[John Hancock Letterhead]
April 20, 2006 - Submitted Electronically Via EDGAR
Alison T. White
Senior Counsel
U.S. Securities and Exchange Commission
Office of Insurance Products
100 F Street, NE
Washington, D.C. 20549-4644
Re: Post-Effective Amendments to Variable Annuity Registrations on Form N-4:
Revolution Access (Reg. No. 33-84769),
Independence (Reg. No. 33-34813)
Dear Ms. White:
This letter is in response to the comments you provided during our April 7,
20006 telephone conversation relating to post-effective amendments filed on
February 27, 2006 for the captioned Registration Statements. We respond in the
order of your comments, as summarized below. We use the term "Rev" when a
comment applies to the Revolution Access Registration referenced above, "Ind"
when a comment applies to the Independence Registration and "Universal" when a
comment applies to both amendments. Except where otherwise stated, we underline
specific examples of prospectus or Statement of Additional Information text
revisions for staff review only.
Comment 1 (Universal): Please include a conspicuous fund prospectus offer.
RESPONSE 1: We will revise the Rev and Ind prospectuses to state the offer of a
Fund's prospectus in bold-faced type in the prospectuses' description of the
Funds as follows:
You can find a full description of each Fund, including the investment
objectives, policies and restrictions of, and the risks relating to,
investment in the Fund in the prospectus for that Fund. YOU CAN OBTAIN A
COPY OF A FUND'S PROSPECTUS, WITHOUT CHARGE, BY CONTACTING US AT THE
ANNUITIES SERVICE CENTER SHOWN ON THE FIRST PAGE OF THIS PROSPECTUS. YOU
SHOULD READ THE FUND'S PROSPECTUS CAREFULLY BEFORE INVESTING IN THE
CORRESPONDING VARIABLE INVESTMENT OPTION.
Comment 2 (Rev): Please explain supplementally why the description of guarantees
applicable to fixed investment options that appears in your post-effective
amendment to Reg. No. 33-84769 does not apply to the variable annuity
registration statements for Venture (Reg. Nos.333-70728, 333-70730, 33-79112,
33-46217), Venture III (Reg. Nos.333-70850, 333-83558),Vantage (Reg.
No.333-71072) and Vision (Reg. Nos. 333-71074, 333-61283).
RESPONSE 2: The fixed investment options described in Reg. No. 33-84769 are
subject to a market value adjustment ("MVA") under combination fixed and
variable annuity contracts
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Page 2 of 19
issued by John Hancock Variable Life Insurance Company. The parent of that
company has unconditionally guaranteed MVA interests under those contracts (see
Reg. No. 333-124224). John Hancock Variable Life Insurance Company does not
issue Venture, Venture III, Vantage and Vision contracts and the parent company
guarantees applicable to the MVA do not apply to the fixed investment options
for such other contracts.
Comment 3 (Rev): The prospectus is confusing with respect to new purchases. Will
new certificates be issued under existing group contracts? If so, please explain
supplementally why the prospectus for so many products would not be confusing to
a purchaser of a new Contract. Also note on page 22 the reference to Accumulated
Value Enhancement indicates that you may elect it when you apply, and the
reference on page 52 to the Optional Enhanced Death Benefit and other optional
benefits indicates conditions when you are applying for the Contracts, which
implies that you are currently issuing the Contracts.
RESPONSE 3: We do not intend to issue new certificates under existing group
contracts for the captioned variable annuity products. We will revise the
Question on page 21 to read "What Other Optional Benefits May Have Been
Available to Me Under a Contract?" In addition, we will revise the response to
this question and the reference on page 52 to indicate that the optional
benefits were only available at time of purchase.
Comment 4 (Rev): Please disclose the amount of the payment enhancement benefit
("Credit Enhancement") on the cover page of the prospectus.
RESPONSE 4: We will revise the cover page to include the following revisions in
the paragraph concerning the Payment Enhancement benefit to read as follows:
** If you purchased a Revolution Extra Contract, we will add an "Extra Credit"
of at least 3.5% of each Purchase Payment that you make under that
Contract. Because of this feature, the withdrawal charge applicable to
certain withdrawals of Contract Value may be higher than those imposed
under Contracts without an "Extra Credit" or "bonus" feature. The amount of
the Extra Credit may be more than offset by the withdrawal charge if you
prematurely "surrender" or otherwise withdraw money in excess of the free
withdrawal amounts while this charge is in effect.
Comment 5 (Universal): In the Overview, revise to delete statement that the
terms of a Contract control over the statements in the prospectus.
RESPONSE 5: We will delete the sentence in the Overview section of the Rev and
Ind prospectuses relating to "control" and revise the first paragraph in the
response to "To What Extent Can John Hancock Vary the Terms and Conditions of
the Contracts?" to read as follows:
Insurance laws and regulations apply to us in every state in which our
Contracts were sold. As a result, various terms and conditions of your
Contract may vary from the terms and conditions described in this
Prospectus, depending upon where you purchased a Contract. These variations
are reflected in your Contract [or in a Rider attached to your Contract-
Rev only].
Comment 6 (Universal): Please revise to insert the Glossary before the Overview.
RESPONSE 6: We will revise the Rev and Ind prospectuses to insert the Glossary
before the Overview.
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Page 3 of 19
Comment 7 (Universal): Please delete the phrase "and the net asset value of the
Funds may be determined" from the definition of "Business Day."
RESPONSE 7: We will revise the Rev and Ind prospectuses to delete the phrase
"and the net asset value of the Funds may be determined" from the definition of
"Business Day."
Comment 8 (Universal): Please disclose the range of state premium taxes in a
footnote to the Fee Tables.
RESPONSE 8: We will disclose the range of state premium taxes in a footnote to
the Fee Tables in the Rev and Ind prospectuses.
Comment 9 (Universal): Please provide the staff with copies of updated examples
and updated fund level expense tables before filing additional post-effective
amendments to these registration statements.
RESPONSE 9: We include copies of updated examples on Attachments 1 - 2 to this
response and we include copies of the updated fund level expense tables on
Attachments 3 - 4 of this response.
Comment 10 (Rev): Please note that the expense examples must include maximum
fees, including riders.
RESPONSE 10: We will include maximum expenses, including riders, on the maximum
cost examples for this prospectus, as shown in Attachment 1.
Comment 11 (Universal): Please revise so that: (a) the examples immediately
follow the prospectuses' minimum and maximum fund expense table; and (b) the
table on specific underlying fund expenses follows the examples.
RESPONSE 11: We will revise the Rev and Ind prospectuses so that the expense
examples immediately follow the prospectuses' minimum and maximum fund expense
table. We will include the fund expense tables for these prospectuses, as shown
in Attachments 3 and 4, immediately following the expense examples.
Comment 12 (Rev): Footnote 7 indicates that the Insurer reserves the right to
increase the charge. You must show the maximum possible fee in the expense
table, as stated in General Instruction 5 to Item 3 of Form N-4.
RESPONSE 12: General Instruction 5 states that the maximum guaranteed charge
must be shown in the table and that the Registrant may show the current charge
in addition to "the" maximum charge. We understand the instruction to permit
disclosure of a non-guaranteed optional rider charge in the manner shown.
Nonetheless, we will:
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Page 4 of 19
- add an additional line in the Fee Table to indicate that the maximum
charge for the rider is 1.00%;
- disclose the maximum charge immediately above the current charge,
which we will label as the "Current" charge;
- include the amount of the maximum charge for this rider in our
calculation for the first Rev expense example, as shown in Attachment
1; and
- revise the footnote to read as follows:
This Rider is available only if you purchased the Waiver of Withdrawal
Charge Rider as well. We do not currently impose the maximum charge shown,
but reserve the right to do so on a uniform basis for all Accumulated Value
Enhancement Riders issued in the same state.
Comment 13 (Rev): Please confirm supplementally, if true, that the expense
example information for the Revolution Extra variable annuity contract will not
include any incremental increase in fees attributable to the enhancement. The
prospectus states that the extra credit "will be treated for all purposes as
'earnings' under a Contract." If true, this would mean that the mortality and
expense charge does not apply to any enhancements.
RESPONSE 13: The expense example information for the Revolution Extra variable
annuity contract does not include any incremental increase in withdrawal charges
because of the existence of "extra credits." Separate Account charges and
certain rider fees, however, will be assessed against extra credits and included
in the calculation of amounts shown in the expense example. We will revise the
prospectus disclosure with respect to the Extra Credit feature, as contained in
the response to the question "How Will the Value of My Investment in the
Contract Change Over Time?" as follows:
EXTRA CREDIT FEATURE
(Available only on the Revolution Extra Variable Annuity Contracts)
Each time you make a Purchase Payment, we will credit an extra amount to
the total value of your Contract in addition to the amount of the Purchase
Payment. If your Purchase Payment is greater than $10,000 and less than
$2.5 million, the extra amount will be equal to 3.5% of the Purchase
Payment. If your Purchase Payment is $2.5 million or more, the extra amount
will be equal to 5.0% of the Purchase Payment. These extra amounts are
referred to as extra credits. Each extra credit will be credited to your
Contract at the same time the Purchase Payment is credited and will be
allocated among the Variable Investment Options and the Fixed Investment
Options in the same way that the Purchase Payment is allocated (see
"Allocation of Purchase Payments"). However, each extra credit will be
treated [ ]as "earnings" under your Contract, not as a Purchase Payment,
for purposes of determining withdrawal charges. Amounts attributable to
extra credits also will be considered "earnings" under a Contract for
federal tax purposes and "earnings" with respect to our determination of
certain benefits under your Contract and any optional benefit Riders that
you may have purchased.
We expect to make a profit from the Contracts and anticipate that a portion
of the withdrawal charge, and any profits derived from other Contract fees
and charges, will be used to help recover our cost of providing the Extra
Credit feature. (For a description of these fees and charges, see the
response to the question "What Fees and Charges will be Deducted from My
Contract?") Under certain circumstances (such as a withdrawal of money that
is in excess of the Free Withdrawal amounts, while a withdrawal charge is
in effect) the cost associated with the Extra Credit feature may exceed the
Extra Credit amount and any related earnings. You should consider this
possibility before remitting any additional Purchase Payments for a
Revolution Extra Contract.
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Page 5 of 19
Comment 14 (Rev): In the Application for a Contract section on page 11 of the
Rev prospectus, please specify the exchange on which you measure a Business Day.
RESPONSE 14: We will delete the paragraph in the "Application for a Contract"
section that refers to an exchange, and will insert the following paragraph in
the "Ways to Make Additional Purchase Payments" section in its place:
We credit any additional Purchase Payments to your Contract at the close of
the Business Day in which we receive them at the Annuities Service Center.
Each Business Day ends at the close of regular trading for the day on the
New York Stock Exchange. Usually this is 4:00 p.m., Eastern time. If we
receive an additional Purchase Payment after the close of a Business Day,
we will credit it to your Contract on the next Business Day.
Comment 15 (Universal): In the prospectuses' disclosure on additional purchase
payments by wire, please advise your authority for holding an "incomplete" wire
transfer for 5 days. Doesn't your contract include standing allocation
instructions for additional purchase payments? What other reason is there for a
wire transfer being deemed incomplete?
RESPONSE 15: A wire transfer may be incomplete if it is not accompanied or
preceded by information to identify the application or Contract to which a
payment applies. In such cases, the issuing company, its principal underwriter
and/or an authorized dealer in the Contracts attempts to contact the appropriate
parties to determine if the payment is an initial purchase payment in connection
with an application for a variable contract. If so, and if an incomplete
application is not made complete within five days after receipt of the wire
transfer, the issuing company returns the initial purchase payment immediately
and in full, unless the prospective purchaser specifically consents to the
insurer retaining the purchase payment until the application is made complete.
We will clarify the prospectuses' disclosure to indicate that this procedure
does not apply to subsequent Purchase Payments, as follows:
ADDITIONAL PURCHASE PAYMENTS BY WIRE
You may transmit additional Purchase Payments by wire through your bank to
our bank, as long as you provide appropriate instructions with the
transmittal to identify your Contract and the selected Investment Options
(unless you have provided us with standing allocation instructions).
Information about our bank, our account number, and the ABA routing number
may be obtained from the Annuities Service Center. Banks may charge a fee
for wire services.
If your wire order is complete, we will invest the additional Purchase
Payment in your selected Investment Options as of the day we received the
wire order. If the wire order is incomplete for an identified Contract, we
will immediately return it.
Comment 16 (Universal): In the "Transfers Among Investment Options" disclosure
on page 13 of the Rev prospectus and page 12 of the Ind prospectus, please
disclose when transfer and withdrawal requests must be received.
RESPONSE 16:
We will delete the last paragraph in the "Transfers Among Investment Options"
section in each prospectus and replace it with the following:
Your request becomes effective at the close of the Business Day in which we
receive it, in proper form, at the Annuities Service Center. Each Business
Day ends at the close of regular trading for the day on the
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Page 6 of 19
New York Stock Exchange. Usually this is 4:00 p.m., Eastern time. If we
receive a transfer request, in proper form, after the close of a Business
Day, it will become effective at the end of the next Business Day.
In addition, we will add the following paragraph to the "Surrenders and Partial
Withdrawals" section in each prospectus:
Your request to surrender your Contract or to make a partial withdrawal
becomes effective at the close of the Business Day in which we receive it,
in proper form, at the Annuities Service Center. Each Business Day ends at
the close of regular trading for the day on the New York Stock Exchange.
Usually this is 4:00 p.m., Eastern time. If we receive a request, in proper
form, after the close of a Business Day, it will become effective at the
end of the next Business Day.
Comment 17 (Universal): In the description of charges and deductions, please
disclose the amount of each charge mentioned and include the withdrawal charge
schedule. You must also show the maximum charges in the Fee Tables.
RESPONSE 17: We will mention the amount of each charge and repeat the table of
withdrawal charges shown in the Fee Tables in the response to the question "What
Fees and Charges will be Deducted from My Contract?" We will show the maximum
charges in the Fee Tables (see Response 12).
Comment 18 (Universal): In the description of charges and deductions, please
state that there are deductions and expenses paid out of assets of the portfolio
companies (Funds) that are described in the prospectus for that company.
RESPONSE 18: We will add additional disclosure in response to the question "What
Fees and Charges will be Deducted from My Contract?" as follows:
We assess charges and deductions under the Contract against Purchase
Payments, Contract Values or annuity benefit payments. Currently, there are
no deductions made from Purchase Payments. In addition, there are
deductions from and expenses paid out of the assets of the Funds that are
described in the Funds' prospectuses.
Comment 19 (Rev): In the charges and deductions section of the prospectus,
please clarify whether amounts credited under the Extra Credit feature are
considered part of accumulated earnings for purposes of calculating withdrawal
charges.
RESPONSE 19: We will revise prospectus disclosure in the charges and deductions
section of the prospectus with respect to the "Free Withdrawal Amount" as
follows:
FREE WITHDRAWAL AMOUNTS (applicable to Revolution Extra and Revolution
Value Contracts): If you purchased a Revolution Extra or Revolution Value
Contract and have any profit in your Contract, you can always withdraw that
profit without any withdrawal charge. By "profit," we mean the amount by
which your Contract's total value exceeds the Purchase Payments you have
paid and have not (as discussed below) already withdrawn. For Revolution
Extra Contracts, "profit" also includes any amounts attributable to an
Extra Credit. If your Contract doesn't have any profit (or you have
withdrawn it all) you can still make charge free withdrawals, unless and
until all of your withdrawals during the same Contract Year exceed 10% of
all of the Purchase Payments you have paid to date.
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Page 7 of 19
Comment 20 (Universal): Please refer to Guide 9 for SEC Form N-4 and explain
whether, in the case of a partial withdrawal, the amount deducted will be a
percentage of the amount requested by the contract owner or the total amount
withdrawn, and whether the sales load will be deducted from the amount requested
or from the amount remaining.
RESPONSE 20: In the case of a partial withdrawal, the withdrawal charge deducted
will be a percentage of the total amount withdrawn. It will be deducted from the
amount remaining in the contract after deduction of the amount requested. We
will add additional prospectus disclosure in the Surrenders and Partial
Withdrawal section as follows:
We will deduct any partial withdrawal proportionally from each of your
Investment Options based on the value in each, unless you direct otherwise.
When you take a partial withdrawal, we deduct any applicable withdrawal
charge as a percentage of the total amount withdrawn. We take any
applicable withdrawal charge from the amount remaining in a Contract after
we process the amount you request.
Comment 21 (Rev): Please explain supplementally why the issuer is imposing a
signature guarantee requirement for the situations listed in the prospectus.
RESPONSE 21: The issuer has determined to impose signature guarantee
requirements as a fraud deterrent on the basis of a third party review of the
signature. The issuer has identified three specific instances where there may be
a greater risk of forgery or other forms of misappropriation: (a) requests for
proceeds mailed to an address other than that on record (an "alternate
address"); (b) requests for withdrawal within 30 days of a change of address;
and (c) requests for withdrawal amounts of $100,000 or more.
Comment 22 (Universal): In the prospectuses' description of the Separate
Accounts, please include the statement required under Item 5(b)(2)(A) of Form
N-4.
RESPONSE 22: We will revise each prospectuses' description of the Separate
Accounts by deleting the third paragraph in the prospectus section entitled "How
We Support the Variable Investment Options." We will replace that paragraph in
the Rev prospectus with the following:
The income, gains and losses, whether or not realized, from assets of our
Separate Account are credited to or charged against the Separate Account
without regard to our other income, gains, or losses. Nevertheless, all
obligations arising under our Contracts are general corporate obligations
of ours. Assets of our Separate Accounts may not be charged with
liabilities arising out of any of our other business.
In the Ind prospectus, we will replace the paragraph with the following:
The income, gains and losses, whether or not realized, from assets of each
Separate Account are credited to or charged against that Separate Account
without regard to our other income, gains, or losses. Nevertheless, all
obligations arising under the respective Company's Contracts are general
corporate obligations of that Company. Assets of our Separate Accounts may
not be charged with liabilities arising out of any of our other business.
Comment 23 (Rev): With respect to the calculation of the MVA on page 30 of the
Rev prospectus, please advise if you have registered the contract interests
under the Securities Act of 1933.
RESPONSE 23: We registered such contract interests under the Securities Act of
1933 (see Reg. Nos. 333-124224).
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Page 8 of 19
Comment 24 (Universal): Clarify that the form of an annuity that will be payable
by default will be in the form of a variable annuity or a fixed annuity, as the
case may be.
RESPONSE 24: We will clarify the section entitled "Selecting an Annuity Option"
to disclose that, if an Annuity Option is not selected, we will provide for an
Annuity Option on a fixed basis in the form of a life annuity with payments
guaranteed for ten years.
Comment 25 (Universal): Are there any fees applicable to the loans discussed in
the Tax Information section of the prospectuses? If so, disclose on the fee
table and in your discussion of charges and deductions.
RESPONSE 25: We do not assess fees on loans at the present time and will make
disclosure as requested in the event we determine to do so.
Comment 26 (Universal): In the Statement of Additional Information, please
describe the types of charges you refer to in the description of the Separate
Account's assets, and confirm that these fees and charges do not include
contingent deferred sales loads that are not yet earned.
RESPONSE 26: The Separate Accounts' assets do not currently include any amounts
with respect to accrued or contingent charges. We will clarify the disclosure
as follows:
In addition to the assets attributable to Contracts, the Separate Account
may include amounts contributed by [JHLICO] [or JHVLICO, depending on the
Depositor] to commence operations of a Variable Investment Option or an
underlying Fund. From time to time these additional amounts may be
transferred in cash by us to our general account. Before any such
transfer, we will consider any possible adverse impact the transfer might
have on any Variable Investment Option. The assets of one Variable
Investment Option are not necessarily legally insulated from liabilities
associated with another Variable Investment Option.
Comment 27 (Universal): In the respective Statement of Additional Information's
description of voting privileges please add a statement to disclose that the
effect of proportional voting is that a small number of contract owners can
determine the outcome of a vote.
RESPONSE 27: We will add the following statement at the end of the fifth
paragraph in the "Voting Privileges" section of the respective Statement of
Additional Information:
The effect of this proportional voting is that a small number of Contract
Owners can determine the outcome of a vote.
Comment 28 (Rev): You state on page 17 of the text that you can always withdraw
profit without any withdrawal charge. However, in the example of a withdrawal
charge calculation for Declaration and Patriot Contracts in Appendix B to the
prospectus, you only deduct 10% of the total value of the Contract under the
free withdrawal provision. Why isn't the $2,000 of assumed profit also available
under the free withdrawal provision?
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Page 9 of 19
RESPONSE 28: The inclusion of earnings in the free withdrawal amount applies to
Revolution Extra and Revolution Value Contracts, not to Declaration and Patriot
Contracts. We will clarify the current paragraph on free withdrawal amounts (see
Response 19) and add additional disclosure as follows:
FREE WITHDRAWAL AMOUNTS (applicable to Patriot and Declaration Contracts):
If you purchased a Patriot or Declaration Contract, you can make
withdrawals without any withdrawal charge unless and until all of your
withdrawals during the same Contract Year exceed 10% of all of the Purchase
Payments you have paid to date.
Comment 29 (Ind): In Exhibit 10(a) of the Registration Statement, please clarify
your incorporation by reference.
RESPONSE 29: The list of exhibits in response to Item 24(b) contains an
erroneous reference to an Exhibit 10(a). Exhibit 9 on the list of exhibits
contains an incorporation by reference to counsel's opinion and consent.
Comment 30 (Universal): Please note that the powers of attorney need to relate
to specific '33 Act filings. Once you file a power of attorney for a specific
'33 Act filing, you can incorporate by reference for subsequent amendments to
that registration.
RESPONSE 30: We will refile powers of attorney that relate to the specific '33
Act filing in the next post-effective amendment to each of the captioned
registration statements.
Comment 31 (Universal): In the undertakings filed as part of each registration
statement, please revise to refer to the respective insurance companies' current
name.
RESPONSE 31: We will file undertakings in the name of John Hancock Life
Insurance Company and John Hancock Variable Life Insurance Company.
Comment 32: In your response to these comments, please include Tandy
representations.
RESPONSE 32: The Commission staff ("Staff") has requested that the Registrants
of the captioned Registration Statements acknowledge and agree, and such
Registrants do hereby acknowledge and agree, that:
- should the Commission or the Staff, acting pursuant to delegated
authority, declare the respective filing effective, it does not
foreclose the Commission from taking any action with respect to such
filing;
- the action of the Commission or the Staff, acting pursuant to
delegated authority, in declaring a filing effective, does not relieve
the respective Registrant from its full responsibility for the
adequacy and accuracy of the disclosure in the filing; and
- the Registrants may not assert such action of the Commission as a
defense in any proceeding initiated by the Commission or any person
under the federal securities laws of the United States.
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Page 10 of 19
Please do not hesitate to contact me on any matters regarding John Hancock's
variable annuity filings at (617) 663-2184 or, in my absence, please contact
Kimberly Ciccarelli, Esq. at (617) 663-2191.
Very truly yours.
s/ Arnold R. Bergman
----------------------------------------
Arnold R. Bergman
Chief Counsel - Annuities
Alison White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Attachment 1
ATTACHMENT 1. EXPENSE EXAMPLES FOR REVOLUTION ACCESS (REG NO. 33-84769),
REVOLUTION EXTRA (REG. NO. 333-84767), REVOLUTION VALUE (REG. NO. 333-81127),
AND DECLARATION AND PATRIOT (REG NO. 333-64947) VARIABLE ANNUITIES
EXAMPLES
The following two examples are intended to help you compare the cost of
investing in Contracts with the cost of investing in other variable annuity
contracts. These costs include Contract Owner transaction expenses, Contract
fees, separate account annual expenses and Fund fees and expenses.
The first example assumes that you invest $10,000 in a Contract with all the
optional benefit riders that may have been available. The first example also
assumes that your investment has a 5% return each year and assumes the maximum
annual Contract fee and the maximum fees and expenses of any of the Funds.
Although your actual costs may be higher or lower, based on these assumptions,
your costs would be:
MAXIMUM FUND LEVEL TOTAL OPERATING EXPENSES
DECLARATION VARIABLE ANNUITY WITH
ENHANCED "STEPPED-UP" DEATH BENEFIT
RIDER, ACCIDENTAL DEATH BENEFIT RIDER
AND NURSING HOME WAIVER RIDER 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ------------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $831 $1,338 $1,872 $3,200
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $291 $ 890 $1,516 $3,200
PATRIOT PREFERRED VARIABLE ANNUITY WITH
ENHANCED "STEPPED-UP" DEATH BENEFIT
RIDER, ACCIDENTAL DEATH BENEFIT RIDER
AND NURSING HOME WAIVER RIDER 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $829 $1,334 $1,866 $3,187
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $289 $ 886 $1,509 $3,187
REVOLUTION ACCESS VARIABLE ANNUITY WITH
ENHANCED DEATH BENEFIT RIDER, EARNINGS
ENHANCEMENT DEATH BENEFIT RIDER,
ACCUMULATED VALUE ENHANCEMENT RIDER AND
GUARANTEED RETIREMENT INCOME BENEFIT
RIDER 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $378 $1,147 $1,934 $3,980
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $378 $1,147 $1,934 $3,980
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Attachment 1
Page 12 of 19
MAXIMUM FUND LEVEL TOTAL OPERATING EXPENSES
REVOLUTION EXTRA VARIABLE ANNUITY WITH
WAIVER OF WITHDRAWAL CHARGE RIDER,
ENHANCED DEATH BENEFIT RIDER, EARNINGS
ENHANCEMENT DEATH BENEFIT RIDER,
ACCUMULATED VALUE ENHANCEMENT RIDER AND
GUARANTEED RETIREMENT INCOME BENEFIT
RIDER 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $1,014 $1,793 $2,499 $4,034
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $ 384 $1,165 $1,962 $4,034
REVOLUTION VALUE VARIABLE ANNUITY WITH
WAIVER OF WITHDRAWAL CHARGE RIDER,
ENHANCED DEATH BENEFIT RIDER, EARNINGS
ENHANCEMENT DEATH BENEFIT RIDER,
ACCUMULATED VALUE ENHANCEMENT RIDER AND
GUARANTEED RETIREMENT INCOME BENEFIT
RIDER 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $1,013 $1,610 $2,224 $4,022
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $ 383 $1,161 $1,956 $4,022
The next example assumes that you invest $10,000 in a Contract with no optional
benefit riders for the time periods indicated. This example also assumes that
your investment has a 5% return each year and assumes the average annual
Contract fee we expect to receive for the Contracts and the minimum fees and
expenses of any of the Funds.
Although your actual costs may be higher or lower, based on these assumptions,
your costs would be:
MINIMUM FUND LEVEL TOTAL OPERATING EXPENSES
DECLARATION VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ---------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $721 $1,006 $1,318 $2,091
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $181 $ 559 $ 963 $2,091
PATRIOT PREFERRED VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ---------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $720 $1,004 $1,313 $2,083
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $180 $ 557 $ 959 $2,083
REVOLUTION ACCESS VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ---------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $180 $557 $959 $2,083
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $180 $557 $959 $2,083
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Attachment 1
Page 13 of 19
MINIMUM FUND LEVEL TOTAL OPERATING EXPENSES
REVOLUTION EXTRA VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $810 $1,184 $1,493 $2,088
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $180 $ 558 $ 961 $2,088
REVOLUTION VALUE VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end
of the applicable time period: $809 $1,003 $1,223 $2,080
If you annuitize, or do not surrender
the Contract at the end of the
applicable time period: $179 $ 556 $ 957 $2,080
Alison White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Attachment 2
ATTACHMENT 2. EXPENSE EXAMPLES FOR INDEPENDENCE (REG. NO. 33-34813), JHLICO
INDEPENDENCE PRODUCTS (REG. NO. 33-82646) AND JHVLICO INDEPENDENCE PRODUCTS
(REG. NO. 33-82648) VARIABLE ANNUITIES
EXAMPLES
The following two examples are intended to help you compare the cost of
investing in an Independence Variable Annuity, Independence Preferred Variable
Annuity, or Independence 2000 Variable Annuity Contract with the cost of
investing in other variable annuity contracts. These costs include Contract
Owner transaction expenses, Contract fees, Separate Account annual expenses and
Fund fees and expenses.
The first example assumes that you invest $10,000 in a Contract and that your
investment has a 5% return each year. This example assumes the maximum annual
contact fee and the maximum fees and expenses of any of the Funds. Although your
actual costs may be higher or lower, based on these assumptions, your costs
would be:
MAXIMUM FUND LEVEL TOTAL OPERATING EXPENSES
INDEPENDENCE VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ----------------------------- ------ ------- ------- --------
If you surrender the Contract at the end of the
applicable time period: $ 999 $1,574 $2,085 $3,093
If you annuitize, or do not surrender the
Contract at the end of the applicable time
period $ 279 $ 857 $1,461 $3,093
INDEPENDENCE PREFERRED VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end of the
applicable time period: $1,008 $1,598 $2,126 $3,173
If you annuitize, or do not surrender the
Contract at the end of the applicable time
period $ 288 $ 882 $1,502 $3,173
INDEPENDENCE 2000 VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ---------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end of the
applicable time period: $ 913 $1,315 $1,745 $3,125
If you annuitize, or do not surrender the
Contract at the end of the applicable time
period $ 283 $ 867 $1,477 $3,125
The next example also assumes that you invest $10,000 in a Contract and that
your investment has a 5% return each year. This example assumes the average
annual Contract fee we expect to receive for the Contracts and the minimum fees
and expenses of any of the Funds. Although your actual costs may be higher or
lower, based on these assumptions, your costs would be:
MINIMUM FUND LEVEL TOTAL OPERATING EXPENSES
INDEPENDENCE VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ----------------------------- ------ ------- ------- --------
If you surrender the Contract at the end of the
applicable time period: $ 918 $1,327 $1,673 $2,275
If you annuitize, or do not surrender the
Contract at the end of the applicable time
period $ 198 $ 612 $1,052 $2,275
INDEPENDENCE PREFERRED VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end of the
applicable time period: $ 927 $1,355 $1,720 $2,369
If you annuitize, or do not surrender the
Contract at the end of the applicable time
period $ 207 $ 640 $1,098 $2,369
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Attachment 2
Page 15 of 19
INDEPENDENCE 2000 VARIABLE ANNUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ---------------------------------- ------ ------- ------- --------
If you surrender the Contract at the end of the
applicable time period: $ 830 $1,065 $1,329 $2,296
If you annuitize, or do not surrender the
Contract at the end of the applicable time
period $ 200 $ 618 $1,062 $2,296
Alison White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Attachment 3
ATTACHMENT 3. FUND EXPENSE TABLE FOR REVOLUTION ACCESS (REG NO. 33-84769),
REVOLUTION EXTRA (REG. NO. 333-84767), REVOLUTION VALUE (REG. NO. 333-81127),
AND DECLARATION AND PATRIOT (REG NO. 333-64947) VARIABLE ANNUITIES
FUND ANNUAL EXPENSES. (as a percentage of Fund average net assets for the fiscal
year ended December 31, 2005, except as stated in the Notes that follow this
table.)
TOTAL ANNUAL FUND OPERATING EXPENSES MINIMUM MAXIMUM
- ------------------------------------ ------- -------
Range of expenses that are deducted from Fund assets, including
management fees, Rule 12b-1 fees, and other expenses 0.50% 1.28%
MANAGEMENT OTHER TOTAL FUND
FEES EXPENSES ANNUAL EXPENSES
---------- -------- ---------------
JOHN HANCOCK TRUST (NAV): (NAV)
500 Index Trust B (See Note 6.) 0.47% 0.03% 0.50%
Active Bond Trust 0.60% 0.07% 0.67%
Blue Chip Growth Trust (See Notes 1, 2 and 4.) 0.81% 0.07% 0.88%
Bond Index Trust B (See Notes 2 and 6.) 0.47% 0.03% 0.50%
Capital Appreciation Trust (See Notes 1 and 2.) 0.81% 0.05% 0.86%
Equity-Income Trust (See Notes 1, 2 and 4.) 0.81% 0.05% 0.86%
Financial Services Trust (See Notes 1, 2 and 5.) 0.82% 0.09% 0.91%
Global Bond Trust (See Note 2.) 0.70% 0.12% 0.82%
Growth & Income Trust (See Note 1.) 0.68% 0.08% 0.76%
Health Sciences Trust (See Notes 1, 2 and 4.) 1.05% 0.12% 1.17%
High Yield Trust (See Notes 1 and 2.) 0.66% 0.07% 0.73%
International Equity Index Trust B (See Note 6.) 0.55% 0.04% 0.59%
Managed Trust (See Notes 2 and 3.) 0.69% 0.06% 0.75%
Mid Cap Index Trust (See Notes 1 and 2.) 0.49% 0.04% 0.53%
Mid Cap Stock Trust (See Notes 1 and 2.) 0.84% 0.08% 0.92%
Mid Value Trust (See Notes 1, 2 and 4.) 0.98% 0.08% 1.06%
Money Market Trust B (See Note 6.) 0.49% 0.04% 0.53%
Overseas Equity Trust (See Notes 1 and 2.) 1.05% 0.23% 1.28%
Real Estate Securities Trust (See Notes 1 and 2.) 0.70% 0.06% 0.76%
Short-Term Bond Trust (See Notes 1 and 2.) 0.59% 0.09% 0.68%
Small Cap Growth Trust (See Notes 1 and 2.) 1.07% 0.06% 1.13%
Small Cap Index Trust (See Notes 1 and 2.) 0.49% 0.04% 0.53%
Small Cap Value Trust (See Note 1.) 1.07% 0.05% 1.12%
Total Return Trust (See Note 2.) 0.70% 0.07% 0.77%
Total Stock Market Index Trust (See Notes 1 and 2.) 0.49% 0.04% 0.53%
NOTES TO FUND ANNUAL EXPENSES TABLE.
1. The management fee shown for this Fund reflects the method of calculating
the advisory fee that became effective during October, 2005 and assumes
these changes were in effect for the year ended December 31, 2005. Under
this method, the applicable portion of the Fund's aggregate net assets are
combined with the applicable portions of one or more other funds having the
same subadviser for the purpose of determining advisory fee break points.
2. The amounts shown for this Fund reflect the advisory fee rates that became
effective April 29, 2005. Expenses shown in the table assume these changes
were in effect for the year ended December 31, 2005
3. This Fund commenced operations on April 29, 2005.
4. The subadviser has voluntarily agreed to waive a portion of its subadvisory
fee for John Hancock Trust's Blue Chip Growth Trust, Equity-Income Trust,
Health Sciences Trust, Mid Value Trust, Science & Technology Trust, Small
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Attachment 3
Page 17 of 19
Company Value Trust, Spectrum Income Trust and Real Estate Equity Trust
series. This waiver is based on the combined average daily net assets of
these Funds and the following funds of John Hancock Funds II: Blue Chip
Growth Fund, Equity-Income Fund, Health Sciences Fund, Science & Technology
Fund, Small Company Value Fund, Spectrum Income Fund and Real Estate Equity
Fund (collectively, the "T. Rowe Funds"). Under the voluntary agreement,
the subadviser will reduce its fee by 5.00% for the amount of the T. Rowe
Funds' combined average daily net assets in excess of $750 million and,
effective November 1, 2006, by an additional 2.50% for the amount of the T.
Rowe Funds' combined average daily net assets in excess of $1.5 billion.
The adviser has also voluntarily agreed to reduce the advisory fee for each
Fund by the amount that the subadvisory fee for that Fund is reduced. These
voluntary fee waivers may be terminated at any time by the subadviser or
the adviser.
5. The management fee shown reflects the rates of advisory fees for the
Financial Services Trust that became effective October 14, 2005. Prior to
that date, the adviser voluntarily agreed to reduce its advisory fee the
Fund to such rates (0.85% of the first $50 million of the Fund's average
annual net assets; 0.80% of the next $450 million and 0.75% of the Fund's
average annual net assets over $500 million).
6. This Fund commenced operations on April 29, 2005. "Other Expenses" shown in
the table for this Fund are based on estimates for the current fiscal year.
The adviser for this Fund has agreed, pursuant to its agreement with the
John Hancock Trust, to waive its management fee (or, if necessary,
reimburse expenses of the Fund) to the extent necessary to limit the Fund's
"Annual Operating Expenses". A Fund's "Annual Operating Expenses" includes
all of its operating expenses including advisory fees and Rule 12b-1 fees,
but excludes taxes, brokerage commissions, interest, litigation and
indemnification expenses and extraordinary expenses of the Fund not
incurred in the ordinary course of the Fund's business. Under the
agreement, the adviser's obligation will remain in effect until May 1, 2007
and will terminate after that date only if the John Hancock Trust, without
the prior written consent of the adviser, sells shares of the Fund to (or
has shares of the Fund held by) any person other than the variable life
insurance or variable annuity insurance separate accounts of John Hancock
Life Insurance Company or any of its affiliates that are specified in the
agreement. If this fee waiver had been reflected, the management fee shown
for the 500 Index Trust B, Bond Index Trust B, International Equity Index
Trust B and Money Market Trust B would be 0.22%, 0.22%, 0.30% and 0.24%,
respectively, and the Total Fund Annual Expenses shown would be 0.25%,
0.25%, 0.34% and 0.28%, respectively.
Alison White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Attachment 4
ATTACHMENT 4. FUND EXPENSE TABLE FOR INDEPENDENCE (REG. NO. 33-34813), JHLICO
INDEPENDENCE PRODUCTS (REG. NO. 33-82646) AND JHVLICO INDEPENDENCE PRODUCTS
(REG. NO. 33-82648) VARIABLE ANNUITIES
FUND ANNUAL EXPENSES. (as a percentage of Fund average net assets for the fiscal
year ended December 31, 2005, except as stated in the Notes that follow this
table.)
TOTAL ANNUAL FUND OPERATING EXPENSES MINIMUM MAXIMUM
- ------------------------------------ ------- -------
Range of expenses that are deducted from Fund assets, including
management fees, Rule 12b-1 fees, and other expenses 0.50% 1.28%
FUND ANNUAL EXPENSES. (as a percentage of Fund average net assets for the fiscal
year ended December 31, 2005, except as stated in the Notes that follow this
table.)
MANAGEMENT OTHER TOTAL FUND
FEES EXPENSES ANNUAL EXPENSES
---------- -------- ---------------
JOHN HANCOCK TRUST (NAV): (NAV)
500 Index Trust B (See Note 5.) 0.47% 0.03% 0.50%
Active Bond Trust 0.60% 0.07% 0.67%
Blue Chip Growth Trust (See Notes 1, 2. and 4.) 0.81% 0.07% 0.88%
Bond Index Trust B (See Notes 2. and 5.) 0.47% 0.03% 0.50%
Capital Appreciation Trust (See Notes 1 and 2.) 0.81% 0.05% 0.86%
Equity-Income Trust (See Notes 1, 2 and 4.) 0.81% 0.05% 0.86%
Global Bond Trust (See Note 2.) 0.70% 0.12% 0.82%
Growth & Income Trust (See Note 1.) 0.68% 0.08% 0.76%
High Yield Trust (See Notes 1 and 2.) 0.66% 0.07% 0.73%
International Equity Index Trust B (See Note 5.) 0.55% 0.04% 0.59%
Managed Trust (See Notes 2 and 3.) 0.69% 0.06% 0.75%
Mid Cap Stock Trust (See Notes 1 and 2.) 0.84% 0.08% 0.92%
Mid Value Trust (See Notes 1, 2. and 4.) 0.98% 0.08% 1.06%
Money Market Trust B (See Note 5.) 0.49% 0.04% 0.53%
Overseas Equity Trust (See Notes 1 and 2.) 1.05% 0.23% 1.28%
Real Estate Securities Trust (See Notes 1 and 2.) 0.70% 0.06% 0.76%
Short-Term Bond Trust (See Notes 1 and 2.) 0.59% 0.09% 0.68%
Small Cap Growth Trust (See Notes 1 and 2.) 1.07% 0.06% 1.13%
Small Cap Value Trust (See Note 1.) 1.07% 0.05% 1.12%
NOTES TO FUND ANNUAL EXPENSES TABLE.
1. The management fee shown for this Fund reflects the method of calculating
the advisory fee that became effective during October, 2005 and assumes
these changes were in effect for the year ended December 31, 2005. Under
this method, the applicable portion of the Fund's aggregate net assets are
combined with the applicable portions of one or more other funds having the
same subadviser for the purpose of determining advisory fee break points.
2. The amounts shown for this Fund reflect the advisory fee rates that became
effective April 29, 2005. Expenses shown in the table assume these changes
were in effect for the year ended December 31, 2005.
3. This Fund commenced operations on April 29, 2005.
4. The subadviser has voluntarily agreed to waive a portion of its subadvisory
fee for John Hancock Trust's Blue Chip Growth Trust, Equity-Income Trust,
Health Sciences Trust, Mid Value Trust, Science & Technology Trust, Small
Company Value Trust, Spectrum Income Trust and Real Estate Equity Trust
series. This waiver is based on the combined average daily net assets of
these Funds and the following funds of John Hancock Funds II: Blue Chip
Growth Fund, Equity-Income Fund, Health Sciences Fund, Science & Technology
Fund, Small Company Value Fund, Spectrum Income Fund and Real Estate Equity
Fund (collectively, the "T. Rowe Funds"). Under the voluntary agreement,
the subadviser will reduce its fee by 5.00% for the
Alison T. White, Esq.
Office of Insurance Products
Securities and Exchange Commission
April 20, 2006
Attachment 4
Page 19 of 19
amount of the T. Rowe Funds' combined average daily net assets in excess of
$750 million and, effective November 1, 2006, by an additional 2.50% for
the amount of the T. Rowe Funds' combined average daily net assets in
excess of $1.5 billion. The adviser has also voluntarily agreed to reduce
the advisory fee for each Fund by the amount that the subadvisory fee for
that Fund is reduced. These voluntary fee waivers may be terminated at any
time by the subadviser or the adviser.
5. This Fund commenced operations on April 29, 2005. "Other Expenses" shown in
the table for this Fund are based on estimates for the current fiscal year.
The adviser for this Fund has agreed, pursuant to its agreement with the
John Hancock Trust, to waive its management fee (or, if necessary,
reimburse expenses of the Fund) to the extent necessary to limit the Fund's
"Annual Operating Expenses". A Fund's "Annual Operating Expenses" includes
all of its operating expenses including advisory fees and Rule 12b-1 fees,
but excludes taxes, brokerage commissions, interest, litigation and
indemnification expenses and extraordinary expenses of the Fund not
incurred in the ordinary course of the Fund's business. Under the
agreement, the adviser's obligation will remain in effect until May 1, 2007
and will terminate after that date only if the John Hancock Trust, without
the prior written consent of the adviser, sells shares of the Fund to (or
has shares of the Fund held by) any person other than the variable life
insurance or variable annuity insurance separate accounts of John Hancock
Life Insurance Company or any of its affiliates that are specified in the
agreement. If this fee waiver had been reflected, the management fee shown
for the 500 Index Trust B, Bond Index Trust B, International Equity Index
Trust B and Money Market Trust B would be 0.22%, 0.22%, 0.30% and 0.24%,
respectively, and the Total Fund Annual Expenses shown would be 0.25%,
0.25%, 0.34% and 0.28%, respectively.