SUBACCOUNT
                                                                                       ------------------------------------------
                                                                                          2001           2000           1999
                                                                                       ------------  -------------  -------------
                                                                                                           
Increase (decrease) in net assets from operations:
 Net investment income (loss) ..................................................       $    62,067   $  6,287,826    $ 6,329,395
 Realized gains (losses) .......................................................          (303,166)     1,809,410      1,146,308
 Change in unrealized appreciation (depreciation) during the period ............        (6,989,603)   (17,039,660)       320,087
                                                                                       -----------   ------------    -----------
Net increase (decrease) in net assets resulting from operations ................        (7,230,702)    (8,942,424)     7,795,790
Policy transactions:
 Net premiums from policyholders ...............................................        14,342,571     16,225,070     10,950,682
 Net transfers to policyholders for benefits and terminations ..................        (6,740,426)    (8,421,666)    (5,776,293)
 Net transfers between subaccounts .............................................          (239,029)            --             --
 Net change in policy loans ....................................................           165,268        407,961             --
                                                                                       -----------   ------------    -----------
Net increase (decrease) in net assets resulting from policy transactions .......         7,528,384      8,211,365      5,174,389
                                                                                       -----------   ------------    -----------
Total increase (decrease) in net assets ........................................           297,682       (731,059)    12,970,179
Net assets at beginning of period ..............................................        43,297,378     44,028,437     31,058,258
                                                                                       -----------   ------------   ------------
Net assets at end of period ....................................................       $43,595,060   $ 43,297,378    $44,028,437
                                                                                       ===========   ============    ===========




                                                                                               ACTIVE BOND SUBACCOUNT
                                                                                      -------------------------------------------
                                                                                          2001           2000           1999
                                                                                      -------------  -------------  -------------
                                                                                                           
Increase (decrease) in net assets from operations:
 Net investment income (loss) ..................................................      $  5,923,084   $  5,332,953    $ 5,481,982
 Realized gains (losses) .......................................................          (578,863)    (1,058,175)      (388,883)
 Change in unrealized appreciation (depreciation) during the period ............         1,577,966      3,862,398     (5,439,148)
                                                                                      ------------   ------------    -----------
Net increase (decrease) in net assets resulting from operations ................         6,922,187      8,137,176       (346,049)
Policy transactions:
 Net premiums from policyholders ...............................................        15,445,246     26,218,788     11,668,600
 Net transfers to policyholders for benefits and terminations ..................       (10,820,630)   (17,903,281)    (7,543,864)
 Net change in policy loans ....................................................          (691,455)       620,295             --
                                                                                      ------------   ------------    -----------
Net increase in net assets resulting from policy transactions ..................         3,933,161      8,935,802      4,124,736
                                                                                      ------------   ------------    -----------
Total increase in net assets ...................................................        10,855,348     17,072,978      3,778,687
Net assets at beginning of period ..............................................        97,962,560     80,889,582     77,110,895
                                                                                      ------------   ------------    -----------
Net assets at end of period ....................................................      $108,817,908   $ 97,962,560    $80,889,582
                                                                                      ============   ============   ============


See accompanying notes.

                                       210



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                                                                   INTERNATIONAL EQUITY INDEX SUBACCOUNT
                                                                                  ----------------------------------------
                                                                                      2001          2000          1999
                                                                                  ------------  ------------   -----------
                                                                                                      
Increase (decrease) in net assets from operations:
 Net investment income ........................................................  $    88,589   $   322,155    $   200,569
 Realized gains (losses) ......................................................     (243,391)       76,586         62,140
 Change in unrealized appreciation (depreciation) during the period ...........   (1,167,176)   (1,706,468)     1,295,768
                                                                                 -----------   -----------    -----------
Net increase (decrease) in net assets resulting from operations................   (1,321,978)   (1,307,727)     1,558,477
Policy transactions:
 Net premiums from policyholders ..............................................    1,612,633     2,208,528      1,634,643
 Net transfers to policyholders for benefits and terminations..................   (1,532,111)   (1,307,479)    (1,119,500)
 Net change in policy loans....................................................       10,754       110,023             --
                                                                                 -----------   -----------    -----------
Net increase in net assets resulting from policy transactions .................       91,276     1,011,072        515,143
                                                                                 -----------   -----------    -----------
Total increase (decrease) in net assets........................................   (1,230,702)     (296,655)     2,073,620
Net assets at beginning of period..............................................    6,884,339     7,180,994      5,107,374
                                                                                 -----------   -----------   ------------
Net assets at end of period....................................................  $ 5,653,637   $ 6,884,339    $ 7,180,994
                                                                                 ===========   ===========    ===========




                                                                                        SMALL CAP GROWTH SUBACCOUNT
                                                                                  ----------------------------------------
                                                                                      2001          2000          1999
                                                                                  ------------  ------------   -----------
                                                                                                      
Increase (decrease) in net assets from operations:
 Net investment income (loss) .................................................   $   (27,911)  $   581,967    $  527,624
 Realized gains (losses) ......................................................      (193,161)      159,388        48,210
 Change in unrealized appreciation depreciation) during the period.............      (449,625)   (2,654,137)    1,125,829
                                                                                  -----------   -----------    ----------
Net increase (decrease) in net assets resulting from operations ...............      (670,697)   (1,912,782)    1,701,663
Policy transactions:
 Net premiums from policyholders...............................................     2,267,910     4,738,730     1,398,160
 Net transfers to policyholders for benefits and terminations .................    (3,102,740)     (956,063)     (390,180)
                                                                                  -----------   -----------    ----------
Net increase (decrease) in net assets resulting from policy
 transactions .................................................................      (834,830)    3,782,667     1,007,980
                                                                                  -----------   -----------    ----------
Total increase (decrease) in net assets .......................................    (1,505,527)    1,869,885     2,709,643
Net assets at beginning of period .............................................     6,381,819     4,511,934     1,802,291
                                                                                  -----------   -----------    ----------
Net assets at end of period ...................................................   $ 4,876,292   $ 6,381,819    $4,511,934
                                                                                  ===========   ===========    ==========


See accompanying notes.

                                      211



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                                                                        GLOBAL BALANCED SUBACCOUNT
                                                                                ------------------------------------------
                                                                                    2001            2000            1999
                                                                                ------------   ------------   ------------
                                                                                                     
Increase (decrease) in net assets from operations:
 Net investment income ......................................................   $     3,025    $     7,198    $    15,944
 Realized gains (losses) ....................................................       (18,478)        (3,641)         1,061
 Change in unrealized appreciation (depreciation) during the period .........        12,916        (21,945)        (8,559)
                                                                                -----------    -----------    -----------
Net increase (decrease) in net assets resulting from operations .............        (2,537)       (18,388)         8,446
Policy transactions:
 Net premiums from policyholders ............................................     3,159,097         75,380        115,573
 Net transfers to policyholders for benefits and terminations ...............       (82,211)       (83,639)      (133,983)
                                                                                -----------    -----------    -----------
Net increase (decrease) in net assets resulting from policy transactions ....     3,076,886         (8,259)       (18,410)
                                                                                -----------    -----------    -----------
Total increase (decrease) in net assets .....................................     3,074,349        (26,647)        (9,964)
Net assets at beginning of period ...........................................       173,721        200,368        210,332
                                                                                -----------    -----------    -----------
Net assets at end of period .................................................   $ 3,248,070    $   173,721    $   200,368
                                                                                ===========    ===========    ===========




                                                                                         MID CAP GROWTH SUBACCOUNT
                                                                                --------------------------------------------
                                                                                    2001            2000            1999
                                                                                ------------    ------------    ------------
                                                                                                      
Increase (decrease) in net assets from operations:
 Net investment income (loss) ...............................................   $    (85,083)   $  2,182,817    $  1,338,175
 Realized gains (losses) ....................................................     (2,329,455)      1,892,763         420,826
 Change in unrealized appreciation (depreciation) during the period .........     (4,249,250)    (11,690,290)      4,283,452
                                                                                ------------    ------------    ------------
Net increase (decrease) in net assets resulting from operations .............     (6,663,788)     (7,614,710)      6,042,453
Policy transactions:
 Net premiums from policyholders ............................................     12,612,039      13,112,643       7,041,199
 Net transfers to policyholders for benefits and terminations ...............     (3,031,534)     (4,430,561)       (947,660)
                                                                                ------------    ------------    ------------
Net increase in net assets resulting from policy transactions ...............      9,580,505       8,682,082       6,093,539
                                                                                ------------    ------------    ------------
Total increase in net assets ................................................      2,916,717       1,067,372      12,135,992
Net assets at beginning of period ...........................................     14,676,946      13,609,574       1,473,582
                                                                                ------------    ------------    ------------
Net assets at end of period .................................................   $ 17,593,633    $ 14,676,946    $ 13,609,574
                                                                                ============    ============    ============


See accompanying notes.

                                      212



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,




                                                     LARGE CAP VALUE SUBACCOUNT
                                              ---------------------------------------------
                                                  2001            2000              1999
                                              ------------    ------------     ------------
                                                                      
Increase (decrease) in net assets
 from operations:
 Net investment income ....................   $    170,828    $    693,327     $    474,149
 Realized gains (losses) ..................        344,244         (47,306)         123,242
 Change in unrealized appreciation
  (depreciation) during the period ........       (277,488)        854,807         (499,454)
                                              ------------    ------------     ------------
Net increase in net assets
 resulting from operations ................        237,584       1,500,828           97,937
Policy transactions:
 Net premiums from policyholders ..........     10,170,978       7,024,748        5,449,922
 Net transfers to policyholders for
  benefits and terminations ...............     (2,001,066)     (1,798,175)      (1,059,147)
                                              ------------    ------------     ------------
Net increase in net assets
 resulting from policy transactions .......      8,169,912       5,226,573        4,390,775
                                              ------------    ------------     ------------
Total increase in net assets ..............      8,407,496       6,727,401        4,488,712
Net assets at beginning of period .........     14,990,188       8,268,787        3,774,075
                                              ------------    ------------     ------------
Net assets at end of period ...............   $ 23,397,684    $ 14,990,188     $  8,262,787
                                              ============    ============     ============




                                                          MONEY MARKET SUBACCOUNT
                                              -----------------------------------------------
                                                  2001             2000             1999
                                              ------------      ------------     ------------
                                                                   
Increase (decrease) in net
 assets from operations:
 Net investment income ....................   $    834,589      $  1,290,563     $  1,143,104
 Realized gains (losses) ..................             --                --               --
 Change in unrealized
  appreciation (depreciation)
  during the period .......................             --                --               --
                                              ------------      ------------     ------------
Net increase in net assets
 resulting from operations ................        834,589         1,290,563        1,143,104
Policy transactions:
 Net premiums from policyholders ..........     22,170,735        26,609,851       16,733,655
 Net transfers to policyholders
  for benefits and terminations ...........    (26,886,651)      (22,265,301)     (46,642,184)
 Net change in policy loans ...............         (5,337)           77,509               --
                                              ------------      ------------     ------------
Net increase (decrease) in net
 assets resulting from policy
 transactions .............................     (4,721,253)        4,422,059      (29,908,529)
                                              ------------      ------------     ------------
Total increase (decrease) in net
 assets ...................................     (3,886,664)        5,712,622      (28,765,425)
Net assets at beginning of
 period ...................................     26,215,728        20,503,106       49,268,531
                                              ------------      ------------     ------------
Net assets at end of period ...............   $ 22,329,064      $ 26,215,728     $ 20,503,106
                                              ============      ============     ============


See accompanying notes.

                                      213



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                                 SMALL/MID CAP GROWTH SUBACCOUNT
                                            -----------------------------------------
                                               2001          2000             1999
                                            -----------   -----------     -----------
                                                               
Increase (decrease) in net assets
 from operations:
 Net investment income (loss) ............. $   (34,942)  $   570,559     $   810,295
 Realized gains (losses) ..................    (212,465)     (136,669)         16,952
 Change in unrealized appreciation
  (depreciation) during the period ........     391,420        (2,663)       (590,295)
                                            -----------   -----------     -----------
Net increase in net assets
 resulting from operations ................     144,013       431,227         236,952
Policy transactions:
 Net premiums from policyholders ..........   3,794,737     1,474,342       1,533,102
 Net transfers to policyholders for
  benefits and terminations ...............  (1,326,766)   (1,536,191)     (1,200,248)
                                            -----------   -----------     -----------
Net increase (decrease) in net
 assets resulting from policy
 transactions .............................   2,467,971       (61,849)        332,854
                                            -----------   -----------     -----------
Total increase in net assets ..............   2,611,984       369,378         569,806
Net assets at beginning of period .........   5,855,422     5,486,044       4,916,238
                                            -----------   -----------     -----------
Net assets at end of period ............... $ 8,467,406   $ 5,855,422     $ 5,486,044
                                            ===========   ===========     ===========




                                                     REAL ESTATE EQUITY SUBACCOUNT
                                              ------------------------------------------
                                                   2001          2000           1999
                                              -----------     -----------    -----------
                                                                    
Increase (decrease) in net assets
 from operations:
 Net investment income .....................  $   229,751     $   465,264    $   255,391
 Realized losses ...........................      (67,379)       (159,205)      (168,994)
 Change in unrealized appreciation
  (depreciation) during the period .........      128,322         919,904       (220,380)
                                              -----------     -----------    -----------
Net increase (decrease) in net
 assets resulting from operations ..........      290,694       1,225,963       (133,983)
Policy transactions:
 Net premiums from policyholders ...........    1,712,308       1,762,038        968,627
 Net transfers to policyholders for
  benefits and terminations ................   (2,078,180)     (1,130,179)    (2,335,552)
 Net change in policy loans ................      (26,470)        114,851             --
                                              -----------     -----------    -----------
Net increase (decrease) in net
 assets resulting from policy
 transactions ..............................     (392,342)        746,710     (1,366,925)
                                              -----------     -----------    -----------
Total increase (decrease) in net
 assets ....................................     (101,648)      1,972,673     (1,500,908)
Net assets at beginning of period ..........    6,002,773       4,030,100      5,531,008
                                              -----------     -----------    -----------
Net assets at end of period ................  $ 5,901,125     $ 6,002,773    $ 4,030,100
                                              ===========     ===========    ===========


See accompanying notes.

                                       214



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                                      GROWTH & INCOME SUBACCOUNT
                                             -----------------------------------------------
                                                 2001             2000             1999
                                             -------------     -------------   -------------
                                                                      
Increase (decrease) in net
 assets from operations:
 Net investment income ..................... $   2,367,996     $  44,427,885   $  35,556,691
 Realized gains ............................       205,711        18,300,286       5,502,422
 Change in unrealized
  appreciation (depreciation)
  during the period ........................   (37,067,063)      (96,829,044)      2,405,417
                                             -------------     -------------   -------------
Net increase (decrease) in net
 assets resulting from
 operations ................................   (34,493,356)      (34,100,873)     43,464,530
Policy transactions:
 Net premiums from policyholders ...........    25,738,713        31,462,247      34,593,082
 Net transfers to policyholders
  for benefits and terminations ............   (29,810,655)      (71,685,409)    (34,650,911)
 Net change in policy loans ................     1,375,781         1,310,472              --
                                             -------------     -------------   -------------
Net decrease in net assets
 resulting from policy
 transactions ..............................    (2,696,161)      (38,912,690)        (57,829)
                                             -------------     -------------   -------------
Total increase (decrease) in net
 assets ....................................   (37,189,517)      (73,013,563)     43,406,701
Net assets at beginning of
 period ....................................   267,486,534       340,500,097     297,093,396
                                             -------------     -------------   -------------
Net assets at end of period ................ $ 230,297,017     $ 267,486,534   $ 340,500,097
                                             =============     =============   =============




                                                              MANAGED SUBACCOUNT
                                              -----------------------------------------------
                                                   2001           2000               1999
                                              -------------    -------------    -------------
                                                                       
Increase (decrease) in net
 assets from operations:
 Net investment income .....................  $   2,443,135    $  11,092,640    $  10,302,317
 Realized gains ............................        528,773        1,551,519          996,546
 Change in unrealized
  depreciation during the period ...........     (5,276,809)     (12,278,637)      (2,108,530)
                                              -------------    -------------    -------------
Net increase (decrease) in net
 assets resulting from
 operations ................................     (2,304,901)         365,522        9,190,333
Policy transactions:
 Net premiums from policyholders ...........     12,491,524       12,192,565       13,430,282
 Net transfers to policyholders
  for benefits and terminations ............    (13,566,962)     (19,842,234)     (14,305,859)
 Net change in policy loans ................       (334,235)         630,955               --
                                              -------------    -------------    -------------
Net decrease in net assets
 resulting from policy
 transactions ..............................     (1,409,673)      (7,018,714)        (875,577)
                                              -------------    -------------    -------------
Total increase (decrease) in net
 assets ....................................     (3,714,574)      (6,653,192)       8,314,756
Net assets at beginning of
 period ....................................    112,476,227      119,129,419      110,814,663
                                              -------------    -------------    -------------
Net assets at end of period ................  $ 108,761,653    $ 112,476,227    $ 119,129,419
                                              =============    =============    =============


See accompanying notes.

                                       215



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                                         SHORT-TERM BOND SUBACCOUNT
                                                 -----------------------------------------
                                                    2001            2000          1999
                                                 -----------    -----------    -----------
                                                                      
Increase (decrease) in net assets from
 operations:
 Net investment income ......................    $    24,452    $    15,494    $    14,042
 Realized gains (losses) ....................          8,797         (2,287)        (8,638)
 Change in unrealized appreciation
  (depreciation) during the period ..........         (2,372)         6,756         (2,442)
                                                 -----------    -----------    -----------
Net increase in net assets resulting from
 operations .................................         30,877         19,963          2,962
Policy transactions:
 Net premiums from policyholders ............        814,841        167,135        109,732
 Net transfers to policyholders for
  benefits and terminations .................       (148,073)       (69,043)      (370,270)
                                                 -----------    -----------    -----------
Net increase (decrease) in net assets
 resulting from policy transactions .........        666,768         98,092       (260,538)
                                                 -----------    -----------    -----------
Total increase (decrease) in net assets .....        697,645        118,055       (257,576)
Net assets at beginning of period ...........        356,968        238,913        496,489
                                                 -----------    -----------    -----------
Net assets at end of period .................    $ 1,054,613    $   356,968    $   238,913
                                                 ===========    ===========    ===========




                                                     SMALL CAP EQUITY SUBACCOUNT
                                            -------------------------------------------
                                                2001            2000            1999
                                            -----------      -----------    -----------
                                                                   
Increase (decrease) in net assets
 from operations:
 Net investment income (loss) ............. $   (18,893)     $   297,508    $    61,905
 Realized losses ..........................    (553,686)        (110,857)       (33,134)
 Change in unrealized appreciation
  (depreciation) during the period ........     580,661         (668,463)      (148,401)
                                            -----------      -----------    -----------
Net increase (decrease) in net
 assets resulting from operations .........       8,082         (481,812)      (119,630)
Policy transactions:
 Net premiums from policyholders ..........   2,680,094        1,608,648      1,483,922
 Net transfers to policyholders for
  benefits and terminations ...............  (2,188,533)        (452,406)      (447,402)
                                            -----------      -----------    -----------
Net increase (decrease) in net
 assets resulting from policy
 transactions .............................    (491,561)       1,156,242      1,036,520
                                            -----------      -----------    -----------
Total increase in net assets ..............     499,643          674,430        916,890
Net assets at beginning of period .........   4,141,822        3,467,392      2,550,502
                                            -----------      -----------    -----------
Net assets at end of period ............... $ 4,641,465      $ 4,141,822    $ 3,467,392
                                            ===========      ===========    ===========


See accompanying notes.

                                      216



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                               INTERNATIONAL OPPORTUNITIES SUBACCOUNT
                                              ------------------------------------------
                                                  2001          2000           1999
                                              ------------  ------------  --------------
                                                                   
Increase (decrease) in net assets
 from operations:
 Net investment income .....................  $     26,015    $    564,716  $    223,214
 Realized gains (losses) ...................    (2,366,905)        348,813       155,412
 Change in unrealized appreciation
  (depreciation) during the period .........      (510,586)     (2,497,504)      387,412
                                              ------------    ------------  ------------
Net increase (decrease) in net
 assets resulting from operations ..........    (2,851,476)     (1,583,975)      766,038
Policy transactions:
 Net premiums from policyholders ...........     9,239,568       9,284,275     2,354,681
 Net transfers to policyholders for
  benefits and terminations ................    (5,328,329)       (469,272)   (3,673,500)
                                              ------------    ------------  ------------
Net increase (decrease) in net
 assets resulting from policy
 transactions ..............................     3,911,239       8,815,003    (1,318,819)
                                              ------------    ------------  ------------
Total increase (decrease) in net
 assets ....................................     1,059,763       7,231,028      (552,781)
Net assets at beginning of period ..........    10,859,971       3,628,943     4,181,724
                                              ------------    ------------  ------------
Net assets at end of period ................  $ 11,919,734    $ 10,859,971  $  3,628,943
                                              ============    ============  ============




                                                          EQUITY INDEX SUBACCOUNT
                                               ------------------------------------------
                                                   2001          2000           1999
                                               ------------  ------------  --------------
                                                                       
Increase (decrease) in net assets
 from operations:
 Net investment income .....................   $    291,987    $  2,141,880     $    529,375
 Realized gains ............................      1,221,769         485,643          271,978
 Change in unrealized appreciation
  (depreciation) during the period .........     (8,084,684)     (8,035,375)       1,282,937
                                               ------------    ------------     ------------
Net increase (decrease) in net
 assets resulting from operations ..........     (6,570,928)     (5,407,852)       2,084,290
Policy transactions:
 Net premiums from policyholders ...........     13,985,392      43,728,519        6,697,385
 Net transfers to policyholders for
  benefits and terminations ................     (5,816,358)     (2,630,030)      (1,623,429)
                                               ------------    ------------     ------------
Net increase in net assets
 resulting from policy transactions ........      8,169,034      41,098,489        5,073,956
                                               ------------    ------------     ------------
Total increase in net assets ...............      1,598,106      35,690,637        7,158,246
Net assets at beginning of period ..........     50,096,716      14,406,079        7,247,833
                                               ------------    ------------     ------------
Net assets at end of period ................   $ 51,694,822    $ 50,096,716     $ 14,406,079
                                               ============    ============     ============


See accompanying notes.

                                      217



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                                  GLOBAL BOND SUBACCOUNT
                                         -------------------------------------------
                                            2001             2000            1999
                                         -----------     -----------    ------------
                                                               
Increase (decrease) in net assets from
 operations:
 Net investment income ................   $    32,388    $    57,408    $    33,778
 Realized losses ......................        (4,928)       (14,302)          (151)
 Change in unrealized appreciation
  (depreciation) during the period ....       (45,004)        63,359        (52,953)
                                          -----------    -----------    -----------
Net increase (decrease) in net assets
 resulting from operations ............       (17,544)       106,465        (19,326)
Policy transactions:
 Net premiums from policyholders ......       352,334        396,099        696,619
 Net transfers to policyholders for
  benefits and terminations ...........      (677,332)      (192,421)      (317,999)
                                          -----------    -----------    -----------
Net increase (decrease) in net assets
 resulting from policy transactions ...      (324,998)       203,678        378,620
                                          -----------    -----------    -----------
Total increase (decrease) in net assets      (342,542)       310,143        359,294
Net assets at beginning of period .....     1,139,861        829,718        470,424
                                          -----------    -----------    -----------
Net assets at end of period ...........   $   797,319    $ 1,139,861    $   829,718
                                          ===========    ===========    ===========




                                                  EMERGING MARKETS SUBACCOUNT
                                          -------------------------------------------
                                             2001            2000            1999
                                          -----------      -----------    -----------
                                                                 
Increase (decrease) in net assets from
 operations:
 Net investment income (loss) ...........   $    (2,905)   $    58,591    $    15,170
 Realized gains (losses) ................      (512,242)        19,902          1,838
 Change in unrealized appreciation
  (depreciation) during the period ......       454,961       (571,486)        92,713
                                            -----------    -----------    -----------
Net increase (decrease) in net assets
 resulting from operations ..............       (60,186)      (492,993)       109,721
Policy transactions:
 Net premiums from policyholders ........       801,949      1,133,676        336,277
 Net transfers to policyholders for
  benefits and terminations .............      (590,080)      (337,143)        (8,915)
                                            -----------    -----------    -----------
Net increase in net assets resulting from
 policy transactions ....................       211,869        796,533        327,362
                                            -----------    -----------    -----------
Total increase in net assets ............       151,683        303,540        437,083
Net assets at beginning of period .......       741,352        437,812            729
                                            -----------    -----------    -----------
Net assets at end of period .............   $   893,035    $   741,352    $   437,812
                                            ===========    ===========    ===========


See accompanying notes.

                                       218



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                                          BOND INDEX SUBACCOUNT
                                               -----------------------------------------
                                                  2001            2000          1999
                                               -----------    -----------    -----------
                                                                
Increase (decrease) in net assets from
 operations:
 Net investment income ....................    $   132,221    $     6,712    $     2,701
 Realized gains (losses) ..................         18,228           (607)        (1,613)
 Change in unrealized appreciation
  (depreciation) during the period ........        (26,418)         6,100         (1,753)
                                               -----------    -----------    -----------
Net increase (decrease) in net assets
 resulting from operations ................        124,031         12,205           (665)
Policy transactions:
 Net premiums from policyholders ..........      5,105,113        196,240         80,921
 Net transfers to policyholders for
  benefits and terminations ...............       (129,767)       (16,742)       (20,596)
                                               -----------    -----------    -----------
Net increase in net assets resulting from
 policy transactions ......................      4,975,346        179,498         60,325
                                               -----------    -----------    -----------
Total increase (decrease) in net assets ...      5,099,377        191,703         59,660
Net assets at beginning of period .........        265,912         74,209         14,549
                                               -----------    -----------    -----------
Net assets at end of period ...............    $ 5,365,289    $   265,912    $    74,209
                                               ===========    ===========    ===========




                                                SMALL/MID CAP CORE SUBACCOUNT
                                             ------------------------------------
                                               2001         2000          1999
                                             ----------   ---------    ----------
                                                              
Increase (decrease) in net assets from
 operations:
 Net investment income (loss) ............   $    (397)   $  21,792    $   6,364
 Realized gains (losses) .................      (3,169)       1,505        1,093
 Change in unrealized appreciation
  (depreciation) during the period .......      25,735      (13,928)       4,719
                                             ---------    ---------    ---------
Net increase in net assets resulting from
 operations ..............................      22,169        9,369       12,176
Policy transactions:
 Net premiums from policyholders .........     288,067      479,768       44,493
 Net transfers to policyholders for
  benefits and terminations ..............    (364,419)      (6,951)     (12,003)
                                             ---------    ---------    ---------
Net increase (decrease) in net assets
 resulting from policy transactions ......     (76,352)     472,817       32,490
                                             ---------    ---------    ---------
Total increase (decrease) in net assets ..     (54,183)     482,186       44,666
Net assets at beginning of period ........     559,551       77,365       32,699
                                             ---------    ---------    ---------
Net assets at end of period ..............   $ 505,368    $ 559,551    $  77,365
                                             =========    =========    =========


See accompanying notes.

                                      219



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                                                                     HIGH YIELD BOND SUBACCOUNT
                                                                                --------------------------------------
                                                                                   2001           2000         1999
                                                                                -----------   -----------  -----------
                                                                                                  
Increase (decrease) in net assets from operations:
 Net investment income ......................................................   $    58,470   $    78,692  $     2,791
 Realized losses ............................................................      (133,868)      (12,114)        (396)
 Change in unrealized appreciation (depreciation) during the period .........       132,879      (188,735)      (1,172)
                                                                                -----------   -----------  -----------
Net increase (decrease) in net assets resulting from operations .............        57,481      (122,157)       1,223
Policy transactions:
 Net premiums from policyholders ............................................       906,532     1,514,684       69,375
 Net transfers to policyholders for benefits and terminations ...............    (1,363,474)      (88,711)          --
                                                                                -----------   -----------  -----------
Net increase (decrease) in net assets resulting from policy transactions ....      (456,942)    1,425,973       69,375
                                                                                -----------   -----------  -----------
Total increase (decrease) in net assets .....................................      (399,461)    1,303,816       70,598
Net assets at beginning of period ...........................................     1,379,867        76,051        5,453
                                                                                -----------   -----------  -----------
Net assets at end of period .................................................   $   980,406   $ 1,379,867  $    76,051
                                                                                ===========   ===========  ===========




                                                                                     TUNER CORE GROWTH SUBACCOUNT
                                                                                  ----------------------------------
                                                                                     2001        2000        1999
                                                                                  ----------  ----------  ----------
                                                                                                 
Increase (decrease) in net assets from operations:
 Net investment income (loss) ...............................................     $   (1,561) $   50,617  $   18,189
 Realized gains (losses) ....................................................        (91,201)     20,969      26,736
 Change in unrealized appreciation (depreciation) during the period .........        (12,342)   (120,040)     23,628
                                                                                  ----------  ----------  ----------
Net increase (decrease) in net assets resulting from operations .............       (105,104)    (48,454)     68,553
Policy transactions:
 Net premiums from policyholders ............................................        316,791     192,556     109,802
 Net transfers to policyholders for benefits and terminations ...............       (219,789)    (31,415)    (45,555)
                                                                                  ----------  ----------  ----------
Net increase in net assets resulting from policy transactions ...............         97,002     161,141      64,247
                                                                                  ----------  ----------  ----------
Total increase (decrease) in net assets .....................................         (8,102)    112,687     132,800
Net assets at beginning of period ...........................................        370,494     257,807     125,007
                                                                                  ----------  ----------  ----------
Net assets at end of period .................................................     $  362,392  $  370,494  $  257,807
                                                                                  ==========  ==========  ==========


See accompanying notes.

                                       220


                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                        FOR THE YEARS ENDED DECEMBER 31,



                                                                               BRANDES INTERNATIONAL EQUITY SUBACCOUNT
                                                                               ----------------------------------------
                                                                                   2001         2000          1999
                                                                               -----------  ------------   ------------
                                                                                                  
Increase (decrease) in net assets from operations:
 Net investment income .....................................................   $    8,649    $   87,962      $   14,188
 Realized gains ............................................................       71,897        13,902          11,526
 Change in unrealized appreciation (depreciation) during the period ........     (246,498)      (35,201)        122,734
                                                                               ----------    ----------     -----------
Net increase (decrease) in net assets resulting from operations ............     (165,952)       66,663         148,448
Policy transactions:
 Net premiums from policyholders ...........................................    1,103,449       616,308         152,629
 Net transfers to policyholders for benefits and terminations ..............     (979,043)      (39,267)        (31,332)
                                                                               ----------    ----------     -----------
Net increase in net assets resulting from policy transactions ..............      124,406       577,041         121,297
                                                                               ----------    ----------     -----------
Total increase (decrease) in net assets ....................................      (41,546)      643,704         269,745
Net assets at beginning of period ..........................................    1,169,206       525,502         255,757
                                                                               ----------    ----------     -----------
Net assets at end of period ................................................   $1,127,660    $1,169,206     $   525,502
                                                                               ==========    ==========     ===========




                                                                               FRONTIER CAPITAL APPRECIATION SUBACCOUNT
                                                                               ----------------------------------------
                                                                                   2001         2000           1999
                                                                               -----------  ------------   ------------
                                                                                                  
Increase (decrease) in net assets
 from operations:
 Net investment income (loss) ..............................................   $    (2,728)  $  130,136     $     8,771
 Realized gains (losses) ...................................................       (50,194)      68,311         (59,550)
 Change in unrealized appreciation (depreciation) during the period ........        52,457     (175,994)         89,369
                                                                               -----------   ----------     -----------
Net increase (decrease) in net assets resulting from operations ............          (465)      22,453          38,590
Policy transactions:
 Net premiums from policyholders ...........................................       445,490      219,803         103,675
 Net transfers to policyholders for benefits and terminations ..............      (501,765)    (179,523)     (2,221,410)
                                                                               -----------   ----------     -----------
Net increase (decrease) in net assets resulting from policy transactions ...       (56,275)      40,280      (2,117,735)
                                                                               -----------   ----------     -----------
Total increase (decrease) in net assets ....................................       (56,740)      62,733      (2,079,145)
Net assets at beginning of period ..........................................       516,716      453,983       2,533,128
                                                                               -----------   ----------     -----------
Net assets at end of period ................................................   $   459,976   $  516,716     $   453,983
                                                                               ===========   ==========     ===========


See accompanying notes.

                                       221



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                  FOR THE YEARS AND PERIODS ENDED DECEMBER 31,



                                                                               CLIFTON ENHANCED US EQUITY SUBACCOUNT
                                                                               --------------------------------------
                                                                                  2001          2000          1999*
                                                                               ----------    ----------    ----------
                                                                                                  
Increase (decrease) in net assets from operations:
 Net investment income .......................................................   $ 1,117       $ 3,190        $ 1,374
 Realized gains (losses) .....................................................      (826)          302             11
 Change in unrealized appreciation (depreciation) during the period ..........    (3,148)       (5,562)         1,285
                                                                                 -------       -------        -------
Net increase (decrease) in net assets resulting from operations ..............    (2,857)       (2,070)         2,670
Policy transactions:
 Net premiums from policyholders .............................................    10,070        16,541         15,505
 Net transfers to policyholders for benefits and terminations ................    (2,449)       (9,351)            --
                                                                                 -------       -------        -------
Net increase in net assets resulting from policy transactions ................     7,621         7,190         15,505
                                                                                 -------       -------        -------
Total increase in net assets .................................................     4,764         5,120         18,175
Net assets at beginning of period ............................................    23,295        18,175             --
                                                                                 -------       -------        -------
Net assets at end of period ..................................................   $28,059       $23,295        $18,175
                                                                                 =======       =======        =======




                                                                                       LARGE CAP                  FUNDAMENTAL
                                                                              AGGRESSIVE GROWTH SUBACCOUNT     GROWTH SUBACCOUNT
                                                                              -----------------------------  ----------------------
                                                                                  2001           2000**       2001        2000**
                                                                              -------------  --------------  --------  ------------
                                                                                                           
Increase (decrease) in net assets from operations:
 Net investment income (loss) ...............................................    $  (11)        $   30       $   (62)   $     1,351
 Realized losses ............................................................       (68)            (8)         (340)           (10)
 Change in unrealized depreciation during the period ........................      (216)          (616)       (3,866)        (1,226)
                                                                                 ------         ------       -------    -----------
Net increase (decrease) in net assets resulting from operations .............      (295)          (594)       (4,268)           115
Policy transactions:
 Net premiums from policyholders ............................................         5          2,528         9,554      9,264,914
 Net transfers to policyholders for benefits and terminations ...............      (120)            --        (7,743)    (9,251,776)
                                                                                 ------         ------       -------    -----------
Net increase (decrease) in net assets resulting from policy transactions ....      (115)         2,528         1,811         13,138
                                                                                 ------         ------       -------    -----------
Total increase (decrease) in net assets .....................................      (410)         1,934        (2,457)        13,253
Net assets at beginning of period ...........................................     1,934             --        13,253             --
                                                                                 ------         ------       -------    -----------
Net assets at end of period .................................................    $1,524         $1,934       $10,796    $    13,253
                                                                                 ======         ======       =======    ===========


- ---------
 * From May 1, 1999 (commencement of operations).
** From April 24, 2000 (commencement of operations).

See accompanying notes.

                                       222



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                  FOR THE YEARS AND PERIODS ENDED DECEMBER 31,



                                                                                 AIM V.I. VALUE     FIDELITY VIP GROWTH
                                                                                   SUBACCOUNT            SUBACCOUNT
                                                                                ------------------  -----------------------
                                                                                  2001      2000*      2001        2000*
                                                                                --------  --------  ----------  -----------
                                                                                                    
Increase (decrease) in net assets from operations:
 Net investment income (loss) ...............................................   $   (44)  $   230    $   (18)     $   (6)
 Realized losses ............................................................      (503)      (11)    (1,445)         (7)
 Change in unrealized appreciation (depreciation) during the period .........    (1,395)   (1,068)       469        (525)
                                                                                -------   -------    -------      ------
Net decrease in net assets resulting from operations ........................    (1,942)     (849)      (994)       (538)
Policy transactions:
 Net premiums from policyholders ............................................    12,072    12,213      1,474       5,160
 Net transfers to policyholders for benefits and terminations ...............    (3,006)   (6,072)    (4,037)       (394)
                                                                                -------   -------    -------      ------
Net increase (decrease) in net assets resulting from policy transactions ....     9,066     6,141     (2,563)      4,766
                                                                                -------   -------    -------      ------
Total increase (decrease) in net assets .....................................     7,124     5,292     (3,557)      4,228
Net assets at beginning of period ...........................................     5,292        --      4,228          --
                                                                                -------   -------    -------      ------
Net assets at end of period .................................................   $12,416   $ 5,292    $   671      $4,228
                                                                                =======   =======    =======      ======




                                                                                FIDELITY VIP II CONTRAFUND
                                                                                        SUBACCOUNT
                                                                                -----------      ---------
                                                                                    2001           2000*
                                                                                -----------      ---------
                                                                                           
Increase (decrease) in net assets from operations:
 Net investment loss ........................................................     $   (24)        $   (12)
 Realized losses ............................................................        (958)             (4)
 Change in unrealized depreciation during the period ........................        (616)           (366)
                                                                                  -------         -------
Net decrease in net assets resulting from operations ........................      (1,598)           (382)
Policy transactions:
 Net premiums from policyholders ............................................      10,866          13,880
 Net transfers to policyholders for benefits and terminations ...............      (3,652)         (6,991)
                                                                                  -------         -------
Net increase in net assets resulting from policy transactions ...............       7,214           6,889
                                                                                  -------         -------
Total increase in net assets ................................................       5,616           6,507
Net assets at beginning of period ...........................................       6,507              --
                                                                                  -------         -------
Net assets at end of period .................................................     $12,123         $ 6,507
                                                                                  =======         =======


- ---------
 * From April 24, 2000 (commencement of operations).

See accompanying notes.

                                       223



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV
                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                  FOR THE YEARS AND PERIODS ENDED DECEMBER 31,


                                               MFS NEW          V.A. STRATEGIC
                                          DISCOVERY SERIES          INCOME
                                            SUBACCOUNT             SUBACCOUNT
                                         --------------------   ----------------
                                            2001      2000*           2001**
                                         ---------  ---------   ----------------
                                                      
Increase (decrease) in net assets from
 operations:
 Net investment income (loss).........   $  2,735     $    (19)        $     3
 Realized gains (losses)..............     (1,901)          (7)              1
 Change in unrealized appreciation
  (depreciation) during the period....       (743)         197               1
                                         --------     --------         -------
Net increase in net assets resulting
 from operations......................         91          171               5
Policy transactions:
 Net premiums from policyholders......    102,334       37,394           2,513
 Net transfers to policyholders for
  benefits and terminations...........    (14,675)     (18,758)         (2,374)
                                         --------     --------         -------
Net increase in net assets resulting
 from policy transactions.............     87,659       18,636             139
                                         --------     --------         -------
Total increase in net assets..........     87,750       18,807             144
Net assets at beginning of period.....     18,807           --              --
                                         --------     --------         -------
Net assets at end of period...........   $106,557     $ 18,807         $   144
                                         ========     ========         =======




                                        HEALTH    INTERNATIONAL   LARGE/MIDCAP
                                       SCIENCES      EQUITY          VALUE
                                      SUBACCOUNT   SUBACCOUNT      SUBACCOUNT
                                      ----------  -------------   --------------
                                        2001**       2001**           2001**
                                      ----------  -------------   --------------
                                                        
Increase (decrease) in net assets
 from operations:
 Net investment income (loss).......   $   (3)       $   (1)      $    2,357
 Realized losses....................       (1)           --           (5,237)
 Change in unrealized appreciation
  (depreciation) during the period..      (22)            7           (4,848)
                                       ------        ------       ----------
Net increase (decrease) in net
 assets resulting from operations...      (26)            6           (7,728)
Policy transactions:
 Net premiums from policyholders....    3,403         1,026        4,400,939
 Net transfers to policyholders for
  benefits and terminations.........      (29)           --               --
                                       ------        ------       ----------
Net increase in net assets resulting
 from policy transactions...........    3,374         1,026        4,400,939
                                       ------        ------       ----------
Total increase in net assets........    3,348         1,032        4,393,211
Net assets at beginning of period...       --            --               --
                                       ------        ------       ----------
Net assets at end of period.........   $3,348        $1,032       $4,393,211
                                       ======        ======       ==========


- ---------
 *   From April 24, 2000 (commencement of operations).
 **  From commencement of operations (refer to footnote d in notes to financial
     statements #6)

See accompanying notes.

                                       224



                      JOHN HANCOCK VARIABLE LIFE ACCOUNT UV
                 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

                  FOR THE YEARS AND PERIODS ENDED DECEMBER 31,


                         SMALL CAP     AIM V.I.        MFS         TEMPLETON
                           VALUE     GROWTH SERIES   RESEARCH    INTERNATIONAL
                         SUBACCOUNT   SUBACCOUNT      SERIES      SUBACCOUNT
                         ----------  -------------  ----------  ---------------
                           2001*         2001*        2001*          2001*
                         ----------  -------------  ----------  ---------------
                                                    
Increase (decrease) in
 net assets from
 operations:
 Net investment income
  (loss)...............   $    58       $    2       $   (2)        $   (3)
 Realized gains
  (losses).............      (144)          --            1              1
 Change in unrealized
  appreciation during
  the period...........     2,861           68          114             83
                          -------       ------       ------         ------
Net increase in net
 assets resulting from
 operations............     2,775           70          113             81
Policy transactions:
 Net premiums from
  policyholders........    34,295        1,655        1,655          2,069
 Net transfers to
  policyholders for
  benefits and
  terminations.........    (5,922)         (13)         (14)           (17)
                          -------       ------       ------         ------
Net increase in net
 assets resulting from
 policy transactions...    28,373        1,642        1,641          2,052
                          -------       ------       ------         ------
Total increase in net
 assets................    31,148        1,712        1,754          2,133
Net assets at beginning
 of period.............        --           --           --             --
                          -------       ------       ------         ------
Net assets at end of
 period................   $31,148       $1,712       $1,754         $2,133
                          =======       ======       ======         ======

- ---------

 * From commencement of operations (refer to footnote d in notes to financial
statements #6)

See accompanying notes.

                                       225



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                         NOTES TO FINANCIAL STATEMENTS

                               DECEMBER 31, 2001
1. ORGANIZATION

  John Hancock Variable Life Account UV (the Account) is a separate investment
account of John Hancock Insurance Company (JHLICO), a wholly-owned subsidiary of
John Hancock Insurance Company (John Hancock).  The Account was formed to fund
variable life insurance policies (Policies) issued by JHLICO.  Currently, the
Account funds the UV VLI Class #1, UV VLI Class #2, UV MVL Class #3, UV Flex
Class #4, UV Flex II Class #5, UV VEP Class #7, UV VEP Class #8, UV VEP Class
#9, NY MEVL3 Class #13, NY MVUL98 Class #14, NY VCOLI1 Class #15, NY VCOLI2
Class #16, and NY VCOLI3 Class #17 Policies. The Account is operated as a unit
investment trust registered under the Investment Company Act of 1940, as
amended, and currently consists of thirty-nine subaccounts.  The assets of each
subaccount are invested exclusively in shares of a corresponding Portfolio of
John Hancock Variable Series Trust I (the Trust), John Hancock Declaration Trust
(Declaration Trust) or of other Outside Investment Trusts (Outside Trust).  New
subaccounts may be added as new Portfolios are added to the Trust, Declaration
Trust, or to the Outside Trust, or as other investment options are developed and
made available to policyholders.  The thirty-nine Portfolios of the Trust,
Declaration Trust, and the Outside Trust which are currently available are the
Large Cap Growth, Active Bond, International Equity Index, Small Cap Growth,
Global Balanced, Mid Cap Growth, Large Cap Value, Money Market, Small/Mid Cap
Growth, Real Estate Equity, Growth & Income, Managed, Short-Term Bond, Small Cap
Equity, International Opportunities, Equity Index, Global Bond, Emerging Markets
(formerly Emerging Markets Equity), Bond Index, Small/Mid Cap CORE, High Yield
Bond, Turner Core Growth, Brandes International Equity, Frontier Capital
Appreciation, Clifton Enhanced US Equity, Large Cap Aggressive Growth,
Fundamental Growth, AIM V.I. Value, Fidelity VIP Growth, Fidelity VIP
Contrafund, MFS New Discovery Series, V.A. Strategic Income, Health Sciences,
International Equity, Large/ Mid Cap Value, Small Cap Value (formerly Small/Mid
Cap Value), AIM V.I. Growth Series, MFS Research Series, and Templeton
International II Portfolios. Each portfolio has a different investment
objective.

  The net assets of the Account may not be less than the amount required under
state insurance law to provide for death benefits (without regard to the minimum
death benefit guarantee) and other policy benefits.  Additional assets are held
in JHLICO's general account to cover the contingency that the guaranteed minimum
death benefit might exceed the death benefit which would have been payable in
the absence of such guarantee.

  The assets of the Account are the property of JHLICO.  The portion of the
Account's assets applicable to the policies may not be charged with liabilities
arising out of any other business JHLICO may conduct.

2. SIGNIFICANT ACCOUNTING POLICIES

ESTIMATES

  The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period.  Actual results could differ from those estimates.

VALUATION OF INVESTMENTS

  Investment in shares of the Trust, Declaration Trust and of the Outside Trust
are valued at the reported net asset values of the respective Funds.  Investment
transactions are recorded on the trade date.  Dividend income is recognized on
the ex-dividend date.  Realized gains and losses on sales of respective Fund
shares are determined on the basis of identified cost.

                                       226



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                         NOTES TO FINANCIAL STATEMENTS

2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

FEDERAL INCOME TAXES

   The operations of the Account are included in the federal income tax return
of JHLICO, which is taxed as a life insurance company under the Internal Revenue
Code. JHLICO has the right to charge the Account any federal income taxes, or
provision for federal income taxes, attributable to the operations of the
Account or to the Contracts funded in the Account. Currently, JHLICO does not
make a charge for income or other taxes. Charges for state and local taxes, if
any, attributable to the Account may also be made.

EXPENSES

   JHLICO assumes mortality and expense risks of the variable life insurance
policies for which asset charges are deducted at various rates ranging from .50%
to .625%, depending on the type of policy, of net assets (excluding policy
loans) of the Account. Additionally, a monthly charge at varying levels for the
cost of extra insurance is deducted from the net assets of the Account.

   JHLICO makes certain deductions for administrative expenses and state premium
taxes from premium payments before amounts are transferred to the Account.

AMOUNTS RECEIVABLE/PAYABLE

   Receivables/Payables to/from portfolios/JHLICO are due to unsettled policy
transactions (net of asset-based charges) and/or subsequent/preceding
purchases/sales of the respective Portfolios' shares. The amounts are due to/
from either the respective portfolio and/or John Hancock Life Insurance Company
for the benefit of policyholders.

3. TRANSACTION WITH AFFILIATES

   John Hancock acts as the distributor, principal underwriter and investment
advisor for the Trust. Certain officers of the Account are officers and
directors of JHLICO or the Trust.

4. NEW AUDIT GUIDE

   Effective January 1, 2001, the Account adopted the provisions of the AICPA
Audit and Accounting Guide for Investment Companies (the Guide), as revised,
effective for fiscal years beginning after December 15, 2001. The adoption of
the Guide did not impact the total net assets of the subaccounts for fiscal year
2001. Certain disclosures in the financial statements of the Account have
changed as a result of the adoption of the Guide. The financial statement
presentation of the account for the years prior to 2001 have not been restated.

                                       227



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                   NOTES TO FINANCIAL STATEMENTS (CONTINUED)

5. DETAILS OF INVESTMENTS

   The details of the shares owned, cost and value of investments in the
Subaccounts of the Trust, Declaration Trust and of the Outside Trust at December
31, 2001 were as follows:



                                               SHARES
                  SUBACCOUNT                   OWNED         COST          VALUE
- -------------------------------------------  ----------  ------------  --------------
                                                              
Large Cap Growth...........................   2,623,627  $ 57,185,452   $ 40,778,508
Active Bond................................  10,175,029    97,694,098     97,207,604
International Equity Index.................     432,725     6,967,156      5,224,610
Small Cap Growth...........................     414,200     6,562,618      4,876,292
Global Balanced............................     379,126     3,256,776      3,248,070
Mid Cap Growth.............................   1,788,114    28,987,247     17,593,663
Large Cap Value............................   1,653,036    23,170,864     23,397,684
Money Market...............................  20,091,408    20,091,408     20,091,408
Small/Mid Cap Growth.......................     600,897     8,631,789      8,467,406
Real Estate Equity.........................     407,874     5,396,915      5,525,379
Growth & Income............................  16,569,601   265,476,417    197,711,222
Managed....................................   7,248,546   102,582,559     94,814,008
Short Term Bond............................     104,302     1,057,065      1,054,613
Small Cap Equity Portfolio.................     527,967     4,993,102      4,641,466
International Opportunities................   1,281,466    14,273,081     11,919,734
Equity Index...............................   3,480,909    65,793,278     51,694,821
Global Bond................................      81,878       826,341        797,319
Emerging Markets...........................     138,705       916,897        893,036
Bond Index.................................     542,637     5,387,511      5,365,289
Small/Mid Cap CORE.........................      51,482       486,954        505,368
High Yield Bond............................     143,544     1,037,452        980,405
Turner Core Growth.........................      27,044       441,220        362,393
Brandes International Equity...............      91,161     1,280,573      1,127,660
Frontier Capital Appreciation..............      27,169       461,198        459,976
Clifton Enhanced US Equity.................       2,069        35,484         28,059
Large Cap Aggressive Growth................         188         2,356          1,524
Fundamental Growth.........................       1,273        15,888         10,796
AIM V.I. Value.............................       5,532        14,880         12,416
Fidelity VIP Growth........................          20           727            671
Fidelity VIP II Contrafund.................         604        13,106         12,123
MFS New Discovery Series...................       6,978       107,103        106,557
V.A. Strategic Income......................          16           143            144
Health Sciences Fund.......................         341         3,370          3,348
International Equity.......................         137         1,025          1,032
Large/Mid Cap Value........................     411,986     4,398,059      4,393,211
Small Cap Value............................       2,264        28,288         31,149
AIM V.I. Growth Series.....................         105         1,644          1,712
MFS Research Series........................         122         1,640          1,754
Templeton International....................         182         2,050          2,133


                                       228



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                   NOTES TO FINANCIAL STATEMENTS (CONTINUED)

5. DETAILS OF INVESTMENTS (CONTINUED)

  Purchases, including reinvestment of dividend distributions, and proceeds from
sales of shares in the Subaccounts of the Trust, Declaration Trust and of the
Outside Trust during 2001 were as follows:



     SUBACCOUNT                                         PURCHASES       SALES
     ----------                                        -----------      -----
                                                               
Large Cap Growth ...................................   $10,804,464   $ 3,042,541
Active Bond ........................................    16,609,722     7,469,708
International Equity Index .........................     1,185,789       993,377
Small Cap Growth ...................................     1,648,903     2,511,644
Global Balanced ....................................     3,149,776        69,865
Mid Cap Growth .....................................    12,345,246     2,849,824
Large Cap Value ....................................     9,841,981     1,226,858
Money Market .......................................    15,460,482    19,348,199
Small/Mid Cap Growth ...............................     3,467,498     1,034,469
Real Estate Equity .................................     1,668,166     1,690,773
Growth & Income ....................................    13,637,246    12,552,806
Managed ............................................     8,042,371     6,853,899
Short Term Bond ....................................     1,003,940       312,720
Small Cap Equity ...................................     2,687,802     2,215,133
International Opportunities ........................     8,249,954     4,312,700
Equity Index .......................................    14,738,704     4,705,379
Global Bond ........................................       350,575       643,185
Emerging Markets ...................................       752,255       543,290
Bond Index .........................................     5,382,722       266,363
Small/Mid Cap CORE .................................       540,923       617,672
High Yield Bond ....................................     1,143,455     1,541,928
Turner Core Growth .................................       316,156       220,714
Brandes International Equity .......................     1,072,801       896,044
Frontier Capital Appreciation ......................       482,709       537,110
Clifton Enhanced US Equity .........................        11,334         2,596
Large Cap Aggressive Growth ........................            --           126
Fundamental Growth .................................         2,150           401
AIM V.I. Value .....................................        10,887         1,614
Fidelity VIP Growth ................................         1,088         3,397
Fidelity VIP II Contrafund .........................        11,048         3,694
MFS New Discovery Series ...........................        97,625         7,106
V.A. Strategic Income ..............................           242           100
Health Sciences Fund ...............................         3,402            31
International Equity ...............................         1,034             9
Large/Mid Cap Value ................................     4,503,258        99,962
Small Cap Value ....................................        34,680         6,084
AIM V.I. Growth Series .............................         1,659            15
MFS Research Series ................................         1,655            16
Templeton International ............................         2,068            19

                                      229



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                   NOTES TO FINANCIAL STATEMENTS (CONTINUED)

6. UNIT VALUES

  A summary of unit values and units outstanding for variable life contracts and
the expense and the investment income ratios, excluding expenses of the
underlying Portfolios were as follows:



                                      AT DECEMBER 31, 2001               FOR THE YEAR OR PERIODS ENDED DECEMBER 31, 2001
                               -----------------------------------  ---------------------------------------------------------
                                                                                                               TOTAL
                                           UNIT FAIR                                                          RETURN***
                               UNITS      VALUE LOWEST     ASSETS     EXPENSE RATIO       INVESTMENT          LOWEST TO
         SUBACCOUNT            (000S)      TO HIGHEST      (000S)    LOWEST TO HIGHEST   INCOME RATIO**        HIGHEST
         ----------            ------     ------------     ------    -----------------   --------------       ----------
                                                                                       
Large Cap Growth                 627   $14.90 to $58.93   $ 43,595    0.05% to 0.625%       0.98%        (18.04)% to 49.00%/e/
Active Bond                    1,941    13.84 to 66.70     108,818     0.05 to 0.625        7.87           6.80 to 38.40/e/
International Equity Index       221    10.19 to 19.15       5,654     0.05 to 0.625        2.70          (20.79) to 1.90/e/
Small Cap Growth                 330    14.70 to 16.83       4,876     0.05 to 0.625       --/c/           (13.12) to 68.30
Global Balanced                  291    10.88 to 11.56       3,248     0.60 to 0.625        0.57           (7.08) to (6.99)
Mid Cap Growth                 1,234    14.20 to 16.04      17,594     0.05 to 0.625       --/c/          (37.33) to 60.40/e/
Large Cap Value                1,282    15.89 to 18.90      23,398     0.05 to 0.625        1.83           0.66 to 58.90/e/
Money Market                     684    12.56 to 34.50      22,329     0.05 to 0.625        5.38           3.29 to 25.60/e/
Small/Mid Cap Growth             388    14.38 to 23.01       8,467     0.05 to 0.625       --/c/           2.00 to 121.80/e/
Real Estate Equity               133    13.29 to 32.43       5,901     0.05 to 0.625        5.72           5.07 to 32.90/e/
Growth & Income                1,818   13.99 to 137.76     230,297     0.05 to 0.625        1.94          (16.00) to 39.90/e/
Managed                        1,273    14.88 to 45.24     108,762     0.60 to 0.625        3.72           (3.47) to (3.41)
Short Term Bond                   70    13.29 to 15.68       1,055     0.05 to 0.625        5.62          (11.57) to 32.90/e/
Small Cap Equity                 436    10.30 to 11.04       4,641     0.05 to 0.625        0.09           (4.40) to 3.00/e/
International Opportunities    1,104    10.52 to 11.18      11,920     0.05 to 0.625        1.07          (21.41) to 5.20/e/
Equity Index                   2,838    15.82 to 18.87      51,695     0.05 to 0.625        1.52          (12.54) to 58.20/e/
Global Bond                       60    12.73 to 13.63         797     0.05 to 0.625        4.57          (2.07) to 27.30/e/
Emerging Markets                 122     7.29 to 7.46          893     0.05 to 0.625        0.31         (26.20) to (4.07)/e/
Bond Index                       436    12.30 to 12.58       5,365     0.60 to 0.625        6.46             6.86 to 7.22
Small/Mid Cap CORE                45    11.19 to 11.44         505     0.60 to 0.625        0.71            (0.36) to 0.09
High Yield Bond                  108     9.08 to 9.29          980     0.50 to 0.625       10.50           (8.00) to 1.68/e/
Turner Core Growth                21    16.67 to 19.69         362     0.50 to 0.625        0.14          (24.04) to 66.70/e/
Brandes International Equity      71    15.28 to 16.10       1,128     0.50 to 0.625        1.55          (13.33) to 61.00/e/
Frontier Capital Appreciation     21    19.76 to 24.69         460     0.50 to 0.625                      (2.09) to 97.60/e/
Clifton Enhanced US Equity         3    10.25 to 13.83          28         0.60                                 (13.50)
Large Cap Aggressive Growth    --/a/     6.71 to 8.33            2        0.625            --/c/                (15.34)
Fundamental Growth                 2     6.12 to 10.16          11        0.625            --/c/                (32.72)
AIM V.I. Value                     2     7.13 to 29.72          12   0.525 to 0.625         0.19          (13.17) to (12.95)
Fidelity VIP Growth            --/a/     7.12 to 71.07           1        0.625            --/c/                (18.22)
Fidelity VIP II Contrafund         1     8.26 to 27.72          12   0.575 to 0.625         0.43          (13.06) to (12.86)
MFS New Discovery Series          11     9.12 to 16.49         107   0.575 to 0.625         5.14           (5.69) to (5.59)
V.A. Strategic Income          --/a/    10.33 to 13.79       --/b/        0.625            3.11/d/              3.30/f/
Health Sciences Fund           --/a/     9.77 to 9.81            3        0.625            --/c/               (2.30)/f/
International Equity           --/a/     8.03 to 8.43            1        0.625            --/c/              (16.00)/f/
Large/Mid Cap Value              322     9.40 to 16.44       4,393     0.50 to 0.625       0.30/d/        (6.00) to 64.40/f/
Small Cap Value                    3    10.44 to 16.79          31     0.50 to 0.625       0.97/d/          4.40 to 4.80/f/
AIM V.I. Growth Series         --/a/     8.44 to 20.77           2        0.625            0.34/d/            (15.60)/f/
MFS Research Series            --/a/     8.61 to 18.67           2        0.625            --/c/              (14.10)/f/
Templeton International        --/a/     8.17 to 8.19            2        0.60             --/c/              (18.30)/f/


                                      230



                     JOHN HANCOCK VARIABLE LIFE ACCOUNT UV

                   NOTES TO FINANCIAL STATEMENTS (CONTINUED)

6. UNIT VALUES (CONTINUED)

   *   These ratios represent the annualized contract expenses of the variable
       account, consisting primarily of mortality and expense charges, for each
       period indicated. The ratios include only those expenses that result in a
       direct reduction to unit values. Charges made directly to contract owner
       accounts through the redemption of units and expenses of the underlying
       portfolios are excluded.

  **   These amounts represent the dividends and other income received by the
       subaccount from the underlying portfolio, net of management fees assessed
       by the portfolio manager, divided by the average net assets. These ratios
       exclude those expenses, such as mortality and expense charges, that
       result in direct reductions in the unit values. The recognition of
       investment income by the subaccount is affected by the timing of the
       declaration of dividends by the underlying portfolio in which the
       subaccounts invest.

 ***   These amounts represent the total return for the periods indicated,
       including changes in the value of the underlying portfolio, and reflect
       deductions for all items included in the expense ratio. The total return
       does not include any expenses assessed through the redemption of units;
       inclusion of these expenses in the calculation would result in a
       reduction in the total return presented. Investment options with a date
       notation indicate the effective date of that investment option in the
       variable account. The total return is calculated for the period indicated
       or from the commencement date through the end of the reporting period.

   a.  Total accumulation units not greater than 500 units.

   b.  Total assets not greater than $500.

   c.  Portfolio distributed no dividends during the year.

   d.  From May 1, 2001 (commencement of operations). Investment Income Ratio is
       annualized.

   e.  From July 20, 2001 (inception of investment option). $10.00 initial
       offering price.

   f.  From May 1, 2001 (inception of investment option). $10.00 initial
       offering price.

                                      231



                   ALPHABETICAL INDEX OF KEY WORDS AND PHRASES

     This index should help you locate more information about many of the
important concepts in this prospectus.

Key Word or Phrase                                        Page

Account ................................................   32
account value ..........................................    8
Additional Sum Insured .................................   16
asset-based risk charge ................................    9
attained age ...........................................   10
Basic Sum Insured ......................................   16
beneficiary ............................................   43
business day ...........................................   33
changing Option A or B .................................   17
changing the Total Sum Insured .........................   17
charges ................................................    9
Code ...................................................   39
cost of insurance rates ................................   10
date of issue ..........................................   34
death benefit ..........................................    5
deductions .............................................    9
enhanced cash value rider ..............................   17
expenses of the Series Funds ...........................   10
fixed investment option ................................   33
full surrender .........................................   14
fund ...................................................    2
grace period ...........................................    7
guaranteed minimum death benefit .......................    7
Guaranteed Minimum Death Benefit
 Premium ...............................................    7
insurance charge .......................................   10
insured person .........................................    5
investment options .....................................    1
John Hancock ...........................................   32
lapse ..................................................    7
loan ...................................................   15
loan interest ..........................................   15
maximum premiums .......................................    6
Minimum Initial Premium ................................   33
minimum insurance amount ...............................   16
minimum premiums .......................................    5
modified endowment contract ............................   19
monthly deduction date .................................   34
Option A; Option B .....................................   16
owner ..................................................    5
partial withdrawal .....................................   14
partial withdrawal charge ..............................   10
payment options ........................................   18
Planned Premium ........................................    6
policy anniversary .....................................   34
policy year ............................................   34
premium; premium payment ...............................    5
prospectus .............................................    3
receive; receipt .......................................   20
reinstate; reinstatement ...............................    7
sales charge ...........................................    9
SEC ....................................................    2
Separate Account UV ....................................   28
Series Funds ...........................................    2
Servicing Office .......................................    2
special loan account ...................................   15
subaccount .............................................   32
surrender ..............................................    5

surrender value ........................................   14
Target Premium .........................................    9
tax considerations .....................................   39
telephone transfers ....................................   21
Total Sum Insured ......................................   16
transfers of account value .............................   13
variable investment options ............................    1
we; us .................................................   32
withdrawal .............................................   14
withdrawal charges .....................................   10
you; your ..............................................    5

                                       232



                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the John
Hancock Life Insurance Company has duly caused this Registration Statement to
be signed on its behalf by the undersigned, thereunto duly authorized, and
attested, all in the City of Boston and Commonwealth of Massachusetts on the
23rd day of September, 2002.

                                  On behalf of the Registrant,
                                  JOHN HANCOCK LIFE INSURANCE COMPANY
                                  (Depositor)


                                           By:   /s/ DAVID F. D'ALESSANDRO
                                              ----------------------------------
                                                David F. D'Alessandro
                                                Chairman, President and Chief
                                                Executive Officer

Attest:  /s/ RONALD J. BOCAGE
        ----------------------------
         Ronald J. Bocage
         Vice President and Counsel



         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities with John Hancock Life Insurance Company and on the dates indicated.


/s/ THOMAS E. MOLONEY                                       September 23, 2002
- ------------------------------------
Thomas E. Moloney
Senior Executive Vice President and
Chief Financial Officer
(Principal Financial Officer and
Acting Principal Accounting Officer)


/s/ DAVID F. D'ALESSANDRO                                   September 23, 2002
- ---------------------------
David F. D'Alessandro
Chairman, President and Chief Executive Officer
(Principal Executive Officer)

Signing for himself and as Attorney-In-Fact for:

Foster L. Aborn                     Director
Wayne A. Budd                       Director
John M. Connors, Jr.                Director
John M. DeCiccio                    Director
Richard B. DeWolfe                  Director
Robert E. Fast                      Director
Thomas P. Glynn                     Director
Michael C. Hawley                   Director
Edward H. Linde                     Director
Judith A. McHale                    Director
R. Robert Popeo                     Director
Richard F. Syron                    Director
Robert J. Tarr, Jr.                 Director