Edgar Filing: MANULIFE FINANCIAL CORP

Form F-3

As filed with the Securities and Exchange Commission on April 21, 2005.

File No. 333-

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM F-3

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

Manulife Financial Corporation

(Exact name of each registrant as
specified in its charter)

John Hancock Variable Life Insurance Company



Canada	(State or other jurisdiction of incorporation or organization)	Massachusetts

98-0361647	(I.R.S. Employer Identification Number)	04-2664016

200 Bloor Street East Toronto, Ontario, Canada, M4W 1E5 (416) 926-3000	(Address and telephone number of each Registrant’s principal executive offices)	John Hancock Place Boston, Massachusetts 02116 (617) 572-6000

Scott A. Lively, Esq. John Hancock Life Insurance Company John Hancock Place Boston, Massachusetts 02116 (617) 572-6000	(Name, address and telephone number of agent for service)	Arnold R. Bergman, Esq. John Hancock Variable Life Insurance Company John Hancock Place Boston, Massachusetts 02116 (617) 572-6000

Copies to:

Michael L. Fantozzi, Esq.

Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

One Financial Center

Boston, Massachusetts 02111

(617) 542-6000

Andrew J. Beck, Esq.

Torys LLP

237 Park Avenue

New York, New York 10017

(212) 880-6000

Richard A. Lococo, Esq.

Manulife Financial Corporation

200 Bloor Street East

Toronto, Ontario,

Canada, M4W 1E5

(416) 926-3000

Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this Registration Statement.

If only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. ¨

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, please check the following box. x

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. ¨

CALCULATION OF REGISTRATION FEE


Title of each class of securities to be registered	Amount to be registered (1)		Proposed maximum aggregate price per security (2)		Proposed maximum aggregate offering price (2)		Amount of registration fee
Market value adjustment interests under deferred annuity contracts	$	80,000,000	100	%	100	%	$	9,416
Subordinated guarantee relating to market value adjustment interests under deferred annuity contracts (3)								None

(1)

An indeterminate number or amount of market value adjustment interests under deferred annuity contracts of John Hancock Variable Life Insurance Company that may from time to time be issued at indeterminate prices, in U.S. dollars. In no event will the aggregate maximum offering price of all securities issued pursuant to this registration statement exceed $80,000,000.

(2)	Estimated solely for the purpose of determining the amount of the registration fee.

(3)	The subordinated guarantee issued by Manulife Financial Corporation being registered hereon is being sold without separate consideration. Pursuant to Rule 457(n) under the Securities Act of 1933, as amended, no separate fee for the subordinated guarantee is payable.

The Registrants hereby amend this registration statement on such date or dates as may be necessary to delay its effective date until the Registrants 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.

The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

Subject to Completion, Dated April 21, 2005

PRELIMINARY PROSPECTUS

JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

REVOLUTION ACCESS VARIABLE ANNUITY

REVOLUTION VALUE VARIABLE ANNUITY

REVOLUTION EXTRA VARIABLE ANNUITY

PATRIOT VARIABLE ANNUITY

and

DECLARATION VARIABLE ANNUITY

market value adjustment interests under

deferred combination fixed and variable annuity contracts issued by JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

JOHN HANCOCK VARIABLE ACCOUNT JF

Guaranteed as described herein by

MANULIFE FINANCIAL CORPORATION

John Hancock Variable Life Insurance Company (“JHVLICO”) is a stock life insurance company chartered under the laws of Massachusetts and is authorized to transact a life insurance and annuity business in all states of the United States other than New York and in the District of Columbia. JHVLICO is an indirect wholly-owned subsidiary of John Hancock Financial Services, Inc. (“JHFS”).

Manulife Financial Corporation (“MFC”) is a publicly-traded life insurance company incorporated under the laws of Canada. On April 28, 2004, JHFS merged with a wholly-owned subsidiary of MFC and, as a result, JHFS and JHVLICO became wholly-owned subsidiaries of MFC.

JHVLICO offers each of the Revolution Access, Revolution Value, Revolution Extra, Patriot, and Declaration annuity contracts (each a “Contract,” and collectively, the “Contracts”) in the United States. Each Contract is called a “combination contract,” because it provides you the option of earning either a “fixed” or a variable investment return on the value accumulating in the Contract. The Annexes to this prospectus describe both the “fixed” and “variable” options for the Contracts. JHVLICO offers the fixed return option in the form of “guarantee periods” which are described in the Annexes to this prospectus. The guarantee periods may also be referred to as “market value adjustment interests.”

JHVLICO’s obligations with respect to the guarantee periods under the Contracts sold on or after , 2005 (the effective date of the registration statement to

which this prospectus relates) will be fully and unconditionally guaranteed by MFC pursuant to a subordinated guarantee. This subordinated guarantee will apply to any new guarantee periods under those Contracts, unless and until we notify you otherwise (the “MFC Subordinated Guarantee”). See “Description of the Subordinated Guarantee—What Are the Terms of the MFC Subordinated Guarantee?”

JHFS guaranteed JHVLICO guarantee periods under the Contracts that began prior to the date of this prospectus (the “JHFS Guarantee”). The JHFS Guarantee does not apply to guarantee periods under the Contracts sold on or after , 2005 (the effective date of the registration statement to which this prospectus relates). JHFS and JHVLICO implemented the JHFS Guarantee in order to save JHVLICO the expenses of being a company required to periodically file annual and quarterly reports with the United States Securities and Exchange Commission (“SEC”). JHFS had been the ultimate corporate parent of JHVLICO and a publicly-traded company that filed annual and quarterly reports with the SEC. Under the SEC’s rules, the JHFS Guarantee eliminated the need for JHVLICO also to file such reports. As a publicly-traded company whose common shares are listed for trading principally on the Toronto Stock Exchange and the New York Stock Exchange, MFC files annual and other reports with the SEC. Under the SEC’s rules, the MFC Subordinated Guarantee is being offered in order to eliminate the need for JHFS to file such reports and to maintain JHVLICO’s current exemption from filing such reports. See “Description of the Subordinated Guarantee—What Are the Reasons for the Additional MFC Subordinated Guarantee?”

The new MFC Subordinated Guarantee does not relieve JHVLICO of any obligations under the Contracts. Therefore, the MFC Subordinated Guarantee is in addition to all of the rights and benefits that the Contracts otherwise provide.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

You should be aware that owning these securities may have tax consequences both in the United States and Canada. This prospectus and any applicable prospectus supplement may not describe these tax consequences fully. You should read the tax discussion contained in this prospectus and in any applicable prospectus supplement.

Your ability to enforce civil liabilities under U.S. federal securities laws may be affected adversely by the fact that Manulife Financial Corporation is organized under the laws of Canada, most of its officers and directors and some of the experts named in this prospectus are residents of Canada, and a substantial portion of its assets are located outside the United States.

There is no market through which these securities may be sold and purchasers may not be able to resell securities purchased under this prospectus.

TABLE OF CONTENTS


About This Prospectus		5
Where You Can Find More Information		6
Accounting Treatment		8
Description of John Hancock Variable Life Insurance Company		9
Description of Manulife Financial Corporation		9
Description of the Subordinated Guarantee		10
Legal Opinions		13


Experts		13
Enforcement of Judgments		15
Annex 1—Notice to Existing Owners		A-1
Annex 2—Prospectus dated May 1, 2004		A-2
Annex 3—Supplement dated April 4, 2005		A-3

ABOUT THIS PROSPECTUS

In this prospectus, unless otherwise specified or the context otherwise requires, references to “JHVLICO”, “we”, “our,” “ours” and “us” refer to John Hancock Variable Life Insurance Company, references to “JHFS” refer to John Hancock Financial Services, Inc. and its subsidiaries and references to “MFC” refer to Manulife Financial Corporation. Unless otherwise specified, all dollar amounts contained in this prospectus are expressed in U.S. dollars, and references to “dollars” or “$” are to U.S. dollars and all references to “Cdn$” are to Canadian dollars. JHFS and JHVLICO financial information included and incorporated by reference in this prospectus is prepared using generally accepted accounting principles in the United States, which we refer to as “U.S. GAAP”. Unless otherwise specified, MFC financial information included and incorporated by reference in this prospectus is prepared using generally accepted accounting principles in Canada, which we refer to as “Canadian GAAP”.

This prospectus, which includes the accompanying Annexes, is part of a joint registration statement on Form F-3 relating to the Contracts that MFC and JHVLICO filed with the U.S. Securities and Exchange Commission (“SEC”). This prospectus describes information about a new subordinated guarantee of the Contracts. The accompanying Annexes provide more general information about the Contracts. The Annexes are dated as of specific dates. To the extent information in a later dated portion of this prospectus is inconsistent with an earlier dated portion of this prospectus, you should rely on the information in the later dated portion of this prospectus. Under the registration statement, JHVLICO may, from time to time, sell the Contracts described in this prospectus.

This prospectus, together with the documents incorporated by reference herein, provides you with a description of the Contracts that JHVLICO may offer. Before you invest, you should read this prospectus together with the additional information described under the heading “Where You Can Find More Information”. This prospectus does not contain all of the information contained in the registration statement, certain parts of which are omitted in accordance with the rules and regulations of the SEC. You should refer to the registration statement and the exhibits to the registration statement for further information with respect to us and the Contracts. See “Accounting Treatment.”

MFC prepares its consolidated financial statements in accordance with Canadian GAAP, which differs from U.S. GAAP. While MFC reconciles its consolidated financial statements to U.S. GAAP to the extent required by applicable SEC rules and guidelines, MFC’s consolidated financial statements incorporated by reference in this prospectus and in the documents incorporated by reference in this

prospectus may not be comparable to financial statements prepared in accordance with U.S. GAAP. You should refer to note 23 to MFC’s annual audited consolidated financial statements as at and for the year ended December 31, 2004 on Form 40-F/A filed on April 21, 2005 and to note 17 to MFC’s annual audited consolidated financial statements as at and for the year ended December 31, 2003 on Form 40-F/A filed on April 21, 2005 for a discussion of the principal differences between MFC’s financial results calculated under Canadian GAAP and under U.S. GAAP.

WHERE YOU CAN FIND MORE INFORMATION

JHFS files reports, proxy statements and other information with the SEC as required under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”). MFC is subject to the information requirements of the U.S. Securities Exchange Act of 1934, and, in accordance with the Exchange Act, files reports and other information with the SEC. Under a multijurisdictional disclosure system adopted by the United States and Canada, these reports and other information (including financial information) may be prepared in accordance with the disclosure requirements of Canada, which are different from those of the United States.

You may read and copy any reports, statements or other information filed by MFC or JHFS at the SEC’s Public Reference Room, 450 Fifth Street, N.W., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the operation of the Public Reference Room. You can also inspect reports, proxy statements and other information about MFC at the offices of the New York Stock Exchange, 20 Broad Street, New York, New York 10005.

You may also obtain copies of this information by mail from the Public Reference Section of the SEC, 450 Fifth Street, N.W., Room 1024, Washington, D.C. 20549, at prescribed rates, or from commercial document retrieval services.

The SEC maintains a website that contains reports, proxy statements and other information, including those filed by MFC and JHFS, at http://www.sec.gov. You may also access the SEC filings and obtain other information about MFC and JHFS through the website maintained by MFC, which is http://www.manulife.com. The information contained in that website is not incorporated by reference into this prospectus.

MFC and JHVLICO filed a joint registration statement on Form F-3 with the SEC in respect of the securities being offered by this prospectus. This prospectus is a part of that registration statement. As permitted by SEC rules, this prospectus does not contain all the information you can find in the registration statement. The SEC allows MFC and JHFS to “incorporate by reference” information into this prospectus, which means that we can disclose important information to you by referring you to other documents filed separately with the SEC.

The information incorporated by reference is deemed to be part of this prospectus, except for any information superseded by information in this prospectus. These documents contain important information about the companies and their financial condition.

MFC incorporates by reference the documents listed below, which were filed with the SEC.

(a)

MFC’s Report of Foreign Issuer on Form 6-K filed on April 21, 2005;

(b)

MFC’s Annual Report on Form 40-F for the year ended December 31, 2004, as filed on March 29, 2005 and as amended and filed on Form 40-F/A on April 21, 2005;

(c)

MFC’s Report of Foreign Issuer on Form 6-K filed on March 23, 2005, other than the sections of the Notice of Annual Meeting and Proxy Circular entitled “Report of the Management Resources Committee and Compensation Committee” and “Performance Graph” and other than the 2004 Annual Financial Statements; and

(d)

MFC’s Annual Report on Form 40-F for the year ended December 31, 2003 as filed on April 1, 2004 and as amended and filed on Form 40-F/A on September 16, 2004, February 3, 2005 and April 21, 2005.

JHVLICO incorporates by reference the documents listed below with respect to JHFS and JHVLICO, which were filed with the SEC.

(a)

JHFS’ Annual Report on Form 10-K for the year ended December 31, 2004 as filed on March 16, 2005;

(b)

Statement of Additional Information dated May 1, 2004, as filed with the SEC on April 27, 2004 as part B to the following post-effective amendments to Registration Statements filed on Form N-4 by JHVLICO as Depositor of its John Hancock Variable Annuity Account JF (File No. 811-07451): (i) JHVLICO Declaration and Patriot Variable Annuity (PEA No. 11 to Reg. No. 33-64947); (ii) JHVLICO Revolution Access Variable Annuity (PEA No. 6 to Reg. No. 333-84769); (iii) JHVLICO Revolution Extra Variable Annuity (PEA No. 6 to Reg. No. 333-84767); and (iv) JHVLICO Revolution Value Variable Annuity (PEA No. 6 to Reg. No. 333-81127); and

(c)

all of JHVLICO’s and JHFS’ other filings pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act after the date of the filing of the original registration statement of which this prospectus forms a part, other than current reports furnished to the SEC pursuant to Item 2.02 or Item 7.01 of Form 8-K.

Copies of the documents incorporated in this prospectus by reference may be obtained on request without charge from:

Manulife Financial Corporation

ATTN: Corporate Secretary

200 Bloor Street East, NT-10

Toronto, Ontario Canada M4W 1E5

Telephone: (416) 926-3000

Any annual reports on Form 20-F, Form 40-F or Form 10-K, any reports on Form 10-Q or Form 8-K, other than current reports furnished to the SEC pursuant to Item 2.02 or Item 7.01 of Form 8-K, and any Form 6-K specifying that it is being incorporated by reference in this prospectus, as well as all prospectus supplements disclosing additional or updated information, filed by MFC with the SEC subsequent to the date of this prospectus shall be deemed to be incorporated by reference into this prospectus.

Any statement contained in this prospectus or in a document incorporated or deemed to be incorporated by reference in this prospectus shall be deemed to be modified or superseded for purposes of this prospectus to the extent that a statement contained in this prospectus or in any other subsequently filed document which also is or is deemed to be incorporated by reference in this prospectus modifies or supersedes such prior statement. Any statement or document so modified or superseded shall not, except to the extent so modified or superseded, be incorporated by reference and constitute a part of this prospectus.

You should rely on the information contained in or incorporated by reference in this prospectus or any applicable prospectus supplement and on the other information included in the registration statement of which this prospectus forms a part. We have not authorized anyone to provide you with different or additional information. We are not making an offer of the securities covered by this prospectus in any jurisdiction where the offer is not permitted by law. You should not assume that the information contained in or incorporated by reference in this prospectus or any applicable prospectus supplement is accurate as of any date other than the date on the front of this prospectus or any applicable prospectus supplement, as the case may be.

ACCOUNTING TREATMENT

JHVLICO no longer files reports with the SEC. After the date of this prospectus, it is expected that JHFS will no longer file reports with the SEC and there will be no additional separate financial statements of JHFS included in, or incorporated by reference in, this prospectus after such date, other than the historic JHFS financial statements expressly incorporated by reference in the section “Where You Can Find More Information.” JHFS and JHVLICO have been subsidiaries of MFC for financial reporting purposes since April 28, 2004 and, as a consequence, JHFS and JHVLICO have been, and will continue to be, included in the consolidated financial statements of MFC in reports filed by MFC since that date. MFC’s financial statements include a footnote containing condensed consolidating financial information with separate columns for MFC, JHFS, JHVLICO, John Hancock Life Insurance

Company and other subsidiaries of MFC, together with consolidating adjustments.

DESCRIPTION OF JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

We are John Hancock Variable Life Insurance Company, a stock life insurance company that was organized in 1979 under the laws of the Commonwealth of Massachusetts. We are a wholly-owned subsidiary of John Hancock Life Insurance Company (“John Hancock”), 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 became a subsidiary of JHFS, which at the time was a newly formed publicly-traded corporation. JHFS, our previous ultimate corporate parent, has operated as a subsidiary of MFC since April 28, 2004, when MFC acquired all of the outstanding capital stock of JHFS that was not already beneficially owned by MFC as general fund assets. The “John Hancock” name is MFC’s primary U.S. brand. We have authority to transact business as a life insurance and annuity company in all states other than New York and in the District of Columbia.

Our principal executive offices are located at John Hancock Place, 200 Clarendon Street, Boston, Massachusetts 02116 (Tel. No. 617-572-6000).

DESCRIPTION OF MANULIFE FINANCIAL CORPORATION

MFC was incorporated under the Insurance Companies Act (Canada) in 1999 for the purpose of becoming the holding company of The Manufacturers Life Insurance Company, which was founded in 1887. As a mutual life insurance company, The Manufacturers Life Insurance Company had no common shareholders and its board of directors was elected by its participating policyholders. In September 1999, The Manufacturers Life Insurance Company implemented a plan of demutualization and converted into a life insurance company with common shares and became a wholly-owned subsidiary of MFC. MFC’s head office and registered office is located at 200 Bloor Street East, Toronto, Ontario, Canada M4W 1E5 (Tel. No. 416-926-3000).

MFC and its subsidiaries provide a wide range of financial products and services, including individual life insurance, group life and health insurance, pension products, annuities and mutual funds, to individual and group customers in Canada, the United States, Asia and Japan. Funds under management by MFC were Cdn$347.7 billion as at December 31, 2004. MFC and its subsidiaries also offer reinsurance services, primarily life and accident and health reinsurance, and

provide investment management services with respect to MFC’s general fund assets, segregated funds assets and mutual funds and, in Canada and Asia, provide institutional investment services. MFC has directly or indirectly held all of the outstanding shares of JHFS and JHVLICO capital stock since April 28, 2004.

DESCRIPTION OF THE SUBORDINATED GUARANTEE

Each prospectus contained in Annex 2 is hereby amended by inserting the information below under the headings, “What Additional Guarantee Applies to the Guarantee Periods Under My Contract?”, “What Are the Reasons for the Additional MFC Subordinated Guarantee?” and “What Are the Terms of the MFC Subordinated Guarantee?” in the prospectus in place of the existing headings entitled “What Additional Guarantee Applies to the Guarantee Periods Under My Contract?” and “What Are the Terms of the Additional Guarantee?”, which are located in the prospectus immediately before the section entitled “Additional Information.”

WHAT ADDITIONAL GUARANTEE APPLIES TO THE GUARANTEE PERIODS UNDER MY CONTRACT?

JHVLICO’s ultimate corporate parent, MFC, guarantees JHVLICO’s obligations with respect to any guarantee periods you elect under any contract sold on or after , 2005 (the effective date of the registration statement to which this prospectus relates) (the “MFC Subordinated Guarantee”). The MFC Subordinated Guarantee will apply unless and until we notify you otherwise. (If we give you such notice, however, the MFC Subordinated Guarantee would remain in effect for all guarantee periods that had already started, and would be inapplicable only to guarantee periods starting after the date of such notice.) The MFC Subordinated Guarantee does not relieve JHVLICO of any obligations under your contract — it is in addition to all of the rights and benefits that the contract provides. There is no charge or cost to you for the MFC Subordinated Guarantee, and there are no disadvantages to you of having this additional guarantee.

John Hancock Financial Services, Inc. (“JHFS”) guaranteed JHVLICO guarantee periods that began prior to the date of this prospectus (the “JHFS Guarantee”). The JHFS Guarantee does not apply to guarantee periods that began on or after the effective date of the registration statement of which this prospectus forms a part.

WHAT ARE THE REASONS FOR THE ADDITIONAL MFC SUBORDINATED GUARANTEE?

Under the SEC’s rules, the JHFS Guarantee relieved us of our obligation to file with the SEC annual, quarterly and current reports on Form 10-K, Form 10-Q and Form 8-K, respectively, and

thereby saved us the expense of being an SEC reporting company. The MFC Subordinated Guarantee is being offered in order to relieve JHFS of the same obligations and thus save JHFS the expense of being an SEC reporting company. MFC, the company that is providing the subordinated guarantee, is the ultimate parent of all of the companies in the John Hancock group of companies, including JHFS and JHVLICO. MFC is a company organized under the laws of Canada and its common shares are listed principally on the Toronto Stock Exchange and the New York Stock Exchange. MFC files with the SEC annual and current reports on Forms 40-F and 6-K, respectively. JHFS and JHVLICO are included in MFC’s consolidated financial statements in a footnote containing condensed consolidating financial information with separate columns for MFC, JHFS, JHVLICO and other subsidiaries of MFC, together with consolidating adjustments.

WHAT ARE THE TERMS OF THE MFC SUBORDINATED GUARANTEE?

MFC guarantees your full interest in any guarantee period under a Contract sold on or after , 2005 (the effective date of the registration statement to which this prospectus relates). This means that, if JHVLICO fails to honor any valid request to surrender, transfer, or withdraw any amount from a guarantee period, or fails to allocate amounts from a guarantee period to an annuity option when it is obligated to do so, MFC guarantees the full amount that you would have received, or value that you would have been credited with, had JHVLICO fully met its obligations under your Contract with respect to such guarantee period. If JHVLICO fails to pay any amount that becomes payable under the Contract upon the death of an owner or annuitant, MFC guarantees the unpaid amount, up to the Contract value in any guarantee period on the date of death, increased by any accrued but uncredited interest attributable thereto and increased by any upward market value adjustment that would have been payable upon any surrender of the Contract at that time (but not decreased by any negative market value adjustment). There is no charge or cost to you for receiving the MFC Subordinated Guarantee. If JHVLICO fails to make payment when due of any amount that is guaranteed by MFC, you could directly request MFC to satisfy JHVLICO’s obligation, and MFC must do so. You would not have to make any other demands on JHVLICO as a precondition to making a claim against MFC under the MFC Subordinated Guarantee.

The MFC Subordinated Guarantee will be issued pursuant to a subordinated guarantee dated the effective date of the registration statement of which this prospectus forms a part, whereby MFC will become guarantor.

Unless otherwise set forth herein, the MFC Subordinated Guarantee will

constitute an unsecured obligation of MFC as guarantor, and will be subordinated in right of payment to the prior payment in full of all other obligations of MFC, except for other guarantees or obligations of MFC which by their terms are designated as ranking equally in right of payment with or subordinated to the MFC Subordinated Guarantee, and effectively rank senior to MFC’s preferred and common shares. As a result, in the event of MFC’s bankruptcy, liquidation, dissolution, winding-up or reorganization or upon acceleration of any series of debt securities due to an event also triggering payment obligations on other debt, MFC’s assets will be available to pay its obligations on the MFC Subordinated Guarantee only after all secured indebtedness and other indebtedness senior to the MFC Subordinated Guarantee has been paid in full. There may not be sufficient assets remaining to pay amounts due on all or any portion of the MFC Subordinated Guarantee.

The MFC Subordinated Guarantee will be governed by the laws of the Commonwealth of Massachusetts. The MFC Subordinated Guarantee will provide that any claim or proceeding brought by a holder to enforce the obligations of MFC, as guarantor, may be brought in a court of competent jurisdiction in the City of Boston, Commonwealth of Massachusetts, and that MFC submits to the non-exclusive jurisdiction of such courts in connection with such action or proceeding. MFC has designated John Hancock Financial Services, Inc. as its authorized agent upon whom process may be served in any legal action or proceeding against MFC arising out of or in connection with the MFC Subordinated Guarantee. All payments on the Contracts by MFC under the MFC Subordinated Guarantee will be made without withholding or deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of the Government of Canada, or any province, territory or political subdivision thereof, or any authority therein or thereof having power to tax, unless the withholding or deduction of such taxes, duties, assessments or governmental charges by MFC is required by law or by the administration or interpretation of such law. In the event of any withholding or deduction, MFC will pay such additional amounts as may be necessary in order that the net amounts received by the holders of the Contracts after such withholding or deduction shall equal the respective amounts under the Contracts which would have been receivable in respect of the Contracts in the absence of such withholding or deduction (“Guarantor Additional Amounts”), except as described herein and except that no such Guarantor Additional Amounts shall be payable with respect to any Contract:

(a)

by or on behalf of a holder who is liable for such taxes, duties, assessments or governmental charges in respect of such Contract (i) by reason of his being a person

with whom JHVLICO or the guarantor is not dealing at arm’s length for the purposes of the Income Tax Act (Canada), or (ii) by reason of his having a connection with Canada or any province or territory thereof other than the mere holding, use or ownership or deemed holding, use or ownership of such Contract;

(b)

by or on behalf of a holder who would not be liable for or subject to such withholding or deduction by making a claim for exemption to the relevant tax authority; or

(c)

more than 10 days after the Relevant Date (as defined below) except to the extent that the holder thereof would have been entitled to Guarantor Additional Amounts on presenting the same for payment on the last day of such period of 10 days.

As used herein “Relevant Date” shall mean the date on which such payment first becomes due.

LEGAL OPINIONS

The validity of the market value adjustment interests under deferred annuity contracts and the MFC Subordinated Guarantee offered in this prospectus will be passed upon for us by Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., Boston, Massachusetts. Certain matters regarding Canadian law with respect to the MFC Subordinated Guarantee will be passed upon for MFC by Torys LLP, Toronto, Canada. On the date of this prospectus, the members and associates of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. and the partners and associates of Torys LLP own an aggregate of approximately 4,000 and 15,000 MFC common shares, respectively.

EXPERTS

The consolidated financial statements and schedules of John Hancock Variable Annuity Account JF at December 31, 2003 and for each of the periods indicated therein, which are included in the Statement of Additional Information incorporated by reference in this prospectus and in the registration statement of which this prospectus forms a part, have been audited by Ernst & Young LLP, Boston, Massachusetts, independent registered public accounting firm, as set forth in their report appearing therein, and are incorporated in reliance upon such report given on their authority as experts in accounting and auditing.

The consolidated financial statements of John Hancock Variable Life Insurance Company at December 31, 2003 and for each of the periods indicated therein, which are included in the Statement of Additional Information incorporated by reference in this prospectus and in the registration statement of which this prospectus forms a part, have been audited by Ernst & Young LLP, Boston, Massachusetts, independent registered

public accounting firm, as set forth in their report appearing therein, and are incorporated in reliance upon such report given on their authority as experts in accounting and auditing.

The consolidated financial statements of MFC at December 31, 2004 and 2003, and for each of the two years in the period ended December 31, 2004, included in MFC’s First Amended Annual Report on Form 40-F/A for the year ended December 31, 2004, filed with the SEC and the consolidated financial statements of MFC at December 31, 2003 and 2002, and for each of the two years in the period ended December 31, 2003, included in MFC’s Fourth Amended Annual Report on Form 40-F/A for the year ended December 31, 2003, filed with the SEC, which are incorporated by reference in this prospectus and in the registration statement of which this prospectus forms a part, have been audited by Ernst & Young LLP, Toronto, Canada, independent registered public accounting firm, as set forth in their reports appearing therein, and are so incorporated in reliance upon such reports given on their authority as experts in accounting and auditing.

The consolidated balance sheet of JHFS at December 31, 2004 and the consolidated statements of income, changes in shareholder’s equity and comprehensive income, and cash flows for the period April 29, 2004 through December 31, 2004, and the related financial statement schedules, and the consolidated balance sheet at December 31, 2003 and the related consolidated statements of income, changes in shareholder’s equity and comprehensive income, and cash flows for the period January 1, 2004 through April 28, 2004 and for the years ended December 31, 2003 and 2002 and the related financial statement schedules, all included in JHFS’s Annual Report (Form 10-K) for the year ended December 31, 2004, and the consolidated financial statements and schedules of JHFS at December 31, 2003 and 2002, and for each of the three years in the period ended December 31, 2003, included in JHFS’s Annual Report (Form 10-K) for the year ended December 31, 2003 (which are incorporated by reference in MFC’s First Amended Annual Report on Form 40-F/A for the year ended December 31, 2004 and in MFC’s Fourth Amended Annual Report on Form 40-F/A for the year ended December 31, 2003), which are incorporated by reference in this prospectus and in the registration statement of which this prospectus forms a part, have been audited by Ernst & Young, LLP, Boston, Massachusetts, independent registered public accounting firm, as set forth in their reports appearing therein, and are so incorporated in reliance upon such reports given on their authority as experts in accounting and auditing.

ENFORCEMENT OF JUDGMENTS

MFC is a corporation incorporated under the laws of Canada. Because a substantial portion of MFC’s assets are located outside the United States and most of its directors and officers are not residents of the United States, any judgment obtained in the United States against MFC or certain of its officers and directors, including a judgment with respect to payments on the MFC Subordinated Guarantee, may not be collectible within the United States.

Pursuant to the MFC Subordinated Guarantee, MFC agrees that any legal action or proceeding against it arising out of or in connection with the MFC Subordinated Guarantee may be brought in any United States federal or Massachusetts state court located in the City of Boston, Commonwealth of Massachusetts (a “Massachusetts Court”) and irrevocably submits to the non- exclusive jurisdiction of such courts in connection with such action or proceeding.

MFC has been informed by its Canadian counsel, Torys LLP, that the laws of the Province of Ontario and the federal laws of Canada applicable therein permit an action to be brought in a court of competent jurisdiction in that province on any final judgment in personam of any Massachusetts Court against MFC, which judgment is subsisting and unsatisfied for a fixed sum of money with respect to the enforcement of the MFC Subordinated Guarantee that is not impeachable as void or voidable under the internal laws of the Commonwealth of Massachusetts if:

(i)

the court rendering such judgment had jurisdiction over the judgment debtor, as recognized by the courts of Ontario (submission by MFC in the MFC Subordinated Guarantee to the non-exclusive jurisdiction of a Massachusetts Court will be sufficient for this purpose);

(ii)

such judgment was not obtained by fraud or in a manner contrary to natural justice or other rule of law, whether equitable, legal or statutory and the enforcement thereof would not be inconsistent with public policy, as such term is understood under the laws of Ontario and the federal laws of Canada applicable therein or contrary to any order made by the Attorney General of Canada under the Foreign Extraterritorial Measures Act (Canada) or by the Competition Tribunal under the Competition Act (Canada);

(iii)

the enforcement of such judgment would not be contrary to the laws of general application limiting the enforcement of creditors’ rights including bankruptcy, reorganization, winding up, moratorium and similar laws and does not constitute, directly or indirectly, the enforcement of foreign revenue, expropriatory or penal laws in the Province of Ontario;

(iv)

no new admissible evidence relevant to the action is discovered prior to the rendering of judgment by a court in the Province of Ontario;

(v)

interest payable on the Contracts is not characterized by a court in the Province of Ontario as interest payable at a criminal rate within the meaning of Section 347 of the Criminal Code (Canada); and

(vi)

the action to enforce such judgment is commenced within the applicable limitation period.

Enforcement of a judgment by a court in the Province of Ontario, as described above, may only be given in Canadian dollars.

In the opinion of Torys LLP, there are currently no reasons under the present laws of the Province of Ontario for avoiding recognition of said judgments of Massachusetts Courts on the MFC Subordinated Guarantee based upon

public policy. However, it may be difficult for holders of Contracts to effect service within the United States upon MFC’s directors and officers and the experts named in this prospectus who are not residents of the United States or to enforce against them in the United States judgments of courts of the United States predicated upon civil liability under United States federal securities laws. MFC has designated John Hancock Financial Services, Inc. as its authorized agent upon whom process may be served in any legal action or proceeding against MFC arising out of or in connection with the MFC Subordinated Guarantee. MFC believes that a monetary judgment of a United States court predicated solely upon the civil liability provisions of United States federal securities laws would likely be enforceable in Canada if the United States court in which the judgment was obtained had a basis for jurisdiction in the matter that was recognized by a Canadian court for such purposes. We cannot assure you that this will be the case. It is less certain that an action could be brought in Canada in the first instance on the basis of liability predicated solely upon such laws.

ANNEX 1—NOTICE

TO EXISTING OWNERS

NOTICE TO EXISTING OWNERS

Prospectuses for policies or contracts often undergo certain changes in their terms from year to year to reflect changes in the policies or contracts. The changes include such things as the liberalization of benefits, the exercise of rights reserved under the policy or contract, the alteration of administrative procedures and changes in the investment options available. Any such change may or may not apply to policies or contracts issued prior to the effective date of the change. This prospectus reflects the status of the product as of May 1, 2004. Therefore, this prospectus may contain information that is inapplicable to your policy or contract. Moreover, there may be Supplements and fund prospectuses included in this package pertaining to variable investment options that are not available to you. You should consult your policy or contract to verify whether any particular provision applies to you and whether you may elect any particular investment option. In the event of any conflict between this prospectus and your policy or contract, the terms of your policy or contract will control.

A-1

ANNEX 2

A-2

 
                          Prospectus dated May 1, 2004

                                for interests in
                    John Hancock Variable Annuity Account JF

                       Interests are made available under

--------------------------------------------------------------------------------
                       REVOLUTION ACCESS VARIABLE ANNUITY
--------------------------------------------------------------------------------

      a deferred combination fixed and variable annuity contract issued by
 
            JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY ("JHVLICO")
 
  The contract enables you to earn fixed rates of interest that we guarantee for
  stated periods of time ("guarantee
  periods") and investment-based returns in the following variable investment
  options:
 
 VARIABLE INVESTMENT OPTIONS:         UNDERLYING FUND MANAGED BY:
 ----------------------------         ---------------------------
 EQUITY OPTIONS:
  Equity Index. . . . . . . . . . .   SSgA Funds Management, Inc.
  Large Cap Value . . . . . . . . .   T. Rowe Price Associates, Inc.
  Large Cap Growth. . . . . . . . .   Independence Investment LLC
  Earnings Growth . . . . . . . . .   Fidelity Management & Research Company
  Growth & Income . . . . . . . . .   Independence Investment LLC and T. Rowe Price Associates, Inc.
  Fundamental Value . . . . . . . .   Wellington Management Company, LLP
  Mid Cap Value B . . . . . . . . .   T. Rowe Price Associates, Inc.
  Mid Cap Growth. . . . . . . . . .   Wellington Management Company, LLP
  Small Cap Value . . . . . . . . .   T. Rowe Price Associates, Inc. and Wellington Management Company, LLP
  Small Cap Emerging Growth . . . .   Wellington Management Company, LLP
  AIM V.I. Capital Development. . .   A I M Advisors, Inc.
  Fidelity VIP Contrafund(R). . . .   Fidelity Management & Research Company
  MFS Investors Growth Stock. . . .   MFS Investment Management(R)
  International Equity Index. . . .   SSgA Funds Management, Inc.
  Overseas Equity B . . . . . . . .   Capital Guardian Trust Company
  Fidelity VIP Overseas . . . . . .   Fidelity Management & Research Company
  Real Estate Equity. . . . . . . .   RREEF America LLC and Van Kampen (a registered trade name of Morgan 
                                        Stanley Investment Management Inc.)
  Health Sciences . . . . . . . . .   Wellington Management Company, LLP
  Financial Industries. . . . . . .   John Hancock Advisers, LLC
  Large Cap Growth B* . . . . . . .   Independence Investment LLC
  Fundamental Growth* . . . . . . .   Independence Investment LLC
  Fundamental Value B*. . . . . . .   Wellington Management Company, LLP
  Mid Cap Value*. . . . . . . . . .   T. Rowe Price Associates, Inc.
  Small Cap Growth* . . . . . . . .   Wellington Management Company, LLP
  AIM V.I. Premier Equity*. . . . .   A I M Advisors, Inc.
  MFS Research* . . . . . . . . . .   MFS Investment Management(R)
  Overseas Equity*. . . . . . . . .   Capital Guardian Trust Company
  Overseas Equity C*. . . . . . . .   Capital Guardian Trust Company
  Janus Aspen Worldwide Growth* . .   Janus Capital Management, LLC
  Janus Aspen Global Technology*. .   Janus Capital Management, LLC
  Fidelity VIP Growth* *. . . . . .   Fidelity Management & Research Company
  MFS New Discovery* *. . . . . . .   MFS Investment Management(R)
                        
 BALANCED OPTIONS:
  Managed . . . . . . . . . . . . .   Independence Investment LLC and Capital Guardian Trust Company
                                
 BOND & MONEY MARKET            
  OPTIONS:                      
  Short-Term Bond . . . . . . . . .   Independence Investment LLC
  Bond Index. . . . . . . . . . . .   Standish Mellon Asset Management Company LLC
  Active Bond . . . . . . . . . . .   John Hancock Advisers, LLC, Pacific Investment
                                        Management Company LLC and Declaration Management & Research Company
  Total Return Bond . . . . . . . .   Pacific Investment Management Company LLC
  High Yield Bond . . . . . . . . .   Wellington Management Company, LLP
  Global Bond . . . . . . . . . . .   Capital Guardian Trust Company
  Money Market. . . . . . . . . . .   Wellington Management Company, LLP
 
  * Not available for contracts issued after April 30, 2004.
* * Not available for contracts issued after April 30, 2003.

 
  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 AIM Variable Insurance
Funds, Fidelity's Variable Insurance Products Fund (Service Class) and Variable
Insurance Products Fund II (Service Class), the Janus Aspen Series (Service
Shares Class), and the MFS Variable Insurance Trust (Initial Class)  (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 also 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 is a prospectus for each Series Fund. 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.
 
  For amounts you don't wish to invest in a variable investment option, you
currently can select a five year guarantee period.  (We may make additional
guarantee periods available in the future, each of which would have its own
guaranteed interest rate and expiration date, and we may make one or more
additional guarantee periods available for contracts issued before September 30,
2002.  We cannot provide any assurance that we will make any additional
guarantee periods available, however.)
 
  If you remove money from any guarantee period prior to its expiration,
however, we may increase or decrease your contract's value to compensate for
changes in interest rates that may have occurred subsequent to the beginning of
that guarantee period.  This is known as a "market value adjustment."
 
                     JOHN HANCOCK ANNUITY SERVICING OFFICE
                     -------------------------------------
 
                                 MAIL DELIVERY
                                 -------------
                                  P.O. Box 772
                                Boston, MA 02117
 
                               OVERNIGHT DELIVERY
                               ------------------
                     John Hancock Annuity Image Operations
                        27 Dry Dock Avenue, Second floor
                             South Boston, MA 02110
 
                             PHONE: 1-800-824-0335
 
                              FAX:  1-617-572-1571
 
 
  Contracts are not deposits or obligations of, or insured, endorsed, or
guaranteed by the U.S. Government, any bank, the Federal Deposit Insurance
Corporation, the Federal Reserve Board, or any other agency, entity or person,
other than JHVLICO.  They involve investment risks including the possible loss
of principal.
 
 
    ************************************************************************
 
  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.
 
                                       2


                               IMPORTANT NOTICES
 
  This is the prospectus - it is not the contract. The prospectus simplifies
  many contract provisions to better communicate the contract's essential
  features. Your rights and obligations under the contract will be determined by
  the language of the contract itself. On request, we will provide the form of
  contract for you to review. In any event, when you receive your contract, we
  suggest you read it promptly.
 
  We've also filed with the SEC a "Statement of Additional Information." This
  Statement contains detailed information not included in the prospectus.
  Although a separate document from this prospectus, the Statement of Additional
  Information has the same legal effect as if it were a part of this prospectus.
  We will provide you with a free copy of the Statement upon your request. To
  give you an idea what's in the Statement, we have included a copy of the
  Statement's table of contents on page 42.
 
  The contracts are not available in all states. This prospectus does not
  constitute an offer to sell, or a solicitation of an offer to buy, securities
  in any state to any person to whom it is unlawful to make or solicit an offer
  in that state.
 
                            GUIDE TO THIS PROSPECTUS
 
 
  This prospectus contains information that you should know before you buy a
contract or exercise any of your rights under the contract.  We have arranged
the prospectus in the following way:
 
  . The first section contains an "INDEX OF KEY WORDS."
 
  . Behind the index is the "FEE TABLE."  This section highlights the various
    fees and expenses you will pay directly or indirectly, if you purchase a
    contract.
 
  . The next section is called "BASIC INFORMATION."  It contains basic
    information about the contract presented in a question and answer format.
    You should read the Basic Information before reading any other section of 
    the prospectus.
 
  . Behind the Basic Information is "ADDITIONAL INFORMATION."  This section
    gives more details about the contract.  It generally does not repeat
    information contained in the Basic Information.
 
The Series Funds' prospectuses are attached at the end of this prospectus.  You
should save these prospectuses for future reference.
 
                                       3

 
                               INDEX OF KEY WORDS
 
  We define or explain each of the following key words used in this prospectus
on the pages shown below:
 
  KEY WORD                                                PAGE
  Accumulation units...................................     28
  Annuitant............................................     10
  Annuity payments.....................................     13
  Annuity period.......................................     13
  Business day.........................................     11
  Contract year........................................     10
  Date of issue........................................     10
  Date of maturity.....................................     29
  Funds................................................      2
  Guarantee period.....................................     12
  Investment options...................................     14
  Market value adjustment..............................     12
  Premium payments.....................................     10
  Surrender............................................     17
  Surrender value......................................     18
  Total value of your contract.........................     12
  Variable investment options..........................  cover
  Withdrawal...........................................     17
 
                                       4

 
                                   FEE TABLES
 
 
THE FOLLOWING TABLES DESCRIBE THE FEES AND EXPENSES THAT YOU WILL PAY WHEN
BUYING, OWNING AND SURRENDERING A REVOLUTION ACCESS CONTRACT. THE FIRST TABLE
DESCRIBES THE CHARGES THAT YOU WILL PAY AT THE TIME THAT YOU BUY THE CONTRACT,
SURRENDER THE CONTRACT, OR TRANSFER ACCOUNT VALUE BETWEEN INVESTMENT OPTIONS.
STATE PREMIUM TAXES MAY ALSO BE DEDUCTED.
 
    Contractowner Transaction Expenses               Revolution Access
-------------------------------------------------------------------------------
 Maximum transfer charge/1/                                  $25
-------------------------------------------------------------------------------
 
  /1/ This charge is not currently imposed, but we reserve the right to do so in
      the contract. If we do, it will be taken upon each transfer into or out of
      any investment option beyond an annual limit of not less than 12.
 
  THE NEXT TABLE DESCRIBES THE FEES AND EXPENSES THAT YOU WILL PAY PERIODICALLY
DURING THE TIME YOU OWN THE CONTRACT. THIS TABLE DOES NOT INCLUDE FEES AND
EXPENSES PAID AT THE FUND LEVEL.
 
                                                      Revolution Access
-------------------------------------------------------------------------------
 Maximum Annual Contract Fee/2/                              $50
-------------------------------------------------------------------------------
 Current Annual Contract Fee/3/                              $30
-------------------------------------------------------------------------------
 Separate Account Annual Expenses (as a         
 percentage of average account value)/4/                    1.25%
-------------------------------------------------------------------------------
 Optional Benefit Rider Charges/5/:
-------------------------------------------------------------------------------
 Enhanced Death Benefit Rider/6/                0.25% of your contract's total
                                                            value
-------------------------------------------------------------------------------
 Earnings Enhancement ("Beneficiary Tax         0.25% of your contract's total
 Relief") Death Benefit Rider                               value
-------------------------------------------------------------------------------
 Accumulated Value Enhancement
 ("CARESolutions Plus") Rider/7/                0.40% of your initial premium
                                                           payment
-------------------------------------------------------------------------------
 Guaranteed Retirement Income Benefit Rider     0.30% of your contract's total
                                                            value
-------------------------------------------------------------------------------
 
  /2/ This charge is not currently imposed, and would only apply to contracts of
      less than $50,000.
 
  /3/ This charge applies only to contracts of less than $50,000. It is taken at
      the end of each contract year but, if you surrender a contract before
      then, it will be taken at the time of surrender.
 
  /4/ This charge only applies to that portion of account value held in the
      variable investment options. The charge does not apply to amounts in the
      guarantee periods or in the guarantee rate account under our dollar-cost
      averaging value program.
 
  /5/ Charges for optional benefit riders are assessed monthly. The monthly
      charge is 1/12th of the annual charge shown in the table.
 
  /6/ In certain states (and for riders issued prior to May 1, 2002), the rate
      for the Enhanced Death Benefit rider maybe lower than the amount shown.
 
  /7/ We reserve the right to increase the annual charge shown on a uniform
      basis for all Accumulated Value Enhancement riders issued in the same
      state.
  
THE NEXT TABLE DESCRIBES THE MINIMUM AND MAXIMUM TOTAL OPERATING EXPENSES
CHARGED BY THE FUNDS THAT YOU MAY PAY PERIODICALLY DURING THE TIME YOU OWN A
REVOLUTION ACCESS CONTRACT. MORE DETAIL CONCERNING EACH FUND'S FEES AND EXPENSES
IS CONTAINED IN THE SERIES FUNDS' PROSPECTUSES.
 
           Total Annual Fund Operating Expenses              Minimum   Maximum
-------------------------------------------------------------------------------
 Range of expenses that are deducted from fund assets,        0.21%     1.96%
 including management fees, distribution and/or service
 (12b-1) fees, and other expenses
-------------------------------------------------------------------------------
 
                                       5

 
THE NEXT TABLE DESCRIBES FUND LEVEL FEES AND EXPENSES FOR EACH OF THE FUNDS, AS
A PERCENTAGE OF THE FUND'S AVERAGE NET ASSETS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2003. MORE DETAIL CONCERNING EACH FUND'S FEES AND EXPENSES IS
CONTAINED IN THE PROSPECTUSES FOR THE SERIES FUNDS.
 
                                                                                                                           TOTAL
                                                                                          TOTAL FUND                       FUND
                                                        DISTRIBUTION    OTHER OPERATING    OPERATING                     OPERATING
                                           INVESTMENT        AND           EXPENSES         EXPENSES                     EXPENSE
                                           MANAGEMENT  SERVICE (12B-1)      WITHOUT         WITHOUT        EXPENSE         WITH
FUND NAME                                      FEE          FEES         REIMBURSEMENT   REIMBURSEMENT  REIMBURSEMENT  REIMBURSEMENT
------------------------------------------------------------------------------------------------------------------------------------
JOHN HANCOCK VARIABLE 
SERIES TRUST I - NAV CLASS
 SHARES (NOTE 1):
------------------------------------------------------------------------------------------------------------------------------------
Equity Index                                 0.13%           N/A             0.08%           0.21%          0.00%          0.21%
------------------------------------------------------------------------------------------------------------------------------------
Large Cap Value                              0.75%           N/A             0.07%           0.82%          0.00%          0.82%
------------------------------------------------------------------------------------------------------------------------------------
Large Cap Growth                             0.80%           N/A             0.06%           0.86%          0.00%          0.86%
------------------------------------------------------------------------------------------------------------------------------------
Large Cap Growth B*                          0.89%           N/A             0.10%           0.99%          0.00%          0.99%
------------------------------------------------------------------------------------------------------------------------------------
Fundamental Growth                           0.90%           N/A             0.10%           1.00%          0.00%          1.00%
------------------------------------------------------------------------------------------------------------------------------------
Earnings Growth                              0.96%           N/A             0.11%           1.07%          0.01%          1.06%
------------------------------------------------------------------------------------------------------------------------------------
Growth & Income                              0.67%           N/A             0.06%           0.73%          0.00%          0.73%
------------------------------------------------------------------------------------------------------------------------------------
Fundamental Value                            0.79%           N/A             0.11%           0.90%          0.01%          0.89%
------------------------------------------------------------------------------------------------------------------------------------
Fundamental Value B*                         0.91%           N/A             0.19%           1.10%          0.09%          1.01%
------------------------------------------------------------------------------------------------------------------------------------
Mid Cap Value                                1.10%           N/A             0.37%           1.47%          0.27%          1.20%
------------------------------------------------------------------------------------------------------------------------------------
Mid Cap Value B*                             1.05%           N/A             0.14%           1.19%          0.04%          1.15%
------------------------------------------------------------------------------------------------------------------------------------
Mid Cap Growth*                              0.96%           N/A             0.10%           1.06%          0.00%          1.06%
------------------------------------------------------------------------------------------------------------------------------------
Small Cap Value                              0.95%           N/A             0.11%           1.06%          0.01%          1.05%
------------------------------------------------------------------------------------------------------------------------------------
Small Cap Emerging Growth                    1.01%           N/A             0.20%           1.21%          0.10%          1.11%
------------------------------------------------------------------------------------------------------------------------------------
Small Cap Growth                             1.05%           N/A             0.17%           1.22%          0.07%          1.15%
------------------------------------------------------------------------------------------------------------------------------------
International Equity Index                   0.17%           N/A             0.05%           0.22%          0.00%          0.22%
------------------------------------------------------------------------------------------------------------------------------------
Overseas Equity                              1.23%           N/A             0.34%           1.57%          0.00%          1.57%
------------------------------------------------------------------------------------------------------------------------------------
Overseas Equity B*                           1.13%           N/A             0.31%           1.44%          0.00%          1.44%
------------------------------------------------------------------------------------------------------------------------------------
Overseas Equity C*                           1.21%           N/A             0.75%           1.96%          0.00%          1.96%
------------------------------------------------------------------------------------------------------------------------------------
Real Estate Equity                           0.98%           N/A             0.09%           1.07%          0.00%          1.07%
------------------------------------------------------------------------------------------------------------------------------------
Health Sciences                              1.00%           N/A             0.25%           1.25%          0.00%          1.25%
------------------------------------------------------------------------------------------------------------------------------------
Financial Industries                         0.80%           N/A             0.06%           0.86%          0.00%          0.86%
------------------------------------------------------------------------------------------------------------------------------------
Managed                                      0.68%           N/A             0.06%           0.74%          0.00%          0.74%
------------------------------------------------------------------------------------------------------------------------------------
Short-Term Bond                              0.60%           N/A             0.07%           0.67%          0.00%          0.67%
------------------------------------------------------------------------------------------------------------------------------------
Bond Index                                   0.14%           N/A             0.10%           0.24%          0.00%          0.24%
------------------------------------------------------------------------------------------------------------------------------------
Active Bond                                  0.61%           N/A             0.09%           0.70%          0.00%          0.70%
------------------------------------------------------------------------------------------------------------------------------------
Total Return Bond                            0.70%           N/A             0.07%           0.77%          0.00%          0.77%
------------------------------------------------------------------------------------------------------------------------------------
High Yield Bond                              0.80%           N/A             0.15%           0.95%          0.05%          0.90%
------------------------------------------------------------------------------------------------------------------------------------
Global Bond                                  0.85%           N/A             0.13%           0.98%          0.00%          0.98%
------------------------------------------------------------------------------------------------------------------------------------
Money Market                                 0.25%           N/A             0.06%           0.31%          0.00%          0.31%
------------------------------------------------------------------------------------------------------------------------------------
 
------------------------------------------------------------------------------------------------------------------------------------
AIM VARIABLE INSURANCE 
 FUNDS - SERIES I SHARES:
------------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Premier Equity 
 Fund                                        0.61%           N/A             0.24%           0.85%          0.00%          0.85%
------------------------------------------------------------------------------------------------------------------------------------
 
------------------------------------------------------------------------------------------------------------------------------------
AIM VARIABLE INSURANCE 
 FUNDS - SERIES II SHARES:
------------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital 
 Development Fund                            0.75%          0.25%            0.38%           1.38%          0.00%          1.38%
------------------------------------------------------------------------------------------------------------------------------------
                                       6


                                                                                  TOTAL FUND                    TOTAL FUND
                                                DISTRIBUTION    OTHER OPERATING    OPERATING                     OPERATING
                                   INVESTMENT        AND           EXPENSES         EXPENSES                     EXPENSE
                                   MANAGEMENT  SERVICE (12B-1)      WITHOUT         WITHOUT        EXPENSE         WITH
FUND NAME                              FEE          FEES         REIMBURSEMENT   REIMBURSEMENT  REIMBURSEMENT  REIMBURSEMENT
----------------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------------
VARIABLE INSURANCE PRODUCTS
 FUND-SERVICE CLASS (NOTE 2):
----------------------------------------------------------------------------------------------------------------------------
Fidelity(R) VIP Growth                0.58%          0.10%            0.09%           0.77%          0.00%         0.77%
----------------------------------------------------------------------------------------------------------------------------
Fidelity(R) VIP Overseas              0.73%          0.10%            0.17%           1.00%          0.00%         1.00%
----------------------------------------------------------------------------------------------------------------------------
 
----------------------------------------------------------------------------------------------------------------------------
VARIABLE INSURANCE PRODUCTS 
 FUND II-SERVICE CLASS
 (NOTE 2):
----------------------------------------------------------------------------------------------------------------------------
Fidelity(R) VIP Contrafund            0.58%          0.10%            0.09%           0.77%          0.00%         0.77%
----------------------------------------------------------------------------------------------------------------------------
 
----------------------------------------------------------------------------------------------------------------------------
MFS(R) VARIABLE INSURANCE 
 TRUST - INITIAL CLASS
 SHARES (NOTE 3):
----------------------------------------------------------------------------------------------------------------------------
MFS(R) Investors Growth Stock         0.75%           N/A             0.13%           0.88%          0.00%         0.88%
----------------------------------------------------------------------------------------------------------------------------
MFS(R) Research                       0.75%           N/A             0.13%           0.88%          0.00%         0.88%
----------------------------------------------------------------------------------------------------------------------------
MFS(R) New Discovery                  0.90%           N/A             0.14%           1.04%          0.00%         1.04%
----------------------------------------------------------------------------------------------------------------------------
 
----------------------------------------------------------------------------------------------------------------------------
JANUS ASPEN SERIES - SERVICE 
 SHARES CLASS (NOTE 4):
----------------------------------------------------------------------------------------------------------------------------
Janus Aspen Worldwide Growth          0.65%          0.25%            0.06%           0.96%          0.00%         0.96%
----------------------------------------------------------------------------------------------------------------------------
Janus Aspen Global Technology         0.65%          0.25%            0.20%           1.10%          0.00%         1.10%
----------------------------------------------------------------------------------------------------------------------------
 
(1) Under its current investment management agreements with the John Hancock
    Variable Series Trust I ("JHVST"), John Hancock Life Insurance Company has
    contractually agreed to reimburse each JHVST fund (other than the
    International Equity Index, Overseas Equity, Overseas Equity B, Overseas
    Equity C, Health Sciences and Global Bond funds) when the fund's "other fund
    expenses" exceed 0.10% of the fund's average daily net assets. The
    agreements will remain in effect until May 1, 2005, and may be renewed each
    year thereafter by JHVST. Percentages shown for the Fundamental Value B,
    Overseas Equity, Overseas Equity B, and Overseas Equity C funds are
    calculated as if the current management fee schedules, which apply to these
    funds effective May 1, 2004, were in effect for all of 2003. The percentages
    shown for the International Equity Index Fund reflect (a) the discontinuance
    of John Hancock's agreement to reimburse the Fund for "other fund expenses"
    in 2003 that exceeded 0.10% of the Fund's average daily net assets and (b)
    the custodian's agreement, effective April 1, 2004, to reduce its fees for
    this Fund. The percentages shown for the Overseas Equity, Overseas Equity B,
    Overseas Equity C, Health Sciences and Global Bond funds reflect the
    discontinuance of John Hancock's agreement to reimburse each of these funds
    for "other fund expenses" in 2003 that exceeded 0.10% of the Fund's average
    daily net assets. The percentages shown for the Financial Industries fund
    are based on the fund's current management fee schedule and include the
    operating expenses and average daily net assets of the fund's predecessor
    prior to April 25, 2003.
 
    * Large Cap Growth B was formerly "Large Cap Aggressive Growth," Fundamental
    Value B was formerly "Large Cap Value CORE(SM)," Mid Cap Value B was
    formerly "Small/Mid Cap CORE(SM)," Mid Cap Growth was formerly "Small/Mid
    Cap Growth," Overseas Equity B was formerly "International Opportunities"
    and Overseas Equity C was formerly "Emerging Markets Equity." "CORE(SM)" is
    a service mark of Goldman, Sachs & Co.
 
(2) A portion of the brokerage commissions that each of the Fidelity VIP(R)
    funds pays may be reimbursed and used to reduce that fund's expenses. In
    addition, through arrangements with the funds' custodian, credits realized
    as a result of uninvested cash balances are used to reduce the custodian
    expenses of the Fidelity(R) VIP Overseas Fund and the Fidelity(R) VIP
    Contrafund. Including the reduction for reimbursed brokerage commissions,
    the total operating expenses shown for the Service Class of the
    Fidelity(R) VIP Growth Fund would have been 0.74%. Including the
    reductions for reimbursed brokerage commissions and custodian credit
    offsets, the total operating expenses shown for the Service Class of the
    Fidelity(R) VIP Overseas Fund and Fidelity(R) VIP Contrafund would have
    been 0.96% and 0.75%, respectively.
 
                                       7

 
(3) 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" would
    equal 0.87% for MFS Investors Growth Stock and 1.03% for MFS New Discovery.
 
(4) All expenses are shown without the effect of any expense offset
    arrangements.
 
EXAMPLES
 
THE FOLLOWING TWO EXAMPLES ARE INTENDED TO HELP YOU COMPARE THE COST OF
INVESTING IN A REVOLUTION ACCESS 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 AN "ALL RIDER" CONTRACT
WITH THE FOLLOWING OPTIONAL BENEFIT RIDERS:  ENHANCED DEATH BENEFIT RIDER,
EARNINGS ENHANCEMENT DEATH BENEFIT RIDER, ACCUMULATED VALUE ENHANCEMENT RIDER
AND GUARANTEED RETIREMENT INCOME BENEFIT  RIDER. 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:
 
Revolution Access - maximum fund-level total operating expenses
---------------------------------------------------------------
 
                                                      1 YEAR  3 YEARS  5 YEARS  10 YEARS
        ----------------------------------------------------------------------------------
         (1) IF YOU SURRENDER YOUR ALL RIDER 
         CONTRACT AT THE END OF THE 
         APPLICABLE TIME PERIOD:                       $446    $1344    $2253     $4569
        ----------------------------------------------------------------------------------
         (2) IF YOU ANNUITIZE YOUR ALL RIDER 
         CONTRACT AT THE END OF THE 
         APPLICABLE TIME PERIOD:                       $446    $1344    $2253     $4569
        ----------------------------------------------------------------------------------
         (3) IF YOU DO NOT SURRENDER YOUR 
         ALL RIDER CONTRACT:                           $446    $1344    $2253     $4569
        ----------------------------------------------------------------------------------
 
THE NEXT EXAMPLE ASSUMES THAT YOU INVEST $10,000 IN A "NO RIDER" 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:
 
Revolution Access - minimum fund-level total operating expenses
---------------------------------------------------------------
 
                                                      1 YEAR  3 YEARS  5 YEARS  10 YEARS
        ---------------------------------------------------------------------------------------------------
         (1) IF YOU SURRENDER YOUR NO RIDER 
         CONTRACT AT THE END OF THE     
         APPLICABLE TIME PERIOD:                       $151    $468     $808      $1768
        ---------------------------------------------------------------------------------------------------
         (2) IF YOU ANNUITIZE YOUR NO RIDER 
         CONTRACT AT THE END OF THE     
          APPLICABLE TIME PERIOD:                      $151    $468     $808      $1768   
        ---------------------------------------------------------------------------------------------------
         (3) IF YOU DO NOT SURRENDER YOUR NO
         RIDER CONTRACT:                               $151    $468     $808      $1768
        ---------------------------------------------------------------------------------------------------
 
                                       8

 
                               BASIC INFORMATION
 
 
  This "Basic Information" section provides answers to commonly asked questions
about the contract.  Here are the page numbers where the questions and answers
appear:
 
  QUESTION                                                                            STARTING ON PAGE
  --------                                                                            ----------------
What is the contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            11
 
Who owns the contract? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            11
 
Is the owner also the annuitant? . . . . . . . . . . . . . . . . . . . . . . . . .            11
 
How can I invest money in a contract?. . . . . . . . . . . . . . . . . . . . . . .            11
 
How will the value of my investment in the contract change over time?. . . . . . .            13
 
What annuity benefits does the contract provide? . . . . . . . . . . . . . . . . .            14
 
To what extent can JHVLICO vary the terms and conditions of the contracts? . . . .            14
 
What are the tax consequences of owning a contract?. . . . . . . . . . . . . . . .            14
 
How can I change my contract's investment allocations? . . . . . . . . . . . . . .            15
 
What fees and charges will be deducted from my contract? . . . . . . . . . . . . .            19
 
How can I withdraw money from my contract? . . . . . . . . . . . . . . . . . . . .            20
 
What happens if the owner or the annuitant dies before my contract's date of
maturity?. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            22
 
What other benefits can I purchase under a contract? . . . . . . . . . . . . . . .            24
 
Can I return my contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . . .            25
 
What additional guarantee applies to the guarantee periods under my contract?. . .            99
 
What are the terms of the additional guarantee?. . . . . . . . . . . . . . . . . .            99

                                       9

 
WHAT IS THE CONTRACT?
 
  The contract is a deferred payment variable annuity contract. An "annuity
contract" provides a person (known as the "annuitant" or "payee") with a series
of periodic payments. Because this contract is also a "deferred payment"
contract, the "annuity payments" will begin on a future date, called the
contract's "date of maturity." Under a "variable annuity" contract, the amount
you have invested can increase or decrease in value daily based upon the value
of the variable investment options chosen. If your annuity is provided under a
master group contract, the term "contract" as used in this prospectus refers to
the certificate you will be issued and not to the master group contract.
 
WHO OWNS THE CONTRACT?
 
  That's up to you. Unless the contract provides otherwise, the owner of the
contract is the person who can exercise the rights under the contract, such as
the right to choose the investment options or the right to surrender the
contract. In many cases, the person buying the contract will be the owner.
However, you are free to name another person or entity (such as a trust) as
owner. In writing this prospectus, we've assumed that you, the reader, are the
person or persons entitled to exercise the rights and obligations under
discussion. If a contract has joint owners, both must join in any written notice
or request.
 
IS THE OWNER ALSO THE ANNUITANT?
 
  In many cases, the same person is both the annuitant and the owner of a
contract. The annuitant is the person whose lifetime is used to measure the
period of time when we make various forms of annuity payments. Also, the
annuitant receives payments from us under any annuity option that commences
during the annuitant's lifetime. We may permit you to name another person as
annuitant or joint annuitant if that person meets our underwriting standards. We
may also permit you to name as joint annuitants two persons other than yourself
if those persons meet our underwriting standards.
 
HOW CAN I INVEST MONEY IN A CONTRACT?
 
Premium payments
 
  We call the investments you make in your contract premiums or premium
payments. In general, you need at least a $25,000 initial premium payment to
purchase a contract. If you purchase your contract through the automatic
investment plan, different minumums may apply. If you choose to contribute more
money into your contract, each subsequent premium payment must be at least $200
($100 for the annuity direct deposit program). If your contract's total value
ever falls to zero, we may terminate it. Therefore, you may need to pay more
premiums to keep the contract in force.
 
Allocation of premium payments
 
  An authorized representative of the broker-dealer or financial institution
through whom you purchase your contract will assist you in (1) completing an
application or placing an order for a contract and (2) transmitting it, along
with your initial premium payment, to the John Hancock Annuity Servicing Office.
 
  Once we receive your initial premium payment and all necessary information, we
will issue your contract and invest your initial premium payment within two
business days. If the information is not in good order, we will contact you to
get the necessary information. If for some reason, we are unable to complete
this process within 5 business days, we will either send back your money or get
your permission to keep it until we get all of the necessary information.
 
  In certain situations, we will issue a contract upon receiving the order of
your broker-dealer or financial institution but delay the effectiveness of the
contract until we receive your signed application. (What we mean by "delaying
effectiveness" is that we will not allow allocations to the variable investment
options until we receive your signed application.) In those situations, if we do
not receive your signed application within our required time period, we will
deem the contract void from the beginning and return your premium payment. We
will not issue a contract if any proposed owner or annuitant is older than age
84. We may also limit your ability to purchase multiple contracts on the same
annuitants or owners. We may, however, waive either of these underwriting
limits.
 
                                       10

Once we have issued your contract and it becomes effective, we credit any
additional premiums to your contract at the close of the business day in which
we receive the payment. A business day is any date on which the New York Stock
Exchange is open for regular trading. Each business day ends at the close of
regular trading for the day on that exchange. Usually this is 4:00 p.m., Eastern
time. If we receive an additional premium payment after the close of a business
day, we will credit it to your contract on the next business day.

Limits on premium payments

You can make premium payments of up to $1,000,000 in any one contract year. We
measure the years and anniversaries of your contract from its date of issue. We
use the term contract year to refer to each period of time between anniversaries
of your contract's date of issue.

The total of all new premium payments and transfers that you may allocate to
any one variable investment option or guarantee period in any one contract year
may not exceed $1,000,000.

While the annuitant is alive and the contract is in force, you can make
premium payments at any time before the date of maturity. However,

YOU MAY NOT MAKE ANY PREMIUM
PAYMENTS AFTER THE ANNUITANT
IF YOUR CONTRACT IS USED TO FUND REACHES AGE
----------------------------------------------------------------------------------------
a "tax qualified plan"* 70 1/2**
----------------------------------------------------------------------------------------
a non-tax qualified plan 85
----------------------------------------------------------------------------------------

* as that term is used in "Tax Information," beginning on page 33.
** except for a Roth IRA, which has no age limit.

Ways to make premium payments

Premium payments made by check or money order should be:

. drawn on a U.S. bank,

. drawn in U.S. dollars, and

. made payable to "John Hancock."

We will not accept credit card checks. Nor will we accept starter or third
party checks that fail to meet our administrative requirements.

Premium payments after the initial premium payment should be sent to:

JOHN HANCOCK ANNUITY SUBSEQUENT PAYMENTS, X-4

MAIL DELIVERY
-------------
1 John Hancock Way
Suite 1501
Boston, MA 02117-1501

OVERNIGHT DELIVERY
------------------
529 Main Street
Charleston, MA 02129

We will accept your initial premium payment by exchange from another insurance
company. You can find information about wire payments under "Premium payments by
wire," below. You can find information about other methods of premium payment by
contacting your broker-dealer or by contacting the John Hancock Annuity
Servicing Office.

 
Premium payments by wire
 
  If you purchase your contract through a broker-dealer firm or financial
institution, you may transmit your initial premium payment by wire order. Your
wire orders must include information necessary to allocate the premium payment
among your selected investment options.
 
  If your wire order is complete, we will invest the premium payment in your
selected investment options as of the day we received the wire order. If the
wire order is incomplete, we may hold your initial premium payment for up to 5
business days while attempting to obtain the missing information. If we can't
obtain the information within 5 business days, we will immediately return your
premium payment, unless you tell us to hold the premium payment for 5 more days
pending completion of the application. Nevertheless, until we receive and accept
a properly completed and signed application, we will not:
 
   . issue a contract;
 
   . accept premium payments; or
 
   . allow other transactions.
 
  After we issue your contract, subsequent premium payments may be transmitted
by wire through your bank. Information about our bank, our account number, and
the ABA routing number may be obtained from the John Hancock Annuity Servicing
Office. Banks may charge a fee for wire services.
 
 
HOW WILL THE VALUE OF MY INVESTMENT IN THE CONTRACT CHANGE OVER TIME?
 
  Prior to a contract's date of maturity, the amount you've invested in any
variable investment option will increase or decrease based upon the investment
experience of the corresponding fund. Except for certain charges we deduct, your
investment experience will be the same as if you had invested in the fund
directly and reinvested all fund dividends and distributions in additional
shares.
 
  Like a regular mutual fund, each fund deducts investment management fees and
other operating expenses. These expenses are shown in the Fee Tables. However,
unlike a mutual fund, we will also deduct charges relating to the annuity
guarantees and other features provided by the contract. These charges reduce
your investment performance and the amount we have credited to your contract in
any variable investment option. We describe these charges under "What fees and
charges will be deducted from my contract?" beginning on page 16.
 
  The amount you've invested in a guarantee period will earn interest at the
rate we have set for that period. The interest rate depends upon the length of
the guarantee period you select. In states where approved, we currently make
available guarantee periods with durations for five years, and we may make one
or more additional guarantee periods available for contracts issued before
September 30, 2002. As long as you keep your money in a guarantee period until
its expiration date, we bear all the investment risk on that money.
 
  However, if you prematurely transfer, "surrender" or otherwise withdraw money
from a guarantee period we will increase or reduce the remaining value in your
contract by an amount that approximates the impact that any changes in interest
rates would have had on the market value of a debt instrument with terms
comparable to that guarantee period. This "market value adjustment" (or "MVA")
imposes investment risks on you. We describe how the market value adjustments
work in "Calculation of market value adjustment ("MVA")" beginning on page 27.
 
At any time before the date of maturity, the total value of your contract
equals:
 
 . the total amount you invested,
 
 . minus all charges we deduct,
 
 . minus all withdrawals you have made,
 
 . plus or minus any positive or negative MVAs that we have made at the time of
   any premature withdrawals or transfers you have made from a guarantee period,
 
 . plus or minus each variable investment option's positive or negative
   investment return that we credit daily to any of your contract's value while
   it is in that option, and
 
                                       12

 
 . plus the interest we credit to any of your contract's value while it is in a
   guarantee period.
 
WHAT ANNUITY BENEFITS DOES THE CONTRACT PROVIDE?
 
  If your contract is still in effect on its date of maturity, it enters what is
called the annuity period. During the annuity period, we make a series of fixed
or variable payments to you as provided under one of our several annuity
options. The form in which we will make the annuity payments, and the proportion
of such payments that will be on a fixed basis and on a variable basis, depend
on the elections that you have in effect on the date of maturity. Therefore, you
should exercise care in selecting your date of maturity and your choices that
are in effect on that date.
 
  You should carefully review the discussion under "The annuity period,"
beginning on page 29, for information about all of these choices you can make.
 
TO WHAT EXTENT CAN JHVLICO VARY THE TERMS AND CONDITIONS OF ITS CONTRACTS?
 
State law insurance requirements
 
  Insurance laws and regulations apply to us in every state in which our
contracts are 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 reside. These variations will be reflected in your contract or in
endorsements attached to your contract.
 
Variations in charges or rates
 
  We may vary the charges, guarantee periods, rates and other terms of our
contracts where special circumstances result in sales or administrative
expenses, mortality risks or other risks that are different from those normally
associated with the contracts. These include the types of variations discussed
under "Certain changes" in the Additional Information section of this
prospectus.
 
 WHAT ARE THE TAX CONSEQUENCES OF OWNING A CONTRACT?
 
  In most cases, no income tax will have to be paid on amounts you earn under a
contract until these earnings are paid out. All or part of the following
distributions from a contract may constitute a taxable payout of earnings:
 
 . partial withdrawal (including systematic withdrawals)
 
 . full withdrawal ("surrender")
 
 . payment of any death benefit proceeds, and
 
 . periodic payments under one of our annuity payment options.
 
  In addition, if you elect the accumulated value enhancement rider, the
Internal Revenue Service might take the position that the annual charge for this
rider is deemed a withdrawal from the contract which is subject to income tax
and, if applicable, the special 10% penalty tax for withdrawals before the age
of 59 1/2.
 
  How much you will be taxed on a distribution is based upon complex tax rules
and depends on matters such as
 
 . the type of the distribution,
 
 . when the distribution is made,
 
 . the nature of any tax qualified retirement plan for which the contract is
   being used, if any, and
 
 . the circumstances under which the payments are made.
 
  If your contract is issued in connection with a tax-qualified retirement plan,
all or part of your premium payments may be tax-deductible.
 
                                       13

 
  Special 10% tax penalties apply in many cases to the taxable portion of any
distributions from a contract before you reach age 59 1/2. Also, most
tax-qualified plans require that distributions from a contract commence and/or
be completed by a certain period of time. This effectively limits the period of
time during which you can continue to derive tax deferral benefits from any
tax-deductible premiums you paid or on any earnings under the contract.
 
  THE FAVORABLE TAX BENEFITS AVAILABLE FOR ANNUITY CONTRACTS ISSUED IN
CONNECTION WITH TAX-QUALIFIED PLANS ARE ALSO GENERALLY AVAILABLE FOR OTHER TYPES
OF INVESTMENTS OF TAX-QUALIFIED PLANS, SUCH AS INVESTMENTS IN MUTUAL FUNDS,
EQUITIES AND DEBT INSTRUMENTS. YOU SHOULD CAREFULLY CONSIDER WHETHER THE
EXPENSES UNDER AN ANNUITY CONTRACT ISSUED IN CONNECTION WITH A TAX-QUALIFIED
PLAN, AND THE INVESTMENT OPTIONS, DEATH BENEFITS AND LIFETIME ANNUITY INCOME
OPTIONS PROVIDED UNDER SUCH AN ANNUITY CONTRACT, ARE SUITABLE FOR YOUR NEEDS AND
OBJECTIVES.
 
HOW CAN I CHANGE MY CONTRACT'S INVESTMENT ALLOCATIONS?
 
Allocation of premium payments
 
  When you apply for your contract, you specify the variable investment options
or guarantee periods (together, your investment options) in which your premium
payments will be allocated. You may change this investment allocation for future
premium payments at any time. Any change in allocation will be effective as of
receipt of your request at the John Hancock Annuity Servicing Office.
 
  Currently, you may use a maximum of 18 investment options over the life of
your contract. For purposes of this limit, each contribution or transfer of
assets into a variable investment option or guarantee period that you are not
then using or have not previously used counts as one "use" of an investment
option. Renewing a guarantee period upon its expiration does not count as a new
use, however, if the new guarantee period has the same number of years as the
expiring one.
 
Transferring your assets
 
  You may transfer all or part of the assets held in one investment option to
any other investment option, up to the above-mentioned maximum of 18 investment
options. During the annuity period, you may make transfers to or from variable
investment options that will result in no more than 4 investment options being
used at once. You may not make any transfers during the annuity period, however,
to or from a guarantee period.
 
  To make a transfer, 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 approval, the maximum amount you may
transfer to or from any one variable investment option or guarantee period in
any contract year is $1,000,000.
 
  The contracts are not designed for professional market timing organizations,
or other persons or entities that use programmed or frequent transfers among the
investment options. As a consequence, we have reserved the right to impose
limits on the number and frequency of transfers into and out of variable
investment options and guarantee periods and to impose a charge of up to $25 for
any transfer beyond an annual limit (which will not be less than 12). Under our
current rules, we impose no charge on transfers (transfers out of a guarantee
period may, however, incur a market value adjustment - either positive or
negative). However, we do impose the following restrictions into and out of
investment options:
 
 . No more than 12 such transfer requests will be processed in any contract
   year. In applying this restriction, any transfer request involving the
   transfer of assets into or out of multiple variable investment options or
   guarantee periods will still count as only one request.
 
 . We will monitor your transfer requests to determine whether you have
   transferred account value into any variable investment option within 28
   calendar days after you transferred account value out of that variable
   investment option (i.e., effected a "round trip"). If we determine that you
   have effected a round trip, you will be prohibited from effecting any further
   round trips with respect to any variable investment option for as long as the
   contract remains in effect.
 
If we change any of the above rules relating to transfers, we will notify you of
the change. Transfers under our strategic rebalancing or dollar-cost averaging
program will not be counted toward any limit or restriction on transfers into
and out of variable investment options.
 
                                       14

 
WE RESERVE THE RIGHT TO PROHIBIT A TRANSFER LESS THAN 30 DAYS PRIOR TO THE
CONTRACT'S DATE OF MATURITY.
 
 Procedure for transferring your assets
 
  You may request a transfer in writing or, if you have authorized telephone
transfers, by telephone or fax.  All transfer requests should be directed to the
John Hancock Annuity Servicing Office at the location shown on page 2.  Your
request should include:
 
 . your name,
 
 . daytime telephone number,
 
 . contract number,
 
 . the names of the investment options to and from which assets are being
   transferred, and
 
 . the amount of each transfer.
 
The request becomes effective on the day we receive your request, in proper
form, at the John Hancock Annuity Servicing Office.
 
 Telephone and facsimile transactions
 
  If you complete a special authorization form, you can request transfers among
investment options and changes of allocation among investment options simply by
telephoning or by faxing us at the John Hancock Annuity Servicing Office. Any
fax request should include your name, daytime telephone number, contract 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.
 
  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.
 
  As stated earlier in this prospectus, the contracts 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 have imposed restrictions on transfers. However, we also reserve the
right to change our telephone and facsimile transaction policies or procedures
at any time. We also reserve the right to suspend or terminate the privilege
altogether with respect to any owners who we feel are abusing the privilege to
the detriment of other owners.
 
 Dollar-cost averaging program
 
  You may elect, at no cost, to automatically transfer assets from any variable
investment option to one or more other variable investment options on a monthly,
quarterly, semiannual, or annual basis.
 
  The following conditions apply to the dollar-cost averaging program:
 
 . You may elect the program only if the total value of your contract equals
   $15,000 or more.
 
 . The amount of each transfer must equal at least $250.
 
 . You may change your variable investment allocation instructions at any time
   in writing or, if you have authorized telephone transfers, by telephone.
 
 . You may discontinue the program at any time.
 
                                       15

 
 . The program automatically terminates when the variable investment option
   from which we are taking the transfers has been exhausted.
 
 . Automatic transfers to or from guarantee periods are not permitted.
 
 . We reserve the right to suspend or terminate the program at any time.
 
 Strategic rebalancing
 
  This program automatically re-sets the percentage of your account value
allocated to the variable investment options. Over time, the variations in the
investment results for each variable investment option you've selected for this
program will shift the percentage allocations among them. The strategic
rebalancing program will periodically transfer your account value among these
variable investment options to reestablish the preset percentages you have
chosen. (You may, however, change your variable investment allocation
instructions at any time in writing or, if you have authorized telephone
transfers, by telephone.) Strategic rebalancing would usually result in
transferring amounts from a variable investment option with relatively higher
investment performance since the last rebalancing to one with relatively lower
investment performance. However, rebalancing can also result in transferring
amounts from a variable investment option with relatively lower current
investment performance to one with relatively higher current investment
performance.
 
  This program can be elected by sending the appropriate form to our Annuity
Servicing Office. You must specify the frequency for rebalancing (monthly,
quarterly, semi-annually or annually), the preset percentage for each variable
investment option, and a future beginning date.
 
  Once elected, strategic rebalancing will continue until we receive notice of
cancellation of the option or notice of the death of the insured person.
 
  The guarantee periods do not participate in and are not affected by strategic
rebalancing. We reserve the right to modify, terminate or suspend the strategic
rebalancing program at any time.
 
 
WHAT FEES AND CHARGES WILL BE DEDUCTED FROM MY CONTRACT?
 
Asset-based charge
 
  We deduct Separate Account expenses daily, as an asset-based charge shown in
the Fee Tables, to compensate us primarily for our administrative expenses and
for the mortality and expense risks that we assume under the contracts. This
charge does not apply to assets you have in our guarantee periods. We take the
deduction proportionally from each variable investment option you are then
using.
 
  In return for the mortality risk charge, we assume the risk that annuitants as
a class will live longer than expected, requiring us to pay a greater number of
annuity payments. In return for the expense risk charge, we assume the risk that
our expenses relating to the contracts may be higher than we expected when we
set the level of the contracts' other fees and charges, or that our revenues
from such other sources will be less than expected.
 
Annual contract fee
 
  We deduct the annual contract fee shown in the Fee Tables at the beginning of
each contract year after the first contract year. We also deduct it if you
surrender your contract, unless your total value is $50,000 or more at the time
of surrender. We take the deduction proportionally from each variable investment
option and each guarantee period you are then using. We reserve the right to
increase the annual contract fee to up to $50.
 
Premium taxes
 
  We make deductions for any applicable premium or similar taxes based on the
amount of a premium payment. Currently, certain local jurisdictions assess a tax
of up to 5% of each premium payment.
 
                                       16

 
  In most cases, we deduct a charge in the amount of the tax from the total
value of the contract only at the time of annuitization, death, surrender, or
withdrawal. We reserve the right, however, to deduct the charge from each
premium payment at the time it is made. We compute the amount of the charge by
multiplying the applicable premium tax percentage times the amount you are
withdrawing, surrendering, annuitizing or applying to a death benefit.
 
Other charges
 
  We deduct the optional benefit rider charges shown in the Fee Tables
proportionally from each of your investment options, including the guaranteed
periods, based on your value in each.
 
 
HOW CAN I WITHDRAW MONEY FROM MY CONTRACT?
 
Surrenders and partial withdrawals
 
  Prior to your contract's date of maturity, if the annuitant is living, you
may:
 
 . surrender your contract for a cash payment of its "surrender value," or
 
 . make a partial withdrawal of the surrender value.
 
  The surrender value of a contract is the total value of a contract, after any
market value adjustment, minus the annual contract fee, any applicable premium
tax, and any applicable rider charges. We will determine the amount surrendered
or withdrawn as of the date we receive your request in proper form at the John
Hancock Annuity Servicing Office.
 
  Certain surrenders and withdrawals may result in taxable income to you or
other tax consequences as described under "Tax information," beginning on page
31. Among other things, if you make a full surrender or partial withdrawal from
your contract before you reach age 59 1/2, an additional federal penalty of 10%
generally applies to any taxable portion of the withdrawal.
 
  We will deduct any partial withdrawal proportionally from each of your
investment options based on the value in each, unless you direct otherwise.
 
  Without our prior approval, you may not make a partial withdrawal:
 
 . for an amount less than $100, or
 
 . if the remaining total value of your contract would be less than $1,000.
 
We reserve the right to terminate your contract if the value of your contract
becomes zero.
 
  You generally may not make any surrenders or partial withdrawals once we begin
making payments under an annuity option.
 
Systematic withdrawal plan
 
  Our optional systematic withdrawal plan enables you to preauthorize periodic
withdrawals. If you elect this plan, we will withdraw a percentage or dollar
amount from your contract on a monthly, quarterly, semiannual, or annual basis,
based upon your instructions. Unless otherwise directed, we will deduct the
requested amount from each applicable investment option in the ratio that the
value of each bears to the total value of your contract. Each systematic
withdrawal is subject to any market value adjustment that would apply to an
otherwise comparable non-systematic withdrawal. See "How will the value of my
investment in the contract change over time?" beginning on page 12. The same tax
consequences also generally will apply.
 
  The following conditions apply to systematic withdrawal plans:
 
 . You may elect the plan only if the total value of your contract equals
   $25,000 or more.
 
 . The amount of each systematic withdrawal must equal at least $100.
 
                                       17

 
 . If the amount of each withdrawal drops below $100 or the total value of your
   contract becomes less that $5,000, we will suspend the plan and notify you.
 
 . You may cancel the plan at any time.
 
 . We reserve the right to modify the terms or conditions of the plan at any
   time without prior notice.
 
 
WHAT HAPPENS IF THE OWNER OR THE ANNUITANT DIES BEFORE MY CONTRACT'S DATE OF
MATURITY?
 
  We will pay a death benefit to the contract's beneficiary, depending on the
form of ownership and whether there is one annuitant or joint annuitants:
 
 . If your contract is owned by a single natural person and has a single
   annuitant, the death benefit is payable on the earlier of the owner's death
   and the annuitant's death.
 
 . If your contract is owned by a single natural person and has joint
   annuitants, the death benefit is payable on the earliest of the owner's death
   (whether or not the owner is also an annuitant) and the last annuitant's
   death.
 
 . If your contract is owned by joint owners and has a single annuitant, the
   death benefit is payable on the earliest of the first owner's death (whether
   or not the owner is also an annuitant) and the annuitant's death.
 
 . If your contract is owned by joint owners and has joint annuitants, the
   death benefit is payable on the earliest of the first owner's death (whether
   or not the owner is also an annuitant) and the last annuitant's death.
 
  If your contract has joint owners, each owner will automatically be deemed to
be the beneficiary of the other. This means that any death benefit payable upon
the death of one owner will be paid to the other owner. In that case, any other
beneficiary you have named would receive the death benefit only if neither joint
owner remains alive at the time the death benefit becomes payable.
 
  We calculate the death benefit value as of the day we receive, in proper order
at the John Hancock Annuity Servicing Office:
 
 . proof of death before the contract's date of maturity, and
 
 . any required instructions as to method of settlement.
 
  We will generally pay the death benefit in a single sum to the beneficiary you
chose, unless
 
 . the death benefit is payable because of the owner's death, the designated
   beneficiary is the owner's spouse, and he or she elects to continue the
   contract in force (we explain contract continuation by a spouse in the
   section entitled "Distributions following death of owner," on page 32); or
 
 . an optional method of settlement is in effect.  If you have not elected an
   optional method of settlement, the beneficiary may do so.  However, if the
   death benefit is less than $5,000, we will pay it in a lump sum, regardless
   of any election.  You can find more information about optional methods of
   settlement under "Annuity options" on page 31.
 
 Standard death benefit
 
  We will pay a "standard" death benefit, unless you have chosen one of our
optional death benefit riders. (We describe these riders below. If you choose
one of these riders, we calculate the death benefit under the terms of the
rider.) The standard death benefit we pay is the greater of:
 
 . the total value of your contract, adjusted by any then-applicable market
   value adjustment, on the date we receive notice of death in proper order, or
 
 . the total amount of premium payments made , less any partial withdrawals.
 
 Optional death benefit riders
 
  You may elect a death benefit that differs from the standard death benefit by
purchasing an optional death benefit rider:
 
 . only if the rider is available in your state;
 
                                       18

 
 . only when you apply for the contract;
 
 . if you elect the Enhanced Death Benefit rider, only if each owner and each
   annuitant is under age 80 at the time you apply for the contract; and
 
 . if you elect the Earnings Enhancement Death Benefit rider, only if each
   owner and each annuitant is under age 75 at the time you apply for the
   contract.
 
We may waive either or both of the last two restrictions for contracts purchased
prior to the date a rider was available in your state.
 
  As long as an optional death benefit rider is in effect, you will pay the
monthly charge shown in the Fee Tables for that benefit. The rider and its
related charges terminates on:
 
 . the contract's date of maturity, or
 
 . upon your surrendering the contract, or
 
 . a change of ownership, except where a spousal beneficiary continues the
   rider after an owner's death (we explain contract continuation by a spouse in
   "Distributions following death of owner" on page 32).
 
  In addition, you may terminate the Enhanced Death Benefit rider at any time by
providing written notification to us at the John Hancock Annuity Servicing
Office shown on page 2. If you purchase an Earnings Enhancement Death Benefit
rider, however, you CANNOT request us to terminate the rider and its charges.
 
ENHANCED DEATH BENEFIT rider - under this rider, we will pay the greatest of:
 
  (1) the standard death benefit,
 
  (2) the amount of each premium you have paid, accumulated at 5% effective
      annual interest during the rider's measuring period (less any partial
      withdrawals you have taken and not including any interest on such amounts
      after they are withdrawn); or
 
  (3) the highest total value of your contract (adjusted by any market value
      adjustment) as of any anniversary of your contract during the rider's
      measuring period, plus any premium payments you have made since that
      anniversary, minus any withdrawals you have taken since that anniversary.
 
The rider's "measuring period" includes only those contract anniversaries that
occur (1) before we receive proof of death and (2) before the measuring life
attains age 81.  The rider's "measuring life" is:
 
 . the owner, if there is only one owner under your contract and the death
   benefit is payable because the owner dies before the Maturity Date,
 
 . the oldest owner, if there are joint owners under your contract and the
   death benefit is payable because either owner dies before the Maturity Date,
 
 . the annuitant, if there is only one annuitant under your contract and the
   death benefit is payable because the annuitant dies before the Maturity Date,
 
 . the youngest annuitant, if there are joint annuitants under your contract
   and the death benefit is payable because the surviving annuitant dies during
   the owner(s) lifetime(s) but before the Maturity Date.
 
If an owner is also an annuitant, we will generally consider that person to be
an "owner" instead of an "annuitant" for purposes of determining the rider's
measuring life.
 
  For a more complete description of the terms and conditions of this benefit,
you should refer directly to the rider.  We will provide you with a copy on
request.
 
You should carefully review the tax considerations for optional benefit riders
on page 37 before selecting this optional benefit rider.
 
                                       19

 
EARNINGS ENHANCEMENT DEATH BENEFIT rider (not available for contracts issued to
tax-qualified plans) - under this rider, the death benefit may be increased by
an earnings enhancement amount that will vary based on the age of the owners and
annuitants when you purchase the rider. In certain marketing materials, this
rider may be referred to as the "Beneficiary Tax Relief" rider because any
amounts paid under this rider can be used to cover taxes that may be due on
death benefit proceeds under your contract.  Amounts paid under this rider,
however, may also be subject to tax and may be greater than or less than the
amount of taxes due on the death benefits.
 
The earnings enhancement amount is determined as follows:
 
 . if all of the owners and the annuitant are under age 70 on the date your
   rider is issued, the earnings enhancement amount will be 40% of the
   difference between the Standard Death Benefit (or Enhanced Death Benefit, if
   that rider is in effect) and your "Net Premiums," up to a maximum benefit
   amount of 80% of your "Adjusted Net Premiums" prior to the date of the
   decedent's death;
 
 . if any of the owners or the annuitant is age 70 or older on the date your
   rider is issued, the earnings enhancement amount will be 25% of the
   difference between the Standard Death Benefit (or Enhanced Death Benefit, if
   that rider is in effect) and your "Net Premiums," up to a maximum benefit
   amount of 50% of your "Adjusted Net Premiums" prior to the date of the
   decedent's death; but
  
 . if there are joint annuitants under your contract, we will not count the age
   of the older annuitant for either of these purposes unless the older
   annuitant is also an owner.
 
"Net Premiums," for purposes of this rider, means premiums you paid for the
contract, less any withdrawals in excess of earnings from your contract
(including any surrender charges imposed on these withdrawals).  For this
purpose, we consider withdrawals to be taken first from earnings on your
contract before they are taken from your purchase payments. "Adjusted Net
Premiums" means Net Premiums minus any premiums you paid in the 12 month period
prior to the decedent's death (excluding the initial premium).
 
   For a more complete description of the terms and conditions of this benefit,
you should refer directly to the rider.  We will provide you with a copy on
request.
 
YOU SHOULD CAREFULLY REVIEW THE TAX CONSIDERATIONS FOR OPTIONAL BENEFIT RIDERS
ON PAGE 33 BEFORE SELECTING ANY OF THESE OPTIONAL DEATH BENEFIT RIDERS. THE
DEATH BENEFITS UNDER THESE RIDERS WILL DECREASE IF YOU MAKE PARTIAL WITHDRAWALS
UNDER YOUR CONTRACT. THE ENHANCED EARNINGS DEATH BENEFIT RIDER MAY NOT BE
APPROPRIATE FOR YOU IF YOU EXPECT TO WITHDRAW EARNINGS.
 
 
WHAT OTHER BENEFITS CAN I PURCHASE UNDER A CONTRACT?
 
  In addition to the enhanced death benefit rider discussed above, we currently
make available one other optional benefit. You may elect this rider:
 
 . only if your state permits;
 
 . only when you apply for a contract; and
 
 . only if you are under age 75 when you apply for a contract.
 
This optional benefit is provided under a rider that contains many terms and
conditions not set forth below. Therefore, you should refer directly to the
rider for more complete information. We will provide you with a copy on request.
We may make other riders available in the future.
 
ACCUMULATED VALUE ENHANCEMENT rider- under this rider, we will make a
contribution to the total value of the contract on a monthly basis if the
covered person (who must be an owner and the annuitant):
 
 . is unable to perform at least 2 activities of daily living without human
   assistance or has a cognitive impairment, AND
 
 . is receiving certain qualified services described in the rider.
 
The amount of the contribution (called the "Monthly Benefit") is shown in the
specifications page of the contract. However, the rider contains an inflation
protection feature that will increase the Monthly Benefit by 5% each year after
the 7th contract
 
                                       20

 
year. The specifications page of the contract also contains a limit on how much
the total value of the contract can be increased by this rider (the "benefit
limit"). The rider must be in effect for 7 years before any increase will occur.
 
  You may elect this rider only when you apply for the contract. Under our
current administrative rules, the Monthly Benefit (without regard to the
inflation protection feature) is equivalent to 1% of your initial premium, up to
a maximum premium of $300,000. We may reduce this $300,000 limit further,
however, if you own additional annuity contracts issued by JHVLICO and its
affiliates that provide a similar benefit.  The $300,000 limit applies only to
the calculation of the Monthly Benefit under the accumulated value enhancement
rider.  (See "Limits on Premium Payments" on page 11 for a general description
of other premium limits under the contract).
 
  There is a monthly charge for this rider as described in the Fee Tables.
 
  The rider will terminate if the contract terminates, if the covered person
dies, if the benefit limit is reached, if the owner is the covered person and
the ownership of the contract changes, or if, before annuity payments start, the
total value of the contract falls below an amount equal to 25% of your initial
premium payment. You may cancel the rider by written notice at any time. The
rider charge will terminate when the rider terminates.
 
    If you choose to continue the rider after the contract's date of maturity,
charges for the rider will be deducted from annuity payments and any Monthly
Benefit for which the covered person qualifies will be added to the next annuity
payment.
 
  In certain marketing materials, this rider may be referred to as
"CARESolutions Plus."
 
  You should carefully review the tax considerations for optional benefit riders
on page 33 before selecting this optional benefit rider.
 
  CONTRACTS ISSUED BEFORE MAY 1, 2004 MAY HAVE BEEN ISSUED WITH THE FOLLOWING
OPTIONAL BENEFIT RIDER:
 
  GUARANTEED RETIREMENT INCOME BENEFIT rider - under this rider, we will
guarantee the amount of annuity payments you receive, if the following
conditions are satisfied:
 
 . The date of maturity must be within the 30 day period following a contract
   anniversary.
 
 . If the annuitant was age 45 or older on the date of issue, the contract must
   have been in effect for at least 10 contract years on the date of maturity
   and the date of maturity must be on or after the annuitant's 60th birthday
   and on or before the annuitant's 90th birthday.
 
 . If the annuitant was less than age 45 on the date of issue, the contract
   must have been in effect for at least 15 contract years on the date of
   maturity and the date of maturity must be on or before the annuitant's 90th
   birthday.
 
  If your contract was issued with this rider, you need not choose to receive
the guaranteed income benefit that it provides. Rather, unless and until such
time as you exercise your option to receive a guaranteed income benefit under
this rider, you will continue to have the option of exercising any other right
or option that you would have under the contract (including withdrawal and
annuity payment options) if the rider had not been added to it.
 
  If you do decide to add this rider to your contract, and if you do ultimately
decide to take advantage of the guaranteed income it provides, we will
automatically provide that guaranteed income in the form of fixed payments under
our "Option A: life annuity with payments for guaranteed period" described below
under "Annuity options." The guaranteed period will automatically be a number of
years that the rider specifies, based on the annuitant's age at the annuity date
and whether your contract is purchased in connection with a tax-qualified plan.
(These specified periods range from 5 to 10 years.) You will have no discretion
to vary this form of payment, if you choose the guaranteed income benefit under
this rider.
 
  We guarantee that the amount you can apply to this annuity payment option will
be at least equal to the amount of each premium you have paid, accumulated at
the rate(s) specified in the contract, but adjusted for any partial withdrawals
you have taken. The accumulation rates differ between (a) contract value
allocated to a guaranteed period or Money Market investment option (currently
4%) and (b) contract value allocated to all other variable investment options
(currently 5%). Withdrawals reduce the accumulated amount in direct proportion
to the percentage of contract value that was reduced by the withdrawal
(including any withdrawal charges). After a withdrawal, the accumulation rate(s)
will only be applied to the remaining
 
                                       21

 
accumulated amount. If your total contract value is higher than the amount we
guarantee, we will apply the higher amount to the annuity payment option instead
of the guaranteed amount.
 
  There is a monthly charge for this rider as described in the Fee Tables. The
rider (and the related charges) automatically terminate if your contract is
surrendered or the annuitant dies. After you've held your contract for 10 years,
you can terminate the rider by written request.
 
CAN I RETURN MY CONTRACT?
 
  In most cases, you have the right to cancel your contract within 10 days (or
longer in some states) after you receive it. To cancel your contract, simply
deliver or mail it to:
 
   . JHVLICO at the address shown on page 2, or
 
   . the JHVLICO representative who delivered the contract to you.
 
  In most states, you will receive a refund equal to the total value of your
contract on the date of cancellation, adjusted by any then-applicable market
value adjustments and increased by any charges for premium taxes deducted by us
to that date. In some states, or if your contract was issued as an "IRA," you
will receive a refund of any premiums you've paid. The date of cancellation will
be the date we receive the contract.
 
 
 
WHAT ADDITIONAL GUARANTEE APPLIES TO THE GUARANTEE PERIODS UNDER MY CONTRACT?
 
  John Hancock Financial Services, Inc. ("JHFS") guarantees JHVLICO's
obligations with respect to any guarantee periods you have elected under the
contract on the date of this prospectus. JHFS' guarantee will also apply to any
new guarantee periods under your contract, unless and until we notify you
otherwise. (If we give you such notice, however, the JHFS guarantee would remain
in effect for all guarantee periods that had already started, and would be
inapplicable only to guarantee periods starting after the date of such notice.)
The JHFS guarantee does not relieve JHVLICO of any obligations under your
contract - - it is in addition to all of the rights and benefits that the
contract provides. There is no charge or cost to you for the JHFS guarantee, nor
are there any other disadvantages to you of having this additional guarantee.
 
  Currently, JHVLICO's financial strength rating from A.M. Best Company, Inc. is
A++, the highest, based on the strength its direct parent, John Hancock Life
Insurance Company and the capital guarantee that JHFS (John Hancock Life
Insurance Company's direct parent) has provided to JHVLICO. Standard & Poor's
Corporation and Fitch Ratings have assigned financial strength ratings to
JHVLICO of AA, which place JHVLICO in the third highest rating assigned by these
rating agencies. Moody's Investors Service, Inc. has assigned JHVLICO a
financial strength rating of Aa3, which is its fourth highest rating.
 
  The additional guarantee saves JHVLICO the considerable expense of being a
company required to periodically file Form 10-K and Form 10-Q reports with the
Securities and Exchange Commission ("SEC"). JHFS is a publicly-reporting company
and, as such, it also files Forms 10-K and 10-Q with the SEC. Under the SEC's
rules, the JHFS guarantee will eliminate the need for JHVLICO also to file such
reports. In addition, as discussed above, the additional guarantee has the
advantage of making any amounts you have allocated to a guarantee period even
more secure, without cost or other disadvantage to you.
 
WHAT ARE THE TERMS OF THE ADDITIONAL GUARANTEE?
 
  JHFS guarantees your full interest in any guarantee period. This means that,
if JHVLICO fails to honor any valid request to surrender, transfer, or withdraw
any amount from a guarantee period, or fails to allocate amounts from a
guarantee period to an annuity option when it is obligated to do so, JHFS
guarantees the full amount that you would have received, or value that you would
have been credited with, had JHVLICO fully met its obligations under your
contract. If a benefit becomes payable under the contract upon the death of an
owner or annuitant, JHFS guarantees the lesser of (a) the amount of your
contract value in any guarantee period on the date of death, increased by any
upward market value adjustment (but not decreased by any negative market value
adjustment) or (b) the total amount that the contract obligates JHVLICO to pay
by reason of such death. If JHVLICO fails to make payment when due of any amount
that is guaranteed by JHFS, you could directly request JHFS to satisfy JHVLICO's
obligation, and JHFS must do so. You would not have to make any other demands on
JHVLICO as a precondition to making a claim against JHFS under the guarantee.
 
                                       22

 
                             ADDITIONAL INFORMATION
 
 
  This section of the prospectus provides additional information that is not
contained in the Basic Information section on pages 13 through 24.
 

  CONTENTS OF THIS SECTION                                                    STARTING ON PAGE
  Description of JHVLICO . . . . . . . . . . . . . . . . . . . . . . . . . .        26
 
  How to find further information about JHVLICO and JHFS . . . . . . . . . .        26
 
  Who should purchase a contract?. . . . . . . . . . . . . . . . . . . . . .        27
 
  How we support the variable investment options . . . . . . . . . . . . . .        27
 
  How we support the guarantee periods . . . . . . . . . . . . . . . . . . .        28
 
  How the guarantee periods work . . . . . . . . . . . . . . . . . . . . . .        28
 
  The accumulation period. . . . . . . . . . . . . . . . . . . . . . . . . .        30
 
  The annuity period . . . . . . . . . . . . . . . . . . . . . . . . . . . .        31
 
  Variable investment option valuation procedures. . . . . . . . . . . . . .        33
 
  Description of charges at the fund level . . . . . . . . . . . . . . . . .        34
 
  Miscellaneous provisions . . . . . . . . . . . . . . . . . . . . . . . . .        34
 
  Tax information. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        35
 
  Performance information. . . . . . . . . . . . . . . . . . . . . . . . . .        42
 
  Reports. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        42
 
  Voting privileges. . . . . . . . . . . . . . . . . . . . . . . . . . . . .        42
 
  Certain changes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        43
 
  Distribution of contracts. . . . . . . . . . . . . . . . . . . . . . . . .        44
 
  Experts. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        44
 
  Registration statement . . . . . . . . . . . . . . . . . . . . . . . . . .        45
 
  Condensed Financial Information. . . . . . . . . . . . . . . . . . . . . .        46
 
  Appendix A - Details About Our Guarantee Periods . . . . . . . . . . . . .        50
 
  Appendix B - Examples of Earnings Enhancement Death Benefit Calculation. .        99
 
                                       24

 
DESCRIPTION OF JHVLICO
 
  We are JHVLICO, a stock life insurance company chartered in 1979 under
Massachusetts law, with its home office at 197 Clarendon Street, Boston,
Massachusetts  02117.   We are authorized to transact a life insurance and
annuity business in all states other than New York and in the District of
Columbia.
 
  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.
 
  We are a wholly-owned subsidiary of John Hancock Life Insurance Company ("John
Hancock"), 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 became a subsidiary of John Hancock Financial Services, Inc., a
newly formed publicly-traded corporation. In April 2004, John Hancock Financial
Services, Inc. was merged with a subsidiary of Manulife Financial Corporation, a
publicly-traded corporation organized under the laws of Canada. The merger was
effected pursuant to an Agreement and Plan of Merger dated as of September 28,
2003. As a consequence of the merger, John Hancock's ultimate parent is now
Manulife Financial Corporation. John Hancock's home office is at John Hancock
Place, Boston, Massachusetts 02117. As of December 31, 2003, John Hancock's
assets were approximately $96 billion and it had invested approximately $575
million in JHVLICO in connection with JHVLICO's organization and operation. It
is anticipated that John Hancock will from time to time make additional capital
contributions to JHVLICO to enable us to meet our reserve requirements and
expenses in connection with our business. John Hancock is committed to make
additional capital contributions if necessary to ensure that we maintain a
positive net worth.
 
HOW TO FIND ADDITIONAL INFORMATION ABOUT JHVLICO AND JHFS
 
  JHFS files numerous documents and reports with the SEC, under a law commonly
known as the "Exchange Act." This includes annual reports on Form 10-K,
quarterly reports on Form 10-Q, other reports on Form 8-K, and proxy statements.
JHVLICO and JHFS also file registration statements and other documents with the
SEC, in addition to any that they file under the Exchange Act.
 
  You may read and copy all of the above documents, reports and registration
statements at the SEC's public reference room, 450 Fifth Street, N.W.,
Washington, D.C. 20549. You may obtain information about how the public
reference room works by calling 1-800-SEC-0330. Most of JHVLICO's and JHFS'
filings with the SEC are also available to the public at the SEC's "web" site:
http://www.sec.gov. Some of the reports and other documents that we file under
the Exchange Act are deemed to be part of this prospectus, even though they are
not physically included in this prospectus.
 
  These are the following reports and documents, which we "incorporate by
reference" into this prospectus:
 
 . Form 10-K of JHFS for the year ended December 31, 2003;
 
 . Form 8-K of JHFS filed on February 6, 2004 and on February 24, 2004; and
 
 . All other documents or reports that JHVLICO or JHFS subsequently files with
   the SEC pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act
   (Prior to 2003, JHVLICO also filed reports on Forms 10-K and 10-Q. However,
   as discussed above under "What are the reasons for the additional
   guarantee?", JHVLICO no longer intends to file such reports.
 
We will provide to you, free of charge, a copy of any or all of the above
documents or reports that are incorporated into this prospectus. To request such
copies, please call or write the John Hancock Annuity Servicing Office using the
phone number or address shown on page 2 of this prospectus.
 
                                       25

 
WHO SHOULD PURCHASE A CONTRACT?
 
  We designed these contracts for individuals doing their own retirement
planning, including purchases under plans and trusts that do not qualify for
special tax treatment under the Internal Revenue Code of 1986 (the "Code").  We
also offer the contracts for purchase under:
 
 . traditional individual retirement annuity plans ("Traditional IRAs")
   satisfying the requirements of Section 408 of the Code;
 
 . non-deductible IRA plans ("Roth IRAs") satisfying the requirements of
   Section 408A of the Code;
 
 . SIMPLE IRA plans adopted under Section 408(p) of the Code;
 
 . Simplified Employee Pension plans ("SEPs") adopted under Section 408(k) of
   the Code; and
 
 . annuity purchase plans adopted under Section 403(b) of the Code by public
   school systems and certain other tax-exempt organizations.
 
  We do not currently offer the contracts to every type of tax-qualified plan,
and we may not offer the contracts for all types of tax-qualified plans in the
future. In certain circumstances, we may make the contracts available for
purchase under deferred compensation plans maintained by a state or political
subdivision or tax exempt organization under Section 457 of the Code or by
pension or profit-sharing plans qualified under section 401(a) of the Code. We
provide general federal income tax information for contracts purchased in
connection with tax qualified retirement plans beginning on page 37.
 
  When a contract forms part of a tax-qualified plan it becomes subject to
special tax law requirements, as well as the terms of the plan documents
themselves, if any. Additional requirements may apply to plans that cover a
"self-employed individual" or an "owner-employee". Also, in some cases, certain
requirements under "ERISA" (the Employee Retirement Income Security Act of 1974)
may apply. Requirements from any of these sources may, in effect, take
precedence over (and in that sense modify) the rights and privileges that an
owner otherwise would have under a contract. Some such requirements may also
apply to certain retirement plans that are not tax-qualified.
 
  We may include certain requirements from the above sources in endorsements or
riders to the affected contracts. In other cases, we do not. In no event,
however, do we undertake to assure a contract's compliance with all plan, tax
law, and ERISA requirements applicable to a tax-qualified or non tax-qualified
retirement plan. Therefore, if you use or plan to use a contract in connection
with such a plan, you must consult with competent legal and tax advisers to
ensure that you know of (and comply with) all such requirements that apply in
your circumstances.
 
  To accommodate "employer-related" pension and profit-sharing plans, we provide
"unisex" purchase rates. That means the annuity purchase rates are the same for
males and females. Any questions you have as to whether you are participating in
an "employer-related" pension or profit-sharing plan should be directed to your
employer. Any question you or your employer have about unisex rates may be
directed to the John Hancock Annuity Servicing Office.
 
HOW WE SUPPORT THE VARIABLE INVESTMENT OPTIONS
 
  We hold the fund shares that support our variable investment options in John
Hancock Variable Annuity Account JF (the "Account"), a separate account
established by JHVLICO under Massachusetts law.  The Account is registered as a
unit investment trust under the Investment Company Act of 1940 ("1940 Act").
 
  The Account's assets, including the Series Funds' shares, belong to JHVLICO.
Each contract provides that amounts we hold in the Account pursuant to the
contracts cannot be reached by any other persons who may have claims against us.
 
  All of JHVLICO's general assets also support JHVLICO's obligations under the
contracts, as well as all of its other obligations and liabilities. These
general assets consist of all JHVLICO's assets that are not held in the Account
(or in another separate account) under variable annuity or variable life
insurance contracts that give their owners a preferred claim on those assets.
 
                                       26

 
HOW WE SUPPORT THE GUARANTEE PERIODS
 
  All of JHVLICO's general assets (discussed above) support its obligations
under the guarantee periods (as well as all of its other obligations and
liabilities). To hold the assets that support primarily the guarantee periods,
we have established a "non-unitized" separate account. With a non-unitized
separate account, you have no interest in or preferential claim on any of the
assets held in the account. The investments we purchase with amounts you
allocated to the guarantee periods belong to us; any favorable investment
performance on the assets allocated to the guarantee periods belongs to us.
Instead, you earn interest at the guaranteed interest rate you selected,
provided that you don't surrender, transfer, or withdraw your assets prior to
the end of your selected guarantee period.
 
HOW THE GUARANTEE PERIODS WORK
 
  Amounts you allocate to the guarantee periods earn interest at a guaranteed
rate commencing with the date of allocation. At the expiration of the guarantee
period, we will automatically transfer its total value to the Money Market
option under your contract, unless you elect to:
 
 . withdraw all or a portion of any such amount from the contract,
 
 . allocate all or a portion of such amount to a new guarantee period or
   periods of the same or different duration as the expiring guarantee period,
   or
 
 . allocate all or a portion of such amount to one or more of the variable
   investment options.
 
  You must notify us of any such election, by mailing a request to us at the
John Hancock Annuity Servicing Office at least 30 days prior to the end of the
expiring guarantee period. We will notify you of the end of the guarantee period
at least 30 days prior to its expiration. The first day of the new guarantee
period or other reallocation will begin the day after the end of the expiring
guarantee period.
 
  We currently make available guarantee periods with durations of five years.
For contracts issued before September 30, 2002, however, we may permit you to
select different durations.
 
  If you select any guarantee period that extends beyond your contract's date of
maturity, your maturity date will automatically be changed to the annuitant's
95th birthday (or a later date, if we approve). We reserve the right to add or
delete guarantee periods for new allocations to or from those that are available
at any time.
 
Guaranteed interest rates
 
  Each guarantee period has its own guaranteed rate. We may, at our discretion,
change the guaranteed rate for future guarantee periods. These changes will not
affect the guaranteed rates being paid on guarantee periods that have already
commenced. Each time you allocate or transfer money to a guarantee period, a new
guarantee period, with a new interest rate, begins to run with respect to that
amount. The amount allocated or transferred earns a guaranteed rate that will
continue unchanged until the end of that period.
 
        ---------------------------------------------------------      
         We make the final determination of guaranteed rates and
         guarantee periods to be declared.  We cannot predict or
         assure the level of any future guaranteed rates or the
         availability of any future guarantee periods.
        ---------------------------------------------------------      

  You may obtain information concerning the guaranteed rates applicable to the
various guarantee periods, and the durations of the guarantee periods offered at
any time, by calling the John Hancock Annuity Servicing Office at the telephone
number shown on page 2.
 
                                       27


Calculation of market value adjustment ("MVA")

  If you withdraw, surrender, transfer, or otherwise remove money from a
guarantee period prior to its expiration date, we will apply a market value
adjustment.  A market value adjustment also generally applies to:

 . death benefits pursuant to your contract,

 . amounts you apply to an annuity option, and

 . amounts paid in a single sum in lieu of an annuity.

  The market value adjustment increases or decreases your remaining value in the
guarantee period.  If the value in that guarantee period is insufficient to pay
any negative MVA, we will deduct any excess from the value in your other
investment options pro-rata based on the value in each.  If there is
insufficient value in your other investment options, we will in no event pay out
more than the surrender value of the contract.

   Here is how the MVA works:

      --------------------------------------------------------------------------
       We compare:
                 . the guaranteed rate of the guarantee period from which the
                   assets are being taken WITH

                 . the guaranteed rate we are currently offering for guarantee
                   periods of the same duration as remains on the guarantee
                   period from which the assets are being taken.

               If the first rate exceeds the second by more than 1/2 %, the
               market value adjustment produces an increase in your contract's
               value.

               If the first rate does not exceed the second by at least 1/2 %,
               the market value adjustment produces a decrease in your
               contract's value.
      --------------------------------------------------------------------------

  For this purpose, we consider that the amount withdrawn from the guarantee
period includes the amount of any negative MVA and is reduced by the amount of
any positive MVA.

  The mathematical formula and sample calculations for the market value
adjustment appear in Appendix A.

THE ACCUMULATION PERIOD

Your value in our variable investment options

  Each premium payment or transfer that you allocate to a variable investment
option purchases "accumulation units" of that variable investment option.
 Similarly, each withdrawal or transfer that you take from a variable investment
option (as well as certain charges that may be allocated to that option) result
in a cancellation of such accumulation units.

                                       28

 
Valuation of accumulation units
 
  To determine the number of accumulation units that a specific transaction will
purchase or cancel, we use the following formula:

            --------------------------------------------------- 
             dollar amount of transaction                      
                                  DIVIDED BY                   
             value of one accumulation unit for the applicable 
             variable investment option at the time of such    
             transaction                                       
            ---------------------------------------------------              
 
  The value of each accumulation unit will change daily depending upon the
investment performance of the fund that corresponds to that variable investment
option and certain charges we deduct from such investment option. (See below
under "Variable investment option valuation procedures.")
 
  Therefore, at any time prior to the date of maturity, the total value of your
contract in a variable investment option can be computed according to the
following formula:

            ---------------------------------------------------  
             number of accumulation units in the variable     
             investment options                               
                                    TIMES                     
             value of one accumulation unit for the applicable
             variable investment option at that time          
            --------------------------------------------------- 
             
Your value in the guarantee periods
 
  On any date, the total value of your contract in a guarantee period equals:
 
 . the amount of premium payments or transferred amounts allocated to the
   guarantee period, MINUS
 
 . the amount of any withdrawals or transfers paid out of the guarantee period,
   MINUS
 
 . the amount of any negative market value adjustments resulting from such
   withdrawals or transfers, PLUS
 
 . the amount of any positive market value adjustments resulting from such
   withdrawals and transfers, MINUS
 
 . the amount of any charges and fees deducted from that guarantee period, PLUS
 
 . interest compounded daily on any amounts in the guarantee period from time
   to time at the effective annual rate of interest we have declared for that
   guarantee period.
 
THE ANNUITY PERIOD
 
  Annuity payments are made to the annuitant, if still living. If more than one
annuitant is living at the date of maturity, the payments are made to the
younger of them.
 
Date of maturity
 
  Your contract specifies the date of maturity, when payments from one of our
annuity options are scheduled to begin. You initially choose a date of maturity
when you complete your application for a contract.
 
   Unless we otherwise permit, the date of maturity must be:
 
 . at least 6 months after the date the first premium payment is applied to
   your contract, and
 
 . no later than the maximum age specified in your contract (normally age 95).
 
                                       29

 
  Subject always to these requirements, you may subsequently change the date of
maturity. The John Hancock Annuity Servicing Office must receive your new
selection at least 31 days prior to the new date of maturity, however. Also, if
you are selecting or changing your date of maturity for a contract issued under
a tax qualified plan, special limits apply. (See "Contracts purchased for a tax
qualified plan," beginning on page 34.)
 
Choosing fixed or variable annuity payments
 
  During the annuity period, the total value of your contract must be allocated
to no more than four investment options. During the annuity period, we do not
offer the guarantee periods. Instead, we offer annuity payments on a fixed basis
as one investment option, and annuity payments on a variable basis for EACH
variable investment option.
 
  We will generally apply (1) amounts allocated to the guarantee periods as of
the date of maturity to provide annuity payments on a fixed basis and (2)
amounts allocated to variable investment options to provide annuity payments on
a variable basis. If you are using more than four investment options on the date
of maturity, we will divide your contract's value among the four investment
options with the largest values (considering all guarantee periods as a single
option), pro-rata based on the amount of the total value of your contract that
you have in each.
 
  We will make a market value adjustment to any remaining guarantee period
amounts on the date of maturity, before we apply such amounts to an annuity
payment option. We will also deduct any premium tax charge.
 
  Once annuity payments commence, you may not make transfers from fixed to
variable or from variable to fixed.
 
Selecting an annuity option
 
  Each contract provides, at the time of its issuance, for annuity payments to
commence on the date of maturity pursuant to Option A: "life annuity with 10
years guaranteed" (discussed under "Annuity options" on page 30).
 
  Prior to the date of maturity, you may select a different annuity option.
However, if the total value of your contract on the date of maturity is not at
least $5,000, Option A: "life annuity with 10 years guaranteed" will apply,
regardless of any other election that you have made. You may not change the form
of annuity option once payments commence.
 
  If the initial monthly payment under an annuity option would be less than $50,
we may make a single sum payment equal to the total surrender value of your
contract on the date the initial payment would be payable. Such single payment
would replace all other benefits.
 
  Subject to that $50 minimum limitation, your beneficiary may elect an annuity
option if:
 
 . you have not made an election prior to the annuitant's death;
 
 . the beneficiary is entitled to payment of a death benefit of at least $5,000
   in a single sum; and
 
 . the beneficiary notifies us of the election prior to the date the proceeds
   become payable.
 
Variable monthly annuity payments
 
  We determine the amount of the first variable monthly payment under any
variable investment option by using the applicable annuity purchase rate for the
annuity option under which the payment will be made. The contract sets forth
these annuity purchase rates. In most cases they vary by the age and gender of
the annuitant or other payee.
 
  The amount of each subsequent variable annuity payment under that variable
investment option depends upon the investment performance of that variable
investment option. Here's how it works:
 
 . we calculate the actual net investment return of the variable investment
   option (after deducting all charges) during the period between the dates for
   determining the current and immediately previous monthly payments.
 
 . if that actual net investment return exceeds the "assumed investment rate"
   (explained below), the current monthly payment will be larger than the
   previous one.
 
                                       30

 
. if the actual net investment return is less than the assumed investment
  rate, the current monthly payment will be smaller than the previous one.
 
Assumed investment rate
 
  The assumed investment rate for any variable portion of your annuity payments
will be 3 1/2 % per year, except as follows.
 
  You may elect an assumed investment rate of 5% or 6%, provided such a rate is
available in your state. If you elect a higher assumed investment rate, your
initial variable annuity payment will also be higher. Eventually, however, the
monthly variable annuity payments may be smaller than if you had elected a lower
assumed investment rate.
 
Fixed monthly annuity payments
 
  The dollar amount of each fixed monthly annuity payment is specified during
the entire period of annuity payments, according to the provisions of the
annuity option selected. To determine such dollar amount we first, in accordance
with the procedures described above, calculate the amount to be applied to the
fixed annuity option as of the date of maturity. We then divide the difference
by $1,000 and multiply the result by the greater of: 
 
. the applicable fixed annuity purchase rate shown in the appropriate table in
  the contract; or
 
. the rate we currently offer at the time of annuitization.  (This current
  rate may be based on the sex of the annuitant, unless prohibited by law.)
 
Annuity options
 
  Here are some of the annuity options that are available, subject to the terms
and conditions described above. We reserve the right to make available optional
methods of payment in addition to those annuity options listed here and in your
contract.
 
  OPTION A: LIFE ANNUITY WITH PAYMENTS FOR A GUARANTEED PERIOD - We will make
monthly payments for a guaranteed period of 5, 10, or 20 years, as selected by
you or your beneficiary, and after such period for as long as the payee lives.
If the payee dies prior to the end of such guaranteed period, we will continue
payments for the remainder of the guarantee period to a contingent payee,
subject to the terms of any supplemental agreement issued.
 
  Federal income tax requirements currently applicable to contracts used with
H.R. 10 plans and individual retirement annuities provide that the period of
years guaranteed under Option A cannot be any greater than the joint life
expectancies of the payee and his or her designated beneficiary.
 
  OPTION B: LIFE ANNUITY WITHOUT FURTHER PAYMENT ON DEATH OF PAYEE - We will
make monthly payments to the payee as long as he or she lives. We guarantee no
minimum number of payments.
 
  OPTION C: JOINT AND LAST SURVIVOR - We will provide payments monthly,
quarterly, semiannually, or annually, for the payee's life and the life of the
payee's spouse/joint payee. Upon the death of one payee, we will continue
payments to the surviving payee. All payments stop at the death of the surviving
payee.
 
  OPTION D: JOINT AND 1/2 SURVIVOR; OR JOINT AND 2/3 SURVIVOR - We will provide
payments monthly, quarterly, semiannually, and annually for the payee's life and
the life of the payee's spouse/joint payee. Upon the death of one payee, we will
continue payments (reduced to 1/2 or 2/3 the full payment amount) to the
surviving payee. All payments stop at the death of the surviving payee.
 
  OPTION E: LIFE INCOME WITH CASH REFUND - We will provide payments monthly,
quarterly, semiannually, or annually for the payee's life. Upon the payee's
death, we will provide a contingent payee with a lump-sum payment, if the total
payments to the payee were less than the accumulated value at the time of
annuitization. The lump-sum payment, if any, will be for the balance.
 
  OPTION F: INCOME FOR A FIXED PERIOD - We will provide payments monthly,
quarterly, semiannually, or annually for a pre-determined period of time to a
maximum of 30 years. If the payee dies before the end of the fixed period,
payments will continue to a contingent payee until the end of the period.
 
                                       31

 
  OPTION G: INCOME OF A SPECIFIC AMOUNT - We will provide payments for a
specific amount. Payments will stop only when the amount applied and earnings
have been completely paid out. If the payee dies before receiving all the
payments, we will continue payments to a contingent payee until the end of the
contract.
 
  With Options A, B, C, and D, we offer both fixed and/or variable annuity
payments. With Options E, F, and G, we offer only fixed annuity payments.
Payments under Options F and G must continue for 10 years, unless your contract
has been in force for 5 years or more.
 
  If the payee is more than 85 years old on the date of maturity, the following
two options are not available without our consent:
 
. Option A:  "life annuity with 5 years guaranteed" and
 
. Option B:  "life annuity without further payment on the death of payee."
  
VARIABLE INVESTMENT OPTION VALUATION PROCEDURES
 
  We compute the net investment return and accumulation unit values for each
variable investment option as of the end of each business day. On any date other
than a business day, the accumulation unit value or annuity unit value will be
the same as the value at the close of the next following business day.
 
DESCRIPTION OF CHARGES AT THE FUND LEVEL
 
  The funds must pay investment management fees and other operating expenses.
These fees and expenses, as shown in the fund expense table in the Fee Tables,
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 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 shown in the table.
 
  The figures for the funds shown in the fund expense table are based on
historical fund expenses, as a percentage (rounded to two decimal places) of
each fund's average daily net assets for 2003, except as indicated in the
footnotes appearing at the end of the table. Expenses of the funds are not fixed
or specified under the terms of the contract, and those expenses may vary from
year to year.
 
                                       32


DISTRIBUTIONS FOLLOWING DEATH OF OWNER

  If you did not purchase your contract under a tax qualified plan (as that term
is used below), the Code requires that the following distribution provisions
apply if you die. We summarize these provisions and the effect of spousal
continuation of the contract in the following box:



-------------------------------------------------------------------------------
 IF DEATH BENEFITS ARE PAYABLE UPON YOUR DEATH BEFORE ANNUITY PAYMENTS HAVE
 BEGUN:

 . if the contract's designated beneficiary is your surviving spouse, your
   spouse may elect to continue the contract in force as the owner.  In that
   case:

   (1) we will not pay a death benefit, but the total value of your contract
       will equal the death benefit that would have been payable under your
       contract (including amounts payable under any optional death benefit
       riders). Any additional amount that we credit to your contract will be
       allocated to the investment options in the same ratio as the investment
       allocations held at the time of death and will not be subject to any
       future surrender or withdrawal charges; and

   (2) your spouse may elect to add or continue any optional death benefit
       riders under his or her name, subject to our then current underwriting
       standards and the deduction of rider charges at our then current rates.
       For purposes of calculating the amount of your spouse's Death Benefit,
       we will treat the total value of your contract (including any step-up in
       value) as the initial premium and the date the rider is added or
       continued as the rider's date of issue.

 . if the beneficiary is not your surviving spouse OR if the beneficiary is
   your surviving spouse but chooses not to continue the contract, the "entire
   interest" (as discussed below) in the contract on the date of your death
   must be:
  
   (1) paid out in full within five years of your death or
   
   (2) applied in full towards the purchase of a life annuity on the
       beneficiary with payments commencing within one year of your death.

 . the "entire interest" in the contract on the date of your death equals the
   standard death benefit (or any enhanced death benefit) and, if an earnings
   enhancement benefit rider is then in force, any earnings enhancement death
   benefit amount, that may then be payable.

 IF YOU DIE ON OR AFTER ANNUITY PAYMENTS HAVE BEGUN:

 . any remaining amount that we owe must be paid out at least as rapidly as
   under the method of making annuity payments that is then in use.
-------------------------------------------------------------------------------

  The Code imposes very similar distribution requirements on contracts used to
fund tax qualified plans. We provide the required provisions for tax qualified
plans in separate disclosures and endorsements.

  Notice of the death of an owner or annuitant should be furnished promptly to
the John Hancock Annuity Servicing Office.

MISCELLANEOUS PROVISIONS

Assignment; change of owner or beneficiary

  To qualify for favorable tax treatment, certain contracts can't be sold;
assigned; discounted; or pledged as collateral for a loan, as security for the
performance of an obligation, or for any other purpose, unless the owner is a
trustee under section 401(a) of the Internal Revenue Code.

                                       33


  Subject to these limits, while the annuitant is alive, you may designate
someone else as the owner by written notice to the John Hancock Annuity
Servicing Office. You choose the beneficiary in the application for the
contract. You may change the beneficiary by written notice no later than receipt
of due proof of the death of the annuitant. Changes of owner or beneficiary will
take effect when we receive them, whether or not you or the annuitant is then
alive. However, these changes are subject to:

. the rights of any assignees of record and

. certain other conditions referenced in the contract.

  An assignment, pledge, or other transfer may be a taxable event. See "Tax
information" below. Therefore, you should consult a competent tax adviser before
taking any such action.

TAX INFORMATION

Our income taxes

  We are taxed as a life insurance company under the Internal Revenue Code (the
"Code"). The Account is taxed as part of our operations and is not taxed
separately.

  The contracts permit us to deduct a charge for any taxes we incur that are
attributable to the operation or existence of the contracts or the Account.
Currently, we do not anticipate making a charge for such taxes. If the level of
the current taxes increases, however, or is expected to increase in the future,
we reserve the right to make a charge in the future.

Special Considerations for Optional Benefit Riders

  If you have elected an optional death benefit rider, it is our understanding
that the charges relating to these riders are not subject to current taxation.
The Internal Revenue Service ("IRS") might take the position, however, that each
charge associated with this rider is deemed a partial withdrawal from the
contract subject to current income tax to the extent of any gains and, if
applicable, the 10% penalty tax for premature distributions from annuities. We
understand that you are not prevented from adding any of our optional death
benefit riders to your contract if it is issued as an IRA. However, the law is
unclear because IRAs generally may not invest in "life insurance contracts."
Therefore, it is possible that a contract may be disqualified as an IRA if it
has an optional death benefit rider added to it. If so, you may be subject to
increased taxes.

  At present, the IRS has not provided guidance as to the tax effect of adding
an optional Accumulated Value Enhancement rider to an annuity contract. The IRS
might take the position that each charge associated with this rider is deemed a
withdrawal from the contract subject to current income tax to the extent of any
gains and, if applicable, the 10% penalty tax for premature withdrawals. We do
not currently report rider charges as partial withdrawals, but we may do so in
the future if we believe that the IRS would require us to report them as such.
You should consult a competent tax adviser before electing any of these optional
benefit riders.

Contracts not purchased to fund a tax qualified plan

Undistributed gains

  We believe the contracts will be considered annuity contracts under Section 72
of the Code. This means that, ordinarily, you pay no federal income tax on any
gains in your contract until we actually distribute assets to you. However, a
contract owned other than by a natural person (e.g., corporations, partnerships,
limited liability companies and other such entities) does not generally qualify
as an annuity for tax purposes. Any increase in value therefore would constitute
ordinary taxable income to such an owner in the year earned.

Annuity payments

  When we make payments under a contract in the form of an annuity, each payment
will result in taxable ordinary income to you, to the extent that each such
payment exceeds an allocable portion of your "investment in the contract" (as
defined in the

                                       34

 
Code). In general, your "investment in the contract" equals the aggregate amount
of premium payments you have made over the life of the contract, reduced by any
amounts previously distributed from the contract that were not subject to tax.
 
  The Code prescribes the allocable portion of each such annuity payment to be
excluded from income according to one formula if the payments are variable and a
somewhat different formula if the payments are fixed. In each case, speaking
generally, the formula seeks to allocate an appropriate amount of the investment
in the contract to each payment. After the entire "investment in the contract"
has been distributed, any remaining payment is fully taxable.
 
Surrenders, withdrawals and death benefits
 
  When we make a single sum payment from a contract, you have ordinary taxable
income, to the extent the payment exceeds your "investment in the contract"
(discussed above). Such a single sum payment can occur, for example, if you
surrender your contract before the date of maturity or if no annuity payment
option is selected for a death benefit payment.
 
  When you take a partial withdrawal from a contract before the date of
maturity, including a payment under a systematic withdrawal plan, all or part of
the payment may constitute taxable ordinary income to you. If, on the date of
withdrawal, the total value of your contract exceeds the investment in the
contract, the excess will be considered "gain" and the withdrawal will be
taxable as ordinary income up to the amount of such "gain." Taxable withdrawals
may also be subject to the special penalty tax for premature withdrawals as
explained below. When only the investment in the contract remains, any
subsequent withdrawal made before the date of maturity will be a tax-free return
of investment. If you assign or pledge any part of your contract's value, the
value so pledged or assigned is taxed the same way as if it were a partial
withdrawal.
 
  For purposes of determining the amount of taxable income resulting from a
single sum payment or a partial withdrawal, all annuity contracts issued by John
Hancock or its affiliates to the owner within the same calendar year will be
treated as if they were a single contract.
 
  All or part of any death benefit proceeds may constitute a taxable payout of
earnings. A death benefit payment generally results in taxable ordinary income
to the extent such payment exceeds your "investment in the contract."
 
  Under the Code, an annuity must provide for certain required distributions.
For example, if the owner dies on or after the maturity date, and before the
entire annuity value has been paid, the remaining value must be distributed at
least as rapidly as under the method of distribution being used at the date of
the owner's death. We discuss other distribution requirements in the preceding
section entitled "Distribution following death of owner."
 
Penalty for premature withdrawals
 
  The taxable portion of any withdrawal, single sum payment and certain death
benefit payments may also trigger an additional 10% penalty tax. The penalty tax
does not apply to payments made to you after age 59 1/2, or on account of your
death or disability. Nor will it apply to withdrawals in substantially equal
periodic payments over the life of the payee (or over the joint lives of the
payee and the payee's beneficiary).
 
Puerto Rico annuity contracts not purchased to fund a tax qualified plan
 
  Under the Puerto Rico tax laws, distributions from a contract not purchased to
fund a tax qualified plan ("Non-Qualified Contract") before annuitization are
treated as non-taxable return of principal until the principal is fully
recovered. Thereafter, all distributions are fully taxable. Distributions after
annuitization are treated as part taxable income and part non-taxable return of
principal. The amount excluded from gross income after annuitization is equal to
the amount of the distribution in excess of 3% of the total purchase payments
paid, until an amount equal to the total purchase payments paid has been
excluded. Thereafter, the entire distribution from a Non-Qualified Contract is
included in gross income. Puerto Rico does not currently impose an early
withdrawal penalty tax. Generally, Puerto Rico does not require income tax to be
withheld from distributions of income.
 
                                       35

 
Diversification requirements
 
  Each of the funds of the Series Funds intends to qualify as a regulated
investment company under Subchapter M of the Code and meet the investment
diversification tests of Section 817(h) of the Code and the underlying
regulations. Failure to do so could result in current taxation to you on gains
in your contract for the year in which such failure occurred and thereafter.
 
  The Treasury Department or the Internal Revenue Service may, at some future
time, issue a ruling or regulation presenting situations in which it will deem
contract owners to exercise "investor control" over the fund shares that are
attributable to their contracts. The Treasury Department has said informally
that this could limit the number or frequency of transfers among variable
investment options. This could cause you to be taxed as if you were the direct
owner of your allocable portion of fund shares. We reserve the right to amend
the contracts or the choice of investment options to avoid, if possible, current
taxation to the owners.
 
Contracts purchased for a tax qualified plan
 
  We have no responsibility for determining whether a particular retirement plan
or a particular contribution to the plan satisfies the applicable requirements
of the Code, or whether a particular employee is eligible for inclusion under a
plan. In general, the Code imposes limitations on the amount of annual
compensation that can be contributed into a tax-qualified plan, and contains
rules to limit the amount you can contribute to all of your tax-qualified plans.
Trustees and administrators of tax qualified plans may, however, generally
invest and reinvest existing plan assets without regard to such Code imposed
limitations on contributions. Certain distributions from tax qualified plans may
be transferred directly to another plan, unless funds are added from other
sources, without regard to such limitations.
 
  The Code generally requires tax-qualified plans (other than Roth IRAs) to
begin making annual distributions of at least a minimum amount each year after a
specified point. For example, minimum distributions to an employee under an
employer's pension and profit sharing plan qualified under Section 401(a) of the
Code must begin no later than April 1 of the year following the year in which
the employee reaches age 70 1/2 or, if later, retires. On the other hand,
distributions from a traditional IRA, SIMPLE IRA or SEP IRA must begin no later
than April 1 of the year following the year in which the contract owner attains
age 70 1/2. The minimum amount of a distribution and the time when distributions
start will vary by plan.
 
Tax-free rollovers
 
  For tax years beginning in 2002, if permitted under your plans, you may make a
tax-free rollover from:
 
. a traditional IRA to another traditional IRA,
 
. a traditional IRA to another tax-qualified plan, including a Section 403(b)
  plan
 
. any tax-qualified plan (other than a Section 457 deferred compensation plan
  maintained by a tax-exempt organization) to a traditional IRA,
 
. any tax-qualified plan (other than a Section 457 deferred compensation plan
  maintained by a tax exempt organization) to another tax-qualified plan,
  including a roll-over of amounts from your prior plan derived from your
  "after-tax" contributions from "involuntary" distributions,
 
. a Section 457 deferred compensation plan maintained by a tax-exempt
  organization to another Section 457 deferred compensation plan maintained by
  a tax-exempt organization and
 
. a traditional IRA to a Roth IRA, subject to special restrictions discussed
  below.
 
  In addition, if your spouse survives you, he or she is permitted to rollover
your tax-qualified retirement account to another tax-qualified retirement
account in which your surviving spouse participates, to the extent permitted by
your surviving spouse' plan.
 
                                       36

 
Traditional IRAs
 
  Annual contribution limit. A traditional individual retirement annuity (as
defined in Section 408 of the Code) generally permits an eligible purchaser to
make annual contributions which cannot exceed the lesser of:
 
. 100% of compensation includable in your gross income, or
 
. the IRA annual limit for that tax year.  For tax years beginning in 2002,
  2003 and 2004, the annual limit is $3,000 per year. For tax years beginning
  in 2005, 2006 and 2007, the annual limit is $4,000 per year and, for the tax
  year beginning in 2008, the annual limit is $5,000.  After that, the annual
  limit is indexed for inflation in $500 increments as provided in the Code.
 
  Catch-Up Contributions. An IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.
 
  Spousal IRA. You may also purchase an IRA contract for the benefit of your
spouse (regardless of whether your spouse has a paying job). You can generally
contribute up to the annual limit for each of you and your spouse (or, if less,
your combined compensation).
 
  Deductibility of contributions. You may be entitled to a full deduction, a
partial deduction or no deduction for your traditional IRA contribution on your
federal income tax return.
 
  The amount of your deduction is based on the following factors:
 
. whether you or your spouse is an active participant in an employer
  sponsored retirement plan,
 
. your federal income tax filing status, and
 
. your "Modified Adjusted Gross Income."
 
  Your traditional IRA deduction is subject to phase out limits, based on your
Modified Adjusted Gross Income, which are applicable according to your filing
status and whether you or your spouse are active participants in an employer
sponsored retirement plan. You can still contribute to a traditional IRA even if
your contributions are not deductible.
 
  Distributions. In general, all amounts paid out from a traditional IRA
contract (in the form of an annuity, a single sum, death benefits or partial
withdrawal), are taxable to the payee as ordinary income. As in the case of a
contract not purchased under a tax-qualified plan, you may incur additional
adverse tax consequences if you make a surrender or withdrawal before you reach
age 59 1/2 (unless certain exceptions apply as specified in Code section 72(t)).
If you have made any non-deductible contributions to an IRA contract, all or
part of any withdrawal or surrender proceeds, single sum death benefit or
annuity payment, may be excluded from your taxable income when you receive the
proceeds.
 
  The tax law requires that annuity payments under a traditional IRA contract
begin no later than April 1 of the year following the year in which the owner
attains age 70 1/2.
 
Roth IRAs
 
  Annual contribution limit. A Roth IRA is a type of non-deductible IRA. In
general, you may make purchase payments of up to the IRA annual limit ($3,000
per year for tax years beginning in 2002, 2003 and 2004; $4,000 per year for tax
years beginning in 2005, 2006 and 2007, and $5,000 for the tax year beginning in
2008). After that, the annual limit is indexed for inflation in $500 increments
as provided in the Code.
 
  The IRA annual limit for contributions to a Roth IRA phases out (i.e., is
reduced) for single taxpayers with adjusted gross incomes between $95,000 and
$110,000, for married taxpayers filing jointly with adjusted gross incomes
between $150,000 and $160,000, and for a married taxpayer filing separately with
adjusted gross income between $0 and $10,000.
 
  Catch-Up Contributions. A Roth IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.
 
                                       37

 
  Spousal IRA. You may also purchase a Roth IRA contract for the benefit of your
spouse (regardless of whether your spouse has a paying job). You can generally
contribute up to the annual limit for each of you and your spouse (or, if less,
your combined compensation), subject to the phase-out rules discussed above.
 
  Distributions. If you hold your Roth IRA for at least five years the payee
will not owe any federal income taxes or early withdrawal penalties on amounts
paid out from the contract:
 
. after you reach age 59 1/2,
 
. on your death or disability, or
 
. to qualified first-time home buyers (not to exceed a lifetime limitation of
  $10,000) as specified in the Code.
 
  The Code treats payments you receive from Roth IRAs that do not qualify for
the above tax free treatment first as a tax-free return of the contributions you
made. However, any amount of such non-qualifying payments or distributions that
exceed the amount of your contributions is taxable to you as ordinary income and
possibly subject to the 10% penalty tax (unless certain exceptions apply as
specified in Code section 72(t).
 
  Conversion to a Roth IRA. You can convert a traditional IRA to a Roth IRA,
unless
 
. you have adjusted gross income over $100,000, or
 
. you are a married taxpayer filing a separate return.
 
The Roth IRA annual contribution limit does not apply to converted amounts.
 
  You must, however, pay tax on any portion of the converted amount that would
have been taxed if you had not converted to a Roth IRA. No similar limitations
apply to rollovers from one Roth IRA to another Roth IRA.
 
SIMPLE IRA plans
 
  In general, a small business employer may establish a SIMPLE IRA retirement
plan if the employer employed 100 or fewer employees earning at least $5,000
during the preceding year. As an eligible employee of the business, you may make
pre-tax contributions to the SIMPLE IRA plan. You may specify the percentage of
compensation that you want to contribute under a qualified salary reduction
arrangement, provided the amount does not exceed the SIMPLE IRA annual
contribution limit. The SIMPLE IRA annual limit is $7,000 for tax years
beginning in 2002, $8,000 for 2003, $9,000 for 2004, and $10,000 for 2005. After
that, the annual limit is indexed for inflation in $500 increments as provided
in the Code. Your employer must elect to make a matching contribution of up to
3% of your compensation or a non-elective contribution equal to 2% of your
compensation.
 
  Catch-Up Contributions. A SIMPLE IRA holder age 50 or older may increase
contributions of compensation by an amount up to $500 for tax years beginning in
2002, $1,000 for 2003, $1,500 for 2004, $2,000 for 2005 and $2,500 for 2006.
After that, for tax years beginning in 2007, the SIMPLE IRA catch-up
contribution limit is indexed annually for inflation in $500 increments as
provided in the Code.
 
  Distributions. The requirements for minimum distributions from a SIMPLE IRA
retirement plan, and rules on taxation of distributions from a SIMPLE retirement
plan, are generally the same as those discussed above for distributions from a
traditional IRA.
 
Simplified Employee Pension plans (SEPs)
 
  SEPs are employer sponsored plans that may accept an expanded rate of
contributions from one or more employers. Employer contributions are flexible,
subject to certain limits under the Code, and are made entirely by the business
owner directly to a SEP-IRA owned by the employee. Contributions are
tax-deductible by the business owner and are not includable in income by
employees until withdrawn. The maximum deductible amount that may be contributed
to a SEP is 25% of compensation, up to the SEP compensation limit specified in
the Code for the year ($200,000 for the year 2002) with a cap of $40,000.
 
                                       38

 
  Distributions. The requirements for minimum distributions from a SEP-IRA, and
rules on taxation of distributions from a SEP-IRA, are generally the same as
those discussed above for distributions from a traditional IRA.
 
Section 403(b) plans
 
  Under these tax-sheltered annuity arrangements, public school systems and
certain tax-exempt organizations can make premium payments into "403(b)
contracts" owned by their employees that are not taxable currently to the
employee.
 
  Annual Contribution Limit. In general, the amount of the non-taxable
contributions made for a 403(b) contract each year may not, together with all
other deferrals the employee elects under other tax-qualified plans, exceed an
annual "elective deferral limit" (see "Elective Deferral Limits," below). The
annual contribution limit is subject to certain other limits described in
Section 415 of the Code and the regulations thereunder. Special rules apply for
certain organizations that permit participants to increase their elective
deferrals.
 
  Catch-Up Contributions. A Section 403(b) plan participant age 50 or older may
increase contributions to a 403(b) plan by an amount that, together with all
other catch-up contributions made to other tax-qualified plans, does not exceed
an annual "elective catch-up limit." (See "Elective Catch-Up Limits," below.)
 
  Distributions. When we make payments from a 403(b) contract on surrender of
the contract, partial withdrawal, death of the annuitant, or commencement of an
annuity option, the payee ordinarily must treat the entire payment as ordinary
taxable income. Moreover, the Code prohibits distributions from a 403(b)
contract before the employee reaches age 59 1/2, except:
 
. on the employee's separation from service, death, or disability,
 
. with respect to distributions of assets held under a 403(b) contract as of
  December 31, 1988, and
 
. transfers and exchanges to other products that qualify under Section 403(b).
 
  Minimum distributions under a 403(b) contract must begin no later than April 1
of the year following the year in which the employee reaches age 70 1/2 or, if
later, retires.
 
Pension and profit sharing plans qualified under Section 401(a)
 
  In general, an employer may deduct from its taxable income premium payments it
makes under a qualified pension or profit-sharing plan described in Section
401(a) of the Code. Employees participating in the plan generally do not have to
pay tax on such contributions when made. Special requirements apply if a 401(a)
plan covers an employee classified under the Code as a "self-employed
individual" or as an "owner-employee."
 
  Annuity payments (or other payments, such as upon withdrawal, death or
surrender) generally constitute taxable income to the payee; and the payee must
pay income tax on the amount by which a payment exceeds its allocable share of
the employee's "investment in the contract" (as defined in the Code), if any. In
general, an employee's "investment in the contract" equals the aggregate amount
of premium payments made by the employee.
 
  The non-taxable portion of each annuity payment is determined, under the Code,
according to one formula if the payments are variable and a somewhat different
formula if the payments are fixed. In each case, speaking generally, the formula
seeks to allocate an appropriate amount of the investment in the contract to
each payment. Favorable procedures may also be available to taxpayers who had
attained age 50 prior to January 1, 1986.
 
  Minimum distributions to the employee under an employer's pension and profit
sharing plan qualified under Section 401(a) of the Code must begin no later than
April 1 of the year following the year in which the employee (except an employee
who is a "5-percent owner" as defined in Code section 416) reaches age 70 1/2
or, if later, retires.
 
"Top-heavy" plans
 
  Certain plans may fall within the definition of "top-heavy plans" under
Section 416 of the Code. This can happen if the plan holds a significant amount
of its assets for the benefit of "key employees" (as defined in the Code). You
should consider whether your plan meets the definition. If so, you should take
care to consider the special limitations applicable to top-heavy plans and the
potentially adverse tax consequences to key employees.
 
                                       39

 
Section 457 deferred compensation plans
 
  Under the provisions of Section 457 of the Code, you can exclude a portion of
your compensation from gross income if you participate in a deferred
compensation plan maintained by:
 
. a state,
 
. a political subdivision of a state,
 
. an agency or instrumentality or a state or political subdivision of a state,
  or
 
. a tax-exempt organization.
 
  As a "participant" in such a deferred compensation plan, any amounts you
exclude (and any income on such amounts) will be includible in gross income only
for the taxable year in which such amounts are paid or otherwise made available
to the annuitant or other payee.
 
  The deferred compensation plan must satisfy several conditions, including the
following:
 
. the plan must not permit distributions prior to your separation from service
  (except in the case of an unforeseen emergency), and
 
. all compensation deferred under the plan shall remain solely the employer's
  property and may be subject to the claims of its creditors.
 
  Annual contribution limit. The amount of the non-taxable contributions made
for a Section 457 plan each year may not, together with all other deferrals the
employee elects under other tax-qualified plans, exceed an annual "elective
deferral limit," and is subject to certain other limits described in Section
402(g) of the Code. (See "Elective Deferral Limits," below.)
 
  Catch-Up Contributions. A 457 plan participant age 50 or older may increase
contributions to a 457 plan by an amount that, together with all other catch-up
contributions made to other tax-qualified plans, does not exceed an annual
"elective catch-up limit." (See "Elective Catch-Up Limits," below.)
 
  Distributions. When we make payments under your contract in the form of an
annuity, or in a single sum such as on surrender, withdrawal or death of the
annuitant, the payment is taxed as ordinary income. Minimum distributions under
a Section 457 plan must begin no later than April 1 of the year following the
year in which the employee reaches age 70 1/2 or, if later, retires.
 
Elective Deferral Limits
 
  A participant in a Section 403(b) plan, a Section 457 Plan or in certain other
types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" may elect annually to defer current
compensation so that it can be contributed to the applicable plan or plans. The
annual elective deferral limit is $11,000 for tax years beginning in 2002,
$12,000 for 2003, $13,000 for 2004, $14,000 for 2005 and $15,000 for 2006. After
that, for the tax years beginning in 2007, 2008 and 2009, the annual elective
deferral limit is indexed for inflation in $500 increments as provided in the
Code.
 
Elective Catch-up Limits
 
  A participant in a Section 403(b) plan, a Section 457 Plan or in certain other
types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" who is age 50 or older may increase
contributions by an amount up to $1,000 for tax years beginning in 2002, $2,000
for 2003, $3,000 for 2004, $4,000 for 2005 and $5,000 for 2006. After that, for
the tax years beginning in 2007, the elective catch-up contribution limit is
indexed for inflation in $500 increments as provided in the Code.
 
Withholding on rollover distributions
 
  The tax law requires us to withhold 20% from certain distributions from tax
qualified plans. We do not have to make the withholding, however, if you
rollover your entire distribution to another plan and you request us to pay it
directly to the
 
                                       40


successor plan. Otherwise, the 20% mandatory withholding will reduce the amount
you can rollover to the new plan, unless you add funds to the rollover from
other sources. Consult a qualified tax adviser before making such a
distribution.

 Puerto Rico annuity contracts purchased to fund a tax-qualified plan

  The provisions of the tax laws of Puerto Rico vary significantly from those
under the Internal Revenue Code of the United States with respect to the various
"tax qualified" plans described above. Although we may offer variable annuity
contracts in Puerto Rico in connection with "tax qualified" plans, the text of
the prospectus under the subsection "Contracts purchased for a tax qualified
plan" is inapplicable in Puerto Rico and should be disregarded.

See your own tax adviser

  The above description of Federal (and Puerto Rico) income tax consequences to
owners of and payees under contracts, and of the different kinds of tax
qualified plans which may be funded by the contracts, is only a brief summary
and is not intended as tax advice. It does not include a discussion of federal
estate and gift tax consequences. The rules under the Code governing tax
qualified plans are extremely complex and often difficult to understand. Changes
to the tax laws may be enforced retroactively. Anything less than full
compliance with the applicable rules, all of which are subject to change from
time to time, can have adverse tax consequences. The taxation of an annuitant or
other payee has become so complex and confusing that great care must be taken to
avoid pitfalls. For further information you should consult a qualified tax
adviser.

PERFORMANCE INFORMATION

  We may advertise total return information about investments made in the
variable investment options. We refer to this information as "Account level"
performance. In our Account level advertisements, we usually calculate total
return for 1, 5, and 10 year periods or since the beginning of the applicable
variable investment option.

  Total return at the Account level is the percentage change between:

. the value of a hypothetical investment in a variable investment option at the
  beginning of the relevant period, and

. the value at the end of such period.

  At the Account level, total return reflects adjustments for:

. the mortality and expense risk charges, and

. the annual contract fee.

Total return at the Account level does not, however, reflect any premium tax
charges or any charges for optional benefit riders. Total return at the Account
level will be lower than that at the Series Fund level where comparable charges
are not deducted.

  We may advertise "current yield" and "effective yield" for investments in the
Money Market investment option.

  Current yield refers to the income earned on your investment in the Money
Market investment option over a 7-day period and then annualized. In other
words, the income earned in the period is assumed to be earned every 7 days over
a 52-week period and stated as a percentage of the investment.

  Effective yield is calculated in a similar manner but, when annualized, the
income earned by your investment is assumed to be reinvested and thus compounded
over the 52-week period. Effective yield will be slightly higher than current
yield because of this compounding effect of reinvestment.

  Current yield and effective yield reflect all the recurring charges at the
Account level, but will not reflect any premium tax charge or any charge for
optional benefit riders.

                                        41


REPORTS

  At least annually, we will send you (1) a report showing the number and value
of the accumulation units in your contract and (2) the financial statements of
the Series Funds.

VOTING PRIVILEGES

  At meetings of the Series Funds' shareholders, we will generally vote all the
shares of each Fund that we hold in the Account in accordance with instructions
we receive from the owners of contracts that participate in the corresponding
variable investment option.

CERTAIN CHANGES

Changes to the Account

  We reserve the right, subject to applicable law, including any required
shareholder approval,

. to transfer assets that we determine to be your assets from the Account to
  another separate account or investment option by withdrawing the same
  percentage of each investment in the Account with proper adjustments to avoid
  odd lots and fractions,

. to add or delete variable investment options,

. to change the underlying investment vehicles,

. to operate the Account in any form permitted by law, and

. to terminate the Account's registration under the 1940 Act, if such
  registration should no longer be legally required.

  Unless otherwise required under applicable laws and regulations, notice to or
approval of owners will not be necessary for us to make such changes.

Variations in charges or rates for eligible classes

  We may allow a reduction in or the elimination of any contract charges, or an
increase in a credited interest rate for a guarantee period. The affected
contracts would involve sales to groups or classes of individuals under special
circumstances that we expect to result in a reduction in our expenses associated
with the sale or maintenance of the contracts, or that we expect to result in
mortality or other risks that are different from those normally associated with
the contracts.

  The entitlement to such variation in charges or rates will be determined by us
based upon such factors as the following:

. the size of the initial premium payment,

. the size of the group or class,

. the total amount of premium payments expected to be received from the group or
  class and the manner in which the premium payments are remitted,

. the nature of the group or class for which the contracts are being purchased
  and the persistency expected from that group or class as well as the mortality
  or morbidity risks associated with that group or class;

. the purpose for which the contracts are being purchased and whether that
  purpose makes it likely that the costs and expenses will be reduced, or

. the level of commissions paid to selling broker-dealers or certain financial
  institutions with respect to contracts within the same group or class.

  We will make any reduction in charges or increase in initial guarantee rates
according to our rules in effect at the time an application for a contract is
approved. We reserve the right to change these rules from time to time. Any
variation in charges,

                                       42


rates, or fees will reflect differences in costs and services, will apply
uniformly to all prospective contract purchasers in the group or class, and will
not be unfairly discriminatory to the interests of any owner.

DISTRIBUTION OF CONTRACTS

  Signator Investors, Inc. ("Signator") acts as principal distributor of the
contracts sold through this prospectus. Signator is registered as a
broker-dealer under the Securities Exchange Act of 1934, and a member of the
National Association of Securities Dealers, Inc. Signator's address is 197
Clarendon Street, Boston, Massachusetts 02116. Signator is a subsidiary of John
Hancock.

  You can purchase a contract through registered representatives of
broker-dealers and certain financial institutions who have entered into selling
agreements with JHVLICO and Signator. We pay broker-dealers compensation for
promoting, marketing and selling our variable insurance and variable annuity
products. In turn, the broker-dealers pay a portion of the compensation to their
registered representatives, under their own arrangements. Signator will also pay
its own registered representatives for sales of the contracts to their
customers. We do not expect the compensation we pay to such broker-dealers
(including Signator) and financial institutions to exceed 8.0% of premium
payments (on a present value basis) for sales of the contracts described in this
prospectus. For limited periods of time, we may pay additional compensation to
broker-dealers as part of special sales promotions. We offer these contracts on
a continuous basis, but neither JHVLICO nor Signator is obligated to sell any
particular amount of contracts. We also reimburse Signator for direct and
indirect expenses actually incurred in connection with the marketing of these
contracts.

  Signator representatives may receive additional cash or non-cash incentives
(including expenses for conference or seminar trips and certain gifts) in
connection with the sale of contracts issued by JHVLICO From time to time,
Signator, at its expense, may also provide significant additional amounts to
broker dealers or other financial services firms which sell or arrange for the
sale of the contracts. Such compensation may include, for example, financial
assistance to financial services firms in connection with their conferences or
seminars, sales or training programs for invited registered representatives and
other employees, payment for travel expenses, including lodging, incurred by
registered representatives and other employees for such seminars or training
programs, seminars for the public, advertising and sales campaigns regarding the
contracts, and/or other events or activities sponsored by the financial services
firms. As a consequence of such additional compensation, representatives and
financial services firms, including but not limited to Signator and its
representatives, may be motivated to sell our contracts instead of contracts
issued by other insurance companies.

EXPERTS

  Ernst & Young LLP have audited the consolidated financial statements of John
Hancock Variable Life Insurance Company at December 31, 2003 and 2002, and for
each of the three years in the period ended December 31, 2003, and the financial
statements of John Hancock Variable Annuity Account JF at December 31, 2003 and
for each of the periods indicated therein, as set forth in their reports. We've
included the financial statements of JHVLICO and the financial statements of the
Account in the Statement of Additional Information, which also is a part of the
registration statement that contains this prospectus. These financial statements
are included in the registration statement in reliance on Ernst & Young LLP's
reports, given on their authority as experts in accounting and auditing.

                                        43


REGISTRATION STATEMENT

  This prospectus omits certain information contained in the registration
statement that we filed with the SEC. You can get more details from the SEC upon
payment of prescribed fees or through the SEC's internet web site (www.sec.gov).

  Among other things, the registration statement contains a "Statement of
Additional Information" that we will send you without charge upon request. The
Table of Contents of the Statement of Additional Information lists the following
subjects that it covers:

     ---------------------------------------------------------------------
                                                               PAGE OF SAI
     DISTRIBUTION. . . . . . . . . . . . . . . . . . . . . . .      2
                                                              
     CALCULATION OF PERFORMANCE  DATA. . . . . . . . . . . . .      2
                                                              
     OTHER PERFORMANCE INFORMATION . . . . . . . . . . . . . .      3
                                                              
     CALCULATION OF ANNUITY PAYMENTS . . . . . . . . . . . . .      4
                                                              
     ADDITIONAL INFORMATION ABOUT DETERMINING UNIT VALUES. . .      5
                                                              
     PURCHASES AND REDEMPTIONS OF FUND SHARES. . . . . . . . .      6
                                                              
     THE ACCOUNT . . . . . . . . . . . . . . . . . . . . . . .      6
                                                              
     DELAY OF CERTAIN PAYMENTS . . . . . . . . . . . . . . . .      7
                                                              
     LIABILITY FOR TELEPHONE TRANSFERS . . . . . . . . . . . .      7
                                                              
     VOTING PRIVILEGES . . . . . . . . . . . . . . . . . . . .      7
                                                            
     FINANCIAL STATEMENTS. . . . . . . . . . . . . . . . . . .      9
     ---------------------------------------------------------------------

                                       44


                         CONDENSED FINANCIAL INFORMATION
 
 
                    JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF
 
  The following table provides selected data for Revolution accumulation shares
for each investment option that was available during the period shown. 
Revolution commenced operations on August 10, 1999.
 
                                                                                     PERIOD FROM
                           YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                          DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                              2003          2002          2001          2000             1999
                          ------------  ------------  ------------  ------------  ------------------
EQUITY INDEX             
Accumulation share       
 value:                  
 Beginning of period. . .    $13.49         $17.58        $20.22        $22.54          $10.00
 End of period. . . . . .    $17.10         $13.49        $17.58        $20.22          $22.54
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .    85,894         86,077       804,600       507,320          76,098
LARGE CAP VALUE          
Accumulation share       
 value:                  
 Beginning of period     
   (Note 3) . . . . . . .     $9.75         $11.38        $10.00            --              --
 End of period. . . . . .    $12.08          $9.75        $11.38            --              --
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .    91,386         50,708       334,667            --              --
FUNDAMENTAL VALUE B      
 (formerly "Large Cap    
 Value CORE (SM)")       
Accumulation share       
 value:                  
 Beginning of period. . .     $8.13         $10.07        $10.71        $10.31          $10.00
 End of period. . . . . .    $10.35          $8.13        $10.07        $10.71          $10.31
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .    71,994         80,764     1,056,790       520,128          92,493
LARGE CAP GROWTH         
Accumulation share       
 value:                  
 Beginning of period     
  (Note 3). . . . . . . .     $5.79          $8.13        $10.00            --              --
 End of period. . . . . .     $7.19          $5.79         $8.13            --              --
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .    49,259         10,413        77,662            --              --
LARGE CAP GROWTH B       
 (formerly "Large Cap    
 Aggressive Growth")     
Accumulation share       
 value:                  
 Beginning of period. . .     $5.48          $8.09         $9.60        $11.97          $10.00
 End of period. . . . . .     $7.13          $5.48         $8.09         $9.60          $11.97
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .    45,760         78,966     1,205,414     1,040,129         178,388
GROWTH & INCOME          
Accumulation share       
 value:                  
 Beginning of period     
  (Note 2). . . . . . . .     $5.66          $7.36         $8.82        $10.00              --
 End of period. . . . . .     $6.95          $5.66         $7.36         $8.82              --
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .   160,565        126,954     1,817,947        12,749              --
FUNDAMENTAL VALUE        
Accumulation share       
 value:                  
 Beginning of period. . .     $8.75         $10.73        $11.68        $10.43          $10.00
 End of period. . . . . .    $11.12          $8.75        $10.73        $11.68          $10.43
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .    78,791         85,139       802,605       347,760          64,904
EARNINGS GROWTH          
Accumulation share       
 value:                  
 Beginning of period     
  (Note 1). . . . . . . .     $2.96          $4.43         $7.11        $10.00              --
 End of period. . . . . .     $3.65          $2.96         $4.43         $7.11              --
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .   129,095        154,964     1,636,323       629,910              --
FUNDAMENTAL GROWTH       
Accumulation share       
 value:                  
 Beginning of period. . .     $6.79          $9.86        $14.74        $15.39          $10.00
 End of period. . . . . .     $8.84          $6.79         $9.86        $14.74          $15.39
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .    49,535         66,283       589,572       525,081          38,912
MID CAP VALUE B          
 (formerly "Small/Mid    
 Cap CORE(SM)")          
Accumulation share       
 value:                  
 Beginning of period. . .    $10.94         $13.06        $13.16        $12.73          $11.00
 End of period. . . . . .    $15.68         $10.94        $13.06        $13.16          $12.73
Number of Accumulation   
 Shares outstanding at   
 end of period. . . . . .    39,919         41,956       220,092       114,891           9,532

                                       45


                                                                                        PERIOD FROM
                              YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                             DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                                 2003          2002          2001          2000             1999
                             ------------  ------------  ------------  ------------  ------------------
MID CAP GROWTH              
 (formerly "Small/Mid       
 Cap Growth")               
Accumulation share          
 value:                     
 Beginning of period. . . .     $16.19         $20.79        $20.47        $18.98          $18.07
 End of period. . . . . . .     $23.49         $16.19        $20.79        $20.47          $18.98
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .     29,359         29,475       242,085       136,439          14,779
SMALL CAP EMERGING          
 GROWTH                     
Accumulation share          
 value:                     
 Beginning of period        
  (Note 2). . . . . . . . .      $5.60          $7.90         $8.30        $10.00              --
 End of period. . . . . . .      $8.23          $5.60         $7.90         $8.30              --
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .     12,351          8,332        79,406           535              --
SMALL CAP VALUE             
Accumulation share          
 value:                     
 Beginning of period. . . .     $15.07         $16.31        $13.87        $10.46          $10.00
 End of period. . . . . . .     $20.54         $15.07        $16.31        $13.87          $10.46
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .     79,351         81,318       546,648       241,338              --
SMALL CAP GROWTH            
Accumulation share          
 value:                     
 Beginning of period. . . .      $9.81         $14.19        $16.44        $21.19          $14.27
 End of period. . . . . . .     $12.39          $9.81        $14.19        $16.44          $21.19
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .     41,073         45,628       715,728       608,753          59,529
AIM V.I. PREMIER            
 EQUITY                     
Accumulation share          
 value:                     
 Beginning of period. . . .      $5.90          $8.57         $9.92        $11.77          $10.00
 End of period. . . . . . .      $7.29          $5.90         $8.57         $9.92          $11.77
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .    268,348        230,661     3,090,645     2,548,369         302,772
AIM V.I. CAPITAL            
 DEVELOPMENT - SERIES       
 II CLASS                   
Accumulation share          
 value:                     
 Beginning of period        
  (Note 4). . . . . . . . .      $7.45         $10.00            --            --              --
 End of period. . . . . . .      $9.93          $7.45            --            --              --
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .      6,387          2,620            --            --              --
FIDELITY VIP                
 CONTRAFUND (R) -           
 SERVICE CLASS              
Accumulation share          
 value:                     
 Beginning of period. . . .      $8.28          $9.25        $10.69        $11.61          $10.00
 End of period. . . . . . .     $10.49          $8.28         $9.25        $10.69          $11.61
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .    179,239        202,789     1,645,859     1,447,471         237,990
FIDELITY VIP GROWTH         
Accumulation share          
 value:                     
 Beginning of period. . . .      $5.92          $8.59        $10.57        $12.04          $10.00
 End of period. . . . . . .      $7.76          $5.92         $8.59        $10.57          $12.04
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .    203,487        198,959     2,501,361     1,875,307         205,097
MFS INVESTORS GROWTH        
 STOCK - INITIAL CLASS      
Accumulation share          
 value:                     
 Beginning of period. . . .      $6.14          $8.58        $11.45        $12.36          $10.00
 End of period. . . . . . .      $7.46          $6.14         $8.58        $11.45          $12.36
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .    132,909        146,522     1,280,675       971,077         158,192
MFS RESEARCH - INITIAL      
 CLASS                      
Accumulation share          
 value:                     
 Beginning of period. . . .      $6.46          $8.67        $11.14        $11.86          $10.00
 End of period. . . . . . .      $7.95          $6.46         $8.67        $11.14          $11.86
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .     49,422         68,797       970,571       672,010          73,452
INTERNATIONAL EQUITY        
 INDEX                      
Accumulation share          
 value:                     
 Beginning of period        
  (Note 4). . . . . . . . .      $6.77         $10.00            --            --              --
 End of period. . . . . . .      $9.49          $6.77            --            --              --
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .     31,853            906            --            --              --
OVERSEAS EQUITY B           
 (formerly                  
 "International             
 Opportunities")            
Accumulation share          
 value:                     
 Beginning of period        
  (Note 3). . . . . . . . .      $6.72          $8.33        $10.00            --              --
 End of period. . . . . . .      $8.79          $6.72         $8.33            --              --
Number of Accumulation      
 Shares outstanding at      
 end of period. . . . . . .     16,942         18,535        20,457            --              --

                                       46


                                                                                               PERIOD FROM
                               YEAR ENDED      YEAR ENDED      YEAR ENDED      YEAR ENDED    AUGUST 10, 1999
                              DECEMBER 31,    DECEMBER 31,    DECEMBER 31,    DECEMBER 31,    TO DECEMBER 31,
                                  2003            2002            2001            2000             1999
                              ------------    ------------    ------------    ------------  ------------------
OVERSEAS EQUITY
Accumulation share value:
 Beginning of period. . . .   $       9.96    $      10.76    $      11.65    $      12.98       $    12.24
 End of period. . . . . . .   $      13.75    $       9.96    $      10.76    $      11.65       $    12.98
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .         35,964          24,431         128,318          63,735            5,361
FIDELITY VIP OVERSEAS
 - SERVICE CLASS
Accumulation share value:
 Beginning of period. . . .   $       6.10    $       7.73    $       9.97    $      12.48       $    10.00
 End of period. . . . . . .   $       8.62    $       6.10    $       7.73    $       9.97       $    12.48
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .        126,285         143,079         960,931       1,107,608           30,517
OVERSEAS EQUITY C
 (formerly "Emerging
 Markets Equity")
Accumulation share value:
 Beginning of period
  (Note 3). . . . . . . . .   $       9.07    $       9.85    $      10.00              --               --
 End of period  . . . . . .   $      14.06    $       9.07    $       9.85              --               --
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .          4,792           2,150           7,941              --               --
JANUS ASPEN WORLDWIDE
 GROWTH - SERVICE
 SHARES CLASS
Accumulation share value:
 Beginning of period
  (Note 2). . . . . . . . .   $       5.07    $       6.90    $       9.03    $      10.00               --
 End of period  . . . . . .   $       6.19    $       5.07    $       6.90    $       9.03               --
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .         47,215          42,016         322,018         128,709               --
REAL ESTATE EQUITY
Accumulation share value:
 Beginning of period
  (Note 2)    . . . . . . .   $      11.44    $      11.43    $      10.95    $      10.00               --
 End of period  . . . . . .   $      15.47    $      11.44    $      11.43    $      10.95               --
Number of Accumulation
 Shares outstanding at
 end of period  . . . . . .         48,314          48,847         138,332           1,766               --
HEALTH SCIENCES
Accumulation share
 value:
 Beginning of period
  (Note 3). . . . . . . . .   $       7.69    $       9.73    $      10.00              --               --
 End of period  . . . . . .   $      10.00    $       7.69    $       9.73              --               --
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .         15,522          15,340         100,786              --               --
FINANCIAL INDUSTRIES
 (NOTE 5)
Accumulation share value:
 Beginning of period. . . .   $      11.60    $      14.58    $      17.90    $      14.25       $    10.00
 End of period. . . . . . .   $      14.43    $      11.60    $      14.58    $      17.90       $    14.25
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .         21,825          49,964         855,100         642,376          113,876
MANAGED
Accumulation share value:
 Beginning of period
  (Note 2). . . . . . . . .   $       8.00    $       9.34    $       9.73    $      10.00               --
 End of period  . . . . . .   $       9.41    $       8.00    $       9.34    $       9.73               --
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .         73,227          80,473         868,814              89               --
SHORT TERM BOND
Accumulation share value:
 Beginning of period. . . .   $      14.82    $      14.20    $      13.30    $      12.48       $    12.34
 End of period. . . . . . .   $      15.04    $      14.82    $      14.20    $      13.30       $    12.48
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .        118,364         132,895         440,240         126,421           15,433
 BOND INDEX
Accumulation share value:
 Beginning of period. . . .   $      12.28    $      11.31    $      10.63    $       9.63       $     9.65
 End of period. . . . . . .   $      12.57    $      12.28    $      11.31    $      10.63       $     9.63
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .        105,438         145,149         833,929         327,502           47,232
ACTIVE BOND
Accumulation share value:
 Beginning of period
  (Note 3). . . . . . . . .   $      11.00    $      10.39    $      10.00              --               --
 End of period. . . . . . .   $      11.57    $      11.00    $      10.39              --               --
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .        172,975         191,092       1,154,989              --               --
HIGH YIELD BOND
Accumulation share value:
 Beginning of period. . . .   $       8.60    $       9.12    $       9.04    $      10.27       $    10.00
 End of period, . . . . . .   $       9.90    $       8.60    $       9.12    $       9.04       $    10.27
Number of Accumulation
 Shares outstanding at
 end of period. . . . . . .         97,589          77,833         644,021         333,028           48,898

                                       47


                                                                                     PERIOD FROM
                           YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                          DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                              2003          2002          2001          2000             1999
                          ------------  ------------  ------------  ------------  ------------------
GLOBAL BOND             
Accumulation share      
 value:                 
 Beginning of period    
  (Note 2). . . . . . . .    $12.10         $10.31        $10.60        $10.00              --
 End of period. . . . . .    $13.85         $12.10        $10.31        $10.60              --
Number of Accumulation  
 Shares outstanding at  
 end of period. . . . . .    32,488         28,155        71,857            --              --
MONEY MARKET            
Accumulation share      
 value:                 
 Beginning of period    
  (Note 3). . . . . . . .    $10.15         $10.12        $10.00            --              --
 End of period. . . . . .    $10.12         $10.15        $10.12            --              --
Number of Accumulation  
 Shares outstanding at  
 end of period. . . . . .   346,239      1.018,815     4,289,180            --              --
MID CAP VALUE           
Accumulation share      
 value:                 
 Beginning of period    
  (Note 3). . . . . . . .    $10.00             --            --            --              --
 End of period. . . . . .    $13.56             --            --            --              --
Number of Accumulation  
 Shares outstanding at  
 end of period. . . . . .     8,029             --            --            --              --
TOTAL RETURN            
Accumulation share      
 value:                 
 Beginning of period    
  (Note 3). . . . . . . .    $10.00             --            --            --              --
 End of period. . . . . .    $10.11             --            --            --              --
Number of Accumulation  
 Shares outstanding at  
 end of period. . . . . .    10,515             --            --            --              --
MFS NEW DISCOVERY       
 SERIES                 
Accumulation share      
 value:                 
 Beginning of period    
  (Note 3). . . . . . . .     $9.35         $13.85        $14.77        $15.26          $10.00
 End of period. . . . . .    $12.35          $9.35        $13.85        $14.77          $15.26
Number of Accumulation  
 Shares outstanding at  
 end of period. . . . . .    76,297         83,268       533,377       431,090          36,557
JANUS ASPEN GLOBAL      
 TECHNOLOGY             
Accumulation share      
 value:                 
 Beginning of period    
  (Note 3). . . . . . . .    $10.04             --            --            --              --
 End of period. . . . . .    $13.67             --            --            --              --
Number of Accumulation  
 Shares outstanding at  
 end of period. . . . . .     1,101             --            --            --              --
 
(1)  Values shown for 2000 begin on May 1, 2000.
 
(2)  Values shown for 2000 begin on November 1, 2000.
 
(3)  Values shown for 2001 begin on May 1, 2001.
 
(4)  Values shown for 2002 begin on May 1, 2002.
 
(5)  Values shown for Financial Industries are based on Account holdings of the
     predecessor fund.
 
                                       48


                APPENDIX A - DETAILS ABOUT OUR GUARANTEE PERIODS


INVESTMENTS THAT SUPPORT OUR GUARANTEE PERIODS

  We back our obligations under the guarantee periods with JHVLICO's general
assets. Subject to applicable law, we have sole discretion over the investment
of our general assets (including those held in our "non-unitized" separate
account that primarily supports the guarantee periods). We invest these amounts
in compliance with applicable state insurance laws and regulations concerning
the nature and quality of our general investments.

  We invest the non-unitized separate account assets, according to our detailed
investment policies and guidelines, in fixed income obligations, including:

  . corporate bonds,

  . mortgages,

  . mortgage-backed and asset-backed securities, and

  . government and agency issues.

  We invest primarily in domestic investment-grade securities. In addition, we
use derivative contracts only for hedging purposes, to reduce ordinary business
risks associated with changes in interest rates, and not for speculating on
future changes in the financial markets. Notwithstanding the foregoing, we are
not obligated to invest according to any particular strategy.

GUARANTEED INTEREST RATES

  We declare the guaranteed rates from time to time as market conditions and
other factors dictate. We advise you of the guaranteed rate for a selected
guarantee period at the time we:

. receive your premium payment,

. effectuate your transfer, or

. renew your guarantee period

  We have no specific formula for establishing the guaranteed rates for the
guarantee periods. The rates may be influenced by interest rates generally
available on the types of investments acquired with amounts allocated to the
guarantee period. In determining guarantee rates, we may also consider, among
other factors, the duration of the guarantee period, regulatory and tax
requirements, sales and administrative expenses we bear, risks we assume, our
profitability objectives, and general economic trends.

COMPUTATION OF MARKET VALUE ADJUSTMENT

  We determine the amount of the market value adjustment by multiplying the
amount being taken from the guarantee period by a factor expressed by the
following formula:

                                     n
                                     --
                      (    1 + g    )12
                      (-------------)   -1
                      (1 + c + 0.005)
  where,

  . G is the guaranteed rate in effect for the current guarantee period.

  . C is the current guaranteed rate in effect for new guarantee periods with
    duration equal to the number of years remaining in the current guarantee
    period (rounded to the nearest whole number of years). If we are not
    currently offering such a guarantee period, we will declare a guarantee
    rate, solely for this purpose, consistent with interest rates currently
    available.

                                       49

 
   . N is the number of complete months from the date of withdrawal to the end
     of the current guarantee period.  (If less than one complete month
     remains, N equals one unless the withdrawal is made on the last day of
     the guarantee period, in which case no adjustment applies.)
 
SAMPLE CALCULATION 1: POSITIVE ADJUSTMENT
 
 Amount withdrawn or transferred          $10,000
-------------------------------------------------------------------------------
 Guarantee period                         5 years
-------------------------------------------------------------------------------
 Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                          period
-------------------------------------------------------------------------------
 Guaranteed rate*(g)                      4%
-------------------------------------------------------------------------------
 Guaranteed rate for new 3 year           
 guarantee*(c)                            3%
-------------------------------------------------------------------------------
 Remaining guarantee period(n)            36 months
-------------------------------------------------------------------------------
 
Market value adjustment:

                                            
                     [                  36    ]
                     [                  --    ] 
                     [(     1 + 0.04   )12    ]   
             10,000 x[(----------------)    -1] = 145.63 
                     [(1 + 0.03 + 0.005)      ] 
 
Amount withdrawn or transferred (adjusted for market value adjustment): $10,000
+ $145.63 = $10,145.63
 
*All interest rates shown have been arbitrarily chosen for purposes of this
example.  In most cases they will bear little or no relation to the rates we are
actually guaranteeing at any time.
 
SAMPLE CALCULATION 2: NEGATIVE ADJUSTMENT
 
 Amount withdrawn or transferred          $10,000
-------------------------------------------------------------------------------
 Guarantee period                         5 years
-------------------------------------------------------------------------------
 Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                          period
-------------------------------------------------------------------------------
 Guaranteed rate*(g)                      4%
-------------------------------------------------------------------------------
 Guaranteed rate for new 3 year           
 guarantee*(c)                            5%
-------------------------------------------------------------------------------
 Remaining guarantee period(n)            36 months
-------------------------------------------------------------------------------
 
Market value adjustment:
                              
                     [                  36    ]
                     [                  --    ] 
                     [(     1 + 0.04   )12    ]   
             10,000 x[(----------------)    -1] = 145.63 
                     [(1 + 0.03 + 0.005)      ] 
 
Amount withdrawn or transferred (adjusted for market value adjustment): $10,000
- $420.50 = $9,579.50
 
*All interest rates shown have been arbitrarily chosen for purposes of this
example.  In most cases they will bear little or no relation to the rates we are
actually guaranteeing at any time.
 
                                       50

 
    APPENDIX B - EXAMPLES OF EARNINGS ENHANCEMENT DEATH BENEFIT CALCULATION
 
  The following are examples of the optional earnings enhancement death benefit.
We have assumed that there are earnings under the contracts in each case. Actual
investment performance may be greater or lower than the amounts shown.
 
EXAMPLE 1 - EARNINGS ENHANCEMENT DEATH BENEFIT WITH STANDARD DEATH BENEFIT, NO
ADJUSTMENTS FOR WITHDRAWALS OR ADDITIONAL PREMIUM PAYMENTS
 
  Assume:
 
. You elect the earnings enhancement death benefit rider (but not the enhanced
  death benefit rider) when you purchase your contract,
 
. At the time of purchase, you and the annuitant are each under age 70 and you
  pay an initial premium of $100,000,
 
. You allocate the premium to a variable investment option, and make no
  transfers of contract value to other investment options,
 
. We determine the death benefit before the Maturity Date, in the fourth year of
  your contract on a day when the total value of your contract is $180,000.
 
Calculation of Standard Death Benefit
 
  We compare the total value of your contract ($180,000, with no market value
adjustment) to the total amount of premiums you paid ($100,000, with no
adjustment for withdrawals). The standard death benefit is the higher of the
two, or $180,000.
 
Calculation of Earnings Enhancement Amount
 
  Because you and the annuitant were both under age 70 when the rider was
issued, the earnings enhancement amount is 40% of the difference between the
standard death benefit and your "Net Premiums," up to a maximum benefit amount
equal to 80% of your "Adjusted Net Premiums."
 
  Calculation of Net Premiums and Adjusted Net Premiums - To determine "Net
Premiums," we reduce the premiums you paid ($100,000) by the amount of any
withdrawals in excess of earnings ($0). In this example, the Net Premiums is
$100,000. To determine "Adjusted Net Premiums," we reduce the Net Premiums
($100,000) by any premiums you made, other than the initial premium, during the
12 months before we calculated the death benefit ($0). In this example, the
"Adjusted Net Premiums" is $100,000.
 
  Calculation of Maximum Benefit Amount - The maximum benefit amount under the
earnings enhancement death benefit rider in this example is 80% of the Adjusted
Net Premiums ($100,000), or $80,000.
 
  The earnings enhancement amount is 40% of the difference between the standard
death benefit ($180,000) and your Net Premiums ($100,000), up to the maximum
benefit amount. In this example, 40% of the difference is $32,000, which is less
than the maximum benefit amount ($80,000). The earnings enhancement amount is
therefore $32,000.
 
  The total Death Benefit in this example is the standard death benefit
($180,000) plus the earnings enhancement amount ($32,000), or $212,000.
 
EXAMPLE 2 - EARNINGS ENHANCEMENT DEATH BENEFIT WITH ENHANCED DEATH BENEFIT,
ADJUSTED FOR WITHDRAWAL AND ADDITIONAL PREMIUM
 
  Assume:
 
. You elect the earnings enhancement death benefit rider and the enhanced death
  benefit rider when you purchase your contract,
 
                                       51

 
. At the time of purchase, you are over age 70 and you pay an initial premium of
  $100,000,
 
. You allocate the premium to a variable investment option, and make no
  transfers of contract value to other investment options,
 
. On the seventh anniversary of your contract, your total value in the contract
  is $175,000, which is the highest value on any anniversary date
 
. On the day after the seventh anniversary of your contract, you make a
  withdrawal of $80,000,
 
. On the eighth anniversary of your contract, the total value of your contract
  is $110,000, and you make an additional premium payment of $10,000 at the end
  of the eighth year of your contract
 
. We determine the death benefit before the Maturity Date in the middle of the
  ninth year of your contract, on a day when the total value of your contract is
  $120,000.
 
Calculation of Enhanced Death Benefit
 
  In this example, the enhanced death benefit is the highest of an accumulated
premium "roll-up" amount, a "highest anniversary value" amount and the value of
your contract on the date the death benefit is determined.
 
  Calculation of Premium Roll-up - We calculate the amount of each premium you
have paid, accumulated at a 5% effective annual rate, minus any withdrawals. In
this example, the accumulated value of your initial premium, after adjustment
for the $80,000 withdrawal, is $65,319.75, and the accumulated value of your
second premium is $10,246.95. The total amount of the premium "roll-up" is
$75,566.70.
 
  Calculation of Highest Anniversary Value - We determine the highest
anniversary value of your contract on any anniversary date during the rider's
measuring period ($175,000), plus any premiums since that date ($10,000), minus
any withdrawals since that date ($80,000). In this example, the "highest
anniversary value" is $105,000.
 
  The total value of your contract on the date the death benefit is determined
  ($120,000, with no market value adjustment) is higher than the premium roll-up
amount ($75,566.70) and higher than the "highest anniversary value" amount
($105,000). The enhanced death benefit is therefore $120,000.
 
Calculation of Earnings Enhancement Amount
 
  Because you were over age 70 when the rider was issued, the earnings
enhancement amount is 25% of the difference between the enhanced death benefit
and your "Net Premiums," up to a maximum benefit amount equal to 50% of your
"Adjusted Net Premiums."
 
  Calculation of Net Premiums and Adjusted Net Premiums - To determine "Net
Premiums," we reduce the premiums you paid by the amount of any withdrawals in
excess of earnings. In this example, you withdrew $80,000 at a time when your
earnings were $75,000. The amount withdrawn in excess of earnings is therefore
$5,000. Net Premiums is the amount of premiums paid ($110,000) less amounts
withdrawn in excess of earnings ($5,000), or $105,000. To determine "Adjusted
Net Premiums," we reduce the Net Premiums ($105,000) by any premiums you made
during the 12 months before we calculated the death benefit ($10,000). In this
example, the "Adjusted Net Premiums" is $95,000.
 
  Calculation of Maximum Benefit Amount - The maximum benefit amount under the
earnings enhancement death benefit rider in this example is 50% of your Adjusted
Net Premiums ($95,000), or $47,500.
 
  The earnings enhancement amount is 25% of the difference between the enhanced
death benefit ($120,000) and your Net Premiums ($105,000), up to the maximum
benefit amount. In this example, 25% of the difference is $3,750, which is less
than the maximum benefit amount ($47,500). The earnings enhancement amount is
therefore $3,750.
 
  The total Death Benefit in this example is the enhanced death benefit
($120,000) plus the earnings enhancement amount ($3,750), or $123,750.
 
                                       52


                          Prospectus dated May 1, 2004

                                for interests in
                    John Hancock Variable Annuity Account JF
                       Interests are made available under

                   -------------------------------------------
                       REVOLUTION EXTRA VARIABLE ANNUITY
                   -------------------------------------------
      a deferred combination fixed and variable annuity contract issued by

            JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY ("JHVLICO")

  The contract enables you to earn fixed rates of interest that we guarantee for
  stated periods of time ("guarantee periods") and investment-based returns in
  the following variable investment options:

 VARIABLE INVESTMENT OPTIONS:                               UNDERLYING FUND MANAGED BY:
----------------------------------------------------------------------------------------------------------------------------------
 EQUITY OPTIONS:
  Equity Index . . . . . . . . . . . . . . . . . . . . .    SSgA Funds Management, Inc.
  Large Cap Value  . . . . . . . . . . . . . . . . . . .    T. Rowe Price Associates, Inc.
  Large Cap Growth . . . . . . . . . . . . . . . . . . .    Independence Investment LLC
  Earnings Growth. . . . . . . . . . . . . . . . . . . .    Fidelity Management & Research Company
  Growth & Income  . . . . . . . . . . . . . . . . . . .    Independence Investment LLC and T. Rowe Price Associates, Inc.
  Fundamental Value. . . . . . . . . . . . . . . . . . .    Wellington Management Company, LLP
  Mid Cap Value B. . . . . . . . . . . . . . . . . . . .    T. Rowe Price Associates, Inc.
  Mid Cap Growth . . . . . . . . . . . . . . . . . . . .    Wellington Management Company, LLP
  Small Cap Value  . . . . . . . . . . . . . . . . . . .    T. Rowe Price Associates, Inc. and Wellington Management Company, LLP
  Small Cap Emerging Growth. . . . . . . . . . . . . . .    Wellington Management Company, LLP
  AIM V.I. Capital Development . . . . . . . . . . . . .    A I M Advisors, Inc.
  Fidelity VIP Contrafund(R) . . . . . . . . . . . . . .    Fidelity Management & Research Company
  MFS Investors Growth Stock . . . . . . . . . . . . . .    MFS Investment Management(R)
  International Equity Index . . . . . . . . . . . . . .    SSgA Funds Management, Inc.
  Overseas Equity B. . . . . . . . . . . . . . . . . . .    Capital Guardian Trust Company
  Fidelity VIP Overseas. . . . . . . . . . . . . . . . .    Fidelity Management & Research Company
  Real Estate Equity . . . . . . . . . . . . . . . . . .    RREEF America LLC and Van Kampen (a registered trade name of Morgan
                                                              Stanley Investment Management Inc.)
  Health Sciences. . . . . . . . . . . . . . . . . . . .    Wellington Management Company, LLP
  Financial Industries . . . . . . . . . . . . . . . . .    John Hancock Advisers, LLC
  Large Cap Growth B*. . . . . . . . . . . . . . . . . .    Independence Investment LLC
  Fundamental Growth*. . . . . . . . . . . . . . . . . .    Independence Investment LLC
  Fundamental Value B* . . . . . . . . . . . . . . . . .    Wellington Management Company, LLP
  Mid Cap Value* . . . . . . . . . . . . . . . . . . . .    T. Rowe Price Associates, Inc.
  Small Cap Growth*. . . . . . . . . . . . . . . . . . .    Wellington Management Company, LLP
  AIM V.I. Premier Equity* . . . . . . . . . . . . . . .    A I M Advisors, Inc.
  MFS Research*. . . . . . . . . . . . . . . . . . . . .    MFS Investment Management(R)
  Overseas Equity* . . . . . . . . . . . . . . . . . . .    Capital Guardian Trust Company
  Overseas Equity C* . . . . . . . . . . . . . . . . . .    Capital Guardian Trust Company
  Janus Aspen Worldwide Growth*. . . . . . . . . . . . .    Janus Capital Management, LLC
  Janus Aspen Global Technology* . . . . . . . . . . . .    Janus Capital Management, LLC
  Fidelity VIP Growth* *                                    Fidelity Management & Research Company
  MFS New Discovery* * . . . . . . . . . . . . . . . . .    MFS Investment Management(R)

 BALANCED OPTIONS:
  Managed. . . . . . . . . . . . . . . . . . . . . . . .    Independence Investment LLC and Capital Guardian Trust Company

 BOND & MONEY MARKET OPTIONS:
  Short-Term Bond  . . . . . . . . . . . . . . . . . . .    Independence Investment LLC
  Bond Index . . . . . . . . . . . . . . . . . . . . . .    Standish Mellon Asset Management Company LLC
  Active Bond. . . . . .                                    John Hancock Advisers, LLC, Pacific Investment Management Company LLC
                                                              and Declaration Management & Research Company
  Total Return Bond. . . . . . . . . . . . . . . . . . .    Pacific Investment Management Company LLC
  High Yield Bond  . . . . . . . . . . . . . . . . . . .    Wellington Management Company, LLP
  Global Bond. . . . . . . . . . . . . . . . . . . . . .    Capital Guardian Trust Company
  Money Market . . . . .                                    Wellington Management Company, LLP
----------------------------------------------------------------------------------------------------------------------------------

  * Not available for contracts issued after April 30, 2004.
* * Not available for contracts issued after April 30, 2003.


  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 AIM Variable Insurance
Funds, Fidelity's Variable Insurance Products Fund (Service Class) and Variable
Insurance Products Fund II (Service Class), the Janus Aspen Series (Service
Shares Class), and the MFS Variable Insurance Trust (Initial Class)  (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 also 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 is a prospectus for each Series Fund. 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.

  For amounts you don't wish to invest in a variable investment option, you
currently can select a five year guarantee period. (We may make additional
guarantee periods available in the future, each of which would have its own
guaranteed interest rate and expiration date, and we may make one or more
additional guarantee periods available for contracts issued before September 30,
2002. We cannot provide any assurance that we will make any additional guarantee
periods available, however.)

  If you remove money from any guarantee period prior to its expiration,
however, we may increase or decrease your contract's value to compensate for
changes in interest rates that may have occurred subsequent to the beginning of
that guarantee period. This is known as a "market value adjustment."

The Revolution Extra Variable Annuity provides an Extra Credit feature that is
described on page 14. 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 that we add to your contract may be more than offset by the withdrawal
charge that is described on page 18 if you prematurely "surrender" or otherwise
withdraw money in excess of the Free Withdrawal Amounts (see page 18) while this
charge is in effect.



                      JOHN HANCOCK ANNUITY SERVICING OFFICE
                      -------------------------------------

                                  MAIL DELIVERY
                                  -------------
                                  P.O. Box 772
                                Boston, MA 02117

                               OVERNIGHT DELIVERY
                               ------------------
                      John Hancock Annuity Image Operations
                        27 Dry Dock Avenue, Second floor
                             South Boston, MA 02110

                              PHONE: 1-800-824-0335

                               FAX: 1-617-572-1571



  Contracts are not deposits or obligations of, or insured, endorsed, or
guaranteed by the U.S. Government, any bank, the Federal Deposit Insurance
Corporation, the Federal Reserve Board, or any other agency, entity or person,
other than JHVLICO. They involve investment risks including the possible loss of
principal.


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

  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.

                                        2


--------------------------------------------------------------------------------
                                IMPORTANT NOTICES

  This is the prospectus - it is not the contract. The prospectus simplifies
  many contract provisions to better communicate the contract's essential
  features. Your rights and obligations under the contract will be determined
  by the language of the contract itself. On request, we will provide the form
  of contract for you to review. In any event, when you receive your contract,
  we suggest you read it promptly.

  We've also filed with the SEC a "Statement of Additional Information." This
  Statement contains detailed information not included in the prospectus.
  Although a separate document from this prospectus, the Statement of
  Additional Information has the same legal effect as if it were a part of
  this prospectus. We will provide you with a free copy of the Statement upon
  your request. To give you an idea what's in the Statement, we have included
  a copy of the Statement's table of contents on page 45.

  The contracts are not available in all states. This prospectus does not
  constitute an offer to sell, or a solicitation of an offer to buy,
  securities in any state to any person to whom it is unlawful to make or
  solicit an offer in that state.
--------------------------------------------------------------------------------


                            GUIDE TO THIS PROSPECTUS


  This prospectus contains information that you should know before you buy a
contract or exercise any of your rights under the contract. We have arranged the
prospectus in the following way:

   .  The first section contains an "INDEX OF KEY WORDS."

   .  Behind the index is the "FEE TABLE." This section highlights the various
      fees and expenses you will pay directly or indirectly, if you purchase a
      contract.

   .  The next section is called "BASIC INFORMATION." It contains basic
      information about the contract presented in a question and answer format.
      You should read the Basic Information before reading any other section of
      the prospectus.

   .  Behind the Basic Information is "ADDITIONAL INFORMATION." This section
      gives more details about the contract. It generally does not repeat
      information contained in the Basic Information.

The Series Funds' prospectuses are attached at the end of this prospectus. You
should save these prospectuses for future reference.

                                        3


                               INDEX OF KEY WORDS


  We define or explain each of the following key words used in this prospectus
on the pages shown below:

  KEY WORD                                               PAGE

  Accumulation units...................................   30
  Annuitant............................................   11
  Annuity payments.....................................   14
  Annuity period.......................................   14
  Business day.........................................   12
  Contract year........................................   12
  Date of issue........................................   12
  Date of maturity.....................................   31
  Extra Credits........................................   14
  Free withdrawal amount...............................   18
  Funds................................................    2
  Guarantee period.....................................   13
  Investment options...................................   15
  Market value adjustment..............................   13
  Premium payments.....................................   11
  Surrender............................................   18
  Surrender value......................................   19
  Total value of your contract.........................   13
  Variable investment options..........................cover
  Withdrawal charge....................................   18
  Withdrawal...........................................   18

                                        4


                                   FEE TABLES

THE FOLLOWING TABLES DESCRIBE THE FEES AND EXPENSES THAT YOU WILL PAY WHEN
BUYING, OWNING AND SURRENDERING A REVOLUTION EXTRA CONTRACT. THE FIRST TABLE
DESCRIBES THE CHARGES THAT YOU WILL PAY AT THE TIME THAT YOU BUY THE CONTRACT,
SURRENDER THE CONTRACT, OR TRANSFER ACCOUNT VALUE BETWEEN INVESTMENT OPTIONS.
STATE PREMIUM TAXES MAY ALSO BE DEDUCTED.

--------------------------------------------------------------------------------------------------------
  CONTRACTOWNER TRANSACTION EXPENSES                                REVOLUTION EXTRA
--------------------------------------------------------------------------------------------------------
 MAXIMUM WITHDRAWAL CHARGE (AS % OF AMOUNT            7% for the first, second, third and fourth years
 WITHDRAWN OR SURRENDERED)/1/                                    6% for the fifth year
                                                                 5% for the sixth year
                                                                4% for the seventh year
                                                                    0 % thereafter
--------------------------------------------------------------------------------------------------------
 MAXIMUM TRANSFER CHARGE /2/                                              $25
--------------------------------------------------------------------------------------------------------

/1/  This charge is taken upon withdrawal or surrender within the specified
     period of years measured from the date of premium payment.
/2/  This charge is not currently imposed, but we reserve the right to do so in
     the contract. If we do, it will be taken upon each transfer into or out of
     any investment option beyond an annual limit of not less than 12.

THE NEXT TABLE DESCRIBES THE FEES AND EXPENSES THAT YOU WILL PAY PERIODICALLY
DURING THE TIME YOU OWN THE CONTRACT. THIS TABLE DOES NOT INCLUDE FEES AND
EXPENSES PAID AT THE FUND LEVEL.

----------------------------------------------------------------------------------------------------------------------
                                                                              REVOLUTION EXTRA
----------------------------------------------------------------------------------------------------------------------
 MAXIMUM ANNUAL CONTRACT FEE/3/                                                     $50
----------------------------------------------------------------------------------------------------------------------
 CURRENT ANNUAL CONTRACT FEE/4/                                                     $30
----------------------------------------------------------------------------------------------------------------------
 SEPARATE ACCOUNT ANNUAL EXPENSES (AS A PERCENTAGE OF                              1.25%
 AVERAGE ACCOUNT VALUE)/5/
----------------------------------------------------------------------------------------------------------------------
 OPTIONAL BENEFIT RIDER CHARGES/6/:
----------------------------------------------------------------------------------------------------------------------
 WAIVER OF WITHDRAWAL CHARGE ("CARESOLUTIONS") RIDER         0.10% of that portion of your contract's total value
 ("CARESOLUTIONS") RIDER                                 attributable to premiums that are still subject to surrender
                                                                                  charges
----------------------------------------------------------------------------------------------------------------------
 ENHANCED DEATH BENEFIT RIDER/7/                                    0.25% of your contract's total value
----------------------------------------------------------------------------------------------------------------------
 EARNINGS ENHANCEMENT ("BENEFICIARY TAX RELIEF") DEATH              0.25% of your contract's total value
 BENEFIT RIDER
----------------------------------------------------------------------------------------------------------------------
 ACCUMULATED VALUE ENHANCEMENT ("CARESOLUTIONS
 PLUS") RIDER /8/                                                  0.35% of your initial premium payment
----------------------------------------------------------------------------------------------------------------------
 GUARANTEED RETIREMENT INCOME BENEFIT RIDER /9/                     0.30% of your contract's total value
----------------------------------------------------------------------------------------------------------------------

/3/  This charge is not currently imposed, and would only apply to contracts of
     less than $50,000.

/4/  This charge applies only to contracts of less than $50,000. It is taken at
     the end of each contract year but, if you surrender a contract before then,
     it will be taken at the time of surrender.

/5/  This charge only applies to that portion of account value held in the
     variable investment options. The charge does not apply to amounts in the
     guarantee periods.

/6/  Charges for optional benefit riders are assessed monthly. The monthly
     charge is 1/12/th/ of the annual charge shown in the table.

/7/  In certain states (and for riders issued prior to May 1, 2002), the rate
     for the Enhanced Death Benefit rider may be lower than the amount shown.

/8/  This rider is available only if you purchase the Waiver of Withdrawal
     Charge rider as well. We reserve the right to increase the annual charge
     shown on a uniform basis for all Accumulated Value Enhancement riders
     issued in the same state.

/9/  Not available for contracts issued after April 30, 2004.

                                        5


THE NEXT TABLE DESCRIBES THE MINIMUM AND MAXIMUM TOTAL OPERATING EXPENSES
CHARGED BY THE FUNDS THAT YOU MAY PAY PERIODICALLY DURING THE TIME YOU OWN A
REVOLUTION EXTRA CONTRACT. MORE DETAIL CONCERNING EACH FUND'S FEES AND EXPENSES
IS CONTAINED IN THE SERIES FUNDS' PROSPECTUSES.

--------------------------------------------------------------------------------
       Total Annual Fund Operating Expenses            Minimum        Maximum
--------------------------------------------------------------------------------
 Range of expenses that are deducted from fund          0.21%          1.96%
 assets, including management fees, distribution
 and/or service (12b-1) fees, and other expenses
--------------------------------------------------------------------------------

THE NEXT TABLE DESCRIBES FUND LEVEL FEES AND EXPENSES FOR EACH OF THE FUNDS, AS
A PERCENTAGE OF THE FUND'S AVERAGE NET ASSETS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2003. MORE DETAIL CONCERNING EACH FUND'S FEES AND EXPENSES IS
CONTAINED IN THE PROSPECTUSES FOR THE SERIES FUNDS.

------------------------------------------------------------------------------------------------------------------------------------
                                                                                           TOTAL FUND                   TOTAL FUND
                                                        DISTRIBUTION    OTHER OPERATING    OPERATING                     OPERATING
                                           INVESTMENT        AND           EXPENSES         EXPENSES                      EXPENSES
                                           MANAGEMENT  SERVICE (12B-1)      WITHOUT         WITHOUT        EXPENSE          WITH
FUND NAME                                      FEE          FEES         REIMBURSEMENT   REIMBURSEMENT  REIMBURSEMENT  REIMBURSEMENT
------------------------------------------------------------------------------------------------------------------------------------
JOHN HANCOCK VARIABLE SERIES TRUST I -
 NAV CLASS SHARES (NOTE 1):
------------------------------------------------------------------------------------------------------------------------------------
Equity Index                                 0.13%           N/A             0.08%           0.21%          0.00%          0.21%
------------------------------------------------------------------------------------------------------------------------------------
Large Cap Value                              0.75%           N/A             0.07%           0.82%          0.00%          0.82%
------------------------------------------------------------------------------------------------------------------------------------
Large Cap Growth                             0.80%           N/A             0.06%           0.86%          0.00%          0.86%
------------------------------------------------------------------------------------------------------------------------------------
Large Cap Growth B*                          0.89%           N/A             0.10%           0.99%          0.00%          0.99%
------------------------------------------------------------------------------------------------------------------------------------
Fundamental Growth                           0.90%           N/A             0.10%           1.00%          0.00%          1.00%
------------------------------------------------------------------------------------------------------------------------------------
Earnings Growth                              0.96%           N/A             0.11%           1.07%          0.01%          1.06%
------------------------------------------------------------------------------------------------------------------------------------
Growth & Income                              0.67%           N/A             0.06%           0.73%          0.00%          0.73%
------------------------------------------------------------------------------------------------------------------------------------
Fundamental Value                            0.79%           N/A             0.11%           0.90%          0.01%          0.89%
------------------------------------------------------------------------------------------------------------------------------------
Fundamental Value B*                         0.91%           N/A             0.19%           1.10%          0.09%          1.01%
------------------------------------------------------------------------------------------------------------------------------------
Mid Cap Value                                1.10%           N/A             0.37%           1.47%          0.27%          1.20%
------------------------------------------------------------------------------------------------------------------------------------
Mid Cap Value B*                             1.05%           N/A             0.14%           1.19%          0.04%          1.15%
------------------------------------------------------------------------------------------------------------------------------------
Mid Cap Growth*                              0.96%           N/A             0.10%           1.06%          0.00%          1.06%
------------------------------------------------------------------------------------------------------------------------------------
Small Cap Value                              0.95%           N/A             0.11%           1.06%          0.01%          1.05%
------------------------------------------------------------------------------------------------------------------------------------
Small Cap Emerging Growth                    1.01%           N/A             0.20%           1.21%          0.10%          1.11%
------------------------------------------------------------------------------------------------------------------------------------
Small Cap Growth                             1.05%           N/A             0.17%           1.22%          0.07%          1.15%
------------------------------------------------------------------------------------------------------------------------------------
International Equity Index                   0.17%           N/A             0.05%           0.22%          0.00%          0.22%
------------------------------------------------------------------------------------------------------------------------------------
Overseas Equity                              1.23%           N/A             0.34%           1.57%          0.00%          1.57%
------------------------------------------------------------------------------------------------------------------------------------
Overseas Equity B*                           1.13%           N/A             0.31%           1.44%          0.00%          1.44%
------------------------------------------------------------------------------------------------------------------------------------
Overseas Equity C*                           1.21%           N/A             0.75%           1.96%          0.00%          1.96%
------------------------------------------------------------------------------------------------------------------------------------
Real Estate Equity                           0.98%           N/A             0.09%           1.07%          0.00%          1.07%
------------------------------------------------------------------------------------------------------------------------------------
Health Sciences                              1.00%           N/A             0.25%           1.25%          0.00%          1.25%
------------------------------------------------------------------------------------------------------------------------------------
Financial Industries                         0.80%           N/A             0.06%           0.86%          0.00%          0.86%
------------------------------------------------------------------------------------------------------------------------------------
Managed                                      0.68%           N/A             0.06%           0.74%          0.00%          0.74%
------------------------------------------------------------------------------------------------------------------------------------
Short-Term Bond                              0.60%           N/A             0.07%           0.67%          0.00%          0.67%
------------------------------------------------------------------------------------------------------------------------------------
Bond Index                                   0.14%           N/A             0.10%           0.24%          0.00%          0.24%
------------------------------------------------------------------------------------------------------------------------------------
Active Bond                                  0.61%           N/A             0.09%           0.70%          0.00%          0.70%
------------------------------------------------------------------------------------------------------------------------------------
Total Return Bond                            0.70%           N/A             0.07%           0.77%          0.00%          0.77%
------------------------------------------------------------------------------------------------------------------------------------
High Yield Bond                              0.80%           N/A             0.15%           0.95%          0.05%          0.90%
------------------------------------------------------------------------------------------------------------------------------------
Global Bond                                  0.85%           N/A             0.13%           0.98%          0.00%          0.98%
------------------------------------------------------------------------------------------------------------------------------------
Money Market                                 0.25%           N/A             0.06%           0.31%          0.00%          0.31%
------------------------------------------------------------------------------------------------------------------------------------

                                        6


------------------------------------------------------------------------------------------------------------------------------------
                                                                                           TOTAL FUND                   TOTAL FUND
                                                        DISTRIBUTION    OTHER OPERATING    OPERATING                     OPERATING
                                           INVESTMENT        AND           EXPENSES         EXPENSES                      EXPENSES
                                           MANAGEMENT  SERVICE (12B-1)      WITHOUT         WITHOUT        EXPENSE          WITH
FUND NAME                                      FEE          FEES         REIMBURSEMENT   REIMBURSEMENT  REIMBURSEMENT  REIMBURSEMENT
------------------------------------------------------------------------------------------------------------------------------------
AIM VARIABLE INSURANCE FUNDS - SERIES I
 SHARES:
------------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Premier Equity Fund                 0.61%           N/A             0.24%           0.85%          0.00%          0.85%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
AIM VARIABLE INSURANCE FUNDS - SERIES II
 SHARES:
------------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Development Fund            0.75%          0.25%            0.38%           1.38%          0.00%          1.38%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
VARIABLE INSURANCE PRODUCTS FUND -
 SERVICE CLASS (NOTE 2):
------------------------------------------------------------------------------------------------------------------------------------
Fidelity(R) VIP Growth                       0.58%          0.10%            0.09%           0.77%          0.00%          0.77%
------------------------------------------------------------------------------------------------------------------------------------
Fidelity(R) VIP Overseas                     0.73%          0.10%            0.17%           1.00%          0.00%          1.00%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
VARIABLE INSURANCE PRODUCTS FUND II -
 SERVICE CLASS (NOTE 2):
------------------------------------------------------------------------------------------------------------------------------------
Fidelity(R) VIP Contrafund                   0.58%          0.10%            0.09%           0.77%          0.00%          0.77%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
MFS(R) VARIABLE INSURANCE TRUST -
 INITIAL CLASS SHARES (NOTE 3):
------------------------------------------------------------------------------------------------------------------------------------
MFS(R) Investors Growth Stock                0.75%           N/A             0.13%           0.88%          0.00%          0.88%
------------------------------------------------------------------------------------------------------------------------------------
MFS(R) Research                              0.75%           N/A             0.13%           0.88%          0.00%          0.88%
------------------------------------------------------------------------------------------------------------------------------------
MFS(R) New Discovery                         0.90%           N/A             0.14%           1.04%          0.00%          1.04%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
JANUS ASPEN SERIES - SERVICE SHARES CLASS
 (NOTE 4):
------------------------------------------------------------------------------------------------------------------------------------
Janus Aspen Worldwide Growth                 0.65%          0.25%            0.06%           0.96%          0.00%          0.96%
------------------------------------------------------------------------------------------------------------------------------------
Janus Aspen Global Technology                0.65%          0.25%            0.20%           1.10%          0.00%          1.10%
------------------------------------------------------------------------------------------------------------------------------------

(1)  Under its current investment management agreements with the John Hancock
     Variable Series Trust I ("JHVST"), John Hancock Life Insurance Company has
     contractually agreed to reimburse each JHVST fund (other than the
     International Equity Index, Overseas Equity, Overseas Equity B, Overseas
     Equity C, Health Sciences and Global Bond funds) when the fund's "other
     fund expenses" exceed 0.10% of the fund's average daily net assets. The
     agreements will remain in effect until May 1, 2005, and may be renewed each
     year thereafter by JHVST. Percentages shown for the Fundamental Value B,
     Overseas Equity, Overseas Equity B, and Overseas Equity C funds are
     calculated as if the current management fee schedules, which apply to these
     funds effective May 1, 2004, were in effect for all of 2003. The
     percentages shown for the International Equity Index Fund reflect (a) the
     discontinuance of John Hancock's agreement to reimburse the Fund for "other
     fund expenses" in 2003 that exceeded 0.10% of the Fund's average daily net
     assets and (b) the custodian's agreement, effective April 1, 2004, to
     reduce its fees for this Fund. The percentages shown for the Overseas
     Equity, Overseas Equity B, Overseas Equity C, Health Sciences and Global
     Bond funds reflect the discontinuance of John Hancock's agreement to
     reimburse each of these funds for "other fund expenses" in 2003 that
     exceeded 0.10% of the Fund's average daily net assets. The percentages
     shown for the Financial Industries fund are based on the fund's current
     management fee schedule and include the operating expenses and average
     daily net assets of the fund's predecessor prior to April 25, 2003.

     * Large Cap Growth B was formerly "Large Cap Aggressive Growth,"
       Fundamental Value B was formerly "Large Cap Value CORE(SM)," Mid Cap
       Value B was formerly "Small/Mid Cap CORE/SM," Mid Cap Growth was formerly
       "Small/Mid Cap Growth," Overseas

                                        7


     Equity B was formerly "International Opportunities" and Overseas Equy C was
     formerly "Emerging Markets Equity." "CORE(SM)" is a service mark of
     Goldman, Sachs & Co.

(2)  A portion of the brokerage commissions that each of the Fidelity VIP(R)
     funds pays may be reimbursed and used to reduce that fund's expenses. In
     addition, through arrangements with the funds' custodian, credits realized
     as a result of uninvested cash balances are used to reduce the custodian
     expenses of the Fidelity(R) VIP Overseas Fund and the Fidelity(R) VIP
     Contrafund. Including the reduction for reimbursed brokerage commissions,
     the total operating expenses shown for the Service Class of the Fidelity(R)
     VIP Growth Fund would have been 0.74%. Including the reductions for
     reimbursed brokerage commissions and custodian credit offsets, the total
     operating expenses shown for the Service Class of the Fidelity(R) VIP
     Overseas Fund and Fidelity(R) VIP Contrafund would have been 0.96% and
     0.75%, respectively.

(3)  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" would
     equal 0.87% for MFS Investors Growth Stock and 1.03% for MFS New Discovery.

(4)  All expenses are shown without the effect of any expense offset
     arrangements.

Examples

THE FOLLOWING TWO EXAMPLES ARE INTENDED TO HELP YOU COMPARE THE COST OF
INVESTING IN A REVOLUTION EXTRA 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 AN "ALL RIDER" CONTRACT
WITH THE FOLLOWING OPTIONAL BENEFIT RIDERS: WAIVER OF WITHDRAWAL CHARGE RIDER,
ENHANCED DEATH BENEFIT RIDER, EARNINGS ENHANCEMENT DEATH BENEFIT RIDER,
ACCUMULATED VALUE ENHANCEMENT RIDER AND GUARANTEED RETIREMENT INCOME BENEFIT
RIDER. 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:

Revolution Extra - maximum fund-level total operating expenses

       ----------------------------------------------------------------------------------------------------
                                                                     1 YEAR   3 YEARS   5 YEARS   10 YEARS
       ----------------------------------------------------------------------------------------------------
        (1) IF YOU SURRENDER YOUR ALL RIDER CONTRACT AT THE END OF   $1,080   $1,988    $2,814     $4,609
        THE APPLICABLE TIME PERIOD:
       ----------------------------------------------------------------------------------------------------
        (2) IF YOU ANNUITIZE YOUR ALL RIDER CONTRACT AT THE END OF   $  450   $1,358    $2,275     $4,609
        THE APPLICABLE TIME PERIOD:
       ----------------------------------------------------------------------------------------------------
        (3) IF YOU DO NOT SURRENDER YOUR ALL RIDER CONTRACT:         $  450   $1,358    $2,275     $4,609
       ----------------------------------------------------------------------------------------------------

                                        8


THE NEXT EXAMPLE ASSUMES THAT YOU INVEST $10,000 IN A "NO RIDER" 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:

Revolution Extra - minimum fund-level total operating expenses

       -----------------------------------------------------------------------------------------------------
                                                                     1 YEAR   3 YEARS   5  YEARS   10 YEARS
       -----------------------------------------------------------------------------------------------------
        (1) IF YOU SURRENDER YOUR NO RIDER CONTRACT AT THE END OF     $781    $1,098     $1,319     $1,768
        THE APPLICABLE TIME PERIOD:
       -----------------------------------------------------------------------------------------------------
        (2) IF YOU ANNUITIZE YOUR NO RIDER CONTRACT AT THE END OF     $151    $  468     $  808     $1,768
        THE APPLICABLE TIME PERIOD:
       -----------------------------------------------------------------------------------------------------
        (3) IF YOU DO NOT SURRENDER YOUR NO RIDER CONTRACT:           $151    $  468     $  808     $1,768
       -----------------------------------------------------------------------------------------------------

                                        9


                               BASIC INFORMATION


   This "Basic Information" section provides answers to commonly asked questions
about the contract.  Here are the page numbers where the questions and answers
appear:

   QUESTION                                                                               STARTING ON PAGE
   --------                                                                               ----------------
What is the contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11

Who owns the contract? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11

Is the owner also the annuitant? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11

How can I invest money in a contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11

How will the value of my investment in the contract change over time?. . . . . . . . . . . . . . .13

What annuity benefits does the contract provide? . . . . . . . . . . . . . . . . . . . . . . . . .14

To what extent can JHVLICO vary the terms and conditions of the contracts? . . . . . . . . . . . .14

What are the tax consequences of owning a contract?. . . . . . . . . . . . . . . . . . . . . . . .14

How can I change my contract's investment allocations? . . . . . . . . . . . . . . . . . . . . . .15

What fees and charges will be deducted from my contract? . . . . . . . . . . . . . . . . . . . . .17

How can I withdraw money from my contract? . . . . . . . . . . . . . . . . . . . . . . . . . . . .19

What happens if the owner or the annuitant dies before my contract's date of maturity? . . . . . .20

What other benefits can I purchase under a contract? . . . . . . . . . . . . . . . . . . . . . . .23

Can I return my contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .24

What additional guarantee applies to the guarantee periods under my contract?. . . . . . . . . . .25

What are the terms of the additional guarantee?. . . . . . . . . . . . . . . . . . . . . . . . . .25

                                       10


WHAT IS THE CONTRACT?

     The contract is a deferred payment variable annuity contract. An "annuity
contract" provides a person (known as the "annuitant" or "payee") with a series
of periodic payments. Because this contract is also a "deferred payment"
contract, the "annuity payments" will begin on a future date, called the
contract's "date of maturity." Under a "variable annuity" contract, the amount
you have invested can increase or decrease in value daily based upon the value
of the variable investment options chosen. If your annuity is provided under a
master group contract, the term "contract" as used in this prospectus refers to
the certificate you will be issued and not to the master group contract.

WHO OWNS THE CONTRACT?

     That's up to you. Unless the contract provides otherwise, the owner of the
contract is the person who can exercise the rights under the contract, such as
the right to choose the investment options or the right to surrender the
contract. In many cases, the person buying the contract will be the owner.
However, you are free to name another person or entity (such as a trust) as
owner. In writing this prospectus, we've assumed that you, the reader, are the
person or persons entitled to exercise the rights and obligations under
discussion. If a contract has joint owners, both must join in any written notice
or request.

IS THE OWNER ALSO THE ANNUITANT?

     In many cases, the same person is both the annuitant and the owner of a
contract. The annuitant is the person whose lifetime is used to measure the
period of time when we make various forms of annuity payments. Also, the
annuitant receives payments from us under any annuity option that commences
during the annuitant's lifetime. We may permit you to name another person as
annuitant or joint annuitant if that person meets our underwriting standards. We
may also permit you to name as joint annuitants two persons other than yourself
if those persons meet our underwriting standards.

HOW CAN I INVEST MONEY IN A CONTRACT?

Premium payments

     We call the investments you make in your contract premiums or premium
payments. In general, you need at least a $10,000 initial premium payment to
purchase a contract. If you plan to purchase your contract under any of the
tax-qualified plans shown on page 37 or if you purchase your contract through
the automatic investment program, different minimums may apply. If you choose to
contribute more money into your contract, each subsequent premium payment must
be at least $200 ($100 for the annuity direct deposit program). If your
contract's total value ever falls to zero, we may terminate it. Therefore, you
may need to pay more premiums to keep the contract in force.

Allocation of premium payments

     An authorized representative of the broker-dealer or financial institution
through whom you purchase your contract will assist you in (1) completing an
application or placing an order for a contract and (2) transmitting it, along
with your initial premium payment, to the John Hancock Annuity Servicing Office.

     Once we receive your initial premium payment and all necessary information,
we will issue your contract and invest your initial premium payment within two
business days. If the information is not in good order, we will contact you to
get the necessary information. If for some reason, we are unable to complete
this process within 5 business days, we will either send back your money or get
your permission to keep it until we get all of the necessary information.

     In certain situations, we will issue a contract upon receiving the order of
your broker-dealer or financial institution but delay the effectiveness of the
contract until we receive your signed application. (What we mean by "delaying
effectiveness" is that we will not allow allocations to the variable investment
options until we receive your signed application.) In those situations, if we do
not receive your signed application within our required time period, we will
deem the contract void from the beginning and return your premium payment. We
will not issue a contract if any proposed owner or annuitant is older than

                                       11

age 84. We may also limit your ability to purchase multiple contracts on the
same annuitants or owners. We may, however, waive either of these underwriting
limits.

Limits on premium payments

You can make premium payments of up to $1,000,000 in any one contract year.
We measure the years and anniversaries of your contract from its date of issue.
We use the term contract year to refer to each period of time between
anniversaries of your contract's date of issue.

The total of all new premium payments and transfers that you may allocate
to any one variable investment option or guarantee period in any one contract
year may not exceed $1,000,000.

While the annuitant is alive and the contract is in force, you can make
premium payments at any time before the date of maturity. However,

-------------------------------------------------------------------------------------------
YOU MAY NOT MAKE ANY PREMIUM
PAYMENTS AFTER THE ANNUITANT
IF YOUR CONTRACT IS USED TO FUND REACHES AGE
-------------------------------------------------------------------------------------------
a "tax qualified plan"* 701/2**
-------------------------------------------------------------------------------------------
a non-tax qualified plan 85
-------------------------------------------------------------------------------------------

* as that term is used in "Tax Information," beginning on page 35.

** except for a Roth IRA, which has no age limit.

Ways to make premium payments

Premium payments made by check or money order should be:

. drawn on a U.S. bank,

. drawn in U.S. dollars, and

. made payable to "John Hancock."

We will not accept credit card checks. Nor will we accept starter or third
party checks that fail to meet our administrative requirements.

Premium payments after the initial premium payment should be sent to:

JOHN HANCOCK ANNUITY SUBSEQUENT PAYMENTS, X-4

----------------------------------------
MAIL DELIVERY
-------------
1 John Hancock Way
Suite 1501
Boston, MA 02117-1501

OVERNIGHT DELIVERY
------------------
529 Main Street
Charleston, MA 02129
----------------------------------------


     We will accept your initial premium payment by exchange from another
insurance company. You can find information about wire payments under "Premium
payments by wire," below. You can find information about other methods of
premium payment by contacting your broker-dealer or by contacting the John
Hancock Annuity Servicing Office.

Premium payments by wire

     If you purchase your contract through a broker-dealer firm or financial
institution, you may transmit your initial premium payment by wire order. Your
wire orders must include information necessary to allocate the premium payment
among your selected investment options.

     If your wire order is complete, we will invest the premium payment in your
selected investment options as of the day we received the wire order. If the
wire order is incomplete, we may hold your initial premium payment for up to 5
business days while attempting to obtain the missing information. If we can't
obtain the information within 5 business days, we will immediately return your
premium payment, unless you tell us to hold the premium payment for 5 more days
pending completion of the application. Nevertheless, until we receive and accept
a properly completed and signed application, we will not:

     .    issue a contract;

     .    accept premium payments; or

     .    allow other transactions.

     After we issue your contract, subsequent premium payments may be
transmitted by wire through your bank. Information about our bank, our account
number, and the ABA routing number may be obtained from the John Hancock Annuity
Servicing Office. Banks may charge a fee for wire services.



HOW WILL THE VALUE OF MY INVESTMENT IN THE CONTRACT CHANGE OVER TIME?

     Prior to a contract's date of maturity, the amount you've invested in any
variable investment option will increase or decrease based upon the investment
experience of the corresponding fund. Except for certain charges we deduct, your
investment experience will be the same as if you had invested in the fund
directly and reinvested all fund dividends and distributions in additional
shares.

     Like a regular mutual fund, each fund deducts investment management fees
and other operating expenses. These expenses are shown in the Fee Tables.
However, unlike a mutual fund, we will also deduct charges relating to the
annuity guarantees and other features provided by the contract. These charges
reduce your investment performance and the amount we have credited to your
contract in any variable investment option. We describe these charges under
"What fees and charges will be deducted from my contract?" beginning on page 17.

     The amount you've invested in a guarantee period will earn interest at the
rate we have set for that period. The interest rate depends upon the length of
the guarantee period you select. In states where approved, we currently make
available guarantee periods with durations for five years, and we may make one
or more additional guarantee periods available for contracts issued before
September 30, 2002. As long as you keep your money in a guarantee period until
its expiration date, we bear all the investment risk on that money.

     However, if you prematurely transfer, "surrender" or otherwise withdraw
money from a guarantee period we will increase or reduce the remaining value in
your contract by an amount that approximates the impact that any changes in
interest rates would have had on the market value of a debt instrument with
terms comparable to that guarantee period. This market value adjustment (or
"MVA") imposes investment risks on you. We describe how the market value
adjustments work in "Calculation of market value adjustment ("MVA")" beginning
on page 29.

     At any time before the date of maturity, the total value of your contract
equals

.    the total amount you invested,

.    plus the amount(s) credited to your contact under the "Extra Credit
     feature" described below,

.    minus all charges we deduct,

.    minus all withdrawals you have made,

                                       13


.    plus or minus any positive or negative MVAs that we have made at the time
     of any premature withdrawals or transfers you have made from a guarantee
     period,

.    plus or minus each variable investment option's positive or negative
     investment return that we credit daily to any of your contract's value
     while it is in that option, and

.    plus the interest we credit to any of your contract's value while it is in
     a guarantee period.

Extra Credit feature

     Each time you make a premium payment, we will credit an extra amount to the
total value of your contract in addition to the amount of the premium payment.
If your premium payment is greater than $10,000 and less than $2.5 million, the
extra amount will be equal to 3.5% of the premium payment. If your premium
payment is $2.5 million or more, the extra amount will be equal to 5.0% of the
premium payment. These extra amounts are referred to as extra credits. Each
extra credit will be credited to your contract at the same time the premium
payment is credited and will be allocated among the variable investment options
and the guarantee periods in the same way that the premium payment is allocated
(see "Allocation of premium payments" on page 14). However, each extra credit
will be treated for all purposes as "earnings" under your contract, not as a
premium payment.

     WE 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 PURCHASING THE CONTRACT.

WHAT ANNUITY BENEFITS DOES THE CONTRACT PROVIDE?

     If your contract is still in effect on its date of maturity, it enters what
is called the annuity period. During the annuity period, we make a series of
fixed or variable payments to you as provided under one of our several annuity
options. The form in which we will make the annuity payments, and the proportion
of such payments that will be on a fixed basis and on a variable basis, depend
on the elections that you have in effect on the date of maturity. Therefore, you
should exercise care in selecting your date of maturity and your choices that
are in effect on that date.

     You should carefully review the discussion under "The annuity period,"
beginning on page 31, for information about all of these choices you can make.

TO WHAT EXTENT CAN JHVLICO VARY THE TERMS AND CONDITIONS OF ITS CONTRACTS?

State law insurance requirements

     Insurance laws and regulations apply to us in every state in which our
contracts are 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 reside. These variations will be reflected in your contract or in
endorsements attached to your contract.

Variations in charges or rates

     We may vary the charges, guarantee periods, rates and other terms of our
contracts where special circumstances result in sales or administrative
expenses, mortality risks or other risks that are different from those normally
associated with the contracts. These include the types of variations discussed
under "Certain changes" in the Additional Information section of this
prospectus.

 WHAT ARE THE TAX CONSEQUENCES OF OWNING A CONTRACT?

     In most cases, no income tax will have to be paid on amounts you earn under
a contract until these earnings are paid out. All or part of the following
distributions from a contract may constitute a taxable payout of earnings:

                                       14


.    partial withdrawal (including systematic withdrawals)

.    full withdrawal ("surrender")

.    payment of any death benefit proceeds, and

.    periodic payments under one of our annuity payment options.

     In addition, if you elect the accumulated value enhancement rider, the
Internal Revenue Service might take the position that the annual charge for this
rider is deemed a withdrawal from the contract which is subject to income tax
and, if applicable, the special 10% penalty tax for withdrawals before the age
of 59 1/2.

     How much you will be taxed on a distribution is based upon complex tax
rules and depends on matters such as

.    the type of the distribution,

.    when the distribution is made,

.    the nature of any tax qualified retirement plan for which the contract is
     being used, if any, and

.    the circumstances under which the payments are made.

  If your contract is issued in connection with a tax-qualified retirement plan,
all or part of your premium payments may be tax-deductible.

     Special 10% tax penalties apply in many cases to the taxable portion of any
distributions from a contract before you reach age 59 1/2. Also, most
tax-qualified plans require that distributions from a contract commence and/or
be completed by a certain period of time. This effectively limits the period of
time during which you can continue to derive tax deferral benefits from any
tax-deductible premiums you paid or on any earnings under the contract.

     THE FAVORABLE TAX BENEFITS AVAILABLE FOR ANNUITY CONTRACTS ISSUED IN
CONNECTION WITH TAX-QUALIFIED PLANS ARE ALSO GENERALLY AVAILABLE FOR OTHER TYPES
OF INVESTMENTS OF TAX-QUALIFIED PLANS, SUCH AS INVESTMENTS IN MUTUAL FUNDS,
EQUITIES AND DEBT INSTRUMENTS. YOU SHOULD CAREFULLY CONSIDER WHETHER THE
EXPENSES UNDER AN ANNUITY CONTRACT ISSUED IN CONNECTION WITH A TAX-QUALIFIED
PLAN, AND THE INVESTMENT OPTIONS, DEATH BENEFITS AND LIFETIME ANNUITY INCOME
OPTIONS PROVIDED UNDER SUCH AN ANNUITY CONTRACT, ARE SUITABLE FOR YOUR NEEDS AND
OBJECTIVES.

HOW CAN I CHANGE MY CONTRACT'S INVESTMENT ALLOCATIONS?

Allocation of premium payments

     When you apply for your contract, you specify the variable investment
options or guarantee periods (together, your investment options) in which your
premium payments will be allocated. You may change this investment allocation
for future premium payments at any time. Any change in allocation will be
effective as of receipt of your request at the John Hancock Annuity Servicing
Office.

     Currently, you may use a maximum of 18 investment options over the life of
your contract. For purposes of this limit, each contribution or transfer of
assets into a variable investment option or guarantee period that you are not
then using or have not previously used counts as one "use" of an investment
option. Renewing a guarantee period upon its expiration does not count as a new
use, however, if the new guarantee period has the same number of years as the
expiring one.

Transferring your assets

     You may transfer all or part of the assets held in one investment option to
any other investment option, up to the above-mentioned maximum of 18 investment
options. During the annuity period, you may make transfers to or from variable
investment options that will result in no more than 4 investment options being
used at once. You may not make any transfers during the annuity period, however,
to or from a guarantee period.

     To make a transfer, 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 approval, the maximum amount you may
transfer to or from any one variable investment option or guarantee period in
any contract year is $1,000,000.

                                       15


     The contracts are not designed for professional market timing
organizations, or other persons or entities that use programmed or frequent
transfers among the investment options. As a consequence, we have reserved the
right to impose limits on the number and frequency of transfers into and out of
variable investment options and guarantee periods and to impose a charge of up
to $25 for any transfer beyond an annual limit (which will not be less than 12).
Under our current rules, we impose no charge on transfers (transfers out of a
guarantee period may, however, incur a market value adjustment - either positive
or negative). However, we do impose the following restrictions into and out of
investment options:

.    No more than 12 such transfer requests will be processed in any contract
     year. In applying this restriction, any transfer request involving the
     transfer of assets into or out of multiple variable investment options or
     guarantee periods will still count as only one request.

.    We will monitor your transfer requests to determine whether you have
     transferred account value into any variable investment option within 28
     calendar days after you transferred account value out of that variable
     investment option (i.e., effected a "round trip"). If we determine that you
     have effected a round trip, you will be prohibited from effecting any
     further round trips with respect to any variable investment option for as
     long as the contract remains in effect.

If we change any of the above rules relating to transfers, we will notify you of
the change. Transfers under our strategic rebalancing or dollar-cost averaging
program will not be counted toward any limit or restriction on transfers into
and out of variable investment options.

WE RESERVE THE RIGHT TO PROHIBIT A TRANSFER LESS THAN 30 DAYS PRIOR TO THE
CONTRACT'S DATE OF MATURITY.

 Procedure for transferring your assets

     You may request a transfer in writing or, if you have authorized telephone
transfers, by telephone or fax. All transfer requests should be directed to the
John Hancock Annuity Servicing Office at the location shown on page 2. Your
request should include:

.    your name,

.    daytime telephone number,

.    contract number,

.    the names of the investment options to and from which assets are being
     transferred, and

.    the amount of each transfer.

The request becomes effective on the day we receive your request, in proper
form, at the John Hancock Annuity Servicing Office.

   Telephone and facsimile transactions

     If you complete a special authorization form, you can request transfers
among investment options and changes of allocation among investment options
simply by telephoning or by faxing us at the John Hancock Annuity Servicing
Office. Any fax request should include your name, daytime telephone number,
contract 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.

     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.

     As stated earlier in this prospectus, the contracts 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 have

                                       16


imposed restrictions on transfers. However, we also reserve the right to change
our telephone and facsimile transaction policies or procedures at any time. We
also reserve the right to suspend or terminate the privilege altogether with
respect to any owners who we feel are abusing the privilege to the detriment of
other owners.

 Dollar-cost averaging program

     You may elect, at no cost, to automatically transfer assets from any
variable investment option to one or more other variable investment options on a
monthly, quarterly, semiannual, or annual basis.

     The following conditions apply to the dollar-cost averaging program:

.    You may elect the program only if the total value of your contract equals
     $15,000 or more.

.    The amount of each transfer must equal at least $250.

.    You may change your variable investment allocation instructions at any time
     in writing or, if you have authorized telephone transfers, by telephone.

.    You may discontinue the program at any time.

.    The program automatically terminates when the variable investment option
     from which we are taking the transfers has been exhausted.

.    Automatic transfers to or from guarantee periods are not permitted.

.    We reserve the right to suspend or terminate the program at any time.

   Strategic rebalancing

     This program automatically re-sets the percentage of your account value
allocated to the variable investment options. Over time, the variations in the
investment results for each variable investment option you've selected for this
program will shift the percentage allocations among them. The strategic
rebalancing program will periodically transfer your account value among these
variable investment options to reestablish the preset percentages you have
chosen. (You may, however, change your variable investment allocation
instructions at any time in writing or, if you have authorized telephone
transfers, by telephone.) Strategic rebalancing would usually result in
transferring amounts from a variable investment option with relatively higher
investment performance since the last rebalancing to one with relatively lower
investment performance. However, rebalancing can also result in transferring
amounts from a variable investment option with relatively lower current
investment performance to one with relatively higher current investment
performance.

     This program can be elected by sending the appropriate form to our Annuity
Servicing Office. You must specify the frequency for rebalancing (monthly,
quarterly, semi-annually or annually), the preset percentage for each variable
investment option, and a future beginning date.

     Once elected, strategic rebalancing will continue until we receive notice
of cancellation of the option or notice of the death of the insured person.

     The guarantee periods do not participate in and are not affected by
strategic rebalancing. We reserve the right to modify, terminate or suspend the
strategic rebalancing program at any time.

WHAT FEES AND CHARGES WILL BE DEDUCTED FROM MY CONTRACT?

Annual contract fee

     We deduct the annual contract fee shown in the Fee Tables at the beginning
of each contract year after the first contract year. We also deduct it if you
surrender your contract, unless your contract's total value is $50,000 or more
at the time of surrender. We take the deduction proportionally from each
variable investment option and each guarantee period you are then using. We
reserve the right to increase the annual contract fee to up to $50.

                                       17


Asset-based charge

     We deduct Separate Account expenses daily, as an asset-based charge shown
in the Fee Tables, to compensate us primarily for our administrative expenses
and for the mortality and expense risks that we assume under the contracts. This
charge does not apply to assets you have in our guarantee periods. We take the
deduction proportionally from each variable investment option you are then
using.

     In return for the mortality risk charge, we assume the risk that annuitants
as a class will live longer than expected, requiring us to pay a greater number
of annuity payments. In return for the expense risk charge, we assume the risk
that our expenses relating to the contracts may be higher than we expected when
we set the level of the contracts' other fees and charges, or that our revenues
from such other sources will be less than expected.

Premium taxes

     We make deductions for any applicable premium or similar taxes based on the
amount of a premium payment. Currently, certain local jurisdictions assess a tax
of up to 5% of each premium payment.

     In most cases, we deduct a charge in the amount of the tax from the total
value of the contract only at the time of annuitization, death, surrender, or
withdrawal. We reserve the right, however, to deduct the charge from each
premium payment at the time it is made. We compute the amount of the charge by
multiplying the applicable premium tax percentage times the amount you are
withdrawing, surrendering, annuitizing or applying to a death benefit.

Withdrawal charge

     If you withdraw some of your premiums from your contract prior to the date
of maturity ("partial withdrawal") or if you surrender (turn in) your contract,
in its entirety, for cash prior to the date of maturity ("total withdrawal" or
"surrender"), we may assess a withdrawal charge. The amount of this charge will
depend on the number of years that have passed since we received your premium
payments, as shown in the Fee Tables. We use this charge to help defray expenses
relating to the Extra Credit feature and to sales of the contracts, including
commissions paid and other distribution costs.

   Free withdrawal amounts

     If you 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 premiums you have paid and have not (as
discussed below) already withdrawn. 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 premiums you have paid to date.

   How we determine and deduct the charge

     If the amount you withdraw or surrender totals more than the free
withdrawal amount during the contract year, we will assess a withdrawal charge
shown in the Fee Tables on any amount of the excess that we attribute to premium
payments you made within a withdrawal charge period. Solely for purposes of
determining the amount of the withdrawal charge, we assume that the amount of
each withdrawal that exceeds the free withdrawal amount (together with any
associated withdrawal charge) is a withdrawal first from the earliest premium
payment, and then from the next earliest premium payment, and so forth until all
payments have been exhausted. Once a premium payment has been considered to have
been "withdrawn" under these procedures, that premium payment will not enter
into any future withdrawal charge calculations.

     We deduct the withdrawal charge proportionally from each variable
investment option and each guarantee period being reduced by the surrender or
withdrawal. For example, if 60% of the withdrawal amount comes from a Growth
option and 40% from the Money Market option, then we will deduct 60% of the
withdrawal charge from the Growth option and 40% from the Money Market option.
If any such option has insufficient remaining value to cover the charge, we will
deduct any shortfall from all of your other investment options, pro-rata based
on the value in each. If your contract as a whole has insufficient surrender
value to pay the entire charge, we will pay you no more than the surrender
value.

     You will find examples of how we compute the withdrawal charge in Appendix
B to this prospectus.

                                       18


   When withdrawal charges don't apply

     We don't assess a withdrawal charge in the following situations:

.    on amounts applied to an annuity option at the contract's date of maturity
     or to pay a death benefit;

.    on certain withdrawals if you have elected the rider that waives the
     withdrawal charge; and

.    on amounts withdrawn to satisfy the minimum distribution requirements for
     tax qualified plans. (Amounts above the minimum distribution requirements
     are subject to any applicable withdrawal charge, however.)

   How an MVA affects the withdrawal charge

     If you make a withdrawal from a guarantee period at a time when the related
MVA results in an upward adjustment in your remaining value, we will calculate
the withdrawal charge as if you had withdrawn that much more. Similarly, if the
MVA results in a downward adjustment, we will compute any withdrawal charge as
if you had withdrawn that much less.

Other charges

     We deduct the optional benefit rider charges shown in the Fee Tables
proportionally from each of your investment options, including the guaranteed
periods, based on your value in each.

HOW CAN I WITHDRAW MONEY FROM MY CONTRACT?

Surrenders and partial withdrawals

     Prior to your contract's date of maturity, if the annuitant is living, you
may:

.    surrender your contract for a cash payment of its "surrender value," or

.    make a partial withdrawal of the surrender value.

     The surrender value of a contract is the total value of a contract, after
any market value adjustment, minus the annual contract fee, any applicable
premium tax, any withdrawal charges, and any applicable rider charges. We will
determine the amount surrendered or withdrawn as of the date we receive your
request in proper form at the John Hancock Annuity Servicing Office.

     Certain surrenders and withdrawals may result in taxable income to you or
other tax consequences as described under "Tax information," beginning on page
33. Among other things, if you make a full surrender or partial withdrawal from
your contract before you reach age 59 1/2, an additional federal penalty of 10%
generally applies to any taxable portion of the withdrawal.

     We will deduct any partial withdrawal proportionally from each of your
investment options based on the value in each, unless you direct otherwise.

     Without our prior approval, you may not make a partial withdrawal:

.    for an amount less than $100, or

.    if the remaining total value of your contract would be less than $1,000.

     We reserve the right to terminate your contract if the value of your
contract becomes zero.

     You generally may not make any surrenders or partial withdrawals once we
begin making payments under an annuity option.

Waiver of withdrawal charge rider

     You may purchase an optional waiver of withdrawal charge rider at the time
of application. The "covered persons" under the rider are the owner and the
owner's spouse, unless the owner is a trust. If the owner is a trust, the
"covered persons" are the annuitant and the annuitant's spouse.

                                       19


     Under this rider, we will waive withdrawal charges on any withdrawals, if
all the following conditions apply to a "covered person":

.    a covered person becomes confined to a nursing home beginning at least 30
     days after we issue your contract;

.    such covered person remains in the nursing home for at least 90 consecutive
     days receiving nursing care; and

.    the covered person's confinement is prescribed by a doctor and medically
     necessary because of a covered physical or mental impairment.

     In addition, depending on your state, the rider may also provide for a
waiver of withdrawal charges if a covered person has been diagnosed with a
chronic, critical or terminal illness to the extent so provided in the rider.

     You may not purchase this rider: (1) if either of the covered persons is
older than 74 years at application or (2) in most states, if either of the
covered persons was confined to a nursing home within the past two years.

     There is a charge for this rider, as set forth in the Fee Tables. This
rider (and the related charges) will terminate on the contract's date of
maturity, upon your surrendering the contract, or upon your written request that
we terminate it.

     For a more complete description of the terms and conditions of this
benefit, you should refer directly to the rider. We will provide you with a copy
on request. In certain marketing materials, this rider may be referred to as
"CARESolutions".

     If you purchase this rider:

.    you and your immediate family will also have access to a national program
     designed to help the elderly maintain their independent living by providing
     advice about an array of eldercare services available to seniors, and

.    you will have access to a list of long-term care providers in your area who
     provide special discounts to persons who belong to the national program.

You should carefully review the tax considerations for optional benefit riders
on page 35 before selecting this optional benefit rider.

Systematic withdrawal plan

     Our optional systematic withdrawal plan enables you to preauthorize
periodic withdrawals. If you elect this plan, we will withdraw a percentage or
dollar amount from your contract on a monthly, quarterly, semiannual, or annual
basis, based upon your instructions. Unless otherwise directed, we will deduct
the requested amount from each applicable investment option in the ratio that
the value of each bears to the total value of your contract. Each systematic
withdrawal is subject to any withdrawal charge or market value adjustment that
would apply to an otherwise comparable non-systematic withdrawal. See "How will
the value of my investment in the contract change over time?" beginning on page
13, and "What fees and charges will be deducted from my contract?" beginning on
page 17. The same tax consequences also generally will apply.

     The following conditions apply to systematic withdrawal plans:

.    You may elect the plan only if the total value of your contract equals
     $25,000 or more.

.    The amount of each systematic withdrawal must equal at least $100.

.    If the amount of each withdrawal drops below $100 or the total value of
     your contract becomes less that $5,000, we will suspend the plan and notify
     you.

.    You may cancel the plan at any time.

We reserve the right to modify the terms or conditions of the plan at any time
without prior notice.

WHAT HAPPENS IF THE OWNER OR THE ANNUITANT DIES BEFORE MY CONTRACT'S DATE OF
MATURITY?

     We will pay a death benefit to the contract's beneficiary, depending on the
form of ownership and whether there is one annuitant or joint annuitants:

                                       20


 .  If your contract is owned by a single natural person and has a single
    annuitant, the death benefit is payable on the earlier of the owner's death
    and the annuitant's death.

 .  If your contract is owned by a single natural person and has joint
    annuitants, the death benefit is payable on the earliest of the owner's
    death (whether or not the owner is also an annuitant) and the last
    annuitant's death.

 .  If your contract is owned by joint owners and has a single annuitant, the
    death benefit is payable on the earliest of the first owner's death (whether
    or not the owner is also an annuitant) and the annuitant's death.

 .  If your contract is owned by joint owners and has joint annuitants, the
    death benefit is payable on the earliest of the first owner's death (whether
    or not the owner is also an annuitant) and the last annuitant's death.

     If your contract has joint owners, each owner will automatically be deemed
to be the beneficiary of the other. This means that any death benefit payable
upon the death of one owner will be paid to the other owner. In that case, any
other beneficiary you have named would receive the death benefit only if neither
joint owner remains alive at the time the death benefit becomes payable.

     We calculate the death benefit value as of the day we receive, in proper
order at the John Hancock Annuity Servicing Office:

 .  proof of death before the contract's date of maturity, and

 .  any required instructions as to method of settlement.

     We will generally pay the death benefit in a single sum to the beneficiary
you chose, unless

 .  the death benefit is payable because of the owner's death, the designated
    beneficiary is the owner's spouse, and he or she elects to continue the
    contract in force (we explain contract continuation by a spouse in the
    section entitled "Distributions following death of owner," on page 34); or

 .  an optional method of settlement is in effect. If you have not elected an
    optional method of settlement, the beneficiary may do so. However, if the
    death benefit is less than $5,000, we will pay it in a lump sum, regardless
    of any election. You can find more information about optional methods of
    settlement under "Annuity options" on page 33.

Standard death benefit

     We will pay a "standard" death benefit, unless you have chosen one of our
optional death benefit riders. (We describe these riders below. If you choose
one of these riders, we calculate the death benefit under the terms of the
rider.) The standard death benefit we pay is the greater of:

 .  the total value of your contract, adjusted by any then-applicable market
    value adjustment, on the date we receive notice of death in proper order, or

 .  the total amount of premium payments made (plus any extra credits), less any
    partial withdrawals.

Optional death benefit riders

     You may elect a death benefit that differs from the standard death benefit
by purchasing an optional death benefit rider:

 .  only if the rider is available in your state;

 .  only when you apply for the contract;

 .  if you elect the Enhanced Death Benefit rider, only if each owner and each
    annuitant is under age 80 at the time you apply for the contract; and

 .  if you elect the Earnings Enhancement Death Benefit rider, only if each
    owner and each annuitant is under age 75 at the time you apply for the
    contract.

We may waive either or both of the last two restrictions for contracts purchased
prior to the date a rider was available in your state.

                                       21


     As long as an optional death benefit rider is in effect, you will pay the
monthly charge shown in the Fee Tables for that benefit. The rider and its
related charges terminates on:

 .  the contract's date of maturity, or

 .  upon your surrendering the contract, or

 .  a change of ownership, except where a spousal beneficiary continues the
    rider after an owner's death (we explain contract continuation by a spouse
    in "Distributions following death of owner" on page 34).

     In addition, you may terminate the Enhanced Death Benefit rider at any time
by providing written notification to us at the John Hancock Annuity Servicing
Office shown on page 2. If you purchase an Earnings Enhancement Death Benefit
rider, however, you CANNOT request us to terminate the rider and its charges.

ENHANCED DEATH BENEFIT rider - under this rider, we will pay the greatest of:

   (1) the standard death benefit,

   (2) the amount of each premium you have paid (but not including any extra
       credits), accumulated at 5% effective annual interest during the rider's
       measuring period (less any partial withdrawals you have taken and not
       including any interest on such amounts after they are withdrawn); or

   (3) the highest total value of your contract (adjusted by any market value
       adjustment) as of any anniversary of your contract during the rider's
       measuring period, plus any premium payments you have made since that
       anniversary, minus any withdrawals you have taken since that anniversary.

The rider's "measuring period" includes only those contract anniversaries that
occur (1) before we receive proof of death and (2) before the measuring life
attains age 81.  The rider's "measuring life" is:

 .  the owner, if there is only one owner under your contract and the death
    benefit is payable because the owner dies before the Maturity Date,

 .  the oldest owner, if there are joint owners under your contract and the
    death benefit is payable because either owner dies before the Maturity Date,

 .  the annuitant, if there is only one annuitant under your contract and the
    death benefit is payable because the annuitant dies before the Maturity
    Date,

 .  the youngest annuitant, if there are joint annuitants under your contract
    and the death benefit is payable because the surviving annuitant dies during
    the owner(s) lifetime(s) but before the Maturity Date.

If an owner is also an annuitant, we will generally consider that person to be
an "owner" instead of an "annuitant" for purposes of determining the rider's
measuring life.

     For a more complete description of the terms and conditions of this
benefit, you should refer directly to the rider. We will provide you with a copy
on request.

You should carefully review the tax considerations for optional benefit riders
on page 35 before selecting this optional benefit rider.

EARNINGS ENHANCEMENT DEATH BENEFIT rider (not available for contracts issued to
tax-qualified plans) - under this rider, the death benefit may be increased by
an earnings enhancement amount that will vary based on the age of the owners and
annuitants when you purchase the rider. In certain marketing materials, this
rider may be referred to as the "Beneficiary Tax Relief" rider because any
amounts paid under this rider can be used to cover taxes that may be due on
death benefit proceeds under your contract. Amounts paid under this rider,
however, may also be subject to tax and may be greater than or less than the
amount of taxes due on the death benefits.

The earnings enhancement amount is determined as follows:

 .  if all of the owners and the annuitant are under age 70 on the date your
    rider is issued, the earnings enhancement amount will be 40% of the
    difference between the Standard Death Benefit (or Enhanced Death Benefit, if
    that rider is in effect)

                                       22


    and your "Net Premiums," up to a maximum benefit amount of 80% of your
    "Adjusted Net Premiums" prior to the date of the decedent's death;

 .  if any of the owners or the annuitant is age 70 or older on the date your
    rider is issued, the earnings enhancement amount will be 25% of the
    difference between the Standard Death Benefit (or Enhanced Death Benefit, if
    that rider is in effect) and your "Net Premiums," up to a maximum benefit
    amount of 50% of your "Adjusted Net Premiums" prior to the date of the
    decedent's death; but

 .  if there are joint annuitants under your contract, we will not count the age
    of the older annuitant for either of these purposes unless the older
    annuitant is also an owner.

"Net Premiums," for purposes of this rider, means premiums you paid for the
contract, less any withdrawals in excess of earnings from your contract
(including any surrender charges imposed on these withdrawals).  For this
purpose, we consider withdrawals to be taken first from earnings on your
contract before they are taken from your purchase payments. "Adjusted Net
Premiums" means Net Premiums minus any premiums you paid in the 12 month period
prior to the decedent's death (excluding the initial premium).

     For a more complete description of the terms and conditions of this
benefit, you should refer directly to the rider. We will provide you with a copy
on request.

YOU SHOULD CAREFULLY REVIEW THE TAX CONSIDERATIONS FOR OPTIONAL BENEFIT RIDERS
ON PAGE 35 BEFORE SELECTING ANY OF THESE OPTIONAL DEATH BENEFIT RIDERS. THE
DEATH BENEFITS UNDER THESE RIDERS WILL DECREASE IF YOU MAKE PARTIAL WITHDRAWALS
UNDER YOUR CONTRACT. THE ENHANCED EARNINGS DEATH BENEFIT RIDER MAY NOT BE
APPROPRIATE FOR YOU IF YOU EXPECT TO WITHDRAW EARNINGS.


WHAT OTHER BENEFITS CAN I PURCHASE UNDER A CONTRACT?

     In addition to the enhanced death benefit and waiver of withdrawal charge
riders discussed above, we currently make available one other optional benefit.
You may elect this rider:

 .  only if your state permits;

 .  only when you apply for a contract; and

 .  only if you are under age 75 when you apply for a contract.

This optional benefit is provided under a rider that contains many terms and
conditions not set forth below. Therefore, you should refer directly to the
rider for more complete information. We will provide you with a copy on request.
We may make other riders available in the future.

ACCUMULATED VALUE ENHANCEMENT rider- under this rider, we will make a
contribution to the total value of the contract on a monthly basis if the
covered person (who must be an owner and the annuitant):

 .  is unable to perform at least 2 activities of daily living without human
    assistance or has a cognitive impairment, AND

 .  is receiving certain qualified services described in the rider.

The amount of the contribution (called the "Monthly Benefit") is shown in the
specifications page of the contract. However, the rider contains an inflation
protection feature that will increase the Monthly Benefit by 5% each year after
the 7th contract year. The specifications page of the contract also contains a
limit on how much the total value of the contract can be increased by this rider
(the "benefit limit"). The rider must be in effect for 7 years before any
increase will occur.

     You may elect this rider only when you apply for the contract. Under our
current administrative rules, the Monthly Benefit (without regard to the
inflation protection feature) is equivalent to 1% of your initial premium, up to
a maximum premium of $300,000. We may reduce this $300,000 limit further,
however, if you own additional annuity contracts issued by JHVLICO and its
affiliates that provide a similar benefit. The $300,000 limit applies only to
the calculation of the Monthly Benefit under the accumulated value enhancement
rider. (See "Limits on Premium Payments" on page 12 for a general description of
other premium limits under the contract).

     You cannot elect this rider unless you have also elected the waiver of
withdrawal charge rider. There is a monthly charge for this rider as described
in the Fee Tables.

                                       23


     The rider will terminate if the contract terminates, if the covered person
dies, if the benefit limit is reached, if the owner is the covered person and
the ownership of the contract changes, or if, before annuity payments start, the
total value of the contract falls below an amount equal to 25% of your initial
premium payment. You may cancel the rider by written notice at any time. The
rider charge will terminate when the rider terminates.

     If you choose to continue the rider after the contract's date of maturity,
charges for the rider will be deducted from annuity payments and any Monthly
Benefit for which the covered person qualifies will be added to the next annuity
payment.

     In certain marketing materials, this rider may be referred to as
"CARESolutions Plus."

     You should carefully review the tax considerations for optional benefit
riders on page 35 before selecting this optional benefit rider.

     CONTRACTS ISSUED BEFORE MAY 1, 2004 MAY HAVE BEEN ISSUED WITH THE FOLLOWING
OPTIONAL BENEFIT RIDER:

     GUARANTEED RETIREMENT INCOME BENEFIT rider - under this rider, we will
guarantee the amount of annuity payments you receive, if the following
conditions are satisfied:

 .  The date of maturity must be within the 30 day period following a contract
    anniversary.

 .  If the annuitant was age 45 or older on the date of issue, the contract must
    have been in effect for at least 10 contract years on the date of maturity
    and the date of maturity must be on or after the annuitant's 60th birthday
    and on or before the annuitant's 90th birthday.

 .  If the annuitant was less than age 45 on the date of issue, the contract
    must have been in effect for at least 15 contract years on the date of
    maturity and the date of maturity must be on or before the annuitant's 90th
    birthday.

     If your contract was issued with this rider, you need not choose to receive
the guaranteed income benefit that it provides. Rather, unless and until such
time as you exercise your option to receive a guaranteed income benefit under
this rider, you will continue to have the option of exercising any other right
or option that you would have under the contract (including withdrawal and
annuity payment options) if the rider had not been added to it.

     If you do decide to add this rider to your contract, and if you do
ultimately decide to take advantage of the guaranteed income it provides, we
will automatically provide that guaranteed income in the form of fixed payments
under our "Option A: life annuity with payments for guaranteed period" described
below under "Annuity options." The guaranteed period will automatically be a
number of years that the rider specifies, based on the annuitant's age at the
annuity date and whether your contract is purchased in connection with a
tax-qualified plan. (These specified periods range from 5 to 10 years.) You will
have no discretion to vary this form of payment, if you choose the guaranteed
income benefit under this rider.

     We guarantee that the amount you can apply to this annuity payment option
will be at least equal to the amount of each premium you have paid, accumulated
at the rate(s) specified in the contract , but adjusted for any partial
withdrawals you have taken. The accumulation rates differ between (a) contract
value allocated to a guaranteed period or Money Market investment option
(currently 4%) and (b) contract value allocated to all other variable investment
options (currently 5%). Withdrawals reduce the accumulated amount in direct
proportion to the percentage of contract value that was reduced by the
withdrawal (including any withdrawal charges). After a withdrawal, the
accumulation rate(s) will only be applied to the remaining accumulated amount.
If your total contract value is higher than the amount we guarantee, we will
apply the higher amount to the annuity payment option instead of the guaranteed
amount.

     There is a monthly charge for this rider as described in the Fee Tables.
The rider (and the related charges) automatically terminate if your contract is
surrendered or the annuitant dies. After you've held your contract for 10 years,
you can terminate the rider by written request.

CAN I RETURN MY CONTRACT?

     In most cases, you have the right to cancel your contract within 10 days
(or longer in some states) after you receive it. To cancel your contract, simply
deliver or mail it to:

 .  JHVLICO at the address shown on page 2, or

                                       24


 .  the JHVLICO representative who delivered the contract to you.

     In most states, you will receive a refund equal to the total value of your
contract on the date of cancellation, minus the extra credit deduction (as
defined below), adjusted by any then-applicable market value adjustments and
increased by any charges for premium taxes deducted by us to that date. The
"extra credit deduction" is equal to the lesser of (1) the portion of the total
value of your contract that is attributable to any extra credits and (2) the
amount of all extra credits. Thus, you receive any gain and we bear any loss on
extra credits if you return your contract within the time period specified
above. In some states, or if your contract was issued as an "IRA," you will
receive a refund of any premiums you've paid. The date of cancellation will be
the date we receive the contract.

WHAT ADDITIONAL GUARANTEE APPLIES TO THE GUARANTEE PERIODS UNDER MY CONTRACT?

     John Hancock Financial Services, Inc. ("JHFS") guarantees JHVLICO's
obligations with respect to any guarantee periods you have elected under the
contract on the date of this prospectus. JHFS' guarantee will also apply to any
new guarantee periods under your contract, unless and until we notify you
otherwise. (If we give you such notice, however, the JHFS guarantee would remain
in effect for all guarantee periods that had already started, and would be
inapplicable only to guarantee periods starting after the date of such notice.)
The JHFS guarantee does not relieve JHVLICO of any obligations under your
contract - - it is in addition to all of the rights and benefits that the
contract provides. There is no charge or cost to you for the JHFS guarantee, nor
are there any other disadvantages to you of having this additional guarantee.

     Currently, JHVLICO's financial strength rating from A.M. Best Company, Inc.
is A++, the highest, based on the strength its direct parent, John Hancock Life
Insurance Company and the capital guarantee that JHFS (John Hancock Life
Insurance Company's direct parent) has provided to JHVLICO. Standard & Poor's
Corporation and Fitch Ratings have assigned financial strength ratings to
JHVLICO of AA, which place JHVLICO in the third highest rating assigned by these
rating agencies. Moody's Investors Service, Inc. has assigned JHVLICO a
financial strength rating of Aa3, which is its fourth highest rating.

     The additional guarantee saves JHVLICO the considerable expense of being a
company required to periodically file Form 10-K and Form 10-Q reports with the
Securities and Exchange Commission ("SEC"). JHFS is a publicly-reporting company
and, as such, it also files Forms 10-K and 10-Q with the SEC. Under the SEC's
rules, the JHFS guarantee will eliminate the need for JHVLICO also to file such
reports. In addition, as discussed above, the additional guarantee has the
advantage of making any amounts you have allocated to a guarantee period even
more secure, without cost or other disadvantage to you.

WHAT ARE THE TERMS OF THE ADDITIONAL GUARANTEE?

     JHFS guarantees your full interest in any guarantee period. This means
that, if JHVLICO fails to honor any valid request to surrender, transfer, or
withdraw any amount from a guarantee period, or fails to allocate amounts from a
guarantee period to an annuity option when it is obligated to do so, JHFS
guarantees the full amount that you would have received, or value that you would
have been credited with, had JHVLICO fully met its obligations under your
contract. If a benefit becomes payable under the contract upon the death of an
owner or annuitant, JHFS guarantees the lesser of (a) the amount of your
contract value in any guarantee period on the date of death, increased by any
upward market value adjustment (but not decreased by any negative market value
adjustment) or (b) the total amount that the contract obligates JHVLICO to pay
by reason of such death. If JHVLICO fails to make payment when due of any amount
that is guaranteed by JHFS, you could directly request JHFS to satisfy JHVLICO's
obligation, and JHFS must do so. You would not have to make any other demands on
JHVLICO as a precondition to making a claim against JHFS under the guarantee.

                                       25


                             ADDITIONAL INFORMATION

     This section of the prospectus provides additional information that is not
contained in the Basic Information section on pages 10 through 25.

  CONTENTS OF THIS SECTION                                              STARTING ON PAGE
  Description of JHVLICO . . . . . . . . . . . . . . . . . . . . . . . . . . . .27

  How to find further information about JHVLICO and JHFS . . . . . . . . . . . .27

  Who should purchase a contract?. . . . . . . . . . . . . . . . . . . . . . . .28

  How we support the variable investment options . . . . . . . . . . . . . . . .28

  How we support the guarantee periods . . . . . . . . . . . . . . . . . . . . .28

  How the guarantee periods work . . . . . . . . . . . . . . . . . . . . . . . .29

  The accumulation period. . . . . . . . . . . . . . . . . . . . . . . . . . . .30

  The annuity period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .31

  Variable investment option valuation procedures. . . . . . . . . . . . . . . .33

  Description of charges at the fund level . . . . . . . . . . . . . . . . . . .34

  Distributions following death of owner . . . . . . . . . . . . . . . . . . . .34

  Miscellaneous provisions . . . . . . . . . . . . . . . . . . . . . . . . . . .35

  Tax information. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .35

  Performance information. . . . . . . . . . . . . . . . . . . . . . . . . . . .42

  Reports. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .42

  Voting privileges. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .43

  Certain changes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .43

  Distribution of contracts. . . . . . . . . . . . . . . . . . . . . . . . . . .43

  Experts. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .44

  Registration statement . . . . . . . . . . . . . . . . . . . . . . . . . . . .45

  Condensed Financial Information. . . . . . . . . . . . . . . . . . . . . . . .46

  Appendix A - Details About Our Guarantee Periods . . . . . . . . . . . . . . .50

  Appendix B - Example of Withdrawal Charge Calculation. . . . . . . . . . . . .52

  Appendix C - Examples of Earnings Enhancement Death Benefit Calculation. . . .54

                                       26


DESCRIPTION OF JHVLICO

     We are JHVLICO, a stock life insurance company chartered in 1979 under
Massachusetts law, with its home office at 197 Clarendon Street, Boston,
Massachusetts 02117. We are authorized to transact a life insurance and annuity
business in all states other than New York and in the District of Columbia.

     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.

     We are a wholly-owned subsidiary of John Hancock Life Insurance Company
("John Hancock"), 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 became a subsidiary of John Hancock
Financial Services, Inc., a newly formed publicly-traded corporation. In April
2004, John Hancock Financial Services, Inc. was merged with a subsidiary of
Manulife Financial Corporation, a publicly-traded corporation organized under
the laws of Canada. The merger was effected pursuant to an Agreement and Plan of
Merger dated as of September 28, 2003. As a consequence of the merger, John
Hancock's ultimate parent is now Manulife Financial Corporation. John Hancock's
home office is at John Hancock Place, Boston, Massachusetts 02117. As of
December 31, 2003, John Hancock's assets were approximately $96 billion and it
had invested approximately $575 million in JHVLICO in connection with JHVLICO's
organization and operation. It is anticipated that John Hancock will from time
to time make additional capital contributions to JHVLICO to enable us to meet
our reserve requirements and expenses in connection with our business. John
Hancock is committed to make additional capital contributions if necessary to
ensure that we maintain a positive net worth.

HOW TO FIND ADDITIONAL INFORMATION ABOUT JHVLICO AND JHFS

     JHFS files numerous documents and reports with the SEC, under a law
commonly known as the "Exchange Act." This includes annual reports on Form 10-K,
quarterly reports on Form 10-Q, other reports on Form 8-K, and proxy statements.
JHVLICO and JHFS also file registration statements and other documents with the
SEC, in addition to any that they file under the Exchange Act.

     You may read and copy all of the above documents, reports and registration
statements at the SEC's public reference room, 450 Fifth Street, N.W.,
Washington, D.C. 20549. You may obtain information about how the public
reference room works by calling 1-800-SEC-0330. Most of JHVLICO's and JHFS'
filings with the SEC are also available to the public at the SEC's "web" site:
http://www.sec.gov. Some of the reports and other documents that we file under
the Exchange Act are deemed to be part of this prospectus, even though they are
not physically included in this prospectus.

     These are the following reports and documents, which we "incorporate by
reference" into this prospectus:

 .  Form 10-K of JHFS for the year ended December 31, 2003;

 .  Form 8-K of JHFS filed on February 6, 2004 and on February 24, 2004; and

 .  All other documents or reports that JHVLICO or JHFS subsequently files with
    the SEC pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act
    (Prior to 2003, JHVLICO also filed reports on Forms 10-K and 10-Q. However,
    as discussed above under "What are the reasons for the additional
    guarantee?", JHVLICO no longer intends to file such reports.

We will provide to you, free of charge, a copy of any or all of the above
documents or reports that are incorporated into this prospectus. To request such
copies, please call or write the John Hancock Annuity Servicing Office using the
phone number or address shown on page 2 of this prospectus.

                                       27


WHO SHOULD PURCHASE A CONTRACT?

     We designed these contracts for individuals doing their own retirement
planning, including purchases under plans and trusts that do not qualify for
special tax treatment under the Internal Revenue Code of 1986 (the "Code"). We
also offer the contracts for purchase under:

 .  traditional individual retirement annuity plans ("Traditional IRAs")
    satisfying the requirements of Section 408 of the Code;

 .  non-deductible IRA plans ("Roth IRAs") satisfying the requirements of
    Section 408A of the Code;

 .  SIMPLE IRA plans adopted under Section 408(p) of the Code;

 .  Simplified Employee Pension plans ("SEPs") adopted under Section 408(k) of
    the Code; and

 .  annuity purchase plans adopted under Section 403(b) of the Code by public
    school systems and certain other tax-exempt organizations.

     We do not currently offer the contracts to every type of tax-qualified
plan, and we may not offer the contracts for all types of tax-qualified plans in
the future. In certain circumstances, we may make the contracts available for
purchase under deferred compensation plans maintained by a state or political
subdivision or tax exempt organization under Section 457 of the Code or by
pension or profit-sharing plans qualified under section 401(a) of the Code. We
provide general federal income tax information for contracts purchased in
connection with tax qualified retirement plans beginning on page 37.

     When a contract forms part of a tax-qualified plan it becomes subject to
special tax law requirements, as well as the terms of the plan documents
themselves, if any. Additional requirements may apply to plans that cover a
"self-employed individual" or an "owner-employee". Also, in some cases, certain
requirements under "ERISA" (the Employee Retirement Income Security Act of 1974)
may apply. Requirements from any of these sources may, in effect, take
precedence over (and in that sense modify) the rights and privileges that an
owner otherwise would have under a contract. Some such requirements may also
apply to certain retirement plans that are not tax-qualified.

     We may include certain requirements from the above sources in endorsements
or riders to the affected contracts. In other cases, we do not. In no event,
however, do we undertake to assure a contract's compliance with all plan, tax
law, and ERISA requirements applicable to a tax-qualified or non tax-qualified
retirement plan. Therefore, if you use or plan to use a contract in connection
with such a plan, you must consult with competent legal and tax advisers to
ensure that you know of (and comply with) all such requirements that apply in
your circumstances.

     To accommodate "employer-related" pension and profit-sharing plans, we
provide "unisex" purchase rates. That means the annuity purchase rates are the
same for males and females. Any questions you have as to whether you are
participating in an "employer-related" pension or profit-sharing plan should be
directed to your employer. Any question you or your employer have about unisex
rates may be directed to the John Hancock Annuity Servicing Office.

HOW WE SUPPORT THE VARIABLE INVESTMENT OPTIONS

     We hold the fund shares that support our variable investment options in
John Hancock Variable Annuity Account JF (the "Account"), a separate account
established by JHVLICO under Massachusetts law. The Account is registered as a
unit investment trust under the Investment Company Act of 1940 ("1940 Act").

     The Account's assets, including the Series Funds' shares, belong to
JHVLICO. Each contract provides that amounts we hold in the Account pursuant to
the contracts cannot be reached by any other persons who may have claims against
us.

     All of JHVLICO's general assets also support JHVLICO's obligations under
the contracts, as well as all of its other obligations and liabilities. These
general assets consist of all JHVLICO's assets that are not held in the Account
(or in another separate account) under variable annuity or variable life
insurance contracts that give their owners a preferred claim on those assets.

HOW WE SUPPORT THE GUARANTEE PERIODS

     All of JHVLICO's general assets (discussed above) support its obligations
under the guarantee periods (as well as all of its other obligations and
liabilities). To hold the assets that support primarily the guarantee periods,
we have established a "non-

                                       28


unitized" separate account. With a non-unitized separate account, you have no
interest in or preferential claim on any of the assets held in the account. The
investments we purchase with amounts you allocated to the guarantee periods
belong to us; any favorable investment performance on the assets allocated to
the guarantee periods belongs to us. Instead, you earn interest at the
guaranteed interest rate you selected, provided that you don't surrender,
transfer, or withdraw your assets prior to the end of your selected guarantee
period.

HOW THE GUARANTEE PERIODS WORK

     Amounts you allocate to the guarantee periods earn interest at a guaranteed
rate commencing with the date of allocation. At the expiration of the guarantee
period, we will automatically transfer its total value to the Money Market
option under your contract, unless you elect to:

 .  withdraw all or a portion of any such amount from the contract,

 .  allocate all or a portion of such amount to a new guarantee period or
    periods of the same or different duration as the expiring guarantee period,
    or

 .  allocate all or a portion of such amount to one or more of the variable
    investment options.

     You must notify us of any such election, by mailing a request to us at the
John Hancock Annuity Servicing Office at least 30 days prior to the end of the
expiring guarantee period. We will notify you of the end of the guarantee period
at least 30 days prior to its expiration. The first day of the new guarantee
period or other reallocation will begin the day after the end of the expiring
guarantee period.

     We currently make available guarantee periods with durations of five years.
For contracts issued before September 30, 2002, however, we may permit you to
select different durations.

     If you select any guarantee period that extends beyond your contract's date
of maturity, your maturity date will automatically be changed to the annuitant's
95th birthday (or a later date, if we approve). We reserve the right to add or
delete guarantee periods for new allocations to or from those that are available
at any time.

Guaranteed interest rates

     Each guarantee period has its own guaranteed rate. We may, at our
discretion, change the guaranteed rate for future guarantee periods. These
changes will not affect the guaranteed rates being paid on guarantee periods
that have already commenced. Each time you allocate or transfer money to a
guarantee period, a new guarantee period, with a new interest rate, begins to
run with respect to that amount. The amount allocated or transferred earns a
guaranteed rate that will continue unchanged until the end of that period.

            ---------------------------------------------------------
             We make the final determination of guaranteed rates and
             guarantee periods to be declared. We cannot predict or
             assure the level of any future guaranteed rates or the
             availability of any future guarantee periods.
            ---------------------------------------------------------

     You may obtain information concerning the guaranteed rates applicable to
the various guarantee periods, and the durations of the guarantee periods
offered at any time, by calling the John Hancock Annuity Servicing Office at the
telephone number shown on page 2.

Calculation of market value adjustment ("MVA")

     If you withdraw, surrender, transfer, or otherwise remove money from a
guarantee period prior to its expiration date, we will apply a market value
adjustment. A market value adjustment also generally applies to:

 .  death benefits pursuant to your contract,

 .  amounts you apply to an annuity option, and

 .  amounts paid in a single sum in lieu of an annuity.

                                       29


     The market value adjustment increases or decreases your remaining value in
the guarantee period. If the value in that guarantee period is insufficient to
pay any negative MVA, we will deduct any excess from the value in your other
investment options pro-rata based on the value in each. If there is insufficient
value in your other investment options, we will in no event pay out more than
the surrender value of the contract.

     Here is how the MVA works:

     -----------------------------------------------------------------------
           We compare:

              .  the guaranteed rate of the guarantee period from which the
                 assets are being taken WITH

              .  the guaranteed rate we are currently offering for guarantee
                 periods of the same duration as remains on the guarantee 
                 period from which the assets are being taken.

           If the first rate exceeds the second by more than 1/2 %, the
           market value adjustment produces an increase in your
           contract's value.

           If the first rate does not exceed the second by at least 1/2 %,
           the market value adjustment produces a decrease in your
           contract's value.
     -----------------------------------------------------------------------

     For this purpose, we consider that the amount withdrawn from the guarantee
period includes the amount of any negative MVA and is reduced by the amount of
any positive MVA.

     The mathematical formula and sample calculations for the market value
adjustment appear in Appendix A.

THE ACCUMULATION PERIOD

Your value in our variable investment options

     Each premium payment or transfer that you allocate to a variable investment
option purchases "accumulation units" of that variable investment option.
Similarly, each withdrawal or transfer that you take from a variable investment
option (as well as certain charges that may be allocated to that option) result
in a cancellation of such accumulation units.

Valuation of accumulation units

     To determine the number of accumulation units that a specific transaction
will purchase or cancel, we use the following formula:

                 ----------------------------------------------
                  dollar amount of transaction
                                     DIVIDED BY
                  value of one accumulation unit for the
                  applicable variable investment option at the
                  time of such transaction
                 ----------------------------------------------

     The value of each accumulation unit will change daily depending upon the
investment performance of the fund that corresponds to that variable investment
option and certain charges we deduct from such investment option. (See below
under "Variable investment option valuation procedures.")

                                       30


     Therefore, at any time prior to the date of maturity, the total value of
your contract in a variable investment option can be computed according to the
following formula:

                -------------------------------------------------    
                 number of accumulation units in the variable        
                 investment options                                  
                                      TIMES                          
                 value of one accumulation unit for the              
                 applicable variable investment option at that       
                 time                                                
                -------------------------------------------------    
                
Your value in the guarantee periods

     On any date, the total value of your contract in a guarantee period equals:

.    the amount of premium payments or transferred amounts allocated to the
     guarantee period, MINUS

.    the amount of any withdrawals or transfers paid out of the guarantee
     period, MINUS

.    the amount of any negative market value adjustments resulting from such
     withdrawals or transfers, PLUS

.    the amount of any positive market value adjustments resulting from such
     withdrawals and transfers, MINUS

.    the amount of any charges and fees deducted from that guarantee period,
     PLUS

.    interest compounded daily on any amounts in the guarantee period from time
     to time at the effective annual rate of interest we have declared for that
     guarantee period.

THE ANNUITY PERIOD

     Annuity payments are made to the annuitant, if still living. If more than
one annuitant is living at the date of maturity, the payments are made to the
younger of them.

Date of maturity

     Your contract specifies the date of maturity, when payments from one of our
annuity options are scheduled to begin. You initially choose a date of maturity
when you complete your application for a contract.

     Unless we otherwise permit, the date of maturity must be:

.    at least 6 months after the date the first premium payment is applied to
     your contract, and

.    no later than the maximum age specified in your contract (normally age 95).

     Subject always to these requirements, you may subsequently change the date
of maturity. The John Hancock Annuity Servicing Office must receive your new
selection at least 31 days prior to the new date of maturity, however. Also, if
you are selecting or changing your date of maturity for a contract issued under
a tax qualified plan, special limits apply. (See "Contracts purchased for a tax
qualified plan," beginning on page 37.)

Choosing fixed or variable annuity payments

     During the annuity period, the total value of your contract must be
allocated to no more than four investment options. During the annuity period, we
do not offer the guarantee periods. Instead, we offer annuity payments on a
fixed basis as one investment option, and annuity payments on a variable basis
for EACH variable investment option.

     We will generally apply (1) amounts allocated to the guarantee periods as
of the date of maturity to provide annuity payments on a fixed basis and (2)
amounts allocated to variable investment options to provide annuity payments on
a variable basis. If you are using more than four investment options on the date
of maturity, we will divide your contract's value among the four investment
options with the largest values (considering all guarantee periods as a single
option), pro-rata based on the amount of the total value of your contract that
you have in each.

                                       31


     We will make a market value adjustment to any remaining guarantee period
amounts on the date of maturity, before we apply such amounts to an annuity
payment option. We will also deduct any premium tax charge.

     Once annuity payments commence, you may not make transfers from fixed to
variable or from variable to fixed.

Selecting an annuity option

     Each contract provides, at the time of its issuance, for annuity payments
to commence on the date of maturity pursuant to Option A: "life annuity with 10
years guaranteed" (discussed under "Annuity options" on page 33).

     Prior to the date of maturity, you may select a different annuity option.
However, if the total value of your contract on the date of maturity is not at
least $5,000, Option A: "life annuity with 10 years guaranteed" will apply,
regardless of any other election that you have made. You may not change the form
of annuity option once payments commence.

     If the initial monthly payment under an annuity option would be less than
$50, we may make a single sum payment equal to the total surrender value of your
contract on the date the initial payment would be payable. Such single payment
would replace all other benefits.

     Subject to that $50 minimum limitation, your beneficiary may elect an
annuity option if:

.    you have not made an election prior to the annuitant's death;

.    the beneficiary is entitled to payment of a death benefit of at least
     $5,000 in a single sum; and

.    the beneficiary notifies us of the election prior to the date the proceeds
     become payable.

Variable monthly annuity payments

     We determine the amount of the first variable monthly payment under any
variable investment option by using the applicable annuity purchase rate for the
annuity option under which the payment will be made. The contract sets forth
these annuity purchase rates. In most cases they vary by the age and gender of
the annuitant or other payee.

     The amount of each subsequent variable annuity payment under that variable
investment option depends upon the investment performance of that variable
investment option. Here's how it works:

.    we calculate the actual net investment return of the variable investment
     option (after deducting all charges) during the period between the dates
     for determining the current and immediately previous monthly payments.

.    if that actual net investment return exceeds the "assumed investment rate"
     (explained below), the current monthly payment will be larger than the
     previous one.

.    if the actual net investment return is less than the assumed investment
     rate, the current monthly payment will be smaller than the previous one.

   Assumed investment rate

     The assumed investment rate for any variable portion of your annuity
payments will be 3 1/2 % per year, except as follows.

     You may elect an assumed investment rate of 5% or 6%, provided such a rate
is available in your state. If you elect a higher assumed investment rate, your
initial variable annuity payment will also be higher. Eventually, however, the
monthly variable annuity payments may be smaller than if you had elected a lower
assumed investment rate.

Fixed monthly annuity payments

     The dollar amount of each fixed monthly annuity payment is specified during
the entire period of annuity payments, according to the provisions of the
annuity option selected. To determine such dollar amount we first, in accordance
with the procedures described above, calculate the amount to be applied to the
fixed annuity option as of the date of maturity. We then divide the difference
by $1,000 and multiply the result by the greater of:

.    the applicable fixed annuity purchase rate shown in the appropriate table
     in the contract; or

                                       32


.    the rate we currently offer at the time of annuitization. (This current
     rate may be based on the sex of the annuitant, unless prohibited by law.)

Annuity options

     Here are some of the annuity options that are available, subject to the
terms and conditions described above. We reserve the right to make available
optional methods of payment in addition to those annuity options listed here and
in your contract.

     OPTION A: LIFE ANNUITY WITH PAYMENTS FOR A GUARANTEED PERIOD - We will make
monthly payments for a guaranteed period of 5, 10, or 20 years, as selected by
you or your beneficiary, and after such period for as long as the payee lives.
If the payee dies prior to the end of such guaranteed period, we will continue
payments for the remainder of the guarantee period to a contingent payee,
subject to the terms of any supplemental agreement issued.

     Federal income tax requirements currently applicable to contracts used with
H.R. 10 plans and individual retirement annuities provide that the period of
years guaranteed under Option A cannot be any greater than the joint life
expectancies of the payee and his or her designated beneficiary.

     OPTION B: LIFE ANNUITY WITHOUT FURTHER PAYMENT ON DEATH OF PAYEE - We will
make monthly payments to the payee as long as he or she lives. We guarantee no
minimum number of payments.

     OPTION C: JOINT AND LAST SURVIVOR - We will provide payments monthly,
quarterly, semiannually, or annually, for the payee's life and the life of the
payee's spouse/joint payee. Upon the death of one payee, we will continue
payments to the surviving payee. All payments stop at the death of the surviving
payee.

     OPTION D: JOINT AND 1/2 SURVIVOR; OR JOINT AND 2/3 SURVIVOR - We will
provide payments monthly, quarterly, semiannually, and annually for the payee's
life and the life of the payee's spouse/joint payee. Upon the death of one
payee, we will continue payments (reduced to 1/2 or 2/3 the full payment amount)
to the surviving payee. All payments stop at the death of the surviving payee.

     OPTION E: LIFE INCOME WITH CASH REFUND - We will provide payments monthly,
quarterly, semiannually, or annually for the payee's life. Upon the payee's
death, we will provide a contingent payee with a lump-sum payment, if the total
payments to the payee were less than the accumulated value at the time of
annuitization. The lump-sum payment, if any, will be for the balance.

     OPTION F: INCOME FOR A FIXED PERIOD - We will provide payments monthly,
quarterly, semiannually, or annually for a pre-determined period of time to a
maximum of 30 years. If the payee dies before the end of the fixed period,
payments will continue to a contingent payee until the end of the period.

     OPTION G: INCOME OF A SPECIFIC AMOUNT - We will provide payments for a
specific amount. Payments will stop only when the amount applied and earnings
have been completely paid out. If the payee dies before receiving all the
payments, we will continue payments to a contingent payee until the end of the
contract.

     With Options A, B, C, and D, we offer both fixed and/or variable annuity
payments. With Options E, F, and G, we offer only fixed annuity payments.
Payments under Options F and G must continue for 10 years, unless your contract
has been in force for 5 years or more.

     If the payee is more than 85 years old on the date of maturity, the
following two options are not available without our consent:

.    Option A: "life annuity with 5 years guaranteed" and

.    Option B: "life annuity without further payment on the death of payee."

VARIABLE INVESTMENT OPTION VALUATION PROCEDURES

     We compute the net investment return and accumulation unit values for each
variable investment option as of the end of each business day. On any date other
than a business day, the accumulation unit value or annuity unit value will be
the same as the value at the close of the next following business day.

                                       33


DESCRIPTION OF CHARGES AT THE FUND LEVEL

     The funds must pay investment management fees and other operating expenses.
These fees and expenses, as shown in the fund expense table in the Fee Tables,
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 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 shown in the table.

     The figures for the funds shown in the fund expense table are based on
historical fund expenses, as a percentage (rounded to two decimal places) of
each fund's average daily net assets for 2003, except as indicated in the
footnotes appearing at the end of the table. Expenses of the funds are not fixed
or specified under the terms of the contract, and those expenses may vary from
year to year.

DISTRIBUTIONS FOLLOWING DEATH OF OWNER

     If you did not purchase your contract under a tax qualified plan (as that
term is used below), the Code requires that the following distribution
provisions apply if you die. We summarize these provisions and the effect of
spousal continuation of the contract in the following box:

          
          ----------------------------------------------------------------------
          IF DEATH BENEFITS ARE PAYABLE UPON YOUR DEATH BEFORE ANNUITY PAYMENTS
          HAVE BEGUN:

          .    if the contract's designated beneficiary is your surviving
               spouse, your spouse may elect to continue the contract in force
               as the owner. In that case:

               (1)  we will not pay a death benefit, but the total value of your
                    contract will equal the death benefit that would have been
                    payable under your contract (including amounts payable under
                    any optional death benefit riders). Any additional amount
                    that we credit to your contract will be allocated to the
                    investment options in the same ratio as the investment
                    allocations held at the time of death and will not be
                    subject to any future surrender or withdrawal charges; and

               (2)  your spouse may elect to add or continue any optional death
                    benefit riders under his or her name, subject to our then
                    current underwriting standards and the deduction of rider
                    charges at our then current rates. For purposes of
                    calculating the amount of your spouse's Death Benefit, we
                    will treat the total value of your contract (including any
                    step-up in value) as the initial premium and the date the
                    rider is added or continued as the rider's date of issue.

          .    if the beneficiary is not your surviving spouse OR if the
               beneficiary is your surviving spouse but chooses not to continue
               the contract, the "entire interest" (as discussed below) in the
               contract on the date of your death must be:

               (1)  paid out in full within five years of your death or

               (2)  applied in full towards the purchase of a life annuity on
                    the beneficiary with payments commencing within one year of
                    your death.

          .    the "entire interest" in the contract on the date of your death
               equals the standard death benefit (or any enhanced death benefit)
               and, if an earnings enhancement benefit rider is then in force,
               any earnings enhancement death benefit amount, that may then be
               payable.

          IF YOU DIE ON OR AFTER ANNUITY PAYMENTS HAVE BEGUN:

          .    any remaining amount that we owe must be paid out at least as
               rapidly as under the method of making annuity payments that is
               then in use.
          ----------------------------------------------------------------------

     The Code imposes very similar distribution requirements on contracts used
to fund tax qualified plans. We provide the required provisions for tax
qualified plans in separate disclosures and endorsements.

                                       34


     Notice of the death of an owner or annuitant should be furnished promptly
to the John Hancock Annuity Servicing Office.

MISCELLANEOUS PROVISIONS

Assignment; change of owner or beneficiary

     To qualify for favorable tax treatment, certain contracts can't be sold;
assigned; discounted; or pledged as collateral for a loan, as security for the
performance of an obligation, or for any other purpose, unless the owner is a
trustee under section 401(a) of the Internal Revenue Code.

     Subject to these limits, while the annuitant is alive, you may designate
someone else as the owner by written notice to the John Hancock Annuity
Servicing Office. You choose the beneficiary in the application for the
contract. You may change the beneficiary by written notice no later than receipt
of due proof of the death of the annuitant. Changes of owner or beneficiary will
take effect when we receive them, whether or not you or the annuitant is then
alive. However, these changes are subject to:

.    the rights of any assignees of record and

.    certain other conditions referenced in the contract.

     An assignment, pledge, or other transfer may be a taxable event. See "Tax
information" below. Therefore, you should consult a competent tax adviser before
taking any such action.

TAX INFORMATION

Our income taxes

     We are taxed as a life insurance company under the Internal Revenue Code
(the "Code"). The Account is taxed as part of our operations and is not taxed
separately.

     The contracts permit us to deduct a charge for any taxes we incur that are
attributable to the operation or existence of the contracts or the Account.
Currently, we do not anticipate making a charge for such taxes. If the level of
the current taxes increases, however, or is expected to increase in the future,
we reserve the right to make a charge in the future.

Special Considerations for Optional Benefit Riders

     If you have elected an optional death benefit rider, it is our
understanding that the charges relating to these riders are not subject to
current taxation. The Internal Revenue Service ("IRS") might take the position,
however, that each charge associated with this rider is deemed a partial
withdrawal from the contract subject to current income tax to the extent of any
gains and, if applicable, the 10% penalty tax for premature distributions from
annuities. We understand that you are not prevented from adding any of our
optional death benefit riders to your contract if it is issued as an IRA.
However, the law is unclear because IRAs generally may not invest in "life
insurance contracts." Therefore, it is possible that a contract may be
disqualified as an IRA if it has an optional death benefit rider added to it. If
so, you may be subject to increased taxes.

     At present, the IRS has not provided guidance as to the tax effect of
adding an optional Accumulated Value Enhancement rider or the optional waiver of
withdrawal charge rider to an annuity contract. The IRS might take the position
that each charge associated with this rider is deemed a withdrawal from the
contract subject to current income tax to the extent of any gains and, if
applicable, the 10% penalty tax for premature withdrawals. We do not currently
report rider charges as partial withdrawals, but we may do so in the future if
we believe that the IRS would require us to report them as such. You should
consult a competent tax adviser before electing any of these optional benefit
riders.

Contracts not purchased to fund a tax qualified plan

   Undistributed gains

     We believe the contracts will be considered annuity contracts under Section
72 of the Code. This means that, ordinarily, you pay no federal income tax on
any gains in your contract until we actually distribute assets to you. However,
a contract owned

                                       35


other than by a natural person (e.g., corporations, partnerships, limited
liability companies and other such entities) does not generally qualify as an
annuity for tax purposes.  Any increase in value therefore would constitute
ordinary taxable income to such an owner in the year earned.

   Annuity payments

     When we make payments under a contract in the form of an annuity, each
payment will result in taxable ordinary income to you, to the extent that each
such payment exceeds an allocable portion of your "investment in the contract"
(as defined in the Code). In general, your "investment in the contract" equals
the aggregate amount of premium payments you have made over the life of the
contract, reduced by any amounts previously distributed from the contract that
were not subject to tax.

     The Code prescribes the allocable portion of each such annuity payment to
be excluded from income according to one formula if the payments are variable
and a somewhat different formula if the payments are fixed. In each case,
speaking generally, the formula seeks to allocate an appropriate amount of the
investment in the contract to each payment. After the entire "investment in the
contract" has been distributed, any remaining payment is fully taxable.

   Surrenders, withdrawals and death benefits

     When we make a single sum payment from a contract, you have ordinary
taxable income, to the extent the payment exceeds your "investment in the
contract" (discussed above). Such a single sum payment can occur, for example,
if you surrender your contract before the date of maturity or if no annuity
payment option is selected for a death benefit payment.

     When you take a partial withdrawal from a contract before the date of
maturity, including a payment under a systematic withdrawal plan, all or part of
the payment may constitute taxable ordinary income to you. If, on the date of
withdrawal, the total value of your contract exceeds the investment in the
contract, the excess will be considered "gain" and the withdrawal will be
taxable as ordinary income up to the amount of such "gain." Taxable withdrawals
may also be subject to the special penalty tax for premature withdrawals as
explained below. When only the investment in the contract remains, any
subsequent withdrawal made before the date of maturity will be a tax-free return
of investment. If you assign or pledge any part of your contract's value, the
value so pledged or assigned is taxed the same way as if it were a partial
withdrawal.

     For purposes of determining the amount of taxable income resulting from a
single sum payment or a partial withdrawal, all annuity contracts issued by John
Hancock or its affiliates to the owner within the same calendar year will be
treated as if they were a single contract.

     All or part of any death benefit proceeds may constitute a taxable payout
of earnings. A death benefit payment generally results in taxable ordinary
income to the extent such payment exceeds your "investment in the contract."

     Under the Code, an annuity must provide for certain required distributions.
For example, if the owner dies on or after the maturity date, and before the
entire annuity value has been paid, the remaining value must be distributed at
least as rapidly as under the method of distribution being used at the date of
the owner's death. We discuss other distribution requirements in the preceding
section entitled "Distribution following death of owner."

   Penalty for premature withdrawals

     The taxable portion of any withdrawal, single sum payment and certain death
benefit payments may also trigger an additional 10% penalty tax. The penalty tax
does not apply to payments made to you after age 59 1/2, or on account of your
death or disability. Nor will it apply to withdrawals in substantially equal
periodic payments over the life of the payee (or over the joint lives of the
payee and the payee's beneficiary).

   Puerto Rico annuity contracts not purchased to fund a tax qualified plan

     Under the Puerto Rico tax laws, distributions from a contract not purchased
to fund a tax qualified plan ("Non-Qualified Contract") before annuitization are
treated as non-taxable return of principal until the principal is fully
recovered. Thereafter, all distributions are fully taxable. Distributions after
annuitization are treated as part taxable income and part non-taxable return of
principal. The amount excluded from gross income after annuitization is equal to
the amount of the distribution in excess of 3% of the total purchase payments
paid, until an amount equal to the total purchase payments paid has been
excluded. Thereafter, the entire distribution from a Non-Qualified Contract is
included in gross income. Puerto Rico does not currently

                                       36


impose an early withdrawal penalty tax.  Generally, Puerto Rico does not require
income tax to be withheld from distributions of income.

Diversification requirements

     Each of the funds of the Series Funds intends to qualify as a regulated
investment company under Subchapter M of the Code and meet the investment
diversification tests of Section 817(h) of the Code and the underlying
regulations. Failure to do so could result in current taxation to you on gains
in your contract for the year in which such failure occurred and thereafter.

     The Treasury Department or the Internal Revenue Service may, at some future
time, issue a ruling or regulation presenting situations in which it will deem
contract owners to exercise "investor control" over the fund shares that are
attributable to their contracts. The Treasury Department has said informally
that this could limit the number or frequency of transfers among variable
investment options. This could cause you to be taxed as if you were the direct
owner of your allocable portion of fund shares. We reserve the right to amend
the contracts or the choice of investment options to avoid, if possible, current
taxation to the owners.

Contracts purchased for a tax qualified plan

     We have no responsibility for determining whether a particular retirement
plan or a particular contribution to the plan satisfies the applicable
requirements of the Code, or whether a particular employee is eligible for
inclusion under a plan. In general, the Code imposes limitations on the amount
of annual compensation that can be contributed into a tax-qualified plan, and
contains rules to limit the amount you can contribute to all of your
tax-qualified plans. Trustees and administrators of tax qualified plans may,
however, generally invest and reinvest existing plan assets without regard to
such Code imposed limitations on contributions. Certain distributions from tax
qualified plans may be transferred directly to another plan, unless funds are
added from other sources, without regard to such limitations.

     The Code generally requires tax-qualified plans (other than Roth IRAs) to
begin making annual distributions of at least a minimum amount each year after a
specified point. For example, minimum distributions to an employee under an
employer's pension and profit sharing plan qualified under Section 401(a) of the
Code must begin no later than April 1 of the year following the year in which
the employee reaches age 70 1/2 or, if later, retires. On the other hand,
distributions from a traditional IRA, SIMPLE IRA or SEP IRA must begin no later
than April 1 of the year following the year in which the contract owner attains
age 70 1/2. The minimum amount of a distribution and the time when distributions
start will vary by plan.

   Tax-free rollovers

     For tax years beginning in 2002, if permitted under your plans, you may
make a tax-free rollover from:

.    a traditional IRA to another traditional IRA,

.    a traditional IRA to another tax-qualified plan, including a Section 403(b)
     plan

.    any tax-qualified plan (other than a Section 457 deferred compensation plan
     maintained by a tax-exempt organization) to a traditional IRA,

.    any tax-qualified plan (other than a Section 457 deferred compensation plan
     maintained by a tax exempt organization) to another tax-qualified plan,
     including a roll-over of amounts from your prior plan derived from your
     "after-tax" contributions from "involuntary" distributions,

.    a Section 457 deferred compensation plan maintained by a tax-exempt
     organization to another Section 457 deferred compensation plan maintained
     by a tax-exempt organization and

.    a traditional IRA to a Roth IRA, subject to special restrictions discussed
     below.

     In addition, if your spouse survives you, he or she is permitted to
rollover your tax-qualified retirement account to another tax-qualified
retirement account in which your surviving spouse participates, to the extent
permitted by your surviving spouse' plan.

                                       37


   Traditional IRAs

     Annual contribution limit. A traditional individual retirement annuity (as
defined in Section 408 of the Code) generally permits an eligible purchaser to
make annual contributions which cannot exceed the lesser of:

.    100% of compensation includable in your gross income, or

.    the IRA annual limit for that tax year. For tax years beginning in 2002,
     2003 and 2004, the annual limit is $3,000 per year. For tax years beginning
     in 2005, 2006 and 2007, the annual limit is $4,000 per year and, for the
     tax year beginning in 2008, the annual limit is $5,000. After that, the
     annual limit is indexed for inflation in $500 increments as provided in the
     Code.

     Catch-Up Contributions. An IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.

     Spousal IRA. You may also purchase an IRA contract for the benefit of your
spouse (regardless of whether your spouse has a paying job). You can generally
contribute up to the annual limit for each of you and your spouse (or, if less,
your combined compensation).

     Deductibility of contributions. You may be entitled to a full deduction, a
partial deduction or no deduction for your traditional IRA contribution on your
federal income tax return.

     The amount of your deduction is based on the following factors:

.    whether you or your spouse is an active participant in an employer
     sponsored retirement plan,

.    your federal income tax filing status, and

.    your "Modified Adjusted Gross Income."

     Your traditional IRA deduction is subject to phase out limits, based on
your Modified Adjusted Gross Income, which are applicable according to your
filing status and whether you or your spouse are active participants in an
employer sponsored retirement plan. You can still contribute to a traditional
IRA even if your contributions are not deductible.

     Distributions. In general, all amounts paid out from a traditional IRA
contract (in the form of an annuity, a single sum, death benefits or partial
withdrawal), are taxable to the payee as ordinary income. As in the case of a
contract not purchased under a tax-qualified plan, you may incur additional
adverse tax consequences if you make a surrender or withdrawal before you reach
age 59 1/2 (unless certain exceptions apply as specified in Code section 72(t)).
If you have made any non-deductible contributions to an IRA contract, all or
part of any withdrawal or surrender proceeds, single sum death benefit or
annuity payment, may be excluded from your taxable income when you receive the
proceeds.

     The tax law requires that annuity payments under a traditional IRA contract
begin no later than April 1 of the year following the year in which the owner
attains age 70 1/2.

   Roth IRAs

     Annual contribution limit. A Roth IRA is a type of non-deductible IRA. In
general, you may make purchase payments of up to the IRA annual limit ($3,000
per year for tax years beginning in 2002, 2003 and 2004; $4,000 per year for tax
years beginning in 2005, 2006 and 2007, and $5,000 for the tax year beginning in
2008). After that, the annual limit is indexed for inflation in $500 increments
as provided in the Code.

     The IRA annual limit for contributions to a Roth IRA phases out (i.e., is
reduced) for single taxpayers with adjusted gross incomes between $95,000 and
$110,000, for married taxpayers filing jointly with adjusted gross incomes
between $150,000 and $160,000, and for a married taxpayer filing separately with
adjusted gross income between $0 and $10,000.

     Catch-Up Contributions. A Roth IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.

                                       38


     Spousal IRA. You may also purchase a Roth IRA contract for the benefit of
your spouse (regardless of whether your spouse has a paying job). You can
generally contribute up to the annual limit for each of you and your spouse (or,
if less, your combined compensation), subject to the phase-out rules discussed
above.

     Distributions. If you hold your Roth IRA for at least five years the payee
will not owe any federal income taxes or early withdrawal penalties on amounts
paid out from the contract:

.    after you reach age 59 1/2,

.    on your death or disability, or

.    to qualified first-time home buyers (not to exceed a lifetime limitation of
     $10,000) as specified in the Code.

     The Code treats payments you receive from Roth IRAs that do not qualify for
the above tax free treatment first as a tax-free return of the contributions you
made. However, any amount of such non-qualifying payments or distributions that
exceed the amount of your contributions is taxable to you as ordinary income and
possibly subject to the 10% penalty tax (unless certain exceptions apply as
specified in Code section 72(t).

     Conversion to a Roth IRA. You can convert a traditional IRA to a Roth IRA,
unless

.    you have adjusted gross income over $100,000, or

.    you are a married taxpayer filing a separate return.

The Roth IRA annual contribution limit does not apply to converted amounts.

     You must, however, pay tax on any portion of the converted amount that
would have been taxed if you had not converted to a Roth IRA. No similar
limitations apply to rollovers from one Roth IRA to another Roth IRA.

   SIMPLE IRA plans

     In general, a small business employer may establish a SIMPLE IRA retirement
plan if the employer employed 100 or fewer employees earning at least $5,000
during the preceding year. As an eligible employee of the business, you may make
pre-tax contributions to the SIMPLE IRA plan. You may specify the percentage of
compensation that you want to contribute under a qualified salary reduction
arrangement, provided the amount does not exceed the SIMPLE IRA annual
contribution limit. The SIMPLE IRA annual limit is $7,000 for tax years
beginning in 2002, $8,000 for 2003, $9,000 for 2004, and $10,000 for 2005. After
that, the annual limit is indexed for inflation in $500 increments as provided
in the Code. Your employer must elect to make a matching contribution of up to
3% of your compensation or a non-elective contribution equal to 2% of your
compensation.

     Catch-Up Contributions. A SIMPLE IRA holder age 50 or older may increase
contributions of compensation by an amount up to $500 for tax years beginning in
2002, $1,000 for 2003, $1,500 for 2004, $2,000 for 2005 and $2,500 for 2006.
After that, for tax years beginning in 2007, the SIMPLE IRA catch-up
contribution limit is indexed annually for inflation in $500 increments as
provided in the Code.

     Distributions. The requirements for minimum distributions from a SIMPLE IRA
retirement plan, and rules on taxation of distributions from a SIMPLE retirement
plan, are generally the same as those discussed above for distributions from a
traditional IRA.

   Simplified Employee Pension plans (SEPs)

     SEPs are employer sponsored plans that may accept an expanded rate of
contributions from one or more employers. Employer contributions are flexible,
subject to certain limits under the Code, and are made entirely by the business
owner directly to a SEP-IRA owned by the employee. Contributions are
tax-deductible by the business owner and are not includable in income by
employees until withdrawn. The maximum deductible amount that may be contributed
to a SEP is 25% of compensation, up to the SEP compensation limit specified in
the Code for the year ($200,000 for the year 2002) with a cap of $40,000.

     Distributions. The requirements for minimum distributions from a SEP-IRA,
and rules on taxation of distributions from a SEP-IRA, are generally the same as
those discussed above for distributions from a traditional IRA.

                                       39


   Section 403(b) plans

     Under these tax-sheltered annuity arrangements, public school systems and
certain tax-exempt organizations can make premium payments into "403(b)
contracts" owned by their employees that are not taxable currently to the
employee.

     Annual Contribution Limit. In general, the amount of the non-taxable
contributions made for a 403(b) contract each year may not, together with all
other deferrals the employee elects under other tax-qualified plans, exceed an
annual "elective deferral limit" (see "Elective Deferral Limits," below). The
annual contribution limit is subject to certain other limits described in
Section 415 of the Code and the regulations thereunder. Special rules apply for
certain organizations that permit participants to increase their elective
deferrals.

     Catch-Up Contributions. A Section 403(b) plan participant age 50 or older
may increase contributions to a 403(b) plan by an amount that, together with all
other catch-up contributions made to other tax-qualified plans, does not exceed
an annual "elective catch-up limit." (See "Elective Catch-Up Limits," below.)

     Distributions. When we make payments from a 403(b) contract on surrender of
the contract, partial withdrawal, death of the annuitant, or commencement of an
annuity option, the payee ordinarily must treat the entire payment as ordinary
taxable income. Moreover, the Code prohibits distributions from a 403(b)
contract before the employee reaches age 59 1/2, except:

.    on the employee's separation from service, death, or disability,

.    with respect to distributions of assets held under a 403(b) contract as of
     December 31, 1988, and

.    transfers and exchanges to other products that qualify under Section
     403(b).

     Minimum distributions under a 403(b) contract must begin no later than
April 1 of the year following the year in which the employee reaches age 70 1/2
or, if later, retires.

   Pension and profit sharing plans qualified under Section 401(a)

     In general, an employer may deduct from its taxable income premium payments
it makes under a qualified pension or profit-sharing plan described in Section
401(a) of the Code. Employees participating in the plan generally do not have to
pay tax on such contributions when made. Special requirements apply if a 401(a)
plan covers an employee classified under the Code as a "self-employed
individual" or as an "owner-employee."

     Annuity payments (or other payments, such as upon withdrawal, death or
surrender) generally constitute taxable income to the payee; and the payee must
pay income tax on the amount by which a payment exceeds its allocable share of
the employee's "investment in the contract" (as defined in the Code), if any. In
general, an employee's "investment in the contract" equals the aggregate amount
of premium payments made by the employee.

     The non-taxable portion of each annuity payment is determined, under the
Code, according to one formula if the payments are variable and a somewhat
different formula if the payments are fixed. In each case, speaking generally,
the formula seeks to allocate an appropriate amount of the investment in the
contract to each payment. Favorable procedures may also be available to
taxpayers who had attained age 50 prior to January 1, 1986.

     Minimum distributions to the employee under an employer's pension and
profit sharing plan qualified under Section 401(a) of the Code must begin no
later than April 1 of the year following the year in which the employee (except
an employee who is a "5-percent owner" as defined in Code section 416) reaches
age 70 1/2 or, if later, retires.

   "Top-heavy" plans

     Certain plans may fall within the definition of "top-heavy plans" under
Section 416 of the Code. This can happen if the plan holds a significant amount
of its assets for the benefit of "key employees" (as defined in the Code). You
should consider whether your plan meets the definition. If so, you should take
care to consider the special limitations applicable to top-heavy plans and the
potentially adverse tax consequences to key employees.

   Section 457 deferred compensation plans

     Under the provisions of Section 457 of the Code, you can exclude a portion
of your compensation from gross income if you participate in a deferred
compensation plan maintained by:

                                       40


 . a state,

 . a political subdivision of a state,

 . an agency or instrumentality or a state or political subdivision of a state,
   or

 . a tax-exempt organization.

     As a "participant" in such a deferred compensation plan, any amounts you
exclude (and any income on such amounts) will be includible in gross income only
for the taxable year in which such amounts are paid or otherwise made available
to the annuitant or other payee.

     The deferred compensation plan must satisfy several conditions, including
the following:

 . the plan must not permit distributions prior to your separation from service
   (except in the case of an unforeseen emergency), and

 . all compensation deferred under the plan shall remain solely the employer's
   property and may be subject to the claims of its creditors.

     Annual contribution limit. The amount of the non-taxable contributions made
for a Section 457 plan each year may not, together with all other deferrals the
employee elects under other tax-qualified plans, exceed an annual "elective
deferral limit," and is subject to certain other limits described in Section
402(g) of the Code. (See "Elective Deferral Limits," below.)

     Catch-Up Contributions. A 457 plan participant age 50 or older may increase
contributions to a 457 plan by an amount that, together with all other catch-up
contributions made to other tax-qualified plans, does not exceed an annual
"elective catch-up limit." (See "Elective Catch-Up Limits," below.)

     Distributions. When we make payments under your contract in the form of an
annuity, or in a single sum such as on surrender, withdrawal or death of the
annuitant, the payment is taxed as ordinary income. Minimum distributions under
a Section 457 plan must begin no later than April 1 of the year following the
year in which the employee reaches age 70 1/2 or, if later, retires.

 Elective Deferral Limits

     A participant in a Section 403(b) plan, a Section 457 Plan or in certain
other types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" may elect annually to defer current
compensation so that it can be contributed to the applicable plan or plans. The
annual elective deferral limit is $11,000 for tax years beginning in 2002,
$12,000 for 2003, $13,000 for 2004, $14,000 for 2005 and $15,000 for 2006. After
that, for the tax years beginning in 2007, 2008 and 2009, the annual elective
deferral limit is indexed for inflation in $500 increments as provided in the
Code.

 Elective Catch-up Limits

     A participant in a Section 403(b) plan, a Section 457 Plan or in certain
other types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" who is age 50 or older may increase
contributions by an amount up to $1,000 for tax years beginning in 2002, $2,000
for 2003, $3,000 for 2004, $4,000 for 2005 and $5,000 for 2006. After that, for
the tax years beginning in 2007, the elective catch-up contribution limit is
indexed for inflation in $500 increments as provided in the Code.

 Withholding on rollover distributions

     The tax law requires us to withhold 20% from certain distributions from tax
qualified plans. We do not have to make the withholding, however, if you
rollover your entire distribution to another plan and you request us to pay it
directly to the successor plan. Otherwise, the 20% mandatory withholding will
reduce the amount you can rollover to the new plan, unless you add funds to the
rollover from other sources. Consult a qualified tax adviser before making such
a distribution.

                                       41


 Puerto Rico annuity contracts purchased to fund a tax-qualified plan

     The provisions of the tax laws of Puerto Rico vary significantly from those
under the Internal Revenue Code of the United States with respect to the various
"tax qualified" plans described above. Although we may offer variable annuity
contracts in Puerto Rico in connection with "tax qualified" plans, the text of
the prospectus under the subsection "Contracts purchased for a tax qualified
plan" is inapplicable in Puerto Rico and should be disregarded.

See your own tax adviser

     The above description of Federal income tax consequences to owners of and
payees under contracts, and of the different kinds of tax qualified plans which
may be funded by the contracts, is only a brief summary and is not intended as
tax advice. It does not include a discussion of federal estate tax and gift tax
or state tax consequences. The rules under the Code governing tax qualified
plans are extremely complex and often difficult to understand. Changes to the
tax laws may be enforced retroactively. Anything less than full compliance with
the applicable rules, all of which are subject to change from time to time, can
have adverse tax consequences. The taxation of an annuitant or other payee has
become so complex and confusing that great care must be taken to avoid pitfalls.
For further information you should consult a qualified tax adviser.

PERFORMANCE INFORMATION

     We may advertise total return information about investments made in the
variable investment options. We refer to this information as "Account level"
performance. In our Account level advertisements, we usually calculate total
return for 1, 5, and 10 year periods or since the beginning of the applicable
variable investment option.

     Total return at the Account level is the percentage change between:

 . the value of a hypothetical investment in a variable investment option at
   the beginning of the relevant period, and

 . the value at the end of such period.

     At the Account level, total return reflects adjustments for:

 . the mortality and expense risk charges,

 . the annual contract fee, and

 . any withdrawal charge payable if the owner surrenders his contract at the
   end of the relevant period.

Total return at the Account level does not, however, reflect any premium tax
charges or any charges for optional benefit riders.  Total return at the Account
level will be lower than that at the Series Fund level where comparable charges
are not deducted.

     We may also advertise total return in a non-standard format in conjunction
with the standard format described above. The non-standard format is generally
the same as the standard format except that it will not reflect any contract fee
or withdrawal charge and it may be for additional durations.

     We may advertise "current yield" and "effective yield" for investments in
the Money Market investment option. Current yield refers to the income earned on
your investment in the Money Market investment option over a 7-day period and
then annualized. In other words, the income earned in the period is assumed to
be earned every 7 days over a 52-week period and stated as a percentage of the
investment.

     Effective yield is calculated in a similar manner but, when annualized, the
income earned by your investment is assumed to be reinvested and thus compounded
over the 52-week period. Effective yield will be slightly higher than current
yield because of this compounding effect of reinvestment.

     Current yield and effective yield reflect all the recurring charges at the
Account level, but will not reflect any premium tax, any withdrawal charge, or
any charge for optional benefit riders.

REPORTS

     At least annually, we will send you (1) a report showing the number and
value of the accumulation units in your contract and (2) the financial
statements of the Series Funds.

                                       42


VOTING PRIVILEGES

     At meetings of the Series Funds' shareholders, we will generally vote all
the shares of each Fund that we hold in the Account in accordance with
instructions we receive from the owners of contracts that participate in the
corresponding variable investment option.

CERTAIN CHANGES

Changes to the Account

     We reserve the right, subject to applicable law, including any required
shareholder approval,

 . to transfer assets that we determine to be your assets from the Account to
   another separate account or investment option by withdrawing the same
   percentage of each investment in the Account with proper adjustments to avoid
   odd lots and fractions,

 . to add or delete variable investment options,

 . to change the underlying investment vehicles,

 . to operate the Account in any form permitted by law, and

 . to terminate the Account's registration under the 1940 Act, if such
   registration should no longer be legally required.

     Unless otherwise required under applicable laws and regulations, notice to
or approval of owners will not be necessary for us to make such changes.

Variations in charges or rates for eligible classes

     We may allow a reduction in or the elimination of any contract charges, or
an increase in a credited interest rate for a guarantee period. The affected
contracts would involve sales to groups or classes of individuals under special
circumstances that we expect to result in a reduction in our expenses associated
with the sale or maintenance of the contracts, or that we expect to result in
mortality or other risks that are different from those normally associated with
the contracts.

     The entitlement to such variation in charges or rates will be determined by
us based upon such factors as the following:

 . the size of the initial premium payment,

 . the size of the group or class,

 . the total amount of premium payments expected to be received from the group
   or class and the manner in which the premium payments are remitted,

 . the nature of the group or class for which the contracts are being purchased
   and the persistency expected from that group or class as well as the
   mortality or morbidity risks associated with that group or class;

 . the purpose for which the contracts are being purchased and whether that
   purpose makes it likely that the costs and expenses will be reduced, or

 . the level of commissions paid to selling broker-dealers or certain financial
   institutions with respect to contracts within the same group or class.

     We will make any reduction in charges or increase in initial guarantee
rates according to our rules in effect at the time an application for a contract
is approved. We reserve the right to change these rules from time to time. Any
variation in charges, rates, or fees will reflect differences in costs and
services, will apply uniformly to all prospective contract purchasers in the
group or class, and will not be unfairly discriminatory to the interests of any
owner.

DISTRIBUTION OF CONTRACTS

     Signator Investors, Inc. ("Signator") acts as principal distributor of the
contracts sold through this prospectus. Signator is registered as a
broker-dealer under the Securities Exchange Act of 1934, and a member of the
National Association of Securities

                                       43


Dealers, Inc.  Signator's address is 197 Clarendon Street, Boston, Massachusetts
02116. Signator is a subsidiary of John Hancock.

     You can purchase a contract through registered representatives of
broker-dealers and certain financial institutions who have entered into selling
agreements with JHVLICO and Signator. We pay broker-dealers compensation for
promoting, marketing and selling our variable insurance and variable annuity
products. In turn, the broker-dealers pay a portion of the compensation to their
registered representatives, under their own arrangements. Signator will also pay
its own registered representatives for sales of the contracts to their
customers. We do not expect the compensation we pay to such broker-dealers
(including Signator) and financial institutions to exceed 8.0% of premium
payments (on a present value basis) for sales of the contracts described in this
prospectus. For limited periods of time, we may pay additional compensation to
broker-dealers as part of special sales promotions. We offer these contracts on
a continuous basis, but neither JHVLICO nor Signator is obligated to sell any
particular amount of contracts. We also reimburse Signator for direct and
indirect expenses actually incurred in connection with the marketing of these
contracts.

     Signator representatives may receive additional cash or non-cash incentives
(including expenses for conference or seminar trips and certain gifts) in
connection with the sale of contracts issued by JHVLICO From time to time,
Signator, at its expense, may also provide significant additional amounts to
broker dealers or other financial services firms which sell or arrange for the
sale of the contracts. Such compensation may include, for example, financial
assistance to financial services firms in connection with their conferences or
seminars, sales or training programs for invited registered representatives and
other employees, payment for travel expenses, including lodging, incurred by
registered representatives and other employees for such seminars or training
programs, seminars for the public, advertising and sales campaigns regarding the
contracts, and/or other events or activities sponsored by the financial services
firms. As a consequence of such additional compensation, representatives and
financial services firms, including but not limited to Signator and its
representatives, may be motivated to sell our contracts instead of contracts
issued by other insurance companies.



EXPERTS

     Ernst & Young LLP have audited the consolidated financial statements of
John Hancock Variable Life Insurance Company at December 31, 2003 and 2002, and
for each of the three years in the period ended December 31, 2003, and the
financial statements of John Hancock Variable Annuity Account JF at December 31,
2003 and for each of the periods indicated therein, as set forth in their
reports. We've included the financial statements of JHVLICO and the financial
statements of the Account in the Statement of Additional Information, which also
is a part of the registration statement that contains this prospectus. These
financial statements are included in the registration statement in reliance on
Ernst & Young LLP's reports, given on their authority as experts in accounting
and auditing.


                                       44


REGISTRATION STATEMENT

     This prospectus omits certain information contained in the registration
statement that we filed with the SEC. You can get more details from the SEC upon
payment of prescribed fees or through the SEC's internet web site (www.sec.gov).

     Among other things, the registration statement contains a "Statement of
Additional Information" that we will send you without charge upon request. The
Table of Contents of the Statement of Additional Information lists the following
subjects that it covers:

                                                         page of SAI

            DISTRIBUTION ......................................... 2
            CALCULATION OF PERFORMANCE DATA ...................... 2
            OTHER PERFORMANCE INFORMATION ........................ 3
            CALCULATION OF ANNUITY PAYMENTS ...................... 4
            ADDITIONAL INFORMATION ABOUT DETERMINING UNIT VALUES . 5
            PURCHASES AND REDEMPTIONS OF FUND SHARES ............. 6
            THE ACCOUNT .......................................... 6
            DELAY OF CERTAIN PAYMENTS ............................ 7
            LIABILITY FOR TELEPHONE TRANSFERS .................... 7
            VOTING PRIVILEGES .................................... 7
            FINANCIAL STATEMENTS ................................. 9

                                       45


                         CONDENSED FINANCIAL INFORMATION

                    JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

     The following table provides selected data for Revolution accumulation
shares for each investment option that was available during the period shown.
Revolution commenced operations on August 10, 1999.

                                                                                                                   PERIOD FROM
                                                         YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                                                        DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                                                            2003          2002          2001          2000             1999
                                                        ------------  ------------  ------------  ------------  ------------------
EQUITY INDEX
Accumulation share value:
 Beginning of period ..............................      $  13.49       $  17.58    $    20.22    $    22.54        $  10.00
 End of period ....................................      $  17.10       $  13.49    $    17.58    $    20.22        $  22.54
Number of Accumulation Shares outstanding at end
 of period ........................................       164.996        154,223       804,600       507,320          76,098
LARGE CAP VALUE
Accumulation share value:
 Beginning of period (Note 3) .....................      $   9.75       $  11.38    $    10.00            --              --
 End of period ....................................      $  12.08       $   9.75    $    11.38            --              --
Number of Accumulation Shares outstanding at end
 of period ........................................       155,358         97,450       334,667            --              --
FUNDAMENTAL VALUE B (formerly "Large Cap Value
 CORE/SM/")
Accumulation share value:
 Beginning of period ..............................      $   8.13       $  10.07    $    10.71    $    10.31        $  10.00
 End of period ....................................      $  10.35       $   8.13    $    10.07    $    10.71        $  10.31
Number of Accumulation Shares outstanding at end
 of period ........................................       204,107        195,857     1,056,790       520,128          92,493
LARGE CAP GROWTH
Accumulation share value:
 Beginning of period (Note 3) .....................      $   5.79       $   8.13    $    10.00            --              --
 End of period ....................................      $   7.19       $   5.79    $     8.13            --              --
Number of Accumulation Shares outstanding at end
 of period ........................................       128,549         20,683        77,662            --              --
LARGE CAP GROWTH B
 (formerly "Large Cap Aggressive Growth")
Accumulation share value:
 Beginning of period ..............................      $   5.48       $   8.09    $     9.60    $    11.97        $  10.00
 End of period ....................................      $   7.13       $   5.48    $     8.09    $     9.60        $  11.97
Number of Accumulation Shares outstanding at end
 of period ........................................       294,010        322,673     1,205,414     1,040,129         178,388
GROWTH & INCOME
Accumulation share value:
 Beginning of period (Note 2) .....................      $   5.66       $   7.36    $     8.82        $10.00              --
 End of period ....................................      $   6.95       $   5.66    $     7.36         $8.82              --
Number of Accumulation Shares outstanding at end
 of period ........................................       802,120        416,961     1,817,947        12,749              --
FUNDAMENTAL VALUE
Accumulation share value:
 Beginning of period ..............................      $   8.75       $  10.73    $    11.68    $    10.43        $  10.00
 End of period ....................................      $  11.12       $   8.75    $    10.73    $    11.68        $  10.43
Number of Accumulation Shares outstanding at end
 of period ........................................       210,263        177,846       802,605       347,760          64,904
EARNINGS GROWTH
Accumulation share value:
 Beginning of period (Note 1) .....................      $   2.96       $   4.43    $     7.11    $    10.00              --
 End of period ....................................      $   3.65       $   2.96    $     4.43    $     7.11              --
Number of Accumulation Shares outstanding at end
 of period  .......................................       227,056        239,167     1,636,323       629,910              --
FUNDAMENTAL GROWTH
Accumulation share value:
 Beginning of period ..............................      $   2.96       $   9.86    $    14.74    $    15.39        $  10.00
 End of period ....................................      $   8.84       $   2.96    $     9.86    $    14.74        $  15.39
Number of Accumulation Shares outstanding at end
 of period ........................................       135,376        123,943       589,572       525,081          38,912
MID CAP VALUE B
 (formerly "Small/Mid Cap CORE/SM/")
Accumulation share value:
 Beginning of period ..............................      $  10.94       $  13.06    $    13.16    $    12.73        $  11.00
 End of period ....................................      $  15.68       $  10.94    $    13.06    $    13.16        $  12.73
Number of Accumulation Shares outstanding at end
 of period ........................................        70,945         67,848       220,092       114,891           9,532

                                       46


                                                                                                                   PERIOD FROM
                                                         YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                                                        DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                                                            2003          2002          2001          2000             1999
                                                        ------------  ------------  ------------  ------------  ------------------
MID CAP GROWTH (fomerly "Small/Mid Cap Growth")
Accumulation share value:
 Beginning of period .............................       $  16.19       $  20.79    $    20.47    $    18.98        $  18.07
 End of period ...................................       $  23.49       $  16.19    $    20.79    $    20.47        $  18.98
Number of Accumulation Shares outstanding at
 end of period ...................................         67,961         57,788       242,085       136,439          14,779
SMALL CAP EMERGING GROWTH
Accumulation share value:
 Beginning of period (Note 2) ....................       $   5.60       $   7.90    $     8.30    $    10.00              --
 End of period ...................................       $   8.23       $   5.60    $     7.90    $     8.30              --
Number of Accumulation Shares outstanding at
 end of period ...................................         28,761         30,007        79,406           535              --
SMALL CAP VALUE
Accumulation share value:
 Beginning of period .............................       $  15.07       $  16.31    $    13.87    $    10.46        $  10.00
 End of period ...................................       $  20.54       $  15.07    $    16.31    $    13.87        $  10.46
Number of Accumulation
 Shares outstanding at end of period .............        137,936        128,046       546,648       241,338              --
SMALL CAP GROWTH
Accumulation share value:
 Beginning of period .............................       $   9.81       $  14.19    $    16.44    $    21.19        $  14.27
 End of period ...................................       $  12.39       $   9.81    $    14.19    $    16.44        $  21.19
Number of Accumulation Shares outstanding at
 end of period ...................................        143,040        134,266       715,728       608,753          59,529
AIM V.I. PREMIER EQUITY
Accumulation share value:
 Beginning of period .............................       $   5.90       $   8.57    $     9.92    $    11.77        $  10.00
 End of period ...................................       $   7.29       $   5.90    $     8.57    $     9.92        $  11.77
Number of Accumulation Shares outstanding at
 end of period ...................................        791,576        646,051     3,090,645     2,548,369         302,772
AIM V.I. CAPITAL DEVELOPMENT - SERIES II CLASS
Accumulation share value:
 Beginning of period (Note 4) ....................       $   7.45       $  10.00            --            --              --
 End of period ...................................       $   9.93       $   7.45            --            --              --
Number of Accumulation Shares outstanding at
 end of period ...................................          4,066             --            --            --              --
FIDELITY VIP CONTRAFUND(R) - SERVICE CLASS
Accumulation share value:
 Beginning of period .............................       $   8.28       $   9.25    $    10.69    $    11.61        $  10.00
 End of period ...................................       $  10.49       $   8.28    $     9.25    $    10.69        $  11.61
Number of Accumulation Shares outstanding at
 end of period ...................................        386,807        377,519     1,645,859     1,447,471         237,990
FIDELITY VIP GROWTH
Accumulation share value:
 Beginning of period .............................       $   5.92       $   8.59    $    10.57    $    12.04        $  10.00
 End of period  ..................................       $   7.76       $   5.92    $     8.59    $    10.57        $  12.04
Number of Accumulation Shares outstanding at
 end of period ...................................        480,716        507,521     2,501,361     1,875,307         205,097
MFS INVESTORS GROWTH STOCK - INITIAL CLASS
Accumulation share value:
 Beginning of period .............................       $   6.14       $   8.58    $    11.45    $    12.36        $  10.00
 End of period ...................................       $   7.46       $   6.14    $     8.58    $    11.45        $  12.36
Number of Accumulation Shares outstanding at
 end of period ...................................        281,892        331,636     1,280,675       971,077         158,192
MFS RESEARCH - INITIAL CLASS
Accumulation share value:
 Beginning of period .............................       $   6.46       $   8.67    $    11.14    $    11.86        $  10.00
 End of period ...................................       $   7.95       $   6.46    $     8.67    $    11.14        $  11.86
Number of Accumulation Shares outstanding at
 end of period ...................................        183,241        177,806       970,571       672,010          73,452
INTERNATIONAL EQUITY INDEX
Accumulation share value:
 Beginning of period (Note 4) ....................       $   6.77       $  10.00            --            --              --
 End of period ...................................       $   9.49       $   6.77            --            --              --
Number of Accumulation Shares outstanding at
 end of period ...................................        101,328          4,383            --            --              --
OVERSEAS EQUITY B (formerly "International
 Opportunities")
Accumulation share value:
 Beginning of period (Note 3) ....................       $   6.72       $   8.33    $    10.00            --              --
 End of period ...................................       $   8.79       $   6.72    $     8.33            --              --
Number of Accumulation Shares outstanding at
 end of period ...................................        137,661         75,514        20,457            --              --

                                       47


                                                                                                                   PERIOD FROM
                                                         YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                                                        DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                                                            2003          2002          2001          2000             1999
                                                        ------------  ------------  ------------  ------------  ------------------
OVERSEAS EQUITY
Accumulation share value:
 Beginning of period ...............................    $    9.96      $   10.76     $    11.65      $    12.98    $    12.24
 End of period .....................................    $   13.75      $    9.96     $    10.76      $    11.65    $    12.98
Number of Accumulation Shares outstanding at
 end of period .....................................       41,367         28,672        128,318          63,735         5,361
FIDELITY VIP OVERSEAS - SERVICE CLASS
Accumulation share value:
 Beginning of period                                    $    6.10      $    7.73     $     9.97      $    12.48    $    10.00
 End of period .....................................    $    8.62      $    6.10     $     7.73      $     9.97    $    12.48
Number of Accumulation Shares outstanding at
 end of period .....................................      170,854        193,599        960,931       1,107,608        30,517
OVERSEAS EQUITY C (formerly "Emerging
 Markets Equity")
Accumulation share value:
 Beginning of period (Note 3) ......................    $    9.07      $   9.85      $    10.00      $       --    $       --
 End of period .....................................    $   14.06      $   9.07      $     9.85      $       --    $       --
Number of Accumulation Shares outstanding at
 end of period .....................................       20,573          7,320          7,941              --            --
JANUS ASPEN WORLDWIDE GROWTH - SERVICE
 SHARES CLASS
Accumulation share value: ..........................
 Beginning of period (Note 2) ......................    $    5.07      $    6.90     $     9.03      $    10.00    $       --
 End of period .....................................    $    6.19      $    5.07     $     6.90      $     9.03    $       --
Number of Accumulation Shares outstanding at
 end of period .....................................       53,367         51,239        322,018         128,709            --
REAL ESTATE EQUITY
Accumulation share value:
 Beginning of period (Note 2) ......................    $   11.44      $   11.43     $    10.95      $    10.00    $       --
 End of period .....................................    $   15.47      $   11.44     $    11.43      $    10.95    $       --
Number of Accumulation Shares outstanding at
 end of period .....................................       86,358         68,106        138,332           1,766            --
HEALTH SCIENCES
Accumulation share value:
 Beginning of period (Note 3) ......................    $    7.69      $    9.73     $    10.00      $      --     $       --
 End of period .....................................    $   10.00      $    7.69     $     9.73      $      --     $       --
Number of Accumulation Shares outstanding at
 end of period .....................................       60,627         33,411        100,786             --             --
FINANCIAL INDUSTRIES (NOTE 5)
Accumulation share value:
 Beginning of period ...............................    $   11.60      $   14.58     $    17.90      $   14.25      $   10.00
 End of period .....................................    $   14.43      $   11.60     $    14.58      $   17.90      $   14.25
Number of Accumulation
 Shares outstanding at .............................
 end of period .....................................      132,174        145,392        855,100        642,376        113,876
MANAGED ............................................
Accumulation share value:
 Beginning of period (Note 2) ......................    $    8.00      $    9.34     $     9.73      $   10.00      $      --
 End of period .....................................    $    9.41      $    8.00     $     9.34      $    9.73      $      --
Number of Accumulation Shares outstanding at
 end of period .....................................      185,973        154,757        868,814             89             --
SHORT TERM BOND ....................................
Accumulation share value:
 Beginning of period ...............................    $   14.82      $   14.20     $    13.30      $   12.48      $   12.34
 End of period .....................................    $   15.04      $   14.82     $    14.20      $   13.30      $   12.48
Number of Accumulation Shares outstanding at
 end of period .....................................      185,025        158,441        440,240        126,421         15,433
BOND INDEX
Accumulation share value:
 Beginning of period ...............................    $   12.28      $   11.31     $    10.63      $    9.63      $    9.65
 End of period .....................................    $   12.57      $   12.28     $    11.31      $   10.63      $    9.63
Number of Accumulation Shares outstanding at
 end of period .....................................      215,193        232,070        833,929        327,502         47,232
ACTIVE BOND
Accumulation share value:
 Beginning of period (Note 3) ......................    $   11.00      $   10.39     $    10.00     $      --      $       --
 End of period .....................................    $   11.57      $   11.00     $    10.39     $      --      $       --
Number of Accumulation Shares outstanding at
 end of period .....................................     561,305         391,520      1,154,989            --              --
HIGH YIELD BOND
Accumulation share value:
 Beginning of period. ..............................    $    8.60      $    9.12     $     9.04     $   10.27      $    10.00
 End of period .....................................    $    9.90      $    8.60     $     9.12     $    9.04      $    10.27
Number of Accumulation Shares outstanding at
 end of period .....................................       234,126         149,911      644,021       333,028          48,898

                                       48


                                                                                                                   PERIOD FROM
                                                         YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                                                        DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                                                            2003          2002          2001          2000             1999
                                                        ------------  ------------  ------------  ------------  ------------------
GLOBAL BOND
Accumulation share value:
 Beginning of period (Note 2) ....................        $  12.10     $    10.31    $     10.60      $  10.00              --
 End of period ...................................        $  13.85     $    12.10    $     10.31      $  10.60              --
Number of Accumulation Shares outstanding at                                        
 end of period ...................................          87,529         39,131         71,857            --              --
MONEY MARKET                                                                        
Accumulation share value:                                                           
 Beginning of period (Note 3)                             $  10.15     $    10.12    $     10.00            --              --
 End of period ...................................        $  10.12     $    10.15    $     10.12            --              --
Number of Accumulation Shares outstanding at                                        
 end of period ...................................         837,553      1,371,649      4,289,180            --              --
MID CAP VALUE                                                                       
Accumulation share value:                                                           
 Beginning of period (Note 3) ....................        $  10.00             --             --            --              --
 End of period ...................................        $  13.56             --             --            --              --
Number of Accumulation Shares outstanding at                                        
 end of period ...................................          32,051                                          --              --
TOTAL RETURN                                                                        
Accumulation share value:                                                           
 Beginning of period (Note 3) ....................        $  10.00             --             --            --              --
 End of period ...................................        $  10.11             --             --            --              --
Number of Accumulation Shares outstanding at                                        
 end of period ...................................          61,613             --             --            --              --
MFS NEW DISCOVERY SERIES                                                            
Accumulation share value:                                                           
 Beginning of period (Note 3) ....................        $   9.35     $    13.85    $     14.77      $  15.26         $ 10.00
 End of period ...................................        $  12.35     $     9.35    $     13.85      $  14.77         $ 15.26
Number of Accumulation Shares outstanding at                                        
 end of period ...................................         117,145        144,140        533,377       431,090          36,557
JANUS ASPEN GLOBAL TECHNOLOGY                                                       
Accumulation share value:                                                           
 Beginning of period (Note 3) ....................        $  10.00             --             --            --              --
 End of period ...................................        $  13.67             --             --            --              --
Number of Accumulation Shares outstanding at                                        
 end of period ...................................           2,704             --             --            --              --

(1)  Values shown for 2000 begin on May 1, 2000.

(2)  Values shown for 2000 begin on November 1, 2000.

(3)  Values shown for 2001 begin on May 1, 2001.

(4)  Values shown for 2002 begin on May 1, 2002.

(5)  Values shown for Financial Industries are based on Account holdings of the
     predecessor fund.

                                       49


                APPENDIX A - DETAILS ABOUT OUR GUARANTEE PERIODS

INVESTMENTS THAT SUPPORT OUR GUARANTEE PERIODS

     We back our obligations under the guarantee periods with JHVLICO's general
assets. Subject to applicable law, we have sole discretion over the investment
of our general assets (including those held in our "non-unitized" separate
account that primarily supports the guarantee periods). We invest these amounts
in compliance with applicable state insurance laws and regulations concerning
the nature and quality of our general investments.

     We invest the non-unitized separate account assets, according to our
detailed investment policies and guidelines, in fixed income obligations,
including:

     .    corporate bonds,

     .    mortgages,

     .    mortgage-backed and asset-backed securities, and

     .    government and agency issues.

     We invest primarily in domestic investment-grade securities. In addition,
we use derivative contracts only for hedging purposes, to reduce ordinary
business risks associated with changes in interest rates, and not for
speculating on future changes in the financial markets. Notwithstanding the
foregoing, we are not obligated to invest according to any particular strategy.

GUARANTEED INTEREST RATES

     We declare the guaranteed rates from time to time as market conditions and
other factors dictate. We advise you of the guaranteed rate for a selected
guarantee period at the time we:

     .    receive your premium payment,

     .    effectuate your transfer, or

     .    renew your guarantee period

     We have no specific formula for establishing the guaranteed rates for the
guarantee periods. The rates may be influenced by interest rates generally
available on the types of investments acquired with amounts allocated to the
guarantee period. In determining guarantee rates, we may also consider, among
other factors, the duration of the guarantee period, regulatory and tax
requirements, sales and administrative expenses we bear, risks we assume, our
profitability objectives, and general economic trends.

COMPUTATION OF MARKET VALUE ADJUSTMENT

     We determine the amount of the market value adjustment by multiplying the
amount being taken from the guarantee period (before any applicable withdrawal
charge) by a factor expressed by the following formula:

                                          n
                                         ---
                                          12
                         (     1 + g   )
                         (-------------)    -1
                         (1 + c + 0.005)

     where,

     .    G is the guaranteed rate in effect for the current guarantee period.

     .    C is the current guaranteed rate in effect for new guarantee periods
          with duration equal to the number of years remaining in the current
          guarantee period (rounded to the nearest whole number of years). If we
          are not currently offering such a guarantee period, we will declare a
          guarantee rate, solely for this purpose, consistent with interest
          rates currently available.

                                       50


     .    N is the number of complete months from the date of withdrawal to the
          end of the current guarantee period. (If less than one complete month
          remains, N equals one unless the withdrawal is made on the last day of
          the guarantee period, in which case no adjustment applies.)

SAMPLE CALCULATION 1: POSITIVE ADJUSTMENT

--------------------------------------------------------------------------------
 Amount withdrawn or transferred          $10,000
-------------------------------------------------------------------------------
 Guarantee period                         5 years
-------------------------------------------------------------------------------
 Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                          period
-------------------------------------------------------------------------------
 Guaranteed rate* (g)                     4%
-------------------------------------------------------------------------------
 Guaranteed rate for new 3 year           3%
 guarantee* (c)
-------------------------------------------------------------------------------
 Remaining guarantee period (n)           36 months
-------------------------------------------------------------------------------

Market value adjustment:

                                             36
                                             --
                                             12
               10,000 x [(     1 + 0.04   )      ]
                        [(----------------)    -1]=-145.63
                        [(1 + 0.03 + 0.005)      ]

Amount withdrawn or transferred (adjusted for market value adjustment): $10,000
+ $145.63 = $10,145.63

*All interest rates shown have been arbitrarily chosen for purposes of this
example.  In most cases they will bear little or no relation to the rates we are
actually guaranteeing at any time.

SAMPLE CALCULATION 2: NEGATIVE ADJUSTMENT

--------------------------------------------------------------------------------
 Amount withdrawn or transferred          $10,000
-------------------------------------------------------------------------------
 Guarantee period                         5 years
-------------------------------------------------------------------------------
 Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                          period
-------------------------------------------------------------------------------
 Guaranteed rate* (g)                     4%
-------------------------------------------------------------------------------
 Guaranteed rate for new 3 year           5%
 guarantee* (c)
-------------------------------------------------------------------------------
 Remaining guarantee period(n)            36 months
-------------------------------------------------------------------------------

Market value adjustment:

                                             36
                                             --
                                             12
               10,000 x [(     1 + 0.04   )      ]
                        [(----------------)    -1]=-420.50
                        [(1 + 0.05 + 0.005)      ]

Amount withdrawn or transferred (adjusted for market value adjustment): $10,000
- $420.50 = $9,579.50

*All interest rates shown have been arbitrarily chosen for purposes of this
example.  In most cases they will bear little or no relation to the rates we are
actually guaranteeing at any time.

                                       51


             APPENDIX B - EXAMPLE OF WITHDRAWAL CHARGE CALCULATION


ASSUME THE FOLLOWING FACTS:

.  On January 1, 2001, you make a $5,000 initial premium payment and we issue
   you a contract.

.  On January 1, 2002, you make a $1,000 premium payment.

.  On January 1, 2003, you make a $1,000 premium payment.

.  On January 1, 2004, the total value of your contract is $7,500 because of the
   extra credits and favorable investment earnings.

     Now assume you make a partial withdrawal of $7,000 (no tax withholding) on
January 2, 2004. In this case, assuming no prior withdrawals, we would deduct a
CDSL of $474.19. We withdraw a total of $7,474.19 from your contract.

        $ 7,000.00  -- withdrawal request payable to you
        +   474.19  -- withdrawal charge payable to us
          --------
        $ 7,474.19  -- total amount withdrawn from your contract

THERE IS HOW WE DETERMINE THE WITHDRAWAL CHARGE:

(1)  We FIRST distribute to you the $500 profit you have in your contract
     ($7,500 total contract value less $7,000 of premiums you have paid) under
     the free withdrawal provision.

(2)  Next we repay to you the $5,000 premium you paid in 2001 Under the free
     withdrawal provision, $200 of that premium is charge free ($7,000 total
     premiums paid x 10%; less the $500 free withdrawal in the same contract
     year described in paragraph 1 above). We assess a withdrawal charge on the
     remaining balance of $4,800 from your 2001 premium. Because you made that
     premium payment 3 years ago, the withdrawal charge percentage is 7%. We
     deduct the resulting $336 from your contract to cover the withdrawal charge
     on your 2001 premium payment. We pay the remainder of $4,464 to you as a
     part of your withdrawal request.

        $5,000
        -  200 -- free withdrawal amount (payable to you)
         -----
        $4,800
        x  .07
         -----
        $  336 -- withdrawal charge on 2001 premium payment (payable to us)

        $4,800
        -  336
         -----
        $4,464 -- part of withdrawal request payable to you

(3)  We next deem the entire amount of your 2002 PREMIUM PAYMENT to be withdrawn
     and we assess a withdrawal charge on that $1,000 amount. Because you made
     this premium payment 2 years ago, the withdrawal charge percentage is 7%.
     We deduct the resulting $70 from your contract to cover the withdrawal
     charge on your 2002 premium payment. We pay the remainder of $930 to you as
     a part of your withdrawal request.

        $1,000
        x  .07
         -----
        $   70 --   withdrawal charge on 2002 premium payment (payable to us)

        $1,000
        -   70
         -----
        $  930  --   part of withdrawal request payable to you

                                       52


(4)  We NEXT determine what additional amount we need to withdraw to provide you
     with the total $7,000 you requested, after the deduction of the withdrawal
     charge on that additional amount. We have already allocated $500 from
     profits under paragraph 1 above, $200 of additional free withdrawal amount
     under paragraph 2, $4,464 from your 2001 premium payment under paragraph 2,
     and $930 from your 2003 premium payment under paragraph 3. Therefore, $906
     is needed to reach $7,000.

        $7,000 -- total withdrawal amount requested
        -  500 -- profit
        -  200 -- free withdrawal amount
        -4,464 -- payment deemed from initial premium payment
        -  930 -- payment deemed from 2002 premium payment
         -----
        $  906 -- additional payment to you needed to reach $7,000

     We know that the withdrawal charge percentage for this remaining amount is
     7%, because you are already deemed to have withdrawn all premiums you paid
     prior to 2003. We use the following formula to determine how much more we
     need to withdraw:

     Remainder due to you = Withdrawal needed - [applicable withdrawal charge
     percentage times withdrawal needed]
        $906      =  x - [.07x]
        $906      =  .93x
        $906/.93  =  x
        $974.19   =  x

        $974.19  --  deemed withdrawn from 2003 premium payment
        $906.00  --  part of withdrawal request payable to you
        -------
        $68.19   --  withdrawal charge on 2003 premium deemed withdrawn (payable
                     to us)

                                       53


     APPENDIX C - EXAMPLES OF EARNINGS ENHANCEMENT DEATH BENEFIT CALCULATION

     The following are examples of the optional earnings enhancement death
benefit. We have assumed that there are earnings under the contracts in each
case. Actual investment performance may be greater or lower than the amounts
shown.

EXAMPLE 1 - EARNINGS ENHANCEMENT DEATH BENEFIT WITH STANDARD DEATH BENEFIT, NO
ADJUSTMENTS FOR WITHDRAWALS OR ADDITIONAL PREMIUM PAYMENTS

     Assume:

.    You elect the earnings enhancement death benefit rider (but not the
     enhanced death benefit rider) when you purchase your contract,

.    At the time of purchase, you and the annuitant are each under age 70 and
     you pay an initial premium of $100,000,

.    You allocate the premium to a variable investment option, and make no
     transfers of contract value to other investment options,

.    We determine the death benefit before the Maturity Date, in the fourth year
     of your contract on a day when the total value of your contract is
     $180,000.

Calculation of Standard Death Benefit

     We compare the total value of your contract ($180,000, with no market value
adjustment) to the total amount of premiums you paid ($100,000, with no
adjustment for withdrawals). The standard death benefit is the higher of the
two, or $180,000.

Calculation of Earnings Enhancement Amount

     Because you and the annuitant were both under age 70 when the rider was
issued, the earnings enhancement amount is 40% of the difference between the
standard death benefit and your "Net Premiums," up to a maximum benefit amount
equal to 80% of your "Adjusted Net Premiums."

     Calculation of Net Premiums and Adjusted Net Premiums - To determine "Net
Premiums," we reduce the premiums you paid ($100,000) by the amount of any
withdrawals in excess of earnings ($0, with no adjustment for withdrawal
charges). In this example, the Net Premiums is $100,000. To determine "Adjusted
Net Premiums," we reduce the Net Premiums ($100,000) by any premiums you made,
other than the initial premium, during the 12 months before we calculated the
death benefit ($0). In this example, the "Adjusted Net Premiums" is $100,000.

     Calculation of Maximum Benefit Amount - The maximum benefit amount under
the earnings enhancement death benefit rider in this example is 80% of the
Adjusted Net Premiums ($100,000), or $80,000.

     The earnings enhancement amount is 40% of the difference between the
standard death benefit ($180,000) and your Net Premiums ($100,000), up to the
maximum benefit amount. In this example, 40% of the difference is $32,000, which
is less than the maximum benefit amount ($80,000). The earnings enhancement
amount is therefore $32,000.

     The total Death Benefit in this example is the standard death benefit
($180,000) plus the earnings enhancement amount ($32,000), or $212,000.

EXAMPLE 2 - EARNINGS ENHANCEMENT DEATH BENEFIT WITH ENHANCED DEATH BENEFIT,
ADJUSTED FOR WITHDRAWAL AND ADDITIONAL PREMIUM

     Assume:

.    You elect the earnings enhancement death benefit rider and the enhanced
     death benefit rider when you purchase your contract,

                                       54


.    At the time of purchase, you are over age 70 and you pay an initial premium
     of $100,000,

.    You allocate the premium to a variable investment option, and make no
     transfers of contract value to other investment options,

.    On the seventh anniversary of your contract, your total value in the
     contract is $175,000, which is the highest value on any anniversary date

.    On the day after the seventh anniversary of your contract, you make a
     withdrawal of $80,000,

.    On the eighth anniversary of your contract, the total value of your
     contract is $110,000, and you make an additional premium payment of $10,000
     at the end of the eighth year of your contract

.    We determine the death benefit before the Maturity Date in the middle of
     the ninth year of your contract, on a day when the total value of your
     contract is $120,000.

Calculation of Enhanced Death Benefit

     In this example, the enhanced death benefit is the highest of an
accumulated premium "roll-up" amount, a "highest anniversary value" amount and
the value of your contract on the date the death benefit is determined.

     Calculation of Premium Roll-up - We calculate the amount of each premium
you have paid, accumulated at a 5% effective annual rate, minus any withdrawals.
In this example, the accumulated value of your initial premium, after adjustment
for the $80,000 withdrawal, is $65,319.75, and the accumulated value of your
second premium is $10,246.95. The total amount of the premium "roll-up" is
$75,566.70.

     Calculation of Highest Anniversary Value - We determine the highest
anniversary value of your contract on any anniversary date during the rider's
measuring period ($175,000), plus any premiums since that date ($10,000), minus
any withdrawals since that date ($80,000). In this example, the "highest
anniversary value" is $105,000.

     The total value of your contract on the date the death benefit is
determined ($120,000, with no market value adjustment) is higher than the
premium roll-up amount ($75,566.70) and higher than the "highest anniversary
value" amount ($105,000). The enhanced death benefit is therefore $120,000.

Calculation of Earnings Enhancement Amount

     Because you were over age 70 when the rider was issued, the earnings
enhancement amount is 25% of the difference between the enhanced death benefit
and your "Net Premiums," up to a maximum benefit amount equal to 50% of your
"Adjusted Net Premiums."

     Calculation of Net Premiums and Adjusted Net Premiums - To determine "Net
Premiums," we reduce the premiums you paid by the amount of any withdrawals in
excess of earnings (including withdrawal charges). In this example, you withdrew
$80,000 at a time when your earnings were $75,000 and no withdrawal charges were
imposed. The amount withdrawn in excess of earnings is therefore $5,000. Net
Premiums is the amount of premiums paid ($110,000) less amounts withdrawn in
excess of earnings ($5,000), or $105,000. To determine "Adjusted Net Premiums,"
we reduce the Net Premiums ($105,000) by any premiums you made during the 12
months before we calculated the death benefit ($10,000). In this example, the
"Adjusted Net Premiums" is $95,000.

     Calculation of Maximum Benefit Amount - The maximum benefit amount under
the earnings enhancement death benefit rider in this example is 50% of your
Adjusted Net Premiums ($95,000), or $47,500.

     The earnings enhancement amount is 25% of the difference between the
enhanced death benefit ($120,000) and your Net Premiums ($105,000), up to the
maximum benefit amount. In this example, 25% of the difference is $3,750, which
is less than the maximum benefit amount ($47,500). The earnings enhancement
amount is therefore $3,750.

     The total Death Benefit in this example is the enhanced death benefit
($120,000) plus the earnings enhancement amount ($3,750), or $123,750.

                                       55


                          Prospectus dated May 1, 2004
                                for interests in
                    John Hancock Variable Annuity Account JF
                       Interests are made available under

                        REVOLUTION VALUE VARIABLE ANNUITY
      a deferred combination fixed and variable annuity contract issued by

            JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY ("JHVLICO")

The contract enables you to earn fixed rates of interest that we guarantee for
stated periods of time ("guarantee periods") and investment-based returns in the
following variable investment options:

-------------------------------------------------------------------------------
 VARIABLE INVESTMENT OPTIONS:  UNDERLYING FUND MANAGED BY:
 ----------------------------  ---------------------------
-------------------------------------------------------------------------------
 EQUITY OPTIONS:
  Equity Index . . . . . .     SSgA Funds Management, Inc.
  Large Cap Value  . . . .     T. Rowe Price Associates, Inc.
  Large Cap Growth . . . .     Independence Investment LLC
  Earnings Growth. . . . .     Fidelity Management & Research Company
  Growth & Income  . . . .     Independence Investment LLC and T. Rowe Price
                                Associates, Inc.
  Fundamental Value. . . .     Wellington Management Company, LLP
  Mid Cap Value B. . . . .     T. Rowe Price Associates, Inc.
  Mid Cap Growth . . . . .     Wellington Management Company, LLP
  Small Cap Value  . . . .     T. Rowe Price Associates, Inc. and Wellington
                                Management Company, LLP
  Small Cap Emerging           Wellington Management Company, LLP
    Growth . . . . . . . .
  AIM V.I. Capital             A I M Advisors, Inc.
    Development. . . . . .
  Fidelity VIP                 Fidelity Management & Research Company
    Contrafund(R). . . . .
  MFS Investors Growth         MFS Investment Management(R) 
    Stock. . . . . . . . .
  International Equity         SSgA Funds Management, Inc.
    Index. . . . . . . . .
  Overseas Equity B. . . .     Capital Guardian Trust Company
  Fidelity VIP Overseas. .     Fidelity Management & Research Company
  Real Estate Equity . . .     RREEF America LLC and Van Kampen (a registered
                                trade name of Morgan Stanley Investment
                                Management Inc.)
  Health Sciences. . . . .     Wellington Management Company, LLP
  Financial Industries . .     John Hancock Advisers, LLC
  Large Cap Growth B*. . .     Independence Investment LLC
  Fundamental Growth*. . .     Independence Investment LLC
  Fundamental Value B* . .     Wellington Management Company, LLP
  Mid Cap Value* . . . . .     T. Rowe Price Associates, Inc.
  Small Cap Growth*. . . .     Wellington Management Company, LLP
  AIM V.I. Premier             A I M Advisors, Inc.
    Equity*. . . . . . . .
  MFS Research*. . . . . .     MFS Investment Management(R) 
  Overseas Equity* . . . .     Capital Guardian Trust Company
  Overseas Equity C* . . .     Capital Guardian Trust Company
  Janus Aspen Worldwide        Janus Capital Management, LLC
    Growth*. . . . . . . .
  Janus Aspen Global           Janus Capital Management, LLC
    Technology*. . . . . .
  Fidelity VIP Growth* *       Fidelity Management & Research Company
  MFS New Discovery* * . .     MFS Investment Management(R)

 BALANCED OPTIONS:
  Managed. . . . . . . . .     Independence Investment LLC and Capital Guardian
                                Trust Company

 BOND & MONEY MARKET
  OPTIONS:
  Short-Term Bond  . . . .     Independence Investment LLC
  Bond Index . . . . . . .     Standish Mellon Asset Management Company LLC
  Active Bond. . . . . . .     John Hancock Advisers, LLC, Pacific Investment
                                Management Company LLC and Declaration Management
                                & Research Company
  Total Return Bond. . . .     Pacific Investment Management Company LLC
  High Yield Bond  . . . .     Wellington Management Company, LLP
  Global Bond. . . . . . .     Capital Guardian Trust Company
  Money Market . . . . . .     Wellington Management Company, LLP
----------------------------------------------------------------------------------

  * Not available for contracts issued after April 30, 2004.
* * Not available for contracts issued after April 30, 2003.


  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 AIM Variable Insurance
Funds, Fidelity's Variable Insurance Products Fund (Service Class) and Variable
Insurance Products Fund II (Service Class), the Janus Aspen Series (Service
Shares Class), and the MFS Variable Insurance Trust (Initial Class) (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 also 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 is a prospectus for each Series Fund. 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.

  For amounts you don't wish to invest in a variable investment option, you
currently can select a five year guarantee period. (We may make additional
guarantee periods available in the future, each of which would have its own
guaranteed interest rate and expiration date, and we may make one or more
additional guarantee periods available for contracts issued before September 30,
2002. We cannot provide any assurance that we will make any additional guarantee
periods available, however.)

  If you remove money from any guarantee period prior to its expiration,
however, we may increase or decrease your contract's value to compensate for
changes in interest rates that may have occurred subsequent to the beginning of
that guarantee period. This is known as a "market value adjustment."

                      JOHN HANCOCK ANNUITY SERVICING OFFICE

                                  MAIL DELIVERY
                                  P.O. Box 772
                                Boston, MA 02117

                               OVERNIGHT DELIVERY
                      John Hancock Annuity Image Operations
                        27 Dry Dock Avenue, Second floor
                             South Boston, MA 02110

                              PHONE: 1-800-824-0335

                               FAX: 1-617-572-1571



  Contracts are not deposits or obligations of, or insured, endorsed, or
guaranteed by the U.S. Government, any bank, the Federal Deposit Insurance
Corporation, the Federal Reserve Board, or any other agency, entity or person,
other than JHVLICO. They involve investment risks including the possible loss of
principal.


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

  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.

                                        2


--------------------------------------------------------------------------------
                                IMPORTANT NOTICES

 This is the prospectus - it is not the contract. The prospectus simplifies many
 contract provisions to better communicate the contract's essential features.
 Your rights and obligations under the contract will be determined by the
 language of the contract itself. On request, we will provide the form of
 contract for you to review. In any event, when you receive your contract, we
 suggest you read it promptly.

 We've also filed with the SEC a "Statement of Additional Information." This
 Statement contains detailed information not included in the prospectus.
 Although a separate document from this prospectus, the Statement of Additional
 Information has the same legal effect as if it were a part of this prospectus.
 We will provide you with a free copy of the Statement upon your request. To
 give you an idea what's in the Statement, we have included a copy of the
 Statement's table of contents on page 45.

 The contracts are not available in all states. This prospectus does not
 constitute an offer to sell, or a solicitation of an offer to buy, securities
 in any state to any person to whom it is unlawful to make or solicit an offer
 in that state.
--------------------------------------------------------------------------------


                            GUIDE TO THIS PROSPECTUS


  This prospectus contains information that you should know before you buy a
contract or exercise any of your rights under the contract. We have arranged the
prospectus in the following way:

   . The first section contains an "INDEX OF KEY WORDS."

   . Behind the index is the "FEE TABLE." This section highlights the various
     fees and expenses you will pay directly or indirectly, if you purchase a
     contract.

   . The next section is called "BASIC INFORMATION." It contains basic
     information about the contract presented in a question and answer format.
     You should read the Basic Information before reading any other section of
     the prospectus.

   . Behind the Basic Information is "ADDITIONAL INFORMATION." This section
     gives more details about the contract. It generally does not repeat
     information contained in the Basic Information.

The Series Funds' prospectuses are attached at the end of this prospectus. You
should save these prospectuses for future reference.

                                        3


                               INDEX OF KEY WORDS


  We define or explain each of the following key words used in this prospectus
on the pages shown below:

  KEY WORD                                              PAGE

  Accumulation units...................................  30
  Annuitant............................................  11
  Annuity payments.....................................  14
  Annuity period.......................................  14
  Business day.........................................  12
  Contract year........................................  12
  Date of issue........................................  12
  Date of maturity.....................................  31
  Free withdrawal amount...............................  18
  Funds................................................  2
  Guarantee period.....................................  13
  Investment options...................................  15
  Market value adjustment..............................  13
  Premium payments.....................................  11
  Surrender............................................  18
  Surrender value......................................  19
  Total value of your contract.........................  13
  Variable investment options..........................  cover
  Withdrawal charge....................................  18
  Withdrawal...........................................  19

                                        4


                                   FEE TABLES

THE FOLLOWING TABLES DESCRIBE THE FEES AND EXPENSES THAT YOU WILL PAY WHEN
BUYING, OWNING AND SURRENDERING A REVOLUTION VALUE CONTRACT. THE FIRST TABLE
DESCRIBES THE CHARGES THAT YOU WILL PAY AT THE TIME THAT YOU BUY THE CONTRACT,
SURRENDER THE CONTRACT, OR TRANSFER ACCOUNT VALUE BETWEEN INVESTMENT OPTIONS.
STATE PREMIUM TAXES MAY ALSO BE DEDUCTED.

-------------------------------------------------------------------------------
  CONTRACTOWNER TRANSACTION EXPENSES                REVOLUTION VALUE
-------------------------------------------------------------------------------
 MAXIMUM WITHDRAWAL CHARGE (AS % OF                7% for the first year
 AMOUNT WITHDRAWN OR SURRENDERED)/1/               6% for the second year
                                                   5% for the third year
                                                   4% for the fourth year
                                                   3% for the fifth year
                                                   2% for the sixth year
                                                  1% for the seventh year
                                                       0% thereafter
-------------------------------------------------------------------------------
 MAXIMUM TRANSFER CHARGE/2/                          $25
-------------------------------------------------------------------------------


     /1/  This charge is taken upon withdrawal or surrender within the specified
          period of years measured from the date of premium payment. 

    /2/   This charge is not currently imposed, but we reserve the right to do 
          so in the contract. If we do, it will be taken upon each transfer into
          or out of any investment option beyond an annual limit of not less
          than 12.

THE NEXT TABLE DESCRIBES THE FEES AND EXPENSES THAT YOU WILL PAY PERIODICALLY
DURING THE TIME YOU OWN THE CONTRACT. THIS TABLE DOES NOT INCLUDE FEES AND
EXPENSES PAID AT THE FUND LEVEL.

-------------------------------------------------------------------------------
                                                REVOLUTION VALUE
-------------------------------------------------------------------------------
 MAXIMUM ANNUAL CONTRACT FEE/3/                       $50
-------------------------------------------------------------------------------
 CURRENT ANNUAL CONTRACT FEE/4/                       $30
-------------------------------------------------------------------------------
 SEPARATE ACCOUNT ANNUAL EXPENSES                    1.25%
 (AS A PERCENTAGE OF AVERAGE
 ACCOUNT VALUE)/5/
-------------------------------------------------------------------------------
 OPTIONAL BENEFIT RIDER CHARGES/6/:
-------------------------------------------------------------------------------
 WAIVER OF WITHDRAWAL CHARGE         0.10% of that portion of your contract's
 ("CARESOLUTIONS") RIDER             total value attributable to premiums that
                                      are still subject to surrender charges
-------------------------------------------------------------------------------
 ENHANCED DEATH BENEFIT RIDER/7/       0.25% of your contract's total value
-------------------------------------------------------------------------------
 EARNINGS ENHANCEMENT                  0.25% of your contract's total value
 ("BENEFICIARY TAX RELIEF") DEATH
 BENEFIT RIDER
-------------------------------------------------------------------------------
 ACCUMULATED VALUE ENHANCEMENT
 ("CARESOLUTIONS PLUS") RIDER/8/       0.35% of your initial premium payment
-------------------------------------------------------------------------------
 GUARANTEED RETIREMENT INCOME          0.30% of your contract's total value
 BENEFIT RIDER/9/
-------------------------------------------------------------------------------


     /3/  This charge is not currently imposed, and would only apply to
          contracts of less than $50,000.

     /4/  This charge applies only to contracts of less than $50,000. It is
          taken at the end of each contract year but, if you surrender a
          contract before then, it will be taken at the time of surrender.

     /5/  This charge only applies to that portion of account value held in the
          variable investment options. The charge does not apply to amounts in
          the guarantee periods or in the guarantee rate account under our
          dollar-cost averaging value program.

     /6/  Charges for optional benefit riders are assessed monthly. The monthly
          charge is 1/12/th/ of the annual charge shown in the table.

     /7/  In certain states (and for riders issued prior to May 1, 2002), the
          rate for the Enhanced Death Benefit rider may be lower than the amount
          shown.

     /8/  This rider is available only if you purchase the Waiver of Withdrawal
          Charge rider as well. We reserve the right to increase the annual
          charge shown on a uniform basis for all Accumulated Value Enhancement
          riders issued in the same state.

     /9/  This rider is not available for contracts issued after April 30, 2004.

                                        5


THE NEXT TABLE DESCRIBES THE MINIMUM AND MAXIMUM TOTAL OPERATING EXPENSES
CHARGED BY THE FUNDS THAT YOU MAY PAY PERIODICALLY DURING THE TIME YOU OWN A
REVOLUTION VALUE CONTRACT. MORE DETAIL CONCERNING EACH FUND'S FEES AND EXPENSES
IS CONTAINED IN THE SERIES FUNDS' PROSPECTUSES.

-------------------------------------------------------------------------------
       Total Annual Fund Operating Expenses            Minimum       Maximum
-------------------------------------------------------------------------------
 Range of expenses that are deducted from fund          0.21%         1.96%
 assets, including management fees, distribution
 and/or service (12b-1) fees, and other expenses
-------------------------------------------------------------------------------

THE NEXT TABLE DESCRIBES FUND LEVEL FEES AND EXPENSES FOR EACH OF THE FUNDS, AS
A PERCENTAGE OF THE FUND'S AVERAGE NET ASSETS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2003. MORE DETAIL CONCERNING EACH FUND'S FEES AND EXPENSES IS
CONTAINED IN THE PROSPECTUSES FOR THE SERIES FUNDS.

------------------------------------------------------------------------------------------------------------------------------------
                                                                                                TOTAL FUND                TOTAL FUND
                                                               DISTRIBUTION   OTHER OPERATING   OPERATING                 OPERATING
                                                   INVESTMENT       AND          EXPENSES        EXPENSES                 EXPENSES
                                                   MANAGEMENT SERVICE (12B-1)     WITHOUT        WITHOUT       EXPENSE       WITH
FUND NAME                                              FEE         FEES        REIMBURSEMENT  REIMBURSEMENT REIMBURSEMENT REIMBURSE
------------------------------------------------------------------------------------------------------------------------------------
JOHN HANCOCK VARIABLE SERIES TRUST I - NAV
 CLASS SHARES (NOTE 1):
------------------------------------------------------------------------------------------------------------------------------------
Equity Index                                         0.13%          N/A            0.08%          0.21%         0.00%      0.21%
------------------------------------------------------------------------------------------------------------------------------------
Large Cap Value                                      0.75%          N/A            0.07%          0.82%         0.00%      0.82%
------------------------------------------------------------------------------------------------------------------------------------
Large Cap Growth                                     0.80%          N/A            0.06%          0.86%         0.00%      0.86%
------------------------------------------------------------------------------------------------------------------------------------
Large Cap Growth B*                                  0.89%          N/A            0.10%          0.99%         0.00%      0.99%
------------------------------------------------------------------------------------------------------------------------------------
Fundamental Growth                                   0.90%          N/A            0.10%          1.00%         0.00%      1.00%
------------------------------------------------------------------------------------------------------------------------------------
Earnings Growth                                      0.96%          N/A            0.11%          1.07%         0.01%      1.06%
------------------------------------------------------------------------------------------------------------------------------------
Growth & Income                                      0.67%          N/A            0.06%          0.73%         0.00%      0.73%
------------------------------------------------------------------------------------------------------------------------------------
Fundamental Value                                    0.79%          N/A            0.11%          0.90%         0.01%      0.89%
------------------------------------------------------------------------------------------------------------------------------------
Fundamental Value B*                                 0.91%          N/A            0.19%          1.10%         0.09%      1.01%
------------------------------------------------------------------------------------------------------------------------------------
Mid Cap Value                                        1.10%          N/A            0.37%          1.47%         0.27%      1.20%
------------------------------------------------------------------------------------------------------------------------------------
Mid Cap Value B*                                     1.05%          N/A            0.14%          1.19%         0.04%      1.15%
------------------------------------------------------------------------------------------------------------------------------------
Mid Cap Growth*                                      0.96%          N/A            0.10%          1.06%         0.00%      1.06%
------------------------------------------------------------------------------------------------------------------------------------
Small Cap Value                                      0.95%          N/A            0.11%          1.06%         0.01%      1.05%
------------------------------------------------------------------------------------------------------------------------------------
Small Cap Emerging Growth                            1.01%          N/A            0.20%          1.21%         0.10%      1.11%
------------------------------------------------------------------------------------------------------------------------------------
Small Cap Growth                                     1.05%          N/A            0.17%          1.22%         0.07%      1.15%
------------------------------------------------------------------------------------------------------------------------------------
International Equity Index                           0.17%          N/A            0.05%          0.22%         0.00%      0.22%
------------------------------------------------------------------------------------------------------------------------------------
Overseas Equity                                      1.23%          N/A            0.34%          1.57%         0.00%      1.57%
------------------------------------------------------------------------------------------------------------------------------------
Overseas Equity B*                                   1.13%          N/A            0.31%          1.44%         0.00%      1.44%
------------------------------------------------------------------------------------------------------------------------------------
Overseas Equity C*                                   1.21%          N/A            0.75%          1.96%         0.00%      1.96%
------------------------------------------------------------------------------------------------------------------------------------
Real Estate Equity                                   0.98%          N/A            0.09%          1.07%         0.00%      1.07%
------------------------------------------------------------------------------------------------------------------------------------
Health Sciences                                      1.00%          N/A            0.25%          1.25%         0.00%      1.25%
------------------------------------------------------------------------------------------------------------------------------------
Financial Industries                                 0.80%          N/A            0.06%          0.86%         0.00%      0.86%
------------------------------------------------------------------------------------------------------------------------------------
Managed                                              0.68%          N/A            0.06%          0.74%         0.00%      0.74%
------------------------------------------------------------------------------------------------------------------------------------
Short-Term Bond                                      0.60%          N/A            0.07%          0.67%         0.00%      0.67%
------------------------------------------------------------------------------------------------------------------------------------
Bond Index                                           0.14%          N/A            0.10%          0.24%         0.00%      0.24%
------------------------------------------------------------------------------------------------------------------------------------
Active Bond                                          0.61%          N/A            0.09%          0.70%         0.00%      0.70%
------------------------------------------------------------------------------------------------------------------------------------
Total Return Bond                                    0.70%          N/A            0.07%          0.77%         0.00%      0.77%
------------------------------------------------------------------------------------------------------------------------------------
High Yield Bond                                      0.80%          N/A            0.15%          0.95%         0.05%      0.90%
------------------------------------------------------------------------------------------------------------------------------------
Global Bond                                          0.85%          N/A            0.13%          0.98%         0.00%      0.98%
------------------------------------------------------------------------------------------------------------------------------------
Money Market                                         0.25%          N/A            0.06%          0.31%         0.00%      0.31%
------------------------------------------------------------------------------------------------------------------------------------

                                        6


------------------------------------------------------------------------------------------------------------------------------------
                                                                                                TOTAL FUND                TOTAL FUND
                                                               DISTRIBUTION   OTHER OPERATING   OPERATING                 OPERATING
                                                   INVESTMENT       AND          EXPENSES        EXPENSES                 EXPENSES
                                                   MANAGEMENT SERVICE (12B-1)     WITHOUT        WITHOUT       EXPENSE       WITH
FUND NAME                                              FEE         FEES        REIMBURSEMENT  REIMBURSEMENT REIMBURSEMENT REIMBURSE
------------------------------------------------------------------------------------------------------------------------------------
AIM VARIABLE INSURANCE FUNDS - SERIES I SHARES:
------------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Premier Equity Fund                         0.61%          N/A            0.24%          0.85%         0.00%      0.85%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
AIM VARIABLE INSURANCE FUNDS - SERIES II SHARES:
------------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Development Fund                    0.75%         0.25%           0.38%          1.38%         0.00%      1.38%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
VARIABLE INSURANCE PRODUCTS FUND - SERVICE CLASS
(NOTE 2):
------------------------------------------------------------------------------------------------------------------------------------
Fidelity(R) VIP Growth                               0.58%         0.10%           0.09%          0.77%         0.00%      0.77%
------------------------------------------------------------------------------------------------------------------------------------
Fidelity(R) VIP Overseas                             0.73%         0.10%           0.17%          1.00%         0.00%      1.00%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
VARIABLE INSURANCE PRODUCTS FUND II - SERVICE
 CLASS
(NOTE 2):
------------------------------------------------------------------------------------------------------------------------------------
Fidelity(R) VIP Contrafund                           0.58%         0.10%           0.09%          0.77%         0.00%      0.77%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
MFS(R) VARIABLE INSURANCE TRUST - INITIAL CLASS
 SHARES (NOTE 3):
------------------------------------------------------------------------------------------------------------------------------------
MFS(R) Investors Growth Stock                        0.75%          N/A            0.13%          0.88%         0.00%      0.88%
------------------------------------------------------------------------------------------------------------------------------------
MFS(R) Research                                      0.75%          N/A            0.13%          0.88%         0.00%      0.88%
------------------------------------------------------------------------------------------------------------------------------------
MFS(R) New Discovery                                 0.90%          N/A            0.14%          1.04%         0.00%      1.04%
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
JANUS ASPEN SERIES - SERVICE SHARES CLASS (NOTE
 4):
------------------------------------------------------------------------------------------------------------------------------------
Janus Aspen Worldwide Growth                         0.65%         0.25%           0.06%          0.96%         0.00%      0.96%
------------------------------------------------------------------------------------------------------------------------------------
Janus Aspen Global Technology                        0.65%         0.25%           0.20%          1.10%         0.00%      1.10%
------------------------------------------------------------------------------------------------------------------------------------

(1)  Under its current investment management agreements with the John Hancock
     Variable Series Trust I ("JHVST"), John Hancock Life Insurance Company has
     contractually agreed to reimburse each JHVST fund (other than the
     International Equity Index, Overseas Equity, Overseas Equity B, Overseas
     Equity C, Health Sciences and Global Bond funds) when the fund's "other
     fund expenses" exceed 0.10% of the fund's average daily net assets. The
     agreements will remain in effect until May 1, 2005, and may be renewed each
     year thereafter by JHVST. Percentages shown for the Fundamental Value B,
     Overseas Equity, Overseas Equity B, and Overseas Equity C funds are
     calculated as if the current management fee schedules, which apply to these
     funds effective May 1, 2004, were in effect for all of 2003. The
     percentages shown for the International Equity Index Fund reflect (a) the
     discontinuance of John Hancock's agreement to reimburse the Fund for "other
     fund expenses" in 2003 that exceeded 0.10% of the Fund's average daily net
     assets and (b) the custodian's agreement, effective April 1, 2004, to
     reduce its fees for this Fund. The percentages shown for the Overseas
     Equity, Overseas Equity B, Overseas Equity C, Health Sciences and Global
     Bond funds reflect the discontinuance of John Hancock's agreement to
     reimburse each of these funds for "other fund expenses" in 2003 that
     exceeded 0.10% of the Fund's average daily net assets. The percentages
     shown for the Financial Industries fund are based on the fund's current
     management fee schedule and include the operating expenses and average
     daily net assets of the fund's predecessor prior to April 25, 2003.

     * Large Cap Growth B was formerly "Large Cap Aggressive Growth,"
     Fundamental Value B was formerly "Large Cap Value CORE(SM)," Mid Cap Value
     B was formerly "Small/Mid Cap CORE(SM)," Mid Cap Growth was formerly
     "Small/Mid Cap Growth,"

                                        7


     Overseas Equity B was formerly "International Opportunities" and Overseas
     Equity C was formerly "Emerging Markets Equity." "CORE(SM)" is a service
     mark of Goldman, Sachs & Co.

(2)  A portion of the brokerage commissions that each of the Fidelity VIP(R)
     funds pays may be reimbursed and used to reduce that fund's expenses. In
     addition, through arrangements with the funds' custodian, credits realized
     as a result of uninvested cash balances are used to reduce the custodian
     expenses of the Fidelity(R) VIP Overseas Fund and the Fidelity(R) VIP
     Contrafund. Including the reduction for reimbursed brokerage commissions,
     the total operating expenses shown for the Service Class of the Fidelity(R)
     VIP Growth Fund would have been 0.74%. Including the reductions for
     reimbursed brokerage commissions and custodian credit offsets, the total
     operating expenses shown for the Service Class of the Fidelity(R) VIP
     Overseas Fund and Fidelity(R) VIP Contrafund would have been 0.96% and
     0.75%, respectively.

(3)  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" would
     equal 0.87% for MFS Investors Growth Stock and 1.03% for MFS New Discovery.

(4)  All expenses are shown without the effect of any expense offset
     arrangements.

Examples

THE FOLLOWING TWO EXAMPLES ARE INTENDED TO HELP YOU COMPARE THE COST OF
INVESTING IN A REVOLUTION VALUE 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 AN "ALL RIDER" CONTRACT
WITH THE FOLLOWING OPTIONAL BENEFIT RIDERS: WAIVER OF WITHDRAWAL CHARGE RIDER,
ENHANCED DEATH BENEFIT RIDER, EARNINGS ENHANCEMENT DEATH BENEFIT RIDER,
ACCUMULATED VALUE ENHANCEMENT RIDER AND GUARANTEED RETIREMENT INCOME BENEFIT
RIDER. 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:

Revolution Value - maximum fund-level total operating expenses

---------------------------------------------------------------------------------------------------
                                                              1 YEAR  3 YEARS  5 YEARS    10 YEARS
---------------------------------------------------------------------------------------------------
 (1) IF YOU SURRENDER YOUR ALL RIDER CONTRACT AT THE END OF   $1080    $1808    $2545      $4609
 THE APPLICABLE TIME PERIOD:
---------------------------------------------------------------------------------------------------
 (2) IF YOU ANNUITIZE YOUR ALL RIDER CONTRACT AT THE END OF   $ 450    $1358    $2275      $4609
 THE APPLICABLE TIME PERIOD:
---------------------------------------------------------------------------------------------------
 (3) IF YOU DO NOT SURRENDER YOUR ALL RIDER CONTRACT:         $ 450    $1358    $2275      $4609
---------------------------------------------------------------------------------------------------

                                        8


THE NEXT EXAMPLE ASSUMES THAT YOU INVEST $10,000 IN A "NO RIDER" 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:

Revolution Value - minimum fund-level total operating expenses

---------------------------------------------------------------------------------------------------
                                                              1 YEAR  3 YEARS  5 YEARS    10 YEARS
---------------------------------------------------------------------------------------------------
 (1) IF YOU SURRENDER YOUR NO RIDER CONTRACT AT THE END OF     $781    $918     $1063      $1768
 THE APPLICABLE TIME PERIOD:
---------------------------------------------------------------------------------------------------
 (2) IF YOU ANNUITIZE YOUR NO RIDER CONTRACT AT THE END OF     $151    $468     $ 808      $1768
 THE APPLICABLE TIME PERIOD:
---------------------------------------------------------------------------------------------------
 (3) IF YOU DO NOT SURRENDER YOUR NO RIDER CONTRACT:           $151    $468     $ 808      $1768
---------------------------------------------------------------------------------------------------


                                        9


                                BASIC INFORMATION


  This "Basic Information" section provides answers to commonly asked questions
about the contract. Here are the page numbers where the questions and answers
appear:

  QUESTION                                                                   STARTING ON PAGE
  --------                                                                   ----------------
What is the contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . .       11

Who owns the contract? . . . . . . . . . . . . . . . . . . . . . . . . . . .       11

Is the owner also the annuitant? . . . . . . . . . . . . . . . . . . . . . .       11

How can I invest money in a contract?. . . . . . . . . . . . . . . . . . . .       11

How will the value of my investment in the contract change over time?. . . .       13

What annuity benefits does the contract provide? . . . . . . . . . . . . . .       14

To what extent can JHVLICO vary the terms and conditions of the contracts? .       14

What are the tax consequences of owning a contract?. . . . . . . . . . . . .       14

How can I change my contract's investment allocations? . . . . . . . . . . .       15

What fees and charges will be deducted from my contract? . . . . . . . . . .       18

How can I withdraw money from my contract? . . . . . . . . . . . . . . . . .       19

What happens if the owner or the annuitant dies before my contract's date
of maturity? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       21

What other benefits can I purchase under a contract? . . . . . . . . . . . .       23

Can I return my contract?. . . . . . . . . . . . . . . . . . . . . . . . . .       25

What additional guarantee applies to the guarantee periods under my
contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       25

What are the terms of the additional guarantee?. . . . . . . . . . . . . . .       25

                                       10


WHAT IS THE CONTRACT?

  The contract is a deferred payment variable annuity contract. An "annuity
contract" provides a person (known as the "annuitant" or "payee") with a series
of periodic payments. Because this contract is also a "deferred payment"
contract, the "annuity payments" will begin on a future date, called the
contract's "date of maturity." Under a "variable annuity" contract, the amount
you have invested can increase or decrease in value daily based upon the value
of the variable investment options chosen. If your annuity is provided under a
master group contract, the term "contract" as used in this prospectus refers to
the certificate you will be issued and not to the master group contract.

WHO OWNS THE CONTRACT?

  That's up to you. Unless the contract provides otherwise, the owner of the
contract is the person who can exercise the rights under the contract, such as
the right to choose the investment options or the right to surrender the
contract. In many cases, the person buying the contract will be the owner.
However, you are free to name another person or entity (such as a trust) as
owner. In writing this prospectus, we've assumed that you, the reader, are the
person or persons entitled to exercise the rights and obligations under
discussion. If a contract has joint owners, both must join in any written notice
or request.

IS THE OWNER ALSO THE ANNUITANT?

  In many cases, the same person is both the annuitant and the owner of a
contract. The annuitant is the person whose lifetime is used to measure the
period of time when we make various forms of annuity payments. Also, the
annuitant receives payments from us under any annuity option that commences
during the annuitant's lifetime. We may permit you to name another person as
annuitant or joint annuitant if that person meets our underwriting standards. We
may also permit you to name as joint annuitants two persons other than yourself
if those persons meet our underwriting standards.

HOW CAN I INVEST MONEY IN A CONTRACT?

Premium payments

  We call the investments you make in your contract premiums or premium
payments. In general, you need at least a $5,000 initial premium payment to
purchase a contract. If you purchase your contract under any of the
tax-qualified plans shown on page 28 or if you purchase your contract through
the automatic investment program, different minimums may apply. If you choose to
contribute more money into your contract, each subsequent premium payment must
be at least $200 ($100 for the annuity direct deposit program). If your
contract's total value ever falls to zero, we may terminate it. Therefore, you
may need to pay more premiums to keep the contract in force.

Allocation of premium payments

  An authorized representative of the broker-dealer or financial institution
through whom you purchase your contract will assist you in (1) completing an
application or placing an order for a contract and (2) transmitting it, along
with your initial premium payment, to the John Hancock Annuity Servicing Office.

  Once we receive your initial premium payment and all necessary information, we
will issue your contract and invest your initial premium payment within two
business days. If the information is not in good order, we will contact you to
get the necessary information. If for some reason, we are unable to complete
this process within 5 business days, we will either send back your money or get
your permission to keep it until we get all of the necessary information.

  In certain situations, we will issue a contract upon receiving the order of
your broker-dealer or financial institution but delay the effectiveness of the
contract until we receive your signed application. (What we mean by "delaying
effectiveness" is that we will not allow allocations to the variable investment
options until we receive your signed application.) In those situations, if we do
not receive your signed application within our required time period, we will
deem the contract void from the beginning and return your premium payment. We
will not issue a contract if any proposed owner or annuitant is older than

                                       11


age 84. We may also limit your ability to purchase multiple contracts on the
same annuitants or owners. We may, however, waive either of these underwriting
limits.

  Once we have issued your contract and it becomes effective, we credit any
additional premiums to your contract at the close of the business day in which
we receive the payment. A business day is any date on which the New York Stock
Exchange is open for regular trading. Each business day ends at the close of
regular trading for the day on that exchange. Usually this is 4:00 p.m., Eastern
time. If we receive an additional premium payment after the close of a business
day, we will credit it to your contract on the next business day.

Limits on premium payments

  You can make premium payments of up to $1,000,000 in any one contract year. We
measure the years and anniversaries of your contract from its date of issue. We
use the term contract year to refer to each period of time between anniversaries
of your contract's date of issue.

  The total of all new premium payments and transfers that you may allocate to
any one variable investment option or guarantee period in any one contract year
may not exceed $1,000,000.

  While the annuitant is alive and the contract is in force, you can make
premium payments at any time before the date of maturity. However,

     --------------------------------------------------------------------
                                            YOU MAY NOT MAKE ANY PREMIUM
                                            PAYMENTS AFTER THE ANNUITANT
       IF YOUR CONTRACT IS USED TO FUND              REACHES AGE
     --------------------------------------------------------------------
      a "tax qualified plan"*                          70 1/2**
     --------------------------------------------------------------------
      a non-tax qualified plan                         85
     --------------------------------------------------------------------

   *  as that term is used in "Tax Information," beginning on page 35.

   ** except for a Roth IRA, which has no age limit.

Ways to make premium payments

  Premium payments made by check or money order should be:

 . drawn on a U.S. bank,

 . drawn in U.S. dollars, and

 . made payable to "John Hancock."

  We will not accept credit card checks. Nor will we accept starter or third
party checks that fail to meet our administrative requirements.

  Premium payments after the initial premium payment should be sent to:

           -----------------------------------------------------------
                  JOHN HANCOCK ANNUITY SUBSEQUENT PAYMENTS, X-4

                                  MAIL DELIVERY
                               1 John Hancock Way
                                   Suite 1501
                              Boston, MA 02117-1501

                               OVERNIGHT DELIVERY
                                 529 Main Street
                              Charleston, MA 02129
           -----------------------------------------------------------

                                       12


  We will accept your initial premium payment by exchange from another insurance
company. You can find information about wire payments under "Premium payments by
wire," below. You can find information about other methods of premium payment by
contacting your broker-dealer or by contacting the John Hancock Annuity
Servicing Office.

Premium payments by wire

  If you purchase your contract through a broker-dealer firm or financial
institution, you may transmit your initial premium payment by wire order. Your
wire orders must include information necessary to allocate the premium payment
among your selected investment options.

  If your wire order is complete, we will invest the premium payment in your
selected investment options as of the day we received the wire order. If the
wire order is incomplete, we may hold your initial premium payment for up to 5
business days while attempting to obtain the missing information. If we can't
obtain the information within 5 business days, we will immediately return your
premium payment, unless you tell us to hold the premium payment for 5 more days
pending completion of the application. Nevertheless, until we receive and accept
a properly completed and signed application, we will not:

   . issue a contract;

   . accept premium payments; or

   . allow other transactions.

  After we issue your contract, subsequent premium payments may be transmitted
by wire through your bank. Information about our bank, our account number, and
the ABA routing number may be obtained from the John Hancock Annuity Servicing
Office. Banks may charge a fee for wire services.

HOW WILL THE VALUE OF MY INVESTMENT IN THE CONTRACT CHANGE OVER TIME?

  Prior to a contract's date of maturity, the amount you've invested in any
variable investment option will increase or decrease based upon the investment
experience of the corresponding fund. Except for certain charges we deduct, your
investment experience will be the same as if you had invested in the fund
directly and reinvested all fund dividends and distributions in additional
shares.

  Like a regular mutual fund, each fund deducts investment management fees and
other operating expenses. These expenses are shown in the Fee Tables. However,
unlike a mutual fund, we will also deduct charges relating to the annuity
guarantees and other features provided by the contract. These charges reduce
your investment performance and the amount we have credited to your contract in
any variable investment option. We describe these charges under "What fees and
charges will be deducted from my contract?" beginning on page 18.

  The amount you've invested in a guarantee period will earn interest at the
rate we have set for that period. The interest rate depends upon the length of
the guarantee period you select. In states where approved, we currently make
available guarantee periods with durations for five years, and we may make one
or more additional guarantee periods available for contracts issued before
September 30, 2002. As long as you keep your money in a guarantee period until
its expiration date, we bear all the investment risk on that money.

  However, if you prematurely transfer, "surrender" or otherwise withdraw money
from a guarantee period we will increase or reduce the remaining value in your
contract by an amount that approximates the impact that any changes in interest
rates would have had on the market value of a debt instrument with terms
comparable to that guarantee period. This "market value adjustment" (or "MVA")
imposes investment risks on you. We describe how the market value adjustments
work in "Calculation of market value adjustment ("MVA")" beginning on page 29.

At any time before the date of maturity, the total value of your contract
equals:

 . the total amount you invested,

 . minus all charges we deduct,

 . minus all withdrawals you have made,

                                       13


 . plus or minus any positive or negative MVAs that we have made at the time of
   any premature withdrawals or transfers you have made from a guarantee period,

 . plus or minus each variable investment option's positive or negative
   investment return that we credit daily to any of your contract's value while
   it is in that option, and

 . plus the interest we credit to any of your contract's value while it is in a
   guarantee period or in the guarantee rate account (see "Dollar-cost averaging
   value program" on page 16).

WHAT ANNUITY BENEFITS DOES THE CONTRACT PROVIDE?

  If your contract is still in effect on its date of maturity, it enters what is
called the annuity period. During the annuity period, we make a series of fixed
or variable payments to you as provided under one of our several annuity
options. The form in which we will make the annuity payments, and the proportion
of such payments that will be on a fixed basis and on a variable basis, depend
on the elections that you have in effect on the date of maturity. Therefore, you
should exercise care in selecting your date of maturity and your choices that
are in effect on that date.

  You should carefully review the discussion under "The annuity period,"
beginning on page 31, for information about all of these choices you can make.

TO WHAT EXTENT CAN JHVLICO VARY THE TERMS AND CONDITIONS OF THE CONTRACTS?

State law insurance requirements

  Insurance laws and regulations apply to us in every state in which our
contracts are 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 reside. These variations will be reflected in your contract or in
endorsements attached to your contract.

Variations in charges or rates

  We may vary the charges, guarantee periods, rates and other terms of our
contracts where special circumstances result in sales or administrative
expenses, mortality risks or other risks that are different from those normally
associated with the contracts. These include the types of variations discussed
under "Certain changes" in the Additional Information section of this
prospectus.

WHAT ARE THE TAX CONSEQUENCES OF OWNING A CONTRACT?

  In most cases, no income tax will have to be paid on amounts you earn under a
contract until these earnings are paid out. All or part of the following
distributions from a contract may constitute a taxable payout of earnings:

 . partial withdrawal (including systematic withdrawals),

 . full withdrawal ("surrender"),

 . payment of any death benefit proceeds, and

 . periodic payments under one of our annuity payment options.

  In addition, if you elect the Accumulated Value Enhancement rider, the
Internal Revenue Service might take the position that the annual charge for this
rider is deemed a withdrawal from the contract which is subject to income tax
and, if applicable, the special 10% penalty tax for withdrawals before the age
of 59 1/2.

  How much you will be taxed on a distribution is based upon complex tax rules
and depends on matters such as:

 . the type of the distribution,

 . when the distribution is made,

                                       14


 . the nature of any tax qualified retirement plan for which the contract is
   being used, if any, and

 . the circumstances under which the payments are made.

  If your contract is issued in connection with a tax-qualified retirement plan,
all or part of your premium payments may be tax-deductible.

  Special 10% tax penalties apply in many cases to the taxable portion of any
distributions from a contract before you reach age 59 1/2. Also, most
tax-qualified plans require that distributions from a contract commence and/or
be completed by a certain period of time. This effectively limits the period of
time during which you can continue to derive tax deferral benefits from any
tax-deductible premiums you paid or on any earnings under the contract.

  THE FAVORABLE TAX BENEFITS AVAILABLE FOR ANNUITY CONTRACTS ISSUED IN
CONNECTION WITH TAX-QUALIFIED PLANS ARE ALSO GENERALLY AVAILABLE FOR OTHER TYPES
OF INVESTMENTS OF TAX-QUALIFIED PLANS, SUCH AS INVESTMENTS IN MUTUAL FUNDS,
EQUITIES AND DEBT INSTRUMENTS. YOU SHOULD CAREFULLY CONSIDER WHETHER THE
EXPENSES UNDER AN ANNUITY CONTRACT ISSUED IN CONNECTION WITH A TAX-QUALIFIED
PLAN, AND THE INVESTMENT OPTIONS, DEATH BENEFITS AND LIFETIME ANNUITY INCOME
OPTIONS PROVIDED UNDER SUCH AN ANNUITY CONTRACT, ARE SUITABLE FOR YOUR NEEDS AND
OBJECTIVES.

HOW CAN I CHANGE MY CONTRACT'S INVESTMENT ALLOCATIONS?

Allocation of premium payments

  When you apply for your contract, you specify the variable investment options
or guarantee periods (together, your investment options) in which your premium
payments will be allocated. You may change this investment allocation for future
premium payments at any time. Any change in allocation will be effective as of
receipt of your request at the John Hancock Annuity Servicing Office.

  Currently, you may use a maximum of 18 investment options over the life of
your contract. For purposes of this limit, each contribution or transfer of
assets into a variable investment option or guarantee periods that you are not
then using or have not previously used counts as one "use" of an investment
option. Renewing a guarantee period upon its expiration does not count as a new
use, however, if the new guarantee period has the same number of years as the
expiring one.

Transferring your assets

  You may transfer all or part of the assets held in one investment option to
any other investment option, up to the above-mentioned maximum of 18 investment
options. During the annuity period, you may make transfers to or from variable
investment options that will result in no more than 4 investment options being
used at once. You may not make any transfers during the annuity period, however,
to or from a guarantee period.

  To make a transfer, 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 approval, the maximum amount you may
transfer to or from any one variable investment option or guarantee period in
any contract year is $1,000,000.

  The contracts are not designed for professional market timing organizations,
or other persons or entities that use programmed or frequent transfers among the
investment options. As a consequence, we have reserved the right to impose
limits on the number and frequency of transfers into and out of variable
investment options and guarantee periods and to impose a charge of up to $25 for
any transfer beyond an annual limit (which will not be less than 12). Under our
current rules, we impose no charge on transfers (transfers out of a guarantee
period may, however, incur a market value adjustment - either positive or
negative). However, we do impose the following restrictions into and out of
investment options:

 . No more than 12 such transfer requests will be processed in any contract
   year. In applying this restriction, any transfer request involving the
   transfer of assets into or out of multiple variable investment options or
   guarantee periods will still count as only one request.

 . We will monitor your transfer requests to determine whether you have
   transferred account value into any variable investment option within 28
   calendar days after you transferred account value out of that variable
   investment option (i.e.,

                                       15


   effected a "round trip"). If we determine that you have effected a round
   trip, you will be prohibited from effecting any further round trips with
   respect to any variable investment option for as long as the contract remains
   in effect.

If we change any of the above rules relating to transfers, we will notify you of
the change. Transfers under our strategic rebalancing or dollar-cost averaging
program will not be counted toward any limit or restriction on transfers into
and out of variable investment options.

WE ALSO RESERVE THE RIGHT TO PROHIBIT A TRANSFER LESS THAN 30 DAYS PRIOR TO THE
CONTRACT'S DATE OF MATURITY.

 Procedure for transferring your assets

  You may request a transfer in writing or, if you have authorized telephone
transfers, by telephone or fax. All transfer requests should be directed to the
John Hancock Annuity Servicing Office at the location shown on page 2. Your
request should include:

 . your name,

 . daytime telephone number,

 . contract number,

 . the names of the investment options to and from which assets are being
   transferred, and

 . the amount of each transfer.

  The request becomes effective on the day we receive your request, in proper
form, at the John Hancock Annuity Servicing Office. If we receive your request
after our business day ends (usually 4:00 p.m. Eastern time), however, it will
become effective on our next business day.

 Telephone and facsimile transactions

  If you complete a special authorization form, you can request transfers among
investment options and changes of allocation among investment options simply by
telephoning or by faxing us at the John Hancock Annuity Servicing Office. Any
fax request should include your name, daytime telephone number, contract 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.

  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.

  As stated earlier in this prospectus, the contracts 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 have imposed restrictions on transfers. However, we also reserve the
right to change our telephone and facsimile transaction policies or procedures
at any time. We also reserve the right to suspend or terminate the privilege
altogether with respect to any owners who we feel are abusing the privilege to
the detriment of other owners.

 Dollar-cost averaging ("DCA") programs

  Under our DOLLAR-COST AVERAGING VALUE PROGRAM, you may elect to deposit any
new premium payment of $5,000 or more in a guarantee rate account that we call
the "DCA rate account." For contracts issued after April 30, 2004, your deposits
under this program will be depleted over a 6 month period. For contracts issued
prior to May 1, 2004, the assets in this account

                                       16


attributable to a new premium payment will be transferred automatically to one
or more variable investment options over a period that is equal in length (i.e.,
either 6 months or 12 months) to the period you initially selected. A new period
will begin on the date each new premium is deposited in the DCA rate account
program with respect to that premium. At the time of each deposit into this
program, you must tell us in writing:

 . that your deposit should be allocated to this program; and

 . the variable investment options to which assets will be transferred; and

 . the percentage amount to be transferred to each such variable investment
   option.

  Transfers to the guarantee periods are not permitted under this program, and
transfers of your account value from a variable investment option are not
currently permitted to initiate the program. (You may, however, change your
variable investment allocation instructions at any time in writing or, if you
have authorized telephone transfers, by telephone.)

  Your participation in the dollar-cost averaging value program will end if you
request a partial withdrawal from the DCA rate account, or if you request a
transfer from the DCA rate account that is in addition to the automatic
transfers.

  Under our STANDARD DOLLAR-COST AVERAGING PROGRAM, you may elect, at no cost,
to automatically transfer assets from any variable investment option to one or
more other variable investment options on a monthly, quarterly, semiannual, or
annual basis. The following conditions apply to the standard dollar-cost
averaging program:

 . You may elect the program only if the total value of your contract equals
   $15,000 or more.

 . The amount of each transfer must equal at least $250.

 . You may change your variable investment allocation instructions at any time
   in writing or, if you have authorized telephone transfers, by telephone.

 . You may not use the standard dollar-cost averaging program and the
   dollar-cost averaging value program at the same time.

 . You may discontinue the program at any time.

 . The program automatically terminates when the variable investment option from
   which we are taking the transfers has been exhausted.

 . Automatic transfers to or from guarantee periods are not permitted under
   this program.

  We reserve the right to suspend or terminate the program at any time.

 Strategic rebalancing

  This program automatically re-sets the percentage of your account value
allocated to the variable investment options. Over time, the variations in the
investment results for each variable investment option you've selected for this
program will shift the percentage allocations among them. The strategic
rebalancing program will periodically transfer your account value among these
variable investment options to reestablish the preset percentages you have
chosen. (You may, however, change your variable investment allocation
instructions at any time in writing or, if you have authorized telephone
transfers, by telephone.) Strategic rebalancing would usually result in
transferring amounts from a variable investment option with relatively higher
investment performance since the last rebalancing to one with relatively lower
investment performance. However, rebalancing can also result in transferring
amounts from a variable investment option with relatively lower current
investment performance to one with relatively higher current investment
performance. Automatic transfers to or from guarantee periods or the DCA rate
account are not permitted under this program.

  This program can be elected by sending the appropriate form to our Annuity
Servicing Office. You must specify the frequency for rebalancing (monthly,
quarterly, semi-annually or annually), the preset percentage for each variable
investment option, and a future beginning date.

  Once elected, strategic rebalancing will continue until we receive notice of
cancellation of the option or notice of the death of the insured person.

  We reserve the right to modify, terminate or suspend the strategic rebalancing
program at any time.

                                       17


WHAT FEES AND CHARGES WILL BE DEDUCTED FROM MY CONTRACT?

Annual contract fee

  We deduct the annual contract fee shown in the Fee Tables at the beginning of
each contract year after the first contract year. We also deduct it if you
surrender your contract, unless your contract's total value is $50,000 or more
at the time of surrender. We take the deduction proportionally from each
variable investment option and each guarantee period you are then using. We
reserve the right to increase the annual contract fee to up to $50.

Asset-based charge

  We deduct Separate Account expenses daily, as an asset-based charge shown in
the Fee Tables, to compensate us primarily for our administrative expenses and
for the mortality and expense risks that we assume under the contracts. This
charge does not apply to assets you have in our guarantee periods. We take the
deduction proportionally from each variable investment option you are then
using.

  In return for the mortality risk charge, we assume the risk that annuitants as
a class will live longer than expected, requiring us to pay a greater number of
annuity payments. In return for the expense risk charge, we assume the risk that
our expenses relating to the contracts may be higher than we expected when we
set the level of the contracts' other fees and charges, or that our revenues
from such other sources will be less than expected.

Premium taxes

  We make deductions for any applicable premium or similar taxes based on the
amount of a premium payment. Currently, certain local jurisdictions assess a tax
of up to 5% of each premium payment.

  In most cases, we deduct a charge in the amount of the tax from the total
value of the contract only at the time of annuitization, death, surrender, or
withdrawal. We reserve the right, however, to deduct the charge from each
premium payment at the time it is made. We compute the amount of the charge by
multiplying the applicable premium tax percentage times the amount you are
withdrawing, surrendering, annuitizing or applying to a death benefit.

Withdrawal charge

  If you withdraw some of your premiums from your contract prior to the date of
maturity ("partial withdrawal") or if you surrender (turn in) your contract, in
its entirety, for cash prior to the date of maturity ("total withdrawal" or
"surrender"), we may assess a withdrawal charge. The amount of this charge will
depend on the number of years that have passed since we received your premium
payments, as shown in the Fee Tables. We use this charge to help defray expenses
relating to the Extra Credit feature and to sales of the contracts, including
commissions paid and other distribution costs.

 Free withdrawal amounts

  If you 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 premiums you have paid and have not (as
discussed below) already withdrawn. 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 premiums you have paid to date.

 How we determine and deduct the charge

  If the amount you withdraw or surrender totals more than the free withdrawal
amount during the contract year, we will assess a withdrawal charge shown in the
Fee Tables on any amount of the excess that we attribute to premium payments you
made within a withdrawal charge period. Solely for purposes of determining the
amount of the withdrawal charge, we assume that the amount of each withdrawal
that exceeds the free withdrawal amount (together with any associated withdrawal
charge) is a withdrawal first from the earliest premium payment, and then from
the next earliest premium payment, and so forth until

                                       18


all payments have been exhausted. Once a premium payment has been considered to
have been "withdrawn" under these procedures, that premium payment will not
enter into any future withdrawal charge calculations.

  We deduct the withdrawal charge proportionally from each variable investment
option and each guarantee period being reduced by the surrender or withdrawal.
For example, if 60% of the withdrawal amount comes from a Growth option and 40%
from the Money Market option, then we will deduct 60% of the withdrawal charge
from the Growth option and 40% from the Money Market option. If any such option
has insufficient remaining value to cover the charge, we will deduct any
shortfall from all of your other investment options, pro-rata based on the value
in each. If your contract as a whole has insufficient surrender value to pay the
entire charge, we will pay you no more than the surrender value.

  You will find examples of how we compute the withdrawal charge in Appendix B
to this prospectus.

 When withdrawal charges don't apply

  We don't assess a withdrawal charge in the following situations:

 . on amounts applied to an annuity option at the contract's date of maturity or
   to pay a death benefit;

 . on certain withdrawals if you have elected the rider that waives the
   withdrawal charge;  and

 . on amounts withdrawn to satisfy the minimum distribution requirements for tax
   qualified plans. (Amounts above the minimum distribution requirements are
   subject to any applicable withdrawal charge, however.)

 How an MVA affects the withdrawal charge

  If you make a withdrawal from a guarantee period at a time when the related
MVA results in an upward adjustment in your remaining value, we will calculate
the withdrawal charge as if you had withdrawn that much more. Similarly, if the
MVA results in a downward adjustment, we will compute any withdrawal charge as
if you had withdrawn that much less.

Other charges

  We deduct the optional benefit rider charges shown in the Fee Tables
proportionally from each of your investment options, including the guaranteed
periods, based on your value in each.

HOW CAN I WITHDRAW MONEY FROM MY CONTRACT?

Surrenders and partial withdrawals

  Prior to your contract's date of maturity, if the annuitant is living, you
may:

 . surrender your contract for a cash payment of its "surrender value," or

 . make a partial withdrawal of the surrender value.

  The surrender value of a contract is the total value of a contract, after any
market value adjustment, minus the annual contract fee, any applicable premium
tax, any withdrawal charges, and any applicable rider charges. We will determine
the amount surrendered or withdrawn as of the date we receive your request in
proper form at the John Hancock Annuity Servicing Office.

  Certain surrenders and withdrawals may result in taxable income to you or
other tax consequences as described under "Tax information," beginning on page
35. Among other things, if you make a full surrender or partial withdrawal from
your contract before you reach age 59 1/2, an additional federal penalty of 10%
generally applies to any taxable portion of the withdrawal.

  We will deduct any partial withdrawal proportionally from each of your
investment options based on the value in each, unless you direct otherwise.

  Without our prior approval, you may not make a partial withdrawal:

                                       19


 . for an amount less than $100, or

 . if the remaining total value of your contract would be less than $1,000.

  We reserve the right to terminate your contract if the value of your contract
becomes zero.

  You generally may not make any surrenders or partial withdrawals once we begin
making payments under an annuity option.

Waiver of withdrawal charge rider

  You may purchase an optional waiver of withdrawal charge rider at the time of
application. The "covered persons" under the rider are the owner and the owner's
spouse, unless the owner is a trust. If the owner is a trust, the "covered
persons" are the annuitant and the annuitant's spouse.

  Under this rider, we will waive withdrawal charges on any withdrawals, if all
the following conditions apply to a "covered person":

 . a covered person becomes confined to a nursing home beginning at least 30
   days after we issue your contract;

 . such covered person remains in the nursing home for at least 90 consecutive
   days receiving nursing care; and

 . the covered person's confinement is prescribed by a doctor and medically
   necessary because of a covered physical or mental impairment.

  In addition, depending on your state, the rider may also provide for a waiver
of withdrawal charges if a covered person has been diagnosed with a chronic,
critical or terminal illness to the extent so provided in the rider.

  You may not purchase this rider: (1) if either of the covered persons is older
than 74 years at application or (2) in most states, if either of the covered
persons was confined to a nursing home within the past two years.

  There is a charge for this rider, as set forth in the Fee Tables. This rider
(and the related charges) will terminate on the contract's date of maturity,
upon your surrendering the contract, or upon your written request that we
terminate it.

  For a more complete description of the terms and conditions of this benefit,
you should refer directly to the rider. We will provide you with a copy on
request. In certain marketing materials, this rider may be referred to as
"CARESolutions".

  If you purchase this rider:

 . you and your immediate family will also have access to a national program
   designed to help the elderly maintain their independent living by providing
   advice about an array of eldercare services available to seniors, and

 . you will have access to a list of long-term care providers in your area who
   provide special discounts to persons who belong to the national program.

You should carefully review the tax considerations for optional benefit riders
on page 35 before selecting this optional benefit rider.

Systematic withdrawal plan

  Our optional systematic withdrawal plan enables you to preauthorize periodic
withdrawals. If you elect this plan, we will withdraw a percentage or dollar
amount from your contract on a monthly, quarterly, semiannual, or annual basis,
based upon your instructions. Unless otherwise directed, we will deduct the
requested amount from each applicable investment option in the ratio that the
value of each bears to the total value of your contract. Each systematic
withdrawal is subject to any withdrawal charge or market value adjustment that
would apply to an otherwise comparable non-systematic withdrawal. See "How will
the value of my investment in the contract change over time?" beginning on page
13, and "What fees and charges will be deducted from my contract?" beginning on
page 18. The same tax consequences also generally will apply.

  The following conditions apply to systematic withdrawal plans:

 . You may elect the plan only if the total value of your contract equals
   $25,000 or more.

                                       20


 . The amount of each systematic withdrawal must equal at least $100.

 . If the amount of each withdrawal drops below $100 or the total value of your
   contract becomes less that $5,000, we will suspend the plan and notify you.

 . You may cancel the plan at any time.

We reserve the right to modify the terms or conditions of the plan at any time
without prior notice.

WHAT HAPPENS IF THE OWNER OR THE ANNUITANT DIES BEFORE MY CONTRACT'S DATE OF
MATURITY?

  We will pay a death benefit to the contract's beneficiary, depending on the
form of ownership and whether there is one annuitant or joint annuitants:

 . If your contract is owned by a single natural person and has a single
   annuitant, the death benefit is payable on the earlier of the owner's death
   and the annuitant's death.

 . If your contract is owned by a single natural person and has joint
   annuitants, the death benefit is payable on the earliest of the owner's death
   (whether or not the owner is also an annuitant) and the last annuitant's
   death.

 . If your contract is owned by joint owners and has a single annuitant, the
   death benefit is payable on the earliest of the first owner's death (whether
   or not the owner is also an annuitant) and the annuitant's death.

 . If your contract is owned by joint owners and has joint annuitants, the death
   benefit is payable on the earliest of the first owner's death (whether or not
   the owner is also an annuitant) and the last annuitant's death.

  If your contract has joint owners, each owner will automatically be deemed to
be the beneficiary of the other. This means that any death benefit payable upon
the death of one owner will be paid to the other owner. In that case, any other
beneficiary you have named would receive the death benefit only if neither joint
owner remains alive at the time the death benefit becomes payable.

  We calculate the death benefit value as of the day we receive, in proper order
at the John Hancock Annuity Servicing Office:

 . proof of death before the contract's date of maturity, and

 . any required instructions as to method of settlement.

  We will generally pay the death benefit in a single sum to the beneficiary you
chose, unless

 . the death benefit is payable because of the owner's death, the designated
   beneficiary is the owner's spouse, and he or she elects to continue the
   contract in force (we explain contract continuation by a spouse in the
   section entitled "Distributions following death of owner," on page 34); or

 . an optional method of settlement is in effect. If you have not elected an
   optional method of settlement, the beneficiary may do so. However, if the
   death benefit is less than $5,000, we will pay it in a lump sum, regardless
   of any election. You can find more information about optional methods of
   settlement under "Annuity options" on page 33.

 Standard death benefit

  We will pay a "standard" death benefit, unless you have chosen one of our
optional death benefit riders. (We describe these riders below. If you choose
one of these riders, we calculate the death benefit under the terms of the
rider.) The standard death benefit we pay is the greater of:

 . the total value of your contract, adjusted by any then-applicable market
   value adjustment, on the date we receive notice of death in proper order, or

 . the total amount of premium payments made, less any partial withdrawals.

 Optional death benefit riders

  You may elect a death benefit that differs from the standard death benefit by
purchasing an optional death benefit rider:

                                       21


 . only if the rider is available in your state;

 . only when you apply for the contract;

 . if you elect the Enhanced Death Benefit rider, only if each owner and each
   annuitant is under age 80 at the time you apply for the contract; and

 . if you elect the Earnings Enhancement Death Benefit rider, only if each owner
   and each annuitant is under age 75 at the time you apply for the contract.

We may waive either or both of the last two restrictions for contracts purchased
prior to the date a rider was available in your state.

  As long as an optional death benefit rider is in effect, you will pay the
monthly charge shown in the Fee Tables for that benefit. The rider and its
related charges terminates on:

 . the contract's date of maturity, or

 . upon your surrendering the contract, or

 . a change of ownership, except where a spousal beneficiary continues the rider
   after an owner's death (we explain contract continuation by a spouse in
   "Distributions following death of owner" on page 34).

  In addition, you may terminate the Enhanced Death Benefit rider at any time by
providing written notification to us at the John Hancock Annuity Servicing
Office shown on page 2. If you purchase an Earnings Enhancement Death Benefit
rider, however, you CANNOT request us to terminate the rider and its charges.

ENHANCED DEATH BENEFIT rider - under this rider, we will pay the greatest of:

  (1) the standard death benefit,

  (2) the amount of each premium you have paid, accumulated at 5% effective
      annual interest during the rider's measuring period (less any partial
      withdrawals you have taken and not including any interest on such amounts
      after they are withdrawn); or

  (3) the highest total value of your contract (adjusted by any market value
      adjustment) as of any anniversary of your contract during the rider's
      measuring period, plus any premium payments you have made since that
      anniversary, minus any withdrawals you have taken since that anniversary.

The rider's "measuring period" includes only those contract anniversaries that
occur (1) before we receive proof of death and (2) before the measuring life
attains age 81.  The rider's "measuring life" is:

 . the owner, if there is only one owner under your contract and the death
   benefit is payable because the owner dies before the Maturity Date,

 . the oldest owner, if there are joint owners under your contract and the death
   benefit is payable because either owner dies before the Maturity Date,

 . the annuitant, if there is only one annuitant under your contract and the
   death benefit is payable because the annuitant dies before the Maturity Date,

 . the youngest annuitant, if there are joint annuitants under your contract and
   the death benefit is payable because the surviving annuitant dies during the
   owner(s) lifetime(s) but before the Maturity Date.

If an owner is also an annuitant, we will generally consider that person to be
an "owner" instead of an "annuitant" for purposes of determining the rider's
measuring life.

  For a more complete description of the terms and conditions of this benefit,
you should refer directly to the rider. We will provide you with a copy on
request.

You should carefully review the tax considerations for optional benefit riders
on page 35 before selecting this optional benefit rider.

                                       22


EARNINGS ENHANCEMENT DEATH BENEFIT rider (not available for contracts issued to
tax-qualified plans) - under this rider, the death benefit may be increased by
an earnings enhancement amount that will vary based on the age of the owners and
annuitants when you purchase the rider. In certain marketing materials, this
rider may be referred to as the "Beneficiary Tax Relief" rider because any
amounts paid under this rider can be used to cover taxes that may be due on
death benefit proceeds under your contract. Amounts paid under this rider,
however, may also be subject to tax and may be greater than or less than the
amount of taxes due on the death benefits.

The earnings enhancement amount is determined as follows:

 . if all of the owners and the annuitant are under age 70 on the date your
   rider is issued, the earnings enhancement amount will be 40% of the
   difference between the Standard Death Benefit (or Enhanced Death Benefit, if
   that rider is in effect) and your "Net Premiums," up to a maximum benefit
   amount of 80% of your "Adjusted Net Premiums" prior to the date of the
   decedent's death;

 . if any of the owners or the annuitant is age 70 or older on the date your
   rider is issued, the earnings enhancement amount will be 25% of the
   difference between the Standard Death Benefit (or Enhanced Death Benefit, if
   that rider is in effect) and your "Net Premiums," up to a maximum benefit
   amount of 50% of your "Adjusted Net Premiums" prior to the date of the
   decedent's death; but

 . if there are joint annuitants under your contract, we will not count the age
   of the older annuitant for either of these purposes unless the older
   annuitant is also an owner.

"Net Premiums," for purposes of this rider, means premiums you paid for the
contract, less any withdrawals in excess of earnings from your contract
(including any surrender charges imposed on these withdrawals). For this
purpose, we consider withdrawals to be taken first from earnings on your
contract before they are taken from your purchase payments. "Adjusted Net
Premiums" means Net Premiums minus any premiums you paid in the 12 month period
prior to the decedent's death (excluding the initial premium).

  For a more complete description of the terms and conditions of this benefit,
you should refer directly to the rider. We will provide you with a copy on
request.

YOU SHOULD CAREFULLY REVIEW THE TAX CONSIDERATIONS FOR OPTIONAL BENEFIT RIDERS
ON PAGE 35 BEFORE SELECTING ANY OF THESE OPTIONAL DEATH BENEFIT RIDERS. THE
DEATH BENEFITS UNDER THESE RIDERS WILL DECREASE IF YOU MAKE PARTIAL WITHDRAWALS
UNDER YOUR CONTRACT. THE ENHANCED EARNINGS DEATH BENEFIT RIDER MAY NOT BE
APPROPRIATE FOR YOU IF YOU EXPECT TO WITHDRAW EARNINGS.

WHAT OTHER BENEFITS CAN I PURCHASE UNDER A CONTRACT?

  In addition to the enhanced death benefit and waiver of withdrawal charge
riders discussed above, we currently make available one other optional benefit.
You may elect this rider:

 . only if your state permits;

 . only when you apply for a contract; and

 . only if you are under age 75 when you apply for a contract.

This optional benefit is provided under a rider that contains many terms and
conditions not set forth below. Therefore, you should refer directly to the
rider for more complete information. We will provide you with a copy on request.
We may make other riders available in the future.

ACCUMULATED VALUE ENHANCEMENT rider- under this rider, we will make a
contribution to the total value of the contract on a monthly basis if the
covered person (who must be an owner and the annuitant):

 . is unable to perform at least 2 activities of daily living without human
   assistance or has a cognitive impairment, AND

 . is receiving certain qualified services described in the rider.

The amount of the contribution (called the "Monthly Benefit") is shown in the
specifications page of the contract. However, the rider contains an inflation
protection feature that will increase the Monthly Benefit by 5% each year after
the 7th contract year. The specifications page of the contract also contains a
limit on how much the total value of the contract can be increased by this rider
(the "benefit limit"). The rider must be in effect for 7 years before any
increase will occur.

                                       23


  You may elect this rider only when you apply for the contract. Under our
current administrative rules, the Monthly Benefit (without regard to the
inflation protection feature) is equivalent to 1% of your initial premium, up to
a maximum premium of $300,000. We may reduce this $300,000 limit further,
however, if you own additional annuity contracts issued by JHVLICO and its
affiliates that provide a similar benefit. The $300,000 limit applies only to
the calculation of the Monthly Benefit under the accumulated value enhancement
rider. (See "Limits on Premium Payments" on page 12 for a general description of
other premium limits under the contract).

  You cannot elect this rider unless you have also elected the waiver of
withdrawal charge rider. There is a monthly charge for this rider as described
in the Fee Tables.

  The rider will terminate if the contract terminates, if the covered person
dies, if the benefit limit is reached, if the owner is the covered person and
the ownership of the contract changes, or if, before annuity payments start, the
total value of the contract falls below an amount equal to 25% of your initial
premium payment. You may cancel the rider by written notice at any time. The
rider charge will terminate when the rider terminates.

  If you choose to continue the rider after the contract's date of maturity,
charges for the rider will be deducted from annuity payments and any Monthly
Benefit for which the covered person qualifies will be added to the next annuity
payment.

  In certain marketing materials, this rider may be referred to as
"CARESolutions Plus."

  You should carefully review the tax considerations for optional benefit riders
on page 35 before selecting this optional benefit rider.

  CONTRACTS ISSUED BEFORE MAY 1, 2004 MAY HAVE BEEN ISSUED WITH THE FOLLOWING
OPTIONAL BENEFIT RIDER:

  GUARANTEED RETIREMENT INCOME BENEFIT rider - under this rider, we will
guarantee the amount of annuity payments you receive, if the following
conditions are satisfied:

 . The date of maturity must be within the 30 day period following a contract
   anniversary.

 . If the annuitant was age 45 or older on the date of issue, the contract must
   have been in effect for at least 10 contract years on the date of maturity
   and the date of maturity must be on or after the annuitant's 60th birthday
   and on or before the annuitant's 90th birthday.

 . If the annuitant was less than age 45 on the date of issue, the contract
   must have been in effect for at least 15 contract years on the date of
   maturity and the date of maturity must be on or before the annuitant's 90th
   birthday.

  If your contract was issued with this rider, you need not choose to receive
the guaranteed income benefit that it provides. Rather, unless and until such
time as you exercise your option to receive a guaranteed income benefit under
this rider, you will continue to have the option of exercising any other right
or option that you would have under the contract (including withdrawal and
annuity payment options) if the rider had not been added to it.

  If you do decide to add this rider to your contract, and if you do ultimately
decide to take advantage of the guaranteed income it provides, we will
automatically provide that guaranteed income in the form of fixed payments under
our "Option A: life annuity with payments for guaranteed period" described below
under "Annuity options." The guaranteed period will automatically be a number of
years that the rider specifies, based on the annuitant's age at the annuity date
and whether your contract is purchased in connection with a tax-qualified plan.
(These specified periods range from 5 to 10 years.) You will have no discretion
to vary this form of payment, if you choose the guaranteed income benefit under
this rider.

  We guarantee that the amount you can apply to this annuity payment option will
be at least equal to the amount of each premium you have paid, accumulated at
the rate(s) specified in the contract , but adjusted for any partial withdrawals
you have taken. The accumulation rates differ between (a) contract value
allocated to a guaranteed period or Money Market investment option (currently
4%) and (b) contract value allocated to all other variable investment options
(currently 5%). Withdrawals reduce the accumulated amount in direct proportion
to the percentage of contract value that was reduced by the withdrawal
(including any withdrawal charges). After a withdrawal, the accumulation rate(s)
will only be applied to the remaining accumulated amount. If your total contract
value is higher than the amount we guarantee, we will apply the higher amount to
the annuity payment option instead of the guaranteed amount.

                                       24


  There is a monthly charge for this rider as described in the Fee Tables. The
rider (and the related charges) automatically terminate if your contract is
surrendered or the annuitant dies. After you've held your contract for 10 years,
you can terminate the rider by written request.

CAN I RETURN MY CONTRACT?

  In most cases, you have the right to cancel your contract within 10 days (or
longer in some states) after you receive it. To cancel your contract, simply
deliver or mail it to:

   . JHVLICO at the address shown on page 2, or

   . the JHVLICO representative who delivered the contract to you.

  In most states, you will receive a refund equal to the total value of your
contract on the date of cancellation, adjusted by any then-applicable market
value adjustments and increased by any charges for premium taxes deducted by us
to that date. In some states, or if your contract was issued as an "IRA," you
will receive a refund of any premiums you've paid. The date of cancellation will
be the date we receive the contract.

WHAT ADDITIONAL GUARANTEE APPLIES TO THE GUARANTEE PERIODS UNDER MY CONTRACT?

  John Hancock Financial Services, Inc. ("JHFS") guarantees JHVLICO's
obligations with respect to any guarantee periods you have elected under the
contract on the date of this prospectus. JHFS' guarantee will also apply to any
new guarantee periods under your contract, unless and until we notify you
otherwise. (If we give you such notice, however, the JHFS guarantee would remain
in effect for all guarantee periods that had already started, and would be
inapplicable only to guarantee periods starting after the date of such notice.)
The JHFS guarantee does not relieve JHVLICO of any obligations under your
contract - - it is in addition to all of the rights and benefits that the
contract provides. There is no charge or cost to you for the JHFS guarantee, nor
are there any other disadvantages to you of having this additional guarantee.

  Currently, JHVLICO's financial strength rating from A.M. Best Company, Inc. is
A++, the highest, based on the strength its direct parent, John Hancock Life
Insurance Company and the capital guarantee that JHFS (John Hancock Life
Insurance Company's direct parent) has provided to JHVLICO. Standard & Poor's
Corporation and Fitch Ratings have assigned financial strength ratings to
JHVLICO of AA, which place JHVLICO in the third highest rating assigned by these
rating agencies. Moody's Investors Service, Inc. has assigned JHVLICO a
financial strength rating of Aa3, which is its fourth highest rating.

  The additional guarantee saves JHVLICO the considerable expense of being a
company required to periodically file Form 10-K and Form 10-Q reports with the
Securities and Exchange Commission ("SEC"). JHFS is a publicly-reporting company
and, as such, it also files Forms 10-K and 10-Q with the SEC. Under the SEC's
rules, the JHFS guarantee will eliminate the need for JHVLICO also to file such
reports. In addition, as discussed above, the additional guarantee has the
advantage of making any amounts you have allocated to a guarantee period even
more secure, without cost or other disadvantage to you.

WHAT ARE THE TERMS OF THE ADDITIONAL GUARANTEE?

  JHFS guarantees your full interest in any guarantee period. This means that,
if JHVLICO fails to honor any valid request to surrender, transfer, or withdraw
any amount from a guarantee period, or fails to allocate amounts from a
guarantee period to an annuity option when it is obligated to do so, JHFS
guarantees the full amount that you would have received, or value that you would
have been credited with, had JHVLICO fully met its obligations under your
contract. If a benefit becomes payable under the contract upon the death of an
owner or annuitant, JHFS guarantees the lesser of (a) the amount of your
contract value in any guarantee period on the date of death, increased by any
upward market value adjustment (but not decreased by any negative market value
adjustment) or (b) the total amount that the contract obligates JHVLICO to pay
by reason of such death. If JHVLICO fails to make payment when due of any amount
that is guaranteed by JHFS, you could directly request JHFS to satisfy JHVLICO's
obligation, and JHFS must do so. You would not have to make any other demands on
JHVLICO as a precondition to making a claim against JHFS under the guarantee.

                                       25


                             ADDITIONAL INFORMATION


  This section of the prospectus provides additional information that is not
contained in the Basic Information section on pages 10 through 25.

  CONTENTS OF THIS SECTION                                      STARTING ON PAGE

  Description of JHVLICO. . . . . . . . . . . . . . . . . . .         27

  How to find further information about JHVLICO and JHFS. . .         27

  Who should purchase a contract? . . . . . . . . . . . . . .         28

  How we support the variable investment options. . . . . . .         28

  How we support the guarantee periods. . . . . . . . . . . .         29

  How the guarantee periods work. . . . . . . . . . . . . . .         29

  The accumulation period . . . . . . . . . . . . . . . . . .         30

  The annuity period. . . . . . . . . . . . . . . . . . . . .         31

  Variable investment option valuation procedures . . . . . .         34

  Description of charges at the fund level. . . . . . . . . .         34

  Distributions following death of owner. . . . . . . . . . .         34

  Miscellaneous provisions. . . . . . . . . . . . . . . . . .         35

  Tax information . . . . . . . . . . . . . . . . . . . . . .         35

  Performance information . . . . . . . . . . . . . . . . . .         42

  Reports . . . . . . . . . . . . . . . . . . . . . . . . . .         43

  Voting privileges . . . . . . . . . . . . . . . . . . . . .         43

  Certain changes . . . . . . . . . . . . . . . . . . . . . .         43

  Distribution of contracts . . . . . . . . . . . . . . . . .         44

  Experts . . . . . . . . . . . . . . . . . . . . . . . . . .         44

  Registration statement. . . . . . . . . . . . . . . . . . .         45

  Condensed Financial Information . . . . . . . . . . . . . .         46

  Appendix A - Details About Our Guarantee Periods. . . . . .         50

  Appendix B - Example of Withdrawal Charge Calculation . . .         52

  Appendix C - Examples of Earnings Enhancement Death Benefit
     Calculation. . . . . . . . . . . . . . . . . . . . . . .         54

                                       26


DESCRIPTION OF JHVLICO

  We are JHVLICO, a stock life insurance company chartered in 1979 under
Massachusetts law, with its home office at 197 Clarendon Street, Boston,
Massachusetts 02117. We are authorized to transact a life insurance and annuity
business in all states other than New York and in the District of Columbia.

  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.

  We are a wholly-owned subsidiary of John Hancock Life Insurance Company ("John
Hancock"), 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 became a subsidiary of John Hancock Financial Services, Inc., a
newly formed publicly-traded corporation. In April 2004, John Hancock Financial
Services, Inc. was merged with a subsidiary of Manulife Financial Corporation, a
publicly-traded corporation organized under the laws of Canada. The merger was
effected pursuant to an Agreement and Plan of Merger dated as of September 28,
2003. As a consequence of the merger, John Hancock's ultimate parent is now
Manulife Financial Corporation. John Hancock's home office is at John Hancock
Place, Boston, Massachusetts 02117. As of December 31, 2003, John Hancock's
assets were approximately $96 billion and it had invested approximately $575
million in JHVLICO in connection with JHVLICO's organization and operation. It
is anticipated that John Hancock will from time to time make additional capital
contributions to JHVLICO to enable us to meet our reserve requirements and
expenses in connection with our business. John Hancock is committed to make
additional capital contributions if necessary to ensure that we maintain a
positive net worth.

HOW TO FIND ADDITIONAL INFORMATION ABOUT JHVLICO AND JHFS

  JHFS files numerous documents and reports with the SEC, under a law commonly
known as the "Exchange Act." This includes annual reports on Form 10-K,
quarterly reports on Form 10-Q, other reports on Form 8-K, and proxy statements.
JHVLICO and JHFS also file registration statements and other documents with the
SEC, in addition to any that they file under the Exchange Act.

  You may read and copy all of the above documents, reports and registration
statements at the SEC's public reference room, 450 Fifth Street, N.W.,
Washington, D.C. 20549. You may obtain information about how the public
reference room works by calling 1-800-SEC-0330. Most of JHVLICO's and JHFS'
filings with the SEC are also available to the public at the SEC's "web" site:
http://www.sec.gov. Some of the reports and other documents that we file under
the Exchange Act are deemed to be part of this prospectus, even though they are
not physically included in this prospectus.

  These are the following reports and documents, which we "incorporate by
reference" into this prospectus:

 . Form 10-K of JHFS for the year ended December 31, 2003;

 . Form 8-K of JHFS filed on February 6, 2004 and on February 24, 2004; and

 . All other documents or reports that JHVLICO or JHFS subsequently files with
   the SEC pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act
   (Prior to 2003, JHVLICO also filed reports on Forms 10-K and 10-Q. However,
   as discussed above under "What are the reasons for the additional
   guarantee?", JHVLICO no longer intends to file such reports.

We will provide to you, free of charge, a copy of any or all of the above
documents or reports that are incorporated into this prospectus. To request such
copies, please call or write the John Hancock Annuity Servicing Office using the
phone number or address shown on page 2 of this prospectus.

                                       27


WHO SHOULD PURCHASE A CONTRACT?

  We designed these contracts for individuals doing their own retirement
planning, including purchases under plans and trusts that do not qualify for
special tax treatment under the Internal Revenue Code of 1986 (the "Code"). We
also offer the contracts for purchase under:

 . traditional individual retirement annuity plans ("Traditional IRAs")
   satisfying the requirements of Section 408 of the Code;

 . non-deductible IRA plans ("Roth IRAs") satisfying the requirements of Section
   408A of the Code;

 . SIMPLE IRA plans adopted under Section 408(p) of the Code;

 . Simplified Employee Pension plans ("SEPs") adopted under Section 408(k) of
   the Code; and

 . annuity purchase plans adopted under Section 403(b) of the Code by public
   school systems and certain other tax-exempt organizations.

  We do not currently offer the contracts to every type of tax-qualified plan,
and we may not offer the contracts for all types of tax-qualified plans in the
future. In certain circumstances, we may make the contracts available for
purchase under deferred compensation plans maintained by a state or political
subdivision or tax exempt organization under Section 457 of the Code or by
pension or profit-sharing plans qualified under section 401(a) of the Code. We
provide general federal income tax information for contracts purchased in
connection with tax qualified retirement plans beginning on page 35.

  When a contract forms part of a tax-qualified plan it becomes subject to
special tax law requirements, as well as the terms of the plan documents
themselves, if any. Additional requirements may apply to plans that cover a
"self-employed individual" or an "owner-employee". Also, in some cases, certain
requirements under "ERISA" (the Employee Retirement Income Security Act of 1974)
may apply. Requirements from any of these sources may, in effect, take
precedence over (and in that sense modify) the rights and privileges that an
owner otherwise would have under a contract. Some such requirements may also
apply to certain retirement plans that are not tax-qualified.

  We may include certain requirements from the above sources in endorsements or
riders to the affected contracts. In other cases, we do not. In no event,
however, do we undertake to assure a contract's compliance with all plan, tax
law, and ERISA requirements applicable to a tax-qualified or non tax-qualified
retirement plan. Therefore, if you use or plan to use a contract in connection
with such a plan, you must consult with competent legal and tax advisers to
ensure that you know of (and comply with) all such requirements that apply in
your circumstances.

  To accommodate "employer-related" pension and profit-sharing plans, we provide
"unisex" purchase rates. That means the annuity purchase rates are the same for
males and females. Any questions you have as to whether you are participating in
an "employer-related" pension or profit-sharing plan should be directed to your
employer. Any question you or your employer have about unisex rates may be
directed to the John Hancock Annuity Servicing Office.

HOW WE SUPPORT THE VARIABLE INVESTMENT OPTIONS

  We hold the fund shares that support our variable investment options in John
Hancock Variable Annuity Account JF (the "Account"), a separate account
established by JHVLICO under Massachusetts law. The Account is registered as a
unit investment trust under the Investment Company Act of 1940 ("1940 Act").

  The Account's assets, including the Series Funds' shares, belong to JHVLICO.
Each contract provides that amounts we hold in the Account pursuant to the
contracts cannot be reached by any other persons who may have claims against us.

  All of JHVLICO's general assets also support JHVLICO's obligations under the
contracts, as well as all of its other obligations and liabilities. These
general assets consist of all JHVLICO's assets that are not held in the Account
(or in another separate account) under variable annuity or variable life
insurance contracts that give their owners a preferred claim on those assets.

                                       28


HOW WE SUPPORT THE GUARANTEE PERIODS

  All of JHVLICO's general assets (discussed above) support its obligations
under the guarantee periods (as well as all of its other obligations and
liabilities). To hold the assets that support primarily the guarantee periods,
we have established a "non-unitized" separate account. With a non-unitized
separate account, you have no interest in or preferential claim on any of the
assets held in the account. The investments we purchase with amounts you
allocated to the guarantee periods belong to us; any favorable investment
performance on the assets allocated to the guarantee periods belongs to us.
Instead, you earn interest at the guaranteed interest rate you selected,
provided that you don't surrender, transfer, or withdraw your assets prior to
the end of your selected guarantee period.

HOW THE GUARANTEE PERIODS WORK

  Amounts you allocate to the guarantee periods earn interest at a guaranteed
rate commencing with the date of allocation. At the expiration of the guarantee
period, we will automatically transfer its total value to the Money Market
option under your contract, unless you elect to:

 . withdraw all or a portion of any such amount from the contract,

 . allocate all or a portion of such amount to a new guarantee period or periods
   of the same or different duration as the expiring guarantee period, or

 . allocate all or a portion of such amount to one or more of the variable
   investment options.

  You must notify us of any such election, by mailing a request to us at the
John Hancock Annuity Servicing Office at least 30 days prior to the end of the
expiring guarantee period. We will notify you of the end of the guarantee period
at least 30 days prior to its expiration. The first day of the new guarantee
period or other reallocation will begin the day after the end of the expiring
guarantee period.

  We currently make available guarantee periods with durations of five years.
For contracts issued before September 30, 2002, however, we may permit you to
select different durations.

  If you select any guarantee period that extends beyond your contract's date of
maturity, your maturity date will automatically be changed to the annuitant's
95th birthday (or a later date, if we approve). We reserve the right to add or
delete guarantee periods for new allocations to or from those that are available
at any time.

Guaranteed interest rates

  Each guarantee period has its own guaranteed rate. We may, at our discretion,
change the guaranteed rate for future guarantee periods. These changes will not
affect the guaranteed rates being paid on guarantee periods that have already
commenced. Each time you allocate or transfer money to a guarantee period, a new
guarantee period, with a new interest rate, begins to run with respect to that
amount. The amount allocated or transferred earns a guaranteed rate that will
continue unchanged until the end of that period.

        -----------------------------------------------------------
          We make the final determination of guaranteed rates and
          guarantee periods to be declared. We cannot predict or
          assure the level of any future guaranteed rates or the
          availability of any future guarantee periods.
        -----------------------------------------------------------

   You may obtain information concerning the guaranteed rates applicable to the
various guarantee periods, and the durations of the guarantee periods offered at
any time, by calling the John Hancock Annuity Servicing Office at the telephone
number shown on page 2.

Calculation of market value adjustment ("MVA")

   If you withdraw, surrender, transfer, or otherwise remove money from a
guarantee period prior to its expiration date, we will apply a market value
adjustment. A market value adjustment also generally applies to:

                                       29


 . death benefits pursuant to your contract,

 . amounts you apply to an annuity option, and

 . amounts paid in a single sum in lieu of an annuity.

  The market value adjustment increases or decreases your remaining value in the
guarantee period. If the value in that guarantee period is insufficient to pay
any negative MVA, we will deduct any excess from the value in your other
investment options pro-rata based on the value in each. If there is insufficient
value in your other investment options, we will in no event pay out more than
the surrender value of the contract.

   Here is how the MVA works:

    ------------------------------------------------------------------
      We compare:

          . the guaranteed rate of the guarantee period from which the
            assets are being taken WITH

          . the guaranteed rate we are currently offering for
            guarantee periods of the same duration as remains on the
            guarantee period from which the assets are being taken.

     If the first rate exceeds the second by more than 1/2%, the
     market value adjustment produces an increase in your contract's
     value.

     If the first rate does not exceed the second by at least 1/2%,
     the market value adjustment produces a decrease in your
     contract's value.
    ------------------------------------------------------------------

  For this purpose, we consider that the amount withdrawn from the guarantee
period includes the amount of any negative MVA and is reduced by the amount of
any positive MVA.

  The mathematical formula and sample calculations for the market value
adjustment appear in Appendix A.

THE ACCUMULATION PERIOD

Your value in our variable investment options

  Each premium payment or transfer that you allocate to a variable investment
option purchases "accumulation units" of that variable investment option.
Similarly, each withdrawal or transfer that you take from a variable investment
option (as well as certain charges that may be allocated to that option) result
in a cancellation of such accumulation units.

Valuation of accumulation units

  To determine the number of accumulation units that a specific transaction will
purchase or cancel, we use the following formula:

           -------------------------------------------------
             dollar amount of transaction
                            DIVIDED BY
             value of one accumulation unit for the
             applicable variable investment option at the
             time of such transaction
           -------------------------------------------------

                                       30


  The value of each accumulation unit will change daily depending upon the
investment performance of the fund that corresponds to that variable investment
option and certain charges we deduct from such investment option. (See below
under "Variable investment option valuation procedures.")

  Therefore, at any time prior to the date of maturity, the total value of your
contract in a variable investment option can be computed according to the
following formula:

           -------------------------------------------------
             number of accumulation units in the variable
             investment options
                              TIMES
             value of one accumulation unit for the
             applicable variable investment option at that
             time
           -------------------------------------------------

Your value in the guarantee periods

  On any date, the total value of your contract in a guarantee period equals:

 . the amount of premium payments or transferred amounts allocated to the
   guarantee period, MINUS

 . the amount of any withdrawals or transfers paid out of the guarantee period,
   MINUS

 . the amount of any negative market value adjustments resulting from such
   withdrawals or transfers, PLUS

 . the amount of any positive market value adjustments resulting from such
   withdrawals and transfers, MINUS

 . the amount of any charges and fees deducted from that guarantee period, PLUS

 . interest compounded daily on any amounts in the guarantee period from time to
   time at the effective annual rate of interest we have declared for that
   guarantee period.

THE ANNUITY PERIOD

  Annuity payments are made to the annuitant, if still living. If more than one
annuitant is living at the date of maturity, the payments are made to the
younger of them.

Date of maturity

  Your contract specifies the date of maturity, when payments from one of our
annuity options are scheduled to begin. You initially choose a date of maturity
when you complete your application for a contract.

  Unless we otherwise permit, the date of maturity must be:

 . at least 6 months after the date the first premium payment is applied to your
   contract, and

 . no later than the maximum age specified in your contract (normally age 95).

  Subject always to these requirements, you may subsequently change the date of
maturity. The John Hancock Annuity Servicing Office must receive your new
selection at least 31 days prior to the new date of maturity, however. Also, if
you are selecting or changing your date of maturity for a contract issued under
a tax qualified plan, special limits apply. (See "Contracts purchased for a tax
qualified plan," beginning on page 37.)

Choosing fixed or variable annuity payments

  During the annuity period, the total value of your contract must be allocated
to no more than four investment options. During the annuity period, we do not
offer the guarantee periods. Instead, we offer annuity payments on a fixed basis
as one investment option, and annuity payments on a variable basis for EACH
variable investment option.

  We will generally apply (1) amounts allocated to the guarantee periods as of
the date of maturity to provide annuity payments on a fixed basis and (2)
amounts allocated to variable investment options to provide annuity payments on
a variable

                                       31


basis. If you are using more than four investment options on the date of
maturity, we will divide your contract's value among the four investment options
with the largest values (considering all guarantee periods as a single option),
pro-rata based on the amount of the total value of your contract that you have
in each.

  We will make a market value adjustment to any remaining guarantee period
amounts on the date of maturity, before we apply such amounts to an annuity
payment option. We will also deduct any premium tax charge.

  Once annuity payments commence, you may not make transfers from fixed to
variable or from variable to fixed.

Selecting an annuity option

  Each contract provides, at the time of its issuance, for annuity payments to
commence on the date of maturity pursuant to Option A: "life annuity with 10
years guaranteed" (discussed under "Annuity options" on page 33).

  Prior to the date of maturity, you may select a different annuity option.
However, if the total value of your contract on the date of maturity is not at
least $5,000, Option A: "life annuity with 10 years guaranteed" will apply,
regardless of any other election that you have made. You may not change the form
of annuity option once payments commence.

  If the initial monthly payment under an annuity option would be less than $50,
we may make a single sum payment equal to the total surrender value of your
contract on the date the initial payment would be payable. Such single payment
would replace all other benefits.

  Subject to that $50 minimum limitation, your beneficiary may elect an annuity
option if:

 . you have not made an election prior to the annuitant's death;

 . the beneficiary is entitled to payment of a death benefit of at least $5,000
   in a single sum; and

 . the beneficiary notifies us of the election prior to the date the proceeds
   become payable.

Variable monthly annuity payments

  We determine the amount of the first variable monthly payment under any
variable investment option by using the applicable annuity purchase rate for the
annuity option under which the payment will be made. The contract sets forth
these annuity purchase rates. In most cases they vary by the age and gender of
the annuitant or other payee.

  The amount of each subsequent variable annuity payment under that variable
investment option depends upon the investment performance of that variable
investment option. Here's how it works:

 . we calculate the actual net investment return of the variable investment
   option (after deducting all charges) during the period between the dates for
   determining the current and immediately previous monthly payments.

 . if that actual net investment return exceeds the "assumed investment rate"
   (explained below), the current monthly payment will be larger than the
   previous one.

 . if the actual net investment return is less than the assumed investment rate,
   the current monthly payment will be smaller than the previous one.

 Assumed investment rate

  The assumed investment rate for any variable portion of your annuity payments
will be 3 1/2% per year, except as follows.

  You may elect an assumed investment rate of 5% or 6%, provided such a rate is
available in your state. If you elect a higher assumed investment rate, your
initial variable annuity payment will also be higher. Eventually, however, the
monthly variable annuity payments may be smaller than if you had elected a lower
assumed investment rate.

Fixed monthly annuity payments

  The dollar amount of each fixed monthly annuity payment is specified during
the entire period of annuity payments, according to the provisions of the
annuity option selected. To determine such dollar amount we first, in accordance
with the

                                       32


procedures described above, calculate the amount to be applied to the fixed
annuity option as of the date of maturity. We then divide the difference by
$1,000 and multiply the result by the greater of:

 . the applicable fixed annuity purchase rate shown in the appropriate table in
   the contract; or

 . the rate we currently offer at the time of annuitization. (This current rate
   may be based on the sex of the annuitant, unless prohibited by law.)

Annuity options

  Here are some of the annuity options that are available, subject to the terms
and conditions described above. We reserve the right to make available optional
methods of payment in addition to those annuity options listed here and in your
contract.

OPTION A: LIFE ANNUITY WITH PAYMENTS FOR A GUARANTEED PERIOD - We will make
monthly payments for a guaranteed period of 5, 10, or 20 years, as selected by
you or your beneficiary, and after such period for as long as the payee lives.
If the payee dies prior to the end of such guaranteed period, we will continue
payments for the remainder of the guarantee period to a contingent payee,
subject to the terms of any supplemental agreement issued.

  Federal income tax requirements currently applicable to contracts used with
H.R. 10 plans and individual retirement annuities provide that the period of
years guaranteed under Option A cannot be any greater than the joint life
expectancies of the payee and his or her designated beneficiary.

  OPTION B: LIFE ANNUITY WITHOUT FURTHER PAYMENT ON DEATH OF PAYEE - We will
make monthly payments to the payee as long as he or she lives. We guarantee no
minimum number of payments.

OPTION C: JOINT AND LAST SURVIVOR - We will provide payments monthly, quarterly,
semiannually, or annually, for the payee's life and the life of the payee's
spouse/joint payee. Upon the death of one payee, we will continue payments to
the surviving payee. All payments stop at the death of the surviving payee.

OPTION D: JOINT AND 1/2 SURVIVOR; OR JOINT AND 2/3 SURVIVOR - We will provide
payments monthly, quarterly, semiannually, and annually for the payee's life and
the life of the payee's spouse/joint payee. Upon the death of one payee, we will
continue payments (reduced to 1/2 or 2/3 the full payment amount) to the
surviving payee. All payments stop at the death of the surviving payee.

OPTION E: LIFE INCOME WITH CASH REFUND - We will provide payments monthly,
quarterly, semiannually, or annually for the payee's life. Upon the payee's
death, we will provide a contingent payee with a lump-sum payment, if the total
payments to the payee were less than the accumulated value at the time of
annuitization. The lump-sum payment, if any, will be for the balance.

OPTION F: INCOME FOR A FIXED PERIOD - We will provide payments monthly,
quarterly, semiannually, or annually for a pre-determined period of time to a
maximum of 30 years. If the payee dies before the end of the fixed period,
payments will continue to a contingent payee until the end of the period.

OPTION G: INCOME OF A SPECIFIC AMOUNT - We will provide payments for a specific
amount. Payments will stop only when the amount applied and earnings have been
completely paid out. If the payee dies before receiving all the payments, we
will continue payments to a contingent payee until the end of the contract.

  With Options A, B, C, and D, we offer both fixed and/or variable annuity
payments. With Options E, F, and G, we offer only fixed annuity payments.
Payments under Options F and G must continue for 10 years, unless your contract
has been in force for 5 years or more.

  If the payee is more than 85 years old on the date of maturity, the following
two options are not available without our consent:

 . Option A: "life annuity with 5 years guaranteed" and

 . Option B: "life annuity without further payment on the death of payee."

                                       33


VARIABLE INVESTMENT OPTION VALUATION PROCEDURES

  We compute the net investment return and accumulation unit values for each
variable investment option as of the end of each business day. On any date other
than a business day, the accumulation unit value or annuity unit value will be
the same as the value at the close of the next following business day.

DESCRIPTION OF CHARGES AT THE FUND LEVEL

  The funds must pay investment management fees and other operating expenses.
These fees and expenses, as shown in the fund expense table in the Fee Tables,
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 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 shown in the table.

  The figures for the funds shown in the fund expense table are based on
historical fund expenses, as a percentage (rounded to two decimal places) of
each fund's average daily net assets for 2003, except as indicated in the
footnotes appearing at the end of the table. Expenses of the funds are not fixed
or specified under the terms of the contract, and those expenses may vary from
year to year.

DISTRIBUTIONS FOLLOWING DEATH OF OWNER

  If you did not purchase your contract under a tax qualified plan (as that term
is used below), the Code requires that the following distribution provisions
apply if you die. We summarize these provisions and the effect of spousal
continuation of the contract in the following box:

--------------------------------------------------------------------------------
 IF DEATH BENEFITS ARE PAYABLE UPON YOUR DEATH BEFORE ANNUITY PAYMENTS HAVE
 BEGUN:

 . if the contract's designated beneficiary is your surviving spouse, your
   spouse may elect to continue the contract in force as the owner. In that
   case:

   (1) we will not pay a death benefit, but the total value of your contract
       will equal the death benefit that would have been payable under your
       contract (including amounts payable under any optional death benefit
       riders). Any additional amount that we credit to your contract will be
       allocated to the investment options in the same ratio as the investment
       allocations held at the time of death and will not be subject to any
       future surrender or withdrawal charges; and

   (2) your spouse may elect to add or continue any optional death benefit
       riders under his or her name, subject to our then current underwriting
       standards and the deduction of rider charges at our then current rates.
       For purposes of calculating the amount of your spouse's Death Benefit,
       we will treat the total value of your contract (including any step-up in
       value) as the initial premium and the date the rider is added or
       continued as the rider's date of issue.

 . if the beneficiary is not your surviving spouse OR if the beneficiary is your
   surviving spouse but chooses not to continue the contract, the "entire
   interest" (as discussed below) in the contract on the date of your death must
   be:

   (1) paid out in full within five years of your death or

   (2) applied in full towards the purchase of a life annuity on the beneficiary
       with payments commencing within one year of your death.

 . the "entire interest" in the contract on the date of your death equals the
   standard death benefit (or any enhanced death benefit) and, if an earnings
   enhancement benefit rider is then in force, any earnings enhancement death
   benefit amount, that may then be payable.
--------------------------------------------------------------------------------

                                       34


--------------------------------------------------------------------------------
 IF YOU DIE ON OR AFTER ANNUITY PAYMENTS HAVE BEGUN:

 . any remaining amount that we owe must be paid out at least as rapidly as
   under the method of making annuity payments that is then in use.
-------------------------------------------------------------------------------

  The Code imposes very similar distribution requirements on contracts used to
fund tax qualified plans. We provide the required provisions for tax qualified
plans in separate disclosures and endorsements.

  Notice of the death of an owner or annuitant should be furnished promptly to
the John Hancock Annuity Servicing Office.

MISCELLANEOUS PROVISIONS

Assignment; change of owner or beneficiary

  To qualify for favorable tax treatment, certain contracts can't be sold;
assigned; discounted; or pledged as collateral for a loan, as security for the
performance of an obligation, or for any other purpose, unless the owner is a
trustee under section 401(a) of the Internal Revenue Code.

  Subject to these limits, while the annuitant is alive, you may designate
someone else as the owner by written notice to the John Hancock Annuity
Servicing Office. You choose the beneficiary in the application for the
contract. You may change the beneficiary by written notice no later than receipt
of due proof of the death of the annuitant. Changes of owner or beneficiary will
take effect when we receive them, whether or not you or the annuitant is then
alive. However, these changes are subject to:

 . the rights of any assignees of record and

 . certain other conditions referenced in the contract.

  An assignment, pledge, or other transfer may be a taxable event. See "Tax
information" below. Therefore, you should consult a competent tax adviser before
taking any such action.

TAX INFORMATION

Our income taxes

  We are taxed as a life insurance company under the Internal Revenue Code (the
"Code"). The Account is taxed as part of our operations and is not taxed
separately.

  The contracts permit us to deduct a charge for any taxes we incur that are
attributable to the operation or existence of the contracts or the Account.
Currently, we do not anticipate making a charge for such taxes. If the level of
the current taxes increases, however, or is expected to increase in the future,
we reserve the right to make a charge in the future.

Special Considerations for Optional Benefit Riders

  If you have elected an optional death benefit rider, it is our understanding
that the charges relating to these riders are not subject to current taxation.
The Internal Revenue Service ("IRS") might take the position, however, that each
charge associated with this rider is deemed a partial withdrawal from the
contract subject to current income tax to the extent of any gains and, if
applicable, the 10% penalty tax for premature distributions from annuities. We
understand that you are not prevented from adding any of our optional death
benefit riders to your contract if it is issued as an IRA. However, the law is
unclear because IRAs generally may not invest in "life insurance contracts."
Therefore, it is possible that a contract may be disqualified as an IRA if it
has an optional death benefit rider added to it. If so, you may be subject to
increased taxes.

  At present, the IRS has not provided guidance as to the tax effect of adding
an optional Accumulated Value Enhancement rider or the optional waiver of
withdrawal charge rider to an annuity contract. The IRS might take the position
that each charge associated with this rider is deemed a withdrawal from the
contract subject to current income tax to the extent of any gains and,

                                       35


if applicable, the 10% penalty tax for premature withdrawals. We do not
currently report rider charges as partial withdrawals, but we may do so in the
future if we believe that the IRS would require us to report them as such.  You
should consult a competent tax adviser before electing any of these optional
benefit riders.

Contracts not purchased to fund a tax qualified plan

 Undistributed gains

  We believe the contracts will be considered annuity contracts under Section 72
of the Code. This means that, ordinarily, you pay no federal income tax on any
gains in your contract until we actually distribute assets to you. However, a
contract owned other than by a natural person (e.g., corporations, partnerships,
limited liability companies and other such entities) does not generally qualify
as an annuity for tax purposes. Any increase in value therefore would constitute
ordinary taxable income to such an owner in the year earned.

 Annuity payments

  When we make payments under a contract in the form of an annuity, each payment
will result in taxable ordinary income to you, to the extent that each such
payment exceeds an allocable portion of your "investment in the contract" (as
defined in the Code). In general, your "investment in the contract" equals the
aggregate amount of premium payments you have made over the life of the
contract, reduced by any amounts previously distributed from the contract that
were not subject to tax.

  The Code prescribes the allocable portion of each such annuity payment to be
excluded from income according to one formula if the payments are variable and a
somewhat different formula if the payments are fixed. In each case, speaking
generally, the formula seeks to allocate an appropriate amount of the investment
in the contract to each payment. After the entire "investment in the contract"
has been distributed, any remaining payment is fully taxable.

 Surrenders, withdrawals and death benefits

  When we make a single sum payment from a contract, you have ordinary taxable
income, to the extent the payment exceeds your "investment in the contract"
(discussed above). Such a single sum payment can occur, for example, if you
surrender your contract before the date of maturity or if no annuity payment
option is selected for a death benefit payment.

  When you take a partial withdrawal from a contract before the date of
maturity, including a payment under a systematic withdrawal plan, all or part of
the payment may constitute taxable ordinary income to you. If, on the date of
withdrawal, the total value of your contract exceeds the investment in the
contract, the excess will be considered "gain" and the withdrawal will be
taxable as ordinary income up to the amount of such "gain." Taxable withdrawals
may also be subject to the special penalty tax for premature withdrawals as
explained below. When only the investment in the contract remains, any
subsequent withdrawal made before the date of maturity will be a tax-free return
of investment. If you assign or pledge any part of your contract's value, the
value so pledged or assigned is taxed the same way as if it were a partial
withdrawal.

  For purposes of determining the amount of taxable income resulting from a
single sum payment or a partial withdrawal, all annuity contracts issued by John
Hancock or its affiliates to the owner within the same calendar year will be
treated as if they were a single contract.

  All or part of any death benefit proceeds may constitute a taxable payout of
earnings. A death benefit payment generally results in taxable ordinary income
to the extent such payment exceeds your "investment in the contract."

  Under the Code, an annuity must provide for certain required distributions.
For example, if the owner dies on or after the maturity date, and before the
entire annuity value has been paid, the remaining value must be distributed at
least as rapidly as under the method of distribution being used at the date of
the owner's death. We discuss other distribution requirements in the preceding
section entitled "Distribution following death of owner."

                                       36


 Penalty for premature withdrawals

  The taxable portion of any withdrawal, single sum payment and certain death
benefit payments may also trigger an additional 10% penalty tax. The penalty tax
does not apply to payments made to you after age 59 1/2, or on account of your
death or disability. Nor will it apply to withdrawals in substantially equal
periodic payments over the life of the payee (or over the joint lives of the
payee and the payee's beneficiary).

 Puerto Rico annuity contracts not purchased to fund a tax qualified plan

  Under the Puerto Rico tax laws, distributions from a contract not purchased to
fund a tax qualified plan ("Non-Qualified Contract") before annuitization are
treated as non-taxable return of principal until the principal is fully
recovered. Thereafter, all distributions are fully taxable. Distributions after
annuitization are treated as part taxable income and part non-taxable return of
principal. The amount excluded from gross income after annuitization is equal to
the amount of the distribution in excess of 3% of the total purchase payments
paid, until an amount equal to the total purchase payments paid has been
excluded. Thereafter, the entire distribution from a Non-Qualified Contract is
included in gross income. Puerto Rico does not currently impose an early
withdrawal penalty tax. Generally, Puerto Rico does not require income tax to be
withheld from distributions of income.

Diversification requirements

  Each of the funds of the Series Funds intends to qualify as a regulated
investment company under Subchapter M of the Code and meet the investment
diversification tests of Section 817(h) of the Code and the underlying
regulations. Failure to do so could result in current taxation to you on gains
in your contract for the year in which such failure occurred and thereafter.

  The Treasury Department or the Internal Revenue Service may, at some future
time, issue a ruling or regulation presenting situations in which it will deem
contract owners to exercise "investor control" over the fund shares that are
attributable to their contracts. The Treasury Department has said informally
that this could limit the number or frequency of transfers among variable
investment options. This could cause you to be taxed as if you were the direct
owner of your allocable portion of fund shares. We reserve the right to amend
the contracts or the choice of investment options to avoid, if possible, current
taxation to the owners.

Contracts purchased for a tax qualified plan

  We have no responsibility for determining whether a particular retirement plan
or a particular contribution to the plan satisfies the applicable requirements
of the Code, or whether a particular employee is eligible for inclusion under a
plan. In general, the Code imposes limitations on the amount of annual
compensation that can be contributed into a tax-qualified plan, and contains
rules to limit the amount you can contribute to all of your tax-qualified plans.
Trustees and administrators of tax qualified plans may, however, generally
invest and reinvest existing plan assets without regard to such Code imposed
limitations on contributions. Certain distributions from tax qualified plans may
be transferred directly to another plan, unless funds are added from other
sources, without regard to such limitations.

  The Code generally requires tax-qualified plans (other than Roth IRAs) to
begin making annual distributions of at least a minimum amount each year after a
specified point. For example, minimum distributions to an employee under an
employer's pension and profit sharing plan qualified under Section 401(a) of the
Code must begin no later than April 1 of the year following the year in which
the employee reaches age 70 1/2 or, if later, retires. On the other hand,
distributions from a traditional IRA, SIMPLE IRA or SEP IRA must begin no later
than April 1 of the year following the year in which the contract owner attains
age 70 1/2. The minimum amount of a distribution and the time when distributions
start will vary by plan.

 Tax-free rollovers

  For tax years beginning in 2002, if permitted under your plans, you may make a
tax-free rollover from:

 . a traditional IRA to another traditional IRA,

 . a traditional IRA to another tax-qualified plan, including a Section 403(b)
   plan

                                       37


 . any tax-qualified plan (other than a Section 457 deferred compensation plan
   maintained by a tax-exempt organization) to a traditional IRA,

 . any tax-qualified plan (other than a Section 457 deferred compensation plan
   maintained by a tax exempt organization) to another tax-qualified plan,
   including a roll-over of amounts from your prior plan derived from your
   "after-tax" contributions from "involuntary" distributions,

 . a Section 457 deferred compensation plan maintained by a tax-exempt
   organization to another Section 457 deferred compensation plan maintained by
   a tax-exempt organization and

 . a traditional IRA to a Roth IRA, subject to special restrictions discussed
   below.

  In addition, if your spouse survives you, he or she is permitted to rollover
your tax-qualified retirement account to another tax-qualified retirement
account in which your surviving spouse participates, to the extent permitted by
your surviving spouse' plan.

 Traditional IRAs

  Annual contribution limit. A traditional individual retirement annuity (as
defined in Section 408 of the Code) generally permits an eligible purchaser to
make annual contributions which cannot exceed the lesser of:

 . 100% of compensation includable in your gross income, or

 . the IRA annual limit for that tax year.  For tax years beginning in 2002,
   2003 and 2004, the annual limit is $3,000 per year. For tax years beginning
   in 2005, 2006 and 2007, the annual limit is $4,000 per year and, for the tax
   year beginning in 2008, the annual limit is $5,000.  After that, the annual
   limit is indexed for inflation in $500 increments as provided in the Code.

  Catch-Up Contributions. An IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.

  Spousal IRA. You may also purchase an IRA contract for the benefit of your
spouse (regardless of whether your spouse has a paying job). You can generally
contribute up to the annual limit for each of you and your spouse (or, if less,
your combined compensation).

  Deductibility of contributions. You may be entitled to a full deduction, a
partial deduction or no deduction for your traditional IRA contribution on your
federal income tax return.

  The amount of your deduction is based on the following factors:

 . whether you or your spouse is an active participant in an employer sponsored
   retirement plan,

 . your federal income tax filing status, and

 . your "Modified Adjusted Gross Income."

  Your traditional IRA deduction is subject to phase out limits, based on your
Modified Adjusted Gross Income, which are applicable according to your filing
status and whether you or your spouse are active participants in an employer
sponsored retirement plan. You can still contribute to a traditional IRA even if
your contributions are not deductible.

  Distributions. In general, all amounts paid out from a traditional IRA
contract (in the form of an annuity, a single sum, death benefits or partial
withdrawal), are taxable to the payee as ordinary income. As in the case of a
contract not purchased under a tax-qualified plan, you may incur additional
adverse tax consequences if you make a surrender or withdrawal before you reach
age 59 1/2 (unless certain exceptions apply as specified in Code section 72(t)).
If you have made any non-deductible contributions to an IRA contract, all or
part of any withdrawal or surrender proceeds, single sum death benefit or
annuity payment, may be excluded from your taxable income when you receive the
proceeds.

  The tax law requires that annuity payments under a traditional IRA contract
begin no later than April 1 of the year following the year in which the owner
attains age 70 1/2.

                                       38


 Roth IRAs

  Annual contribution limit. A Roth IRA is a type of non-deductible IRA. In
general, you may make purchase payments of up to the IRA annual limit ($3,000
per year for tax years beginning in 2002, 2003 and 2004; $4,000 per year for tax
years beginning in 2005, 2006 and 2007, and $5,000 for the tax year beginning in
2008). After that, the annual limit is indexed for inflation in $500 increments
as provided in the Code.

  The IRA annual limit for contributions to a Roth IRA phases out (i.e., is
reduced) for single taxpayers with adjusted gross incomes between $95,000 and
$110,000, for married taxpayers filing jointly with adjusted gross incomes
between $150,000 and $160,000, and for a married taxpayer filing separately with
adjusted gross income between $0 and $10,000.

  Catch-Up Contributions. A Roth IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.

  Spousal IRA. You may also purchase a Roth IRA contract for the benefit of your
spouse (regardless of whether your spouse has a paying job). You can generally
contribute up to the annual limit for each of you and your spouse (or, if less,
your combined compensation), subject to the phase-out rules discussed above.

  Distributions. If you hold your Roth IRA for at least five years the payee
will not owe any federal income taxes or early withdrawal penalties on amounts
paid out from the contract:

 . after you reach age 59 1/2,

 . on your death or disability, or

 . to qualified first-time home buyers (not to exceed a lifetime limitation of
   $10,000) as specified in the Code.

  The Code treats payments you receive from Roth IRAs that do not qualify for
the above tax free treatment first as a tax-free return of the contributions you
made. However, any amount of such non-qualifying payments or distributions that
exceed the amount of your contributions is taxable to you as ordinary income and
possibly subject to the 10% penalty tax (unless certain exceptions apply as
specified in Code section 72(t).

  Conversion to a Roth IRA. You can convert a traditional IRA to a Roth IRA,
unless

 . you have adjusted gross income over $100,000, or

 . you are a married taxpayer filing a separate return.

The Roth IRA annual contribution limit does not apply to converted amounts.

  You must, however, pay tax on any portion of the converted amount that would
have been taxed if you had not converted to a Roth IRA. No similar limitations
apply to rollovers from one Roth IRA to another Roth IRA.

 SIMPLE IRA plans

  In general, a small business employer may establish a SIMPLE IRA retirement
plan if the employer employed 100 or fewer employees earning at least $5,000
during the preceding year. As an eligible employee of the business, you may make
pre-tax contributions to the SIMPLE IRA plan. You may specify the percentage of
compensation that you want to contribute under a qualified salary reduction
arrangement, provided the amount does not exceed the SIMPLE IRA annual
contribution limit. The SIMPLE IRA annual limit is $7,000 for tax years
beginning in 2002, $8,000 for 2003, $9,000 for 2004, and $10,000 for 2005. After
that, the annual limit is indexed for inflation in $500 increments as provided
in the Code. Your employer must elect to make a matching contribution of up to
3% of your compensation or a non-elective contribution equal to 2% of your
compensation.

  Catch-Up Contributions. A SIMPLE IRA holder age 50 or older may increase
contributions of compensation by an amount up to $500 for tax years beginning in
2002, $1,000 for 2003, $1,500 for 2004, $2,000 for 2005 and $2,500 for 2006.
After that, for tax years beginning in 2007, the SIMPLE IRA catch-up
contribution limit is indexed annually for inflation in $500 increments as
provided in the Code.

                                       39


  Distributions. The requirements for minimum distributions from a SIMPLE IRA
retirement plan, and rules on taxation of distributions from a SIMPLE retirement
plan, are generally the same as those discussed above for distributions from a
traditional IRA.

 Simplified Employee Pension plans (SEPs)

  SEPs are employer sponsored plans that may accept an expanded rate of
contributions from one or more employers. Employer contributions are flexible,
subject to certain limits under the Code, and are made entirely by the business
owner directly to a SEP-IRA owned by the employee. Contributions are
tax-deductible by the business owner and are not includable in income by
employees until withdrawn. The maximum deductible amount that may be contributed
to a SEP is 25% of compensation, up to the SEP compensation limit specified in
the Code for the year ($200,000 for the year 2002) with a cap of $40,000.

  Distributions. The requirements for minimum distributions from a SEP-IRA, and
rules on taxation of distributions from a SEP-IRA, are generally the same as
those discussed above for distributions from a traditional IRA.

 Section 403(b) plans

  Under these tax-sheltered annuity arrangements, public school systems and
certain tax-exempt organizations can make premium payments into "403(b)
contracts" owned by their employees that are not taxable currently to the
employee.

  Annual Contribution Limit. In general, the amount of the non-taxable
contributions made for a 403(b) contract each year may not, together with all
other deferrals the employee elects under other tax-qualified plans, exceed an
annual "elective deferral limit" (see "Elective Deferral Limits," below). The
annual contribution limit is subject to certain other limits described in
Section 415 of the Code and the regulations thereunder. Special rules apply for
certain organizations that permit participants to increase their elective
deferrals.

  Catch-Up Contributions. A Section 403(b) plan participant age 50 or older may
increase contributions to a 403(b) plan by an amount that, together with all
other catch-up contributions made to other tax-qualified plans, does not exceed
an annual "elective catch-up limit." (See "Elective Catch-Up Limits," below.)

  Distributions. When we make payments from a 403(b) contract on surrender of
the contract, partial withdrawal, death of the annuitant, or commencement of an
annuity option, the payee ordinarily must treat the entire payment as ordinary
taxable income. Moreover, the Code prohibits distributions from a 403(b)
contract before the employee reaches age 59 1/2, except:

 . on the employee's separation from service, death, or disability,

 . with respect to distributions of assets held under a 403(b) contract as of
   December 31, 1988, and

 . transfers and exchanges to other products that qualify under Section 403(b).

  Minimum distributions under a 403(b) contract must begin no later than April 1
of the year following the year in which the employee reaches age 70 1/2 or, if
later, retires.

 Pension and profit sharing plans qualified under Section 401(a)

  In general, an employer may deduct from its taxable income premium payments it
makes under a qualified pension or profit-sharing plan described in Section
401(a) of the Code. Employees participating in the plan generally do not have to
pay tax on such contributions when made. Special requirements apply if a 401(a)
plan covers an employee classified under the Code as a "self-employed
individual" or as an "owner-employee."

  Annuity payments (or other payments, such as upon withdrawal, death or
surrender) generally constitute taxable income to the payee; and the payee must
pay income tax on the amount by which a payment exceeds its allocable share of
the employee's "investment in the contract" (as defined in the Code), if any. In
general, an employee's "investment in the contract" equals the aggregate amount
of premium payments made by the employee.

  The non-taxable portion of each annuity payment is determined, under the Code,
according to one formula if the payments are variable and a somewhat different
formula if the payments are fixed. In each case, speaking generally, the formula
seeks to

                                       40


allocate an appropriate amount of the investment in the contract to each
payment. Favorable procedures may also be available to taxpayers who had
attained age 50 prior to January 1, 1986.

  Minimum distributions to the employee under an employer's pension and profit
sharing plan qualified under Section 401(a) of the Code must begin no later than
April 1 of the year following the year in which the employee (except an employee
who is a "5-percent owner" as defined in Code section 416) reaches age 70 1/2
or, if later, retires.

 "Top-heavy" plans

  Certain plans may fall within the definition of "top-heavy plans" under
Section 416 of the Code. This can happen if the plan holds a significant amount
of its assets for the benefit of "key employees" (as defined in the Code). You
should consider whether your plan meets the definition. If so, you should take
care to consider the special limitations applicable to top-heavy plans and the
potentially adverse tax consequences to key employees.

 Section 457 deferred compensation plans

  Under the provisions of Section 457 of the Code, you can exclude a portion of
your compensation from gross income if you participate in a deferred
compensation plan maintained by:

 . a state,

 . a political subdivision of a state,

 . an agency or instrumentality or a state or political subdivision of a state,
   or

 . a tax-exempt organization.

  As a "participant" in such a deferred compensation plan, any amounts you
exclude (and any income on such amounts) will be includible in gross income only
for the taxable year in which such amounts are paid or otherwise made available
to the annuitant or other payee.

  The deferred compensation plan must satisfy several conditions, including the
following:

 . the plan must not permit distributions prior to your separation from service
   (except in the case of an unforeseen emergency), and

 . all compensation deferred under the plan shall remain solely the employer's
   property and may be subject to the claims of its creditors.

  Annual contribution limit. The amount of the non-taxable contributions made
for a Section 457 plan each year may not, together with all other deferrals the
employee elects under other tax-qualified plans, exceed an annual "elective
deferral limit," and is subject to certain other limits described in Section
402(g) of the Code. (See "Elective Deferral Limits," below.)

  Catch-Up Contributions. A 457 plan participant age 50 or older may increase
contributions to a 457 plan by an amount that, together with all other catch-up
contributions made to other tax-qualified plans, does not exceed an annual
"elective catch-up limit." (See "Elective Catch-Up Limits," below.)

  Distributions. When we make payments under your contract in the form of an
annuity, or in a single sum such as on surrender, withdrawal or death of the
annuitant, the payment is taxed as ordinary income. Minimum distributions under
a Section 457 plan must begin no later than April 1 of the year following the
year in which the employee reaches age 70 1/2 or, if later, retires.

 Elective Deferral Limits

  A participant in a Section 403(b) plan, a Section 457 Plan or in certain other
types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" may elect annually to defer current
compensation so that it can be contributed to the applicable plan or plans. The
annual elective deferral limit is $11,000 for tax years beginning in 2002,
$12,000 for 2003, $13,000 for 2004, $14,000 for 2005 and $15,000 for 2006. After
that, for the tax years beginning in 2007, 2008 and 2009, the annual elective
deferral limit is indexed for inflation in $500 increments as provided in the
Code.

                                       41


 Elective Catch-up Limits

  A participant in a Section 403(b) plan, a Section 457 Plan or in certain other
types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" who is age 50 or older may increase
contributions by an amount up to $1,000 for tax years beginning in 2002, $2,000
for 2003, $3,000 for 2004, $4,000 for 2005 and $5,000 for 2006. After that, for
the tax years beginning in 2007, the elective catch-up contribution limit is
indexed for inflation in $500 increments as provided in the Code.

 Withholding on rollover distributions

  The tax law requires us to withhold 20% from certain distributions from tax
qualified plans. We do not have to make the withholding, however, if you
rollover your entire distribution to another plan and you request us to pay it
directly to the successor plan. Otherwise, the 20% mandatory withholding will
reduce the amount you can rollover to the new plan, unless you add funds to the
rollover from other sources. Consult a qualified tax adviser before making such
a distribution.

 Puerto Rico annuity contracts purchased to fund a tax-qualified plan

  The provisions of the tax laws of Puerto Rico vary significantly from those
under the Internal Revenue Code of the United States with respect to the various
"tax qualified" plans described above. Although we may offer variable annuity
contracts in Puerto Rico in connection with "tax qualified" plans, the text of
the prospectus under the subsection "Contracts purchased for a tax qualified
plan" is inapplicable in Puerto Rico and should be disregarded.

See your own tax adviser

  The above description of Federal income tax consequences to owners of and
payees under contracts, and of the different kinds of tax qualified plans which
may be funded by the contracts, is only a brief summary and is not intended as
tax advice. It does not include a discussion of federal estate tax and gift tax
or state tax consequences. The rules under the Code governing tax qualified
plans are extremely complex and often difficult to understand. Changes to the
tax laws may be enforced retroactively. Anything less than full compliance with
the applicable rules, all of which are subject to change from time to time, can
have adverse tax consequences. The taxation of an annuitant or other payee has
become so complex and confusing that great care must be taken to avoid pitfalls.
For further information you should consult a qualified tax adviser.

PERFORMANCE INFORMATION

  We may advertise total return information about investments made in the
variable investment options. We refer to this information as "Account level"
performance. In our Account level advertisements, we usually calculate total
return for 1, 5, and 10 year periods or since the beginning of the applicable
variable investment option.

  Total return at the Account level is the percentage change between:

 . the value of a hypothetical investment in a variable investment option at the
   beginning of the relevant period, and

 . the value at the end of such period.

  At the Account level, total return reflects adjustments for:

 . the mortality and expense risk charges,

 . the annual contract fee, and

 . any withdrawal charge payable if the owner surrenders his contract at the end
   of the relevant period.

Total return at the Account level does not, however, reflect any premium tax
charges or any charges for optional benefit riders. Total return at the Account
level will be lower than that at the Series Fund level where comparable charges
are not deducted.

  We may also advertise total return in a non-standard format in conjunction
with the standard format described above. The non-standard format is generally
the same as the standard format except that it will not reflect any contract fee
or withdrawal charge and it may be for additional durations.

  We may advertise "current yield" and "effective yield" for investments in the
Money Market investment option.  Current yield refers to the income earned on
your investment in the Money Market investment option over a 7-day period and
then

                                       42


annualized. In other words, the income earned in the period is assumed to be
earned every 7 days over a 52-week period and stated as a percentage of the
investment.

  Effective yield is calculated in a similar manner but, when annualized, the
income earned by your investment is assumed to be reinvested and thus compounded
over the 52-week period. Effective yield will be slightly higher than current
yield because of this compounding effect of reinvestment.

  Current yield and effective yield reflect all the recurring charges at the
Account level, but will not reflect any premium tax, any withdrawal charge, or
any charge for optional benefit riders.

REPORTS

  At least annually, we will send you (1) a report showing the number and value
of the accumulation units in your contract and (2) the financial statements of
the Series Funds.

VOTING PRIVILEGES

  At meetings of the Series Funds' shareholders, we will generally vote all the
shares of each Fund that we hold in the Account in accordance with instructions
we receive from the owners of contracts that participate in the corresponding
variable investment option.

CERTAIN CHANGES

Changes to the Account

  We reserve the right, subject to applicable law, including any required
shareholder approval,

 . to transfer assets that we determine to be your assets from the Account to
   another separate account or investment option by withdrawing the same
   percentage of each investment in the Account with proper adjustments to avoid
   odd lots and fractions,

 . to add or delete variable investment options,

 . to change the underlying investment vehicles,

 . to operate the Account in any form permitted by law, and

 . to terminate the Account's registration under the 1940 Act, if such
   registration should no longer be legally required.

  Unless otherwise required under applicable laws and regulations, notice to or
approval of owners will not be necessary for us to make such changes.

Variations in charges or rates for eligible classes

  We may allow a reduction in or the elimination of any contract charges, or an
increase in a credited interest rate for a guarantee period. The affected
contracts would involve sales to groups or classes of individuals under special
circumstances that we expect to result in a reduction in our expenses associated
with the sale or maintenance of the contracts, or that we expect to result in
mortality or other risks that are different from those normally associated with
the contracts.

  The entitlement to such variation in charges or rates will be determined by us
based upon such factors as the following:

 . the size of the initial premium payment,

 . the size of the group or class,

 . the total amount of premium payments expected to be received from the group
   or class and the manner in which the premium payments are remitted,

 . the nature of the group or class for which the contracts are being purchased
   and the persistency expected from that group or class as well as the
   mortality or morbidity risks associated with that group or class;

                                       43


 . the purpose for which the contracts are being purchased and whether that
   purpose makes it likely that the costs and expenses will be reduced, or

 . the level of commissions paid to selling broker-dealers or certain financial
   institutions with respect to contracts within the same group or class.

  We will make any reduction in charges or increase in initial guarantee rates
according to our rules in effect at the time an application for a contract is
approved. We reserve the right to change these rules from time to time. Any
variation in charges, rates, or fees will reflect differences in costs and
services, will apply uniformly to all prospective contract purchasers in the
group or class, and will not be unfairly discriminatory to the interests of any
owner.

DISTRIBUTION OF CONTRACTS

  Signator Investors, Inc. ("Signator") acts as principal distributor of the
contracts sold through this prospectus. Signator is registered as a
broker-dealer under the Securities Exchange Act of 1934, and a member of the
National Association of Securities Dealers, Inc. Signator's address is 197
Clarendon Street, Boston, Massachusetts 02116. Signator is a subsidiary of John
Hancock.

  You can purchase a contract through registered representatives of
broker-dealers and certain financial institutions who have entered into selling
agreements with JHVLICO and Signator. We pay broker-dealers compensation for
promoting, marketing and selling our variable insurance and variable annuity
products. In turn, the broker-dealers pay a portion of the compensation to their
registered representatives, under their own arrangements. Signator will also pay
its own registered representatives for sales of the contracts to their
customers. We do not expect the compensation we pay to such broker-dealers
(including Signator) and financial institutions to exceed 8.0% of premium
payments (on a present value basis) for sales of the contracts described in this
prospectus. For limited periods of time, we may pay additional compensation to
broker-dealers as part of special sales promotions. We offer these contracts on
a continuous basis, but neither JHVLICO nor Signator is obligated to sell any
particular amount of contracts. We also reimburse Signator for direct and
indirect expenses actually incurred in connection with the marketing of these
contracts.

  Signator representatives may receive additional cash or non-cash incentives
(including expenses for conference or seminar trips and certain gifts) in
connection with the sale of contracts issued by JHVLICO From time to time,
Signator, at its expense, may also provide significant additional amounts to
broker dealers or other financial services firms which sell or arrange for the
sale of the contracts. Such compensation may include, for example, financial
assistance to financial services firms in connection with their conferences or
seminars, sales or training programs for invited registered representatives and
other employees, payment for travel expenses, including lodging, incurred by
registered representatives and other employees for such seminars or training
programs, seminars for the public, advertising and sales campaigns regarding the
contracts, and/or other events or activities sponsored by the financial services
firms. As a consequence of such additional compensation, representatives and
financial services firms, including but not limited to Signator and its
representatives, may be motivated to sell our contracts instead of contracts
issued by other insurance companies.

EXPERTS

  Ernst & Young LLP have audited the consolidated financial statements of John
Hancock Variable Life Insurance Company at December 31, 2003 and 2002, and for
each of the three years in the period ended December 31, 2003, and the financial
statements of John Hancock Variable Annuity Account JF at December 31, 2003 and
for each of the periods indicated therein, as set forth in their reports. We've
included the financial statements of JHVLICO and the financial statements of the
Account in the Statement of Additional Information, which also is a part of the
registration statement that contains this prospectus. These financial statements
are included in the registration statement in reliance on Ernst & Young LLP's
reports, given on their authority as experts in accounting and auditing.

                                       44


REGISTRATION STATEMENT

  This prospectus omits certain information contained in the registration
statement that we filed with the SEC. You can get more details from the SEC upon
payment of prescribed fees or through the SEC's internet web site (www.sec.gov).

  Among other things, the registration statement contains a "Statement of
Additional Information" that we will send you without charge upon request. The
Table of Contents of the Statement of Additional Information lists the following
subjects that it covers:

                                                              PAGE OF SAI
          DISTRIBUTION . . . . . . . . . . . . . . . . . . . . .     2
          CALCULATION OF PERFORMANCE  DATA . . . . . . . . . . .     2
          OTHER PERFORMANCE INFORMATION. . . . . . . . . . . . .     3
          CALCULATION OF ANNUITY PAYMENTS. . . . . . . . . . . .     4
          ADDITIONAL INFORMATION ABOUT DETERMINING UNIT VALUES .     5
          PURCHASES AND REDEMPTIONS OF FUND SHARES . . . . . . .     6
          THE ACCOUNT. . . . . . . . . . . . . . . . . . . . . .     6
          DELAY OF CERTAIN PAYMENTS  . . . . . . . . . . . . . .     7
          LIABILITY FOR TELEPHONE TRANSFERS. . . . . . . . . . .     7
          VOTING PRIVILEGES. . . . . . . . . . . . . . . . . . .     7
          FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . .     9

                                       45


                         CONDENSED FINANCIAL INFORMATION


                    JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF


  The following table provides selected data for Revolution accumulation shares
for each investment option that was available during the period shown.
Revolution commenced operations on August 10, 1999.

                                                                                      PERIOD FROM
                            YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                           DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                               2003          2002          2001          2000             1999
                           ------------  ------------  ------------  ------------   ----------------
EQUITY INDEX
Accumulation share
 value:
 Beginning of period. .    $    13.49    $    17.58    $    20.22    $    22.54        $  10.00
 End of period  . . . .    $    17.10    $    13.49    $    17.58    $    20.22        $  22.54
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       728,312       673,856       804,600       507,320          76,098
LARGE CAP VALUE
Accumulation share
 value:
 Beginning of period
   (Note 3) . . . . . .    $     9.75    $    11.38    $    10.00            --              --
 End of period  . . . .    $    12.08    $     9.75    $    11.38            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       601,394       483,868       334,667            --              --
FUNDAMENTAL VALUE B
 (formerly "Large Cap
 Value CORE(SM)")
Accumulation share
 value:
 Beginning of period. .    $     8.13    $    10.07    $    10.71    $    10.31        $  10.00
 End of period  . . . .    $    10.35    $     8.13    $    10.07    $    10.71        $  10.31
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       816,510       826,588     1,056,790       520,128          92,493
LARGE CAP GROWTH
Accumulation share
 value:
 Beginning of period
  (Note 3). . . . . . .    $     5.79    $     8.13    $    10.00            --              --
 End of period  . . . .    $     7.19    $     5.79    $     8.13            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       540,715       167,749        77,662            --              --
LARGE CAP GROWTH B
 (formerly "Large Cap
 Aggressive Growth")
Accumulation share
 value:
 Beginning of period. .    $     5.48    $     8.09    $     9.60    $    11.97        $  10.00
 End of period  . . . .    $     7.13    $     5.48    $     8.09    $     9.60        $  11.97
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       609,843       681,954     1,205,414     1,040,129         178,388
GROWTH & INCOME
Accumulation share
 value:
 Beginning of period
  (Note 2)    . . . . .    $     5.66    $     7.36    $     8.82    $    10.00              --
 End of period  . . . .    $     6.95    $     5.66    $     7.36    $     8.82              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .     2,127,364     1,293,111     1,817,947        12,749              --
FUNDAMENTAL VALUE
Accumulation share 
 value:
 Beginning of period. .    $     8.75    $    10.73    $    11.68    $    10.43        $  10.00
 End of period  . . . .    $    11.12    $     8.75    $    10.73    $    11.68        $  10.43
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       603,015       569,649       802,605       347,760          64,904
EARNINGS GROWTH
Accumulation share
 value:
 Beginning of period
  (Note 1). . . . . . .    $     2.96    $     4.43    $     7.11    $    10.00              --
 End of period  . . . .    $     3.65    $     2.96    $     4.43    $     7.11              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .     1,209,120     1,222,455     1,636,323       629,910              --
FUNDAMENTAL GROWTH
Accumulation share
 value:
 Beginning of period. .    $     6.79    $     9.86    $    14.74    $    15.39        $  10.00
 End of period  . . . .    $     8.84    $     6.79    $     9.86    $    14.74        $  15.39
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       328,022       337,037       589,572       525,081          38,912
MID CAP VALUE B
 (formerly "Small/Mid
 Cap CORE(SM)")
Accumulation share
 value:
 Beginning of period. .    $    10.94    $    13.06    $    13.16    $    12.73        $  11.00
 End of period  . . . .    $    15.68    $    10.94    $    13.06    $    13.16        $  12.73
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       231,918       215,620       220,092       114,891           9,532

                                       46


                                                                                   PERIOD FROM
                         YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                        DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                            2003          2002          2001          2000             1999
                        ------------  ------------  ------------  ------------   ----------------
MID CAP GROWTH
 (formerly "Small/Mid
 Cap Growth")
Accumulation share
 value:
 Beginning of period. .   $    16.19    $    20.79    $    20.47    $    18.98        $  18.07
 End of period  . . . .   $    23.49    $    16.19    $    20.79    $    20.47        $  18.98
Number of Accumulation
 Shares outstanding at
 end of period  . . . .      228,854       200,020       242,085       136,439          14,779
SMALL CAP EMERGING
 GROWTH
Accumulation share
 value:
 Beginning of period
  (Note 2)    . . . . .   $     5.60    $     7.90    $     8.30    $    10.00              --
 End of period  . . . .   $     8.23    $     5.60    $     7.90    $     8.30              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .      116,428       110,281        79,406           535              --
SMALL CAP VALUE
Accumulation share
 value:
 Beginning of period. .   $    15.07    $    16.31    $    13.87    $    10.46        $  10.00
 End of period  . . . .   $    20.54    $    15.07    $    16.31    $    13.87        $  10.46
Number of Accumulation
 Shares outstanding at
 end of period  . . . .      467,842       467,201       546,648       241,338              --
SMALL CAP GROWTH
Accumulation share
 value:
 Beginning of period. .   $     9.81    $    14.19    $    16.44    $    21.19        $  14.27
 End of period  . . . .   $    12.39    $     9.81    $    14.19    $    16.44        $  21.19
Number of Accumulation
 Shares outstanding at
 end of period  . . . .      428,036       448,285       715,728       608,753          59,529
AIM V.I. PREMIER
 EQUITY
Accumulation share
 value:
 Beginning of period. .   $     5.90    $     8.57    $     9.92    $    11.77        $  10.00
 End of period  . . . .   $     7.29    $     5.90    $     8.57    $     9.92        $  11.77
Number of Accumulation
 Shares outstanding at
 end of period. . . . .    2,169,567     1,779,003     3,090,645     2,548,369         302,772
AIM V.I. CAPITAL
 DEVELOPMENT - SERIES
 II CLASS
Accumulation share
 value:
 Beginning of period
  (Note 4)    . . . . .   $     7.45    $    10.00            --            --              --
 End of period  . . . .   $     9.93    $     7.45            --            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       37,054        11,177            --            --              --
FIDELITY VIP
 CONTRAFUND(R) -
 SERVICE CLASS
Accumulation share
 value:
 Beginning of period. .   $     8.28    $     9.25    $    10.69    $    11.61        $  10.00
 End of period  . . . .   $    10.49    $     8.28    $     9.25    $    10.69        $  11.61
Number of Accumulation
 Shares outstanding at
 end of period  . . . .    1,230,521     1,168,106     1,645,859     1,447,471         237,990
FIDELITY VIP GROWTH -
 SERVICE CLASS
Accumulation share
 value:
 Beginning of period. .   $     5.92    $     8.59    $    10.57    $    12.04        $  10.00
 End of period  . . . .   $     7.76    $     5.92    $     8.59    $    10.57        $  12.04
Number of Accumulation
 Shares outstanding at
 end of period  . . . .    1,601,890       133,140     2,501,361     1,875,307         205,097
MFS INVESTORS GROWTH
 STOCK - INITIAL CLASS
Accumulation share
 value:
 Beginning of period. .   $     6.14    $     8.58    $    11.45    $    12.36        $  10.00
 End of period  . . .     $     7.46    $     6.14    $     8.58    $    11.45        $  12.36
Number of Accumulation
 Shares outstanding at
 end of period  . . . .      715,159       723,032     1,280,675       971,077         158,192
MFS RESEARCH - INITIAL
 CLASS
Accumulation share
 value:
 Beginning of period. .   $     6.46    $     8.67    $    11.14    $    11.86        $   10.00
 End of period  . . . .   $     7.95    $     6.46    $     8.67    $    11.14        $  11.86
Number of Accumulation
 Shares outstanding at
 end of period  . . . .      578,045       621,468       970,571       672,010          73,452
INTERNATIONAL EQUITY
 INDEX
Accumulation share
 value:
 Beginning of period
  (Note 4)    . . . . .   $     6.77    $    10.00            --            --              --
 End of period  . . . .   $     9.49    $     6.77            --            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .      206,714         9,558            --            --              --
OVERSEAS EQUITY B
 (fomerly
 "International
 Opportunities")
Accumulation share
 value:
 Beginning of period
  (Note 3). . . . . . .   $     6.72    $     8.33    $    10.00            --              --
 End of period  . . . .   $     8.79    $     6.72    $     8.33            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .      301,848       190,914        20,457            --              --

                                       47


                                                                                      PERIOD FROM
                            YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                           DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                               2003          2002          2001          2000             1999
                           ------------  ------------  ------------  ------------   ----------------
OVERSEAS EQUITY
Accumulation share
 value:
 Beginning of period. .    $     9.96    $    10.76    $    11.65    $    12.98        $  12.24
 End of period  . . . .    $    13.75    $     9.96    $    10.76    $    11.65        $  12.98
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       201,570       174,540       128,318        63,735           5,361
FIDELITY VIP OVERSEAS
 - SERVICE CLASS
Accumulation share
 value:
 Beginning of period. .    $     6.10    $     7.73    $     9.97    $    12.48        $  10.00
 End of period  . . . .    $     8.62    $     6.10    $     7.73    $     9.97        $  12.48
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       501,964       523,589       960,931     1,107,608          30,517
OVERSEAS EQUITY C
 (formerly "Emerging
 Markets Equity")
Accumulation share
 value:
 Beginning of period
  (Note 3)    . . . . .    $     9.07    $     9.85    $    10.00            --              --
 End of period  . . . .    $    14.06    $     9.07    $     9.85            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .        33,986        17,395         7,941            --              --
JANUS ASPEN WORLDWIDE
 GROWTH - SERVICE
 SHARES CLASS
Accumulation share
 value:
 Beginning of period
  (Note 2)    . . . . .    $     5.07    $     6.90    $     9.04    $    10.00              --
 End of period  . . . .    $     6.19    $     5.07    $     6.90    $     9.04              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       214,502       229,005       322,018       128,709              --
REAL ESTATE EQUITY
Accumulation share
 value:
 Beginning of period
  (Note 2)    . . . . .    $    11.44    $    11.43    $    10.95    $    10.00              --
 End of period  . . . .    $    15.47    $    11.44    $    11.43    $    10.95              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       267,781       217,276       138,332         1,766              --
HEALTH SCIENCES
Accumulation share
 value:
 Beginning of period
  (Note 3). . . . . . .    $     7.69    $     9.73    $    10.00            --              --
 End of period  . . . .    $    10.00    $     7.69    $     9.73            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       138,303       129,645       100,786            --              --
FINANCIAL INDUSTRIES
 (NOTE 5)
Accumulation share
 value:
 Beginning of period. .    $    11.60    $    14.58    $    17.90    $    14.25        $  10.00
 End of period  . . . .    $    14.43    $    11.60    $    14.58    $    17.90        $  14.25
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       488,871       542,851       855,100       642,376         113,876
MANAGED
Accumulation share
 value:
 Beginning of period
  (Note 2)    . . . . .    $     8.00    $     9.34    $     9.73    $    10.00              --
 End of period  . . . .    $     9.41    $     8.00    $     9.34    $     9.73              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .     1,277,365     1,159,355       868,814            89              --
SHORT-TERM BOND
Accumulation share
 value:
 Beginning of period. .    $    14.82    $    14.20    $    13.30    $    12.48        $  12.34
 End of period  . . . .    $    15.04    $    14.82    $    14.20    $    13.30        $  12.48
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       884,537       621,051       440,240       126,421          15,433
 BOND INDEX
Accumulation share
 value:
 Beginning of period. .    $    12.28    $    11.31    $    10.63    $     9.63        $   9.65
 End of period  . . . .    $    12.57    $    12.28    $    11.31    $    10.63        $   9.63
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       911,341       737,019       833,929       327,502          47,232
ACTIVE BOND
Accumulation share
 value:
 Beginning of period
  (Note 3). . . . . . .    $    11.00    $    10.39    $    10.00            --              --
 End of period  . . . .    $    11.57    $    11.00    $    10.39            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . . .     1,767,167     1,018,456     1,154,989            --              --
HIGH YIELD BOND
Accumulation share
 value:
 Beginning of period. .    $     8.60    $     9.12    $     9.04    $    10.27        $  10.00
 End of period  . . . .    $     9.90    $     8.60    $     9.12    $     9.04        $  10.27
Number of Accumulation
 Shares outstanding at
 end of period  . . . .       626,689       477,166       644,021       333,028          48,898

                                       48


                                                                                   PERIOD FROM
                         YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    AUGUST 10, 1999
                        DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,    TO DECEMBER 31,
                            2003          2002          2001          2000             1999
                        ------------  ------------  ------------  ------------   ----------------
GLOBAL BOND
Accumulation share
 value:
 Beginning of period
  (Note 2)    . . . .   $    12.10    $    10.31    $    10.60      $  10.00              --
 End of period  . . .   $    13.85    $    12.10    $    10.31      $  10.60              --
Number of Accumulation
 Shares outstanding at
 end of period  . . .      180,511       141,303        71,857            --              --
MONEY MARKET
Accumulation share
 value:
 Beginning of period
  (Note 3)    . . . .   $    10.15    $    10.12    $    10.00            --              --
 End of period  . . .   $    10.12    $    10.15    $    10.12            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . .    2,054,260     2,479,251     4,289,180            --              --
MID CAP VALUE
Accumulation share
 value:
 Beginning of period
  (Note 6)    . . . .   $    10.00            --            --            --              --
 End of period  . . .   $    13.56            --            --            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . .       27,470            --            --            --              --
TOTAL RETURN BOND
Accumulation share
 value:
 Beginning of period
  (Note 6)    . . . .   $    10.00            --            --            --              --
 End of period  . . .   $    10.11            --            --            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . .       85,139            --            --            --              --
MFS NEW DISCOVERY
 SERIES
Accumulation share
 value:
 Beginning of period
  (Note 3)    . . . .   $     9.35    $    13.85    $    14.77      $  15.26         $ 10.00
 End of period  . . .   $    12.35    $     9.35    $    13.85      $  14.77         $ 15.26
Number of Accumulation
 Shares outstanding at
 end of period  . . .      256,805       277,963       533,377       431.090          36,557
JANUS ASPEN GLOBAL
 TECHNOLOGY
Accumulation share
 value:
 Beginning of period
  (Note 6)    . . . .   $    10.04            --            --            --              --
 End of period  . . .   $    13.67            --            --            --              --
Number of Accumulation
 Shares outstanding at
 end of period  . . .       18,973            --            --            --              --

(1) Values shown for 2000 begin on May 1, 2000.

(2) Values shown for 2000 begin on November 1, 2000.

(3) Values shown for 2001 begin on May 1, 2001.

(4) Values shown for 2002 begin on May 1, 2002.

(5) Values shown for Financial Industries are based on Account holdings of the
    predecessor fund.

(6) Values shown for 2003 begin on May 1, 2003.

                                       49


                APPENDIX A - DETAILS ABOUT OUR GUARANTEE PERIODS


INVESTMENTS THAT SUPPORT OUR GUARANTEE PERIODS

  We back our obligations under the guarantee periods with JHVLICO's general
assets. Subject to applicable law, we have sole discretion over the investment
of our general assets (including those held in our "non-unitized" separate
account that primarily supports the guarantee periods). We invest these amounts
in compliance with applicable state insurance laws and regulations concerning
the nature and quality of our general investments.

  We invest the non-unitized separate account assets, according to our detailed
investment policies and guidelines, in fixed income obligations, including:

   . corporate bonds,

   . mortgages,

   . mortgage-backed and asset-backed securities, and

   . government and agency issues.

  We invest primarily in domestic investment-grade securities. In addition, we
use derivative contracts only for hedging purposes, to reduce ordinary business
risks associated with changes in interest rates, and not for speculating on
future changes in the financial markets. Notwithstanding the foregoing, we are
not obligated to invest according to any particular strategy.

GUARANTEED INTEREST RATES

  We declare the guaranteed rates from time to time as market conditions and
other factors dictate. We advise you of the guaranteed rate for a selected
guarantee period at the time we:

 . receive your premium payment,

 . effectuate your transfer, or

 . renew your guarantee period

  We have no specific formula for establishing the guaranteed rates for the
guarantee periods. The rates may be influenced by interest rates generally
available on the types of investments acquired with amounts allocated to the
guarantee period. In determining guarantee rates, we may also consider, among
other factors, the duration of the guarantee period, regulatory and tax
requirements, sales and administrative expenses we bear, risks we assume, our
profitability objectives, and general economic trends.

COMPUTATION OF MARKET VALUE ADJUSTMENT

  We determine the amount of the market value adjustment by multiplying the
amount being taken from the guarantee period (before any applicable withdrawal
charge) by a factor expressed by the following formula:

                                                 n
                                                 --
                                 (     1 + g   ) 12
                                 (-------------)      -1
                                 (1 + c + 0.005)

  where,

   . G is the guaranteed rate in effect for the current guarantee period.

   . C is the current guaranteed rate in effect for new guarantee periods with
     duration equal to the number of years remaining in the current guarantee
     period (rounded to the nearest whole number of years). If we are not
     currently offering such a guarantee period, we will declare a guarantee
     rate, solely for this purpose, consistent with interest rates currently
     available.

                                       50


   . N is the number of complete months from the date of withdrawal to the end
     of the current guarantee period. (If less than one complete month remains,
     N equals one unless the withdrawal is made on the last day of the
     guarantee period, in which case no adjustment applies.)

SAMPLE CALCULATION 1: POSITIVE ADJUSTMENT

-------------------------------------------------------------------------------
 Amount withdrawn or transferred          $10,000
-------------------------------------------------------------------------------
 Guarantee period                         5 years
-------------------------------------------------------------------------------
 Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                          period
-------------------------------------------------------------------------------
 Guaranteed rate* (g)                     4%
-------------------------------------------------------------------------------
 Guaranteed rate for new 3 year           3%
 guarantee* (c)
-------------------------------------------------------------------------------
 Remaining guarantee period (n)           36 months
-------------------------------------------------------------------------------

Market value adjustment:

                                             36
                                             --
                         [(     1 + 0.04   ) 12       ]
                10,000 x [(----------------)        -1] = 145.63
                         [(1 + 0.03 + 0.005)          ]

Amount withdrawn or transferred (adjusted for market value adjustment):
$10,000 + $145.63 = $10,145.63

*All interest rates shown have been arbitrarily chosen for purposes of this
example. In most cases they will bear little or no relation to the rates we are
actually guaranteeing at any time.

SAMPLE CALCULATION 2: NEGATIVE ADJUSTMENT

-------------------------------------------------------------------------------
 Amount withdrawn or transferred          $10,000
-------------------------------------------------------------------------------
 Guarantee period                         5 years
-------------------------------------------------------------------------------
 Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                          period
-------------------------------------------------------------------------------
 Guaranteed rate* (g)                     4%
-------------------------------------------------------------------------------
 Guaranteed rate for new 3 year           5%
 guarantee* (c)
-------------------------------------------------------------------------------
 Remaining guarantee period(n)            36 months
-------------------------------------------------------------------------------

Market value adjustment:

                                             36
                                             --
                         [(     1 + 0.04   ) 12       ]
                10,000 x [(----------------)        -1] = 420.50
                         [(1 + 0.05 + 0.005)          ]

Amount withdrawn or transferred (adjusted for market value adjustment):
$10,000 - $420.50 = $9,579.50

*All interest rates shown have been arbitrarily chosen for purposes of this
example. In most cases they will bear little or no relation to the rates we are
actually guaranteeing at any time.

                                       51


              APPENDIX B - EXAMPLE OF WITHDRAWAL CHARGE CALCULATION


ASSUME THE FOLLOWING FACTS:

   . On January 1, 2001, you make a $5,000 initial premium payment and we issue
     you a contract.

   . On January 1, 2002, you make a $1,000 premium payment.

   . On January 1, 2003, you make a $1,000 premium payment.

   . On January 1, 2004, the total value of your contract is $7,500 because of
     favorable investment earnings.

  Now assume you make a partial withdrawal of $7,000 (no tax withholding) on
January 2, 2004. In this case, assuming no prior withdrawals, we would deduct a
CDSL of $289.36. We withdraw a total of $7,289.36 from your contract.

        $7,000.00  -- withdrawal request payable to you
        +  289.36  -- withdrawal charge payable to us
         --------
        $7,289.36  -- total amount withdrawn from your contract

HERE IS HOW WE DETERMINE THE WITHDRAWAL CHARGE:

  (1) We FIRST distribute to you the $500 profit you have in your contract
      ($7,500 total contract value less $7,000 of premiums you have paid) under
      the free withdrawal provision.

  (2) Next we repay to you the $5,000 premium you paid in 2001. Under the free
      withdrawal provision, $200 of that premium is charge free ($7,000 total
      premiums paid x 10%; less the $500 free withdrawal in the same contract
      year described in paragraph 1 above). We assess a withdrawal charge on the
      remaining balance of $4,800 from your 2001 premium. Because you made that
      premium payment 3 years ago, the withdrawal charge percentage is 4%. We
      deduct the resulting $192 from your contract to cover the withdrawal
      charge on your 2001 premium payment. We pay the remainder of $4,608 to you
      as a part of your withdrawal request.

        $5,000
        -  200  -- free withdrawal amount (payable to you)
         -----
        $4,800
        x  .04
         -----
        $  192  -- withdrawal charge on 2001 premium payment (payable to us)

        $4,800
        -  192
         -----
        $4,608  -- part of withdrawal request payable to you

  (3) We NEXT deem the entire amount of your 2002 PREMIUM PAYMENT to be
      withdrawn and we assess a withdrawal charge on that $1,000 amount. Because
      you made this premium payment 2 years ago, the withdrawal charge
      percentage is 5%. We deduct the resulting $50 from your contract to cover
      the withdrawal charge on your 2002 premium payment. We pay the remainder
      of $950 to you as a part of your withdrawal request.

        $1,000
        x  .05
         -----
        $   50 -- withdrawal charge on 2002 premium payment (payable to us)

        $1,000
        -   50
         -----
        $  950 -- part of withdrawal request payable to you

  (4) We NEXT determine what additional amount we need to withdraw to provide
      you with the total $7,000 you requested, after the deduction of the
      withdrawal charge on that additional amount. We have already allocated
      $500 from profits under paragraph 1 above, $200 of additional free
      withdrawal amount under paragraph 2, $4,608 from your 2001

                                       52


     premium payment under paragraph 2, and $950 from your 2003 premium payment
     under paragraph 3. Therefore, $742 is needed to reach $7,000.

        $7,000 -- total withdrawal amount requested
        -  500 -- profit
        -  200 -- free withdrawal amount
        -4,608 -- payment deemed from initial premium payment
        -  950 -- payment deemed from 2002 premium payment
         -----
        $  742 -- additional payment to you needed to reach $7,000

  We know that the withdrawal charge percentage for this remaining amount is 6%,
  because you are already deemed to have withdrawn all premiums you paid prior
  to 2003. We use the following formula to determine how much more we need to
  withdraw:

  Remainder due to you = Withdrawal needed - [applicable withdrawal charge
percentage times withdrawal needed]

        $742.00      =  x - [.06x]
        $742.00      =  .94x
        $742.00/.94  =  x
        $789.36      =  x

        $789.36     --  deemed withdrawn from 2003 premium payment
        $742.00     --  part of withdrawal request payable to you
         ------
        $ 47.36     --  withdrawal charge on 2003 premium deemed withdrawn
                        (payable to us)

                                       53


     APPENDIX C - EXAMPLES OF EARNINGS ENHANCEMENT DEATH BENEFIT CALCULATION


  The following are examples of the optional earnings enhancement death benefit.
We have assumed that there are earnings under the contracts in each case. Actual
investment performance may be greater or lower than the amounts shown.

EXAMPLE 1 - EARNINGS ENHANCEMENT DEATH BENEFIT WITH STANDARD DEATH BENEFIT, NO
ADJUSTMENTS FOR WITHDRAWALS OR ADDITIONAL PREMIUM PAYMENTS

  Assume:

 . You elect the earnings enhancement death benefit rider (but not the enhanced
   death benefit rider) when you purchase your contract,

 . At the time of purchase, you and the annuitant are each under age 70 and you
   pay an initial premium of $100,000,

 . You allocate the premium to a variable investment option, and make no
   transfers of contract value to other investment options,

 . We determine the death benefit before the Maturity Date, in the fourth year
   of your contract on a day when the total value of your contract is $180,000.

Calculation of Standard Death Benefit

  We compare the total value of your contract ($180,000, with no market value
adjustment) to the total amount of premiums you paid ($100,000, with no
adjustment for withdrawals). The standard death benefit is the higher of the
two, or $180,000.

Calculation of Earnings Enhancement Amount

  Because you and the annuitant were both under age 70 when the rider was
issued, the earnings enhancement amount is 40% of the difference between the
standard death benefit and your "Net Premiums," up to a maximum benefit amount
equal to 80% of your "Adjusted Net Premiums."

  Calculation of Net Premiums and Adjusted Net Premiums - To determine "Net
Premiums," we reduce the premiums you paid ($100,000) by the amount of any
withdrawals in excess of earnings ($0, with no adjustment for withdrawal
charges). In this example, the Net Premiums is $100,000. To determine "Adjusted
Net Premiums," we reduce the Net Premiums ($100,000) by any premiums you made,
other than the initial premium, during the 12 months before we calculated the
death benefit ($0). In this example, the "Adjusted Net Premiums" is $100,000.

  Calculation of Maximum Benefit Amount - The maximum benefit amount under the
earnings enhancement death benefit rider in this example is 80% of the Adjusted
Net Premiums ($100,000), or $80,000.

  The earnings enhancement amount is 40% of the difference between the standard
death benefit ($180,000) and your Net Premiums ($100,000), up to the maximum
benefit amount. In this example, 40% of the difference is $32,000, which is less
than the maximum benefit amount ($80,000). The earnings enhancement amount is
therefore $32,000.

  The total Death Benefit in this example is the standard death benefit
($180,000) plus the earnings enhancement amount ($32,000), or $212,000.

EXAMPLE 2 - EARNINGS ENHANCEMENT DEATH BENEFIT WITH ENHANCED DEATH BENEFIT,
ADJUSTED FOR WITHDRAWAL AND ADDITIONAL PREMIUM

  Assume:

 . You elect the earnings enhancement death benefit rider and the enhanced
   death benefit rider when you purchase your contract,

                                       54


 . At the time of purchase, you are over age 70 and you pay an initial premium
   of $100,000,

 . You allocate the premium to a variable investment option, and make no
   transfers of contract value to other investment options,

 . On the seventh anniversary of your contract, your total value in the contract
   is $175,000, which is the highest value on any anniversary date

 . On the day after the seventh anniversary of your contract, you make a
   withdrawal of $80,000,

 . On the eighth anniversary of your contract, the total value of your contract
   is $110,000, and you make an additional premium payment of $10,000 at the end
   of the eighth year of your contract

 . We determine the death benefit before the Maturity Date in the middle of the
   ninth year of your contract, on a day when the total value of your contract
   is $120,000.

Calculation of Enhanced Death Benefit

  In this example, the enhanced death benefit is the highest of an accumulated
premium "roll-up" amount, a "highest anniversary value" amount and the value of
your contract on the date the death benefit is determined.

  Calculation of Premium Roll-up - We calculate the amount of each premium you
have paid, accumulated at a 5% effective annual rate, minus any withdrawals. In
this example, the accumulated value of your initial premium, after adjustment
for the $80,000 withdrawal, is $65,319.75, and the accumulated value of your
second premium is $10,246.95. The total amount of the premium "roll-up" is
$75,566.70.

  Calculation of Highest Anniversary Value - We determine the highest
anniversary value of your contract on any anniversary date during the rider's
measuring period ($175,000), plus any premiums since that date ($10,000), minus
any withdrawals since that date ($80,000). In this example, the "highest
anniversary value" is $105,000.

  The total value of your contract on the date the death benefit is determined
($120,000, with no market value adjustment) is higher than the premium roll-up
amount ($75,566.70) and higher than the "highest anniversary value" amount
($105,000). The enhanced death benefit is therefore $120,000.

Calculation of Earnings Enhancement Amount

  Because you were over age 70 when the rider was issued, the earnings
enhancement amount is 25% of the difference between the enhanced death benefit
and your "Net Premiums," up to a maximum benefit amount equal to 50% of your
"Adjusted Net Premiums."

  Calculation of Net Premiums and Adjusted Net Premiums - To determine "Net
Premiums," we reduce the premiums you paid by the amount of any withdrawals in
excess of earnings (including withdrawal charges). In this example, you withdrew
$80,000 at a time when your earnings were $75,000 and no withdrawal charges were
imposed. The amount withdrawn in excess of earnings is therefore $5,000. Net
Premiums is the amount of premiums paid ($110,000) less amounts withdrawn in
excess of earnings ($5,000), or $105,000. To determine "Adjusted Net Premiums,"
we reduce the Net Premiums ($105,000) by any premiums you made during the 12
months before we calculated the death benefit ($10,000). In this example, the
"Adjusted Net Premiums" is $95,000.

  Calculation of Maximum Benefit Amount - The maximum benefit amount under the
earnings enhancement death benefit rider in this example is 50% of your Adjusted
Net Premiums ($95,000), or $47,500.

  The earnings enhancement amount is 25% of the difference between the enhanced
death benefit ($120,000) and your Net Premiums ($105,000), up to the maximum
benefit amount. In this example, 25% of the difference is $3,750, which is less
than the maximum benefit amount ($47,500). The earnings enhancement amount is
therefore $3,750.

  The total Death Benefit in this example is the enhanced death benefit
($120,000) plus the earnings enhancement amount ($3,750), or $123,750.

                                       55


                          Prospectus dated May 1, 2004
                                for interests in
                    John Hancock Variable Annuity Account JF
                       Interests are made available under

--------------------------------------------------------------------------------
                          DECLARATION VARIABLE ANNUITY
--------------------------------------------------------------------------------

      a deferred combination fixed and variable annuity contract issued by

            JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY ("JHVLICO")
The contract enables you to earn fixed rates of interest that we declare under
our fixed investment option and investment-based returns in the following
variable investment options:

--------------------------------------------------------------------------------------------------------------------
 VARIABLE INVESTMENT OPTIONS:                UNDERLYING FUND MANAGED BY:
 ----------------------------                ---------------------------
 EQUITY OPTIONS:
  Equity Index . . . . . . . . . . . .       SSgA Funds Management, Inc.
  Growth & Income. . . . . . . . . . .       Independence Investment LLC and T. Rowe Price Associates, Inc.
  Fundamental Growth*. . . . . . . . .       Independence Investment LLC
  Small Cap Growth . . . . . . . . . .       Wellington Management Company, LLP
  Overseas Equity B. . . . . . . . . .       Capital Guardian Trust Company
  Financial Industries . . . . . . . .       John Hancock Advisers, LLC


 BOND & MONEY MARKET OPTIONS:
  Active Bond. . . . . . . . . . . . .       John Hancock Advisers, LLC, Pacific Investment Management Company LLC 
                                                and Declaration Management & Research Company
  Money Market . . . . . . . . . . . .       Wellington Management Company, LLP

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

 *Not available for contracts issued after April 30, 2004.


     Contracts are not deposits or obligations of, or insured, endorsed, or
guaranteed by the U.S. Government, any bank, the Federal Deposit Insurance
Corporation, the Federal Reserve Board, or any other agency, entity or person,
other than JHVLICO. They involve investment risks including the possible loss of
principal.

     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 the John Hancock
Variable Series Trust I ("the Series Fund"). In this prospectus, the investment
options of the Series Fund are referred to as funds. In the prospectuses for the
Series Fund, the investment options may also be referred to as "funds,"
"portfolios" or "series."

     The 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 the Series Fund. Each of the funds is separately managed and has its own
investment objective and strategies. Attached at the end of this prospectus is a
prospectus for the Series Fund. The Series Fund prospectus contains detailed
information about each available fund. Be sure to read that prospectus before
selecting any of the variable investment options shown on page 1.

     For amounts you don't wish to invest in a variable investment option, you
can allocate to the fixed investment option if permitted in your local
jurisdiction. We invest the assets allocated to the fixed investment option in
our general account and they earn interest at a fixed rate, declared by us,
subject to a 3% minimum. Neither our general account nor any interests in our
general account are registered with the SEC or subject to the Federal securities
laws.

     We refer to the variable investment options and the fixed investment option
together as investment options.

                            ANNUITY SERVICING CENTER
                            ------------------------

                                 MAIL DELIVERY
                                 -------------
                                  P.O. Box 772
                                Boston, MA 02117




                             PHONE: 1-800-824-0335



                              FAX: 1-617-886-3048

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

     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.


                                        2


                            GUIDE TO THIS PROSPECTUS


   This prospectus contains information that you should know before you buy a
contract or exercise any of your rights under the contract. We have arranged the
prospectus in the following way:

      .  The first section contains an "INDEX OF KEY WORDS."

      .  Behind the index is the "FEE TABLE." This section highlights the
         various fees and expenses you will pay directly or indirectly, if you
         purchase a contract.

      .  The next section is called "BASIC INFORMATION." It contains basic
         information about the contract presented in a question and answer
         format. You should read the Basic Information before reading any other
         section of the prospectus.

      .  Behind the Basic Information is "ADDITIONAL INFORMATION." This section
         gives more details about the contract. It generally does not repeat
         information contained in the Basic Information.

      .  "CONDENSED FINANCIAL INFORMATION" follows the "Additional Information."
         This gives some basic information about the size and past performance
         of the variable investment options.

The Series Fund's prospectus is attached at the end of this prospectus. You
should save these prospectuses for future reference.

--------------------------------------------------------------------------------
                                IMPORTANT NOTICES

  This is the prospectus - it is not the contract. The prospectus simplifies
  many contract provisions to better communicate the contract's essential
  features. Your rights and obligations under the contract will be determined
  by the language of the contract itself. On request, we will provide the form
  of contract for you to review. In any event, when you receive your contract,
  we suggest you read it promptly.

  We've also filed with the SEC a "Statement of Additional Information." This
  Statement contains detailed information not included in the prospectus.
  Although a separate document from this prospectus, the Statement of
  Additional Information has the same legal effect as if it were a part of this
  prospectus. We will provide you with a free copy of the Statement upon your
  request. To give you an idea what's in the Statement, we have included a copy
  of the Statement's table of contents on page 40.

  The contracts are not available in all states. This prospectus does not
  constitute an offer to sell, or a solicitation of an offer to buy, securities
  in any state to any person to whom it is unlawful to make or solicit an offer
  in that state.
  ------------------------------------------------------------------------------

                                        3


                               INDEX OF KEY WORDS

We define or explain each of the following key words used in this prospectus on
the pages shown below:

  KEY WORD                                                                 PAGE

  Accumulation units . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
  Annuitant. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
  Annuity payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
  Annuity period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
  Contract year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
  Date of issue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
  Date of maturity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
  Free withdrawal amount . . . . . . . . . . . . . . . . . . . . . . . . . . 14
  Funds. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2
  Guarantee periods  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2
  Investment options . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
  Market value adjustment. . . . . . . . . . . . . . . . . . . . . . . . . . 24
  Premium payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
  Surrender value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
  Surrender. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
  Variable investment options  . . . . . . . . . . . . . . . . . . . . . .cover
  Withdrawal charge. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
  Withdrawal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15

                                        4


                                   FEE TABLES


THE FOLLOWING TABLES DESCRIBE THE FEES AND EXPENSES THAT YOU WILL PAY WHEN
BUYING, OWNING AND SURRENDERING A DECLARATION VARIABLE ANNUITY CONTRACT. THE
FIRST TABLE DESCRIBES THE CHARGES THAT YOU WILL PAY AT THE TIME THAT YOU BUY THE
CONTRACT, SURRENDER THE CONTRACT, OR TRANSFER ACCOUNT VALUE BETWEEN INVESTMENT
OPTIONS. STATE PREMIUM TAXES MAY ALSO BE DEDUCTED.

-----------------------------------------------------------------------------------------------
     CONTRACTOWNER TRANSACTION EXPENSES                 DECLARATION VARIABLE ANNUITY
-----------------------------------------------------------------------------------------------
 Maximum Withdrawal Charge (as % of amount            6% for the first and second years
 withdrawn or surrendered)/1/                         5% for the third and fourth years
                                                         4% for the fifth year
                                                         3% for the sixth year
                                                        2% for the seventh year
                                                            0% thereafter
-----------------------------------------------------------------------------------------------

1)   This charge is taken upon withdrawal or surrender within the specified
     period of years measured from the date of premium payment.

THE NEXT TABLE DESCRIBES THE FEES AND EXPENSES THAT YOU WILL PAY PERIODICALLY
DURING THE TIME YOU OWN THE CONTRACT. THIS TABLE DOES NOT INCLUDE FEES AND
EXPENSES PAID AT THE FUND LEVEL.

-----------------------------------------------------------------------------------------------
                                                        DECLARATION VARIABLE ANNUITY
-----------------------------------------------------------------------------------------------
 Maximum Annual Contract Fee/2/                                     $50
-----------------------------------------------------------------------------------------------
 Current Annual Contract Fee/3/                                     $30
-----------------------------------------------------------------------------------------------
 Separate Account Annual Expenses (as a
 percentage of average account value)/4/
 Contracts with initial premium payment
 less than $250,000:
 Mortality and Expense Risk Charge                                 0.90%
 Administrative Services Charge                                    0.35%
                                                                   -----
 Total Separate Account Annual Expenses                            1.25%
-----------------------------------------------------------------------------------------------
 Contracts with initial premium payment of
 $250,000 or more:
  Mortality and Expense Risk Charge                                0.90%
  Administrative Services Charge                                   0.10%
                                                                   -----
 Total Separate Account Annual Expenses                            1.00%
-----------------------------------------------------------------------------------------------
 Optional Benefit Rider Charges/5/:
-----------------------------------------------------------------------------------------------
 Enhanced "Stepped-Up" Death Benefit Rider          0.15% of your contract's total value
-----------------------------------------------------------------------------------------------
 Accidental Death Benefit Rider                     0.10% of your contract's total value
-----------------------------------------------------------------------------------------------
 Nursing Home Waiver                            0.05% of that portion of your contract's total
                                                value attributable to premiums that are still
                                                       subject to withdrawal charges
-----------------------------------------------------------------------------------------------

2)   This charge is not currently imposed, and would only apply to contracts of
     less than $10,000.

3)   This charge applies only to contracts of less than $10,000. It is taken at
     the end of each contract year but, if you surrender a contract before then,
     it will be taken at the time of surrender.

4)   This charge only applies to that portion of account value held in the
     variable investment options. The charge does not apply to amounts in the
     guarantee periods.

5)   Charges for optional benefit riders are assessed monthly. The monthly
     charge is 1/12th of the annual charge shown in the table.

                                        5


THE NEXT TABLE DESCRIBES THE MINIMUM AND MAXIMUM TOTAL OPERATING EXPENSES
CHARGED BY THE FUNDS THAT YOU MAY PAY PERIODICALLY DURING THE TIME YOU OWN A
DECLARATION VARIABLE ANNUITY CONTRACT. MORE DETAIL CONCERNING EACH FUND'S FEES
AND EXPENSES IS CONTAINED IN THE SERIES FUND'S PROSPECTUS.

-------------------------------------------------------------------------------
       TOTAL ANNUAL FUND OPERATING EXPENSES           MINIMUM       MAXIMUM
-------------------------------------------------------------------------------
 Range of expenses that are deducted from fund         0.21%         1.44%
 assets, including management fees, distribution
 and/or service (12b-1) fees, and other expenses
-------------------------------------------------------------------------------

THE NEXT TABLE DESCRIBES FUND LEVEL FEES AND EXPENSES FOR EACH OF THE FUNDS, AS
A PERCENTAGE OF THE FUND'S AVERAGE NET ASSETS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2003. MORE DETAIL CONCERNING EACH FUND'S FEES AND EXPENSES IS
CONTAINED IN THE PROSPECTUS FOR THE SERIES FUND.

--------------------------------------------------------------------------------------------------------------------------
                                                                              TOTAL FUND                     TOTAL FUND
                                            DISTRIBUTION    OTHER OPERATING    OPERATING                      OPERATING
                               INVESTMENT        AND           EXPENSES         EXPENSES                       EXPENSES
                               MANAGEMENT  SERVICE (12B-1)      WITHOUT         WITHOUT        EXPENSE          WITH
FUND NAME                          FEE          FEES         REIMBURSEMENT   REIMBURSEMENT  REIMBURSEMENT   REIMBURSEMENT
--------------------------------------------------------------------------------------------------------------------------
JOHN HANCOCK VARIABLE SERIES
 TRUST I - NAV CLASS SHARES
 (NOTE 1):
--------------------------------------------------------------------------------------------------------------------------
 Equity Index                    0.13%           N/A             0.08%           0.21%          0.00%           0.21%
--------------------------------------------------------------------------------------------------------------------------
 Fundamental Growth              0.90%           N/A             0.10%           1.00%          0.00%           1.00%
--------------------------------------------------------------------------------------------------------------------------
 Growth & Income                 0.67%           N/A             0.06%           0.73%          0.00%           0.73%
--------------------------------------------------------------------------------------------------------------------------
 Small Cap Growth                1.05%           N/A             0.17%           1.22%          0.07%           1.15%
--------------------------------------------------------------------------------------------------------------------------
 Overseas Equity B*              1.13%           N/A             0.31%           1.44%          0.00%           1.44%
--------------------------------------------------------------------------------------------------------------------------
 Financial Industries            0.80%           N/A             0.06%           0.86%          0.00%           0.86%
--------------------------------------------------------------------------------------------------------------------------
 Active Bond                     0.61%           N/A             0.09%           0.70%          0.00%           0.70%
--------------------------------------------------------------------------------------------------------------------------
 Money Market                    0.25%           N/A             0.06%           0.31%          0.00%           0.31%
--------------------------------------------------------------------------------------------------------------------------

Note 1. Under its current investment management agreements with the John Hancock
        Variable Series Trust I ("JHVST"), John Hancock Life Insurance Company
        has contractually agreed to reimburse each JHVST fund (other than the
        Overseas Equity B Fund) when the fund's "other fund expenses" exceed
        0.10% of the fund's average daily net assets. The agreements will remain
        in effect until May 1, 2005, and may be renewed each year thereafter by
        JHVST. Percentages shown for the Overseas Equity B Fund reflect the
        discontinuance of John Hancock's agreement to reimburse the fund for
        "other fund expenses" in 2003 that exceeded 0.10% of the fund's average
        daily net assets. The percentages shown for the Financial Industries
        fund are based on the fund's current management fee schedule and include
        the operating expenses and average daily net assets of the fund's
        predecessor prior to April 25, 2003.

        * Overseas Equity B was formerly "International Opportunities."

                                        6


Examples

THE FOLLOWING TWO EXAMPLES ARE INTENDED TO HELP YOU COMPARE THE COST OF
INVESTING IN A DECLARATION 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 AN "ALL RIDER" CONTRACT
WITH THE FOLLOWING OPTIONAL BENEFIT RIDERS: ENHANCED "STEPPED-UP"DEATH BENEFIT
RIDER, ACCIDENTAL DEATH BENEFIT RIDER AND NURSING HOME WAIVER RIDER. THE FIRST
EXAMPLE ALSO ASSUMES THAT YOUR INVESTMENT HAS A 5% RETURN EACH YEAR AND 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:

Declaration Variable Annuity - maximum fund-level total operating expenses

                                         1 YEAR  3 YEARS  5 YEARS   10 YEARS
-----------------------------------------------------------------------------
 (1) IF YOU SURRENDER YOUR ALL RIDER
 CONTRACT AT THE END OF THE APPLICABLE    $860    $1426    $2016     $3476
 TIME PERIOD:
-----------------------------------------------------------------------------
 (2) IF YOU ANNUITIZE YOUR ALL RIDER
 CONTRACT AT THE END OF THE APPLICABLE    $320    $ 977    $1659     $3476
 TIME PERIOD:
-----------------------------------------------------------------------------
 (3) IF YOU DO NOT SURRENDER YOUR ALL     $320    $ 977    $1659     $3476
 RIDER CONTRACT:
-----------------------------------------------------------------------------

THE NEXT EXAMPLE ASSUMES THAT YOU INVEST $10,000 IN A "NO RIDER" 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:

Declaration Variable Annuity - minimum fund-level total operating expenses

                                         1 YEAR  3 YEARS  5 YEARS   10 YEARS
-----------------------------------------------------------------------------
 (1) IF YOU SURRENDER YOUR NO RIDER
 CONTRACT AT THE END OF THE APPLICABLE    $692    $921     $1154     $1779
 TIME PERIOD:
-----------------------------------------------------------------------------
 (2) IF YOU ANNUITIZE YOUR NO RIDER
 CONTRACT AT THE END OF THE APPLICABLE    $152    $471     $ 813     $1779
 TIME PERIOD:
-----------------------------------------------------------------------------
 (3) IF YOU DO NOT SURRENDER YOUR NO      $152    $471     $ 813     $1779
 RIDER CONTRACT:
-----------------------------------------------------------------------------

                                        7


                               BASIC INFORMATION


     This "Basic Information" section provides answers to commonly asked
questions about the contract. Here are the page numbers where the questions and
answers appear:

  QUESTION                                                                      STARTING ON PAGE
  --------                                                                      ----------------
What is the contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

Who owns the contract? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

Is the owner also the annuitant? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

How can I invest money in a contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

How will the value of my investment in the contract change over time?. . . . . . . . . . . . 11

What annuity benefits does the contract provide? . . . . . . . . . . . . . . . . . . . . . . 11

To what extent can JHVLICO vary the terms and conditions of the contracts? . . . . . . . . . 12

What are the tax consequences of owning a contract?. . . . . . . . . . . . . . . . . . . . . 12

How can I change my contract's investment allocations? . . . . . . . . . . . . . . . . . . . 13

What fees and charges will be deducted from my contract? . . . . . . . . . . . . . . . . . . 14

How can I withdraw money from my contract? . . . . . . . . . . . . . . . . . . . . . . . . . 16

What happens if the annuitant dies before my contract's date of maturity?. . . . . . . . . . 17

What additional guarantee applies to the guarantee periods under my contract?. . . . . . . . 19

What are the terms of the additional guarantee?. . . . . . . . . . . . . . . . . . . . . . . 19

                                        8


WHAT IS THE CONTRACT?

     The contract is a deferred payment variable annuity contract. An "annuity
contract" provides a person (known as the "annuitant" or "payee") with a series
of periodic payments. Because this contract is also a "deferred payment"
contract, the annuity payments will begin on a future date, called the
contract's "date of maturity." Under a "variable annuity" contract, the amount
you have invested can increase or decrease in value daily based upon the value
of the variable investment options chosen. If your annuity is provided under a
master group contract, the term "contract" as used in this prospectus refers to
the certificate you will be issued and not to the master group contract.

WHO OWNS THE CONTRACT?

     That's up to you. Unless the contract provides otherwise, the owner of the
contract is the person who can exercise the rights under the contract, such as
the right to choose the investment options or the right to surrender the
contract. In many cases, the person buying the contract will be the owner.
However, you are free to name another person or entity (such as a trust) as
owner. In writing this prospectus, we've assumed that you, the reader, are the
person or persons entitled to exercise the rights and obligations under
discussion.

IS THE OWNER ALSO THE ANNUITANT?

     In many cases, the same person is both the annuitant and the owner of a
contract. The annuitant is the person whose lifetime is used to measure the
period of time when we make various forms of annuity payments. Also, the
annuitant receives payments from us under any annuity option that commences
during the annuitant's lifetime. We may permit you to name another person as
annuitant or joint annuitant if that person meets our underwriting standards. We
may also permit you to name as joint annuitants two persons other than yourself
if those persons meet our underwriting standards.

HOW CAN I INVEST MONEY IN A CONTRACT?

Premium payments

     We call the investments you make in your contract premiums or premium
payments. In general, you need at least a $1,000 initial premium payment to
purchase a contract. If you choose to contribute more money into your contract,
each subsequent premium payment must also be at least $500. If you deposit money
directly from your bank account, your subsequent premium payments can be as
small as $100.

Applying for a contract

     An authorized representative of the broker-dealer or financial institution
through whom you purchase your contract will assist you in (1) completing an
application or placing an order for a contract and (2) transmitting it, along
with your initial premium payment, to the John Hancock Annuity Servicing Office.

     Once we receive your initial premium payment and all necessary information,
we will issue your contract and invest your initial premium payment within two
business days. If the information is not in good order, we will contact you to
get the necessary information. If for some reason, we are unable to complete
this process within 5 business days, we will either send back your money or get
your permission to keep it until we get all of the necessary information.

     In certain situations, we will issue a contract upon receiving the order of
your broker-dealer or financial institution, but delay the effectiveness of the
contract until we receive your signed application. In those situations, if we do
not receive your signed application within our required time period, we will
deem the contract void from the beginning and return your premium payment.

     We measure the years and anniversaries of your contract from its date of
issue. We use the term contract year to refer to each period of time between
anniversaries of your contract's date of issue.

Limits on premium payments

     You can make premium payments of up to $1,000,000 in any one contract year.
The total of all new premium payments and transfers that you allocate to any one
variable investment option in any one contract year may not exceed $1,000,000.
While

                                       9


the annuitant is alive and the contract is in force, you can make premium
payments at any time before the date of maturity. However,

--------------------------------------------------------------------------------
                                            YOU MAY NOT MAKE ANY PREMIUM
                                            PAYMENTS AFTER THE ANNUITANT
     IF YOUR CONTRACT IS USED TO FUND               REACHES AGE
--------------------------------------------------------------------------------
  a "tax qualified plan"*                              701/2**
--------------------------------------------------------------------------------
  a non-tax qualified plan                             841/2
--------------------------------------------------------------------------------

         * as that term is used in "Tax Information," beginning on page 29.
        ** except for a Roth IRA, which has no age limit.

     We will not issue a contract if the proposed annuitant is older than age
84. We may waive any of these limits, however.

Ways to make premium payments

     Premium payments made by check or money order should be:

 .  drawn on a U.S. bank,

 .  drawn in U.S. dollars, and

 .  made payable to "John Hancock."

     We will not accept credit card checks. Nor will we accept starter or third
party checks that fail to meet our administrative requirements. Premium payments
after the initial premium payment should be sent to the John Hancock Annuity
Servicing Office at the address shown on page 2 of this prospectus. We will also
accept premium payments by wire. We will accept your initial premium payment by
exchange from another insurance company. You can find information about wire
payments under "Premium payments by wire," below. You can find information about
other methods of premium payment by contacting your JHVLICO representative or by
contacting the John Hancock Annuity Servicing Office.

     Once we have issued your contract and it becomes effective, we credit you
with any additional premiums you pay as of the day we receive them at the John
Hancock Annuity Servicing Office.

Premium payments by wire

     If you purchase your contract through a broker-dealer firm or financial
institution, you may transmit your initial premium payment by wire order. Your
wire orders must include information necessary to allocate the premium payment
among your selected investment options.

     If your wire order is complete, we will invest the premium payment in your
selected investment options as of the day we received the wire order. If the
wire order is incomplete, we may hold your initial premium payment for up to 5
business days while attempting to obtain the missing information. If we can't
obtain the information within 5 business days, we will immediately return your
premium payment, unless you tell us to hold the premium payment for 5 more days
pending completion of the application. Nevertheless, until we receive and accept
a properly completed and signed application, we will not:

 .  issue a contract;

 .  accept premium payments; or

 .  allow other transactions.

     After we issue your contract, subsequent premium payments may be
transmitted by wire through your bank. Information about our bank, our account
number, and the ABA routing number may be obtained from the John Hancock Annuity
Servicing Office. Banks may charge a fee for wire services.

                                       10


HOW WILL THE VALUE OF MY INVESTMENT IN THE CONTRACT CHANGE OVER TIME?

     Prior to a contract's date of maturity, the amount you've invested in any
variable investment option will increase or decrease based upon the investment
experience of the corresponding fund. Except for certain charges we deduct, your
investment experience will be the same as if you had invested in the fund
directly and reinvested all fund dividends and distributions in additional
shares.

     Like a regular mutual fund, each fund deducts investment management fees
and other operating expenses. These expenses are shown in the Fee Tables.
However, unlike a mutual fund, we will also deduct charges relating to the
annuity guarantees and other features provided by the contract. These charges
reduce your investment performance and the amount we credit to your contract in
any variable investment option. We describe these charges under "What fees and
charges will be deducted from my contract?" beginning on page 14.

     The amount you've invested in a guarantee period will earn interest at the
rate we have set for that period. The interest rate depends upon the length of
the guarantee period you select. In states where approved, we currently make
available various guarantee periods with durations of up to five years. As long
as you keep your money in a guarantee period until its expiration date, we bear
all the investment risk on that money.

     However, if you prematurely transfer, "surrender" or otherwise withdraw
money from a guarantee period we will increase or reduce the remaining value in
your contract by an amount that approximates the impact that any changes in
interest rates would have had on the market value of a debt instrument with
terms comparable to that guarantee period. This "market value adjustment" (or
"MVA") imposes investment risks on you. We describe how the market value
adjustments work in "Calculation of market value adjustment ("MVA")" beginning
on page 22.

     At any time before the date of maturity, the total value of your contract
equals:

 .  the total amount you invested,

 .  minus all charges we deduct,

 .  minus all withdrawals you have made,

 .  plus or minus any positive or negative MVA's that we have made at the time
    of any premature withdrawals or transfers you have made from a guarantee
    period,

 .  plus or minus each variable investment option's positive or negative
    investment return that we credit daily to any of your contract's value daily
    while it is in that option, and

 .  plus the interest we credit to any of your contract's value while it is in a
    guarantee period.

WHAT ANNUITY BENEFITS DOES A CONTRACT PROVIDE?

     If your contract is still in effect on its date of maturity, it enters what
is called the annuity period. During the annuity period, we make a series of
fixed or variable payments to you as provided under one of our several annuity
options. The form in which we will make the annuity payments, and the proportion
of such payments that will be on a fixed basis and on a variable basis, depend
on the elections that you have in effect on the date of maturity. Therefore, you
should exercise care in selecting your date of maturity and your choices that
are in effect on that date.

     You should carefully review the discussion under "The annuity period,"
beginning on page 25, for information about all of these choices you can make.

                                       11


TO WHAT EXTENT CAN JHVLICO VARY THE TERMS AND CONDITIONS OF THE CONTRACTS?

State law insurance requirements

     Insurance laws and regulations apply to us in every state in which our
contracts are 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 reside. These variations will be reflected in your contract or in
endorsements attached to your contract.

Variations in charges or rates

     We may vary the charges, guarantee periods, and other terms of our
contracts where special circumstances result in sales or administrative
expenses, mortality risks or other risks that are different from those normally
associated with the contracts. These include the types of variations discussed
under "Certain changes" in the Additional Information section of this
prospectus.

WHAT ARE THE TAX CONSEQUENCES OF OWNING A CONTRACT?

     In most cases, no income tax will have to be paid on amounts you earn under
a contract until these earnings are paid out. All or part of the following
distributions from a contract may constitute a taxable payout of earnings:

 .  partial withdrawal (including systematic withdrawals),

 .  full withdrawal ("surrender"),

 .  payment of any death benefit proceeds, and

 .  periodic payments under one of our annuity payment options.

How much you will be taxed on distribution is based upon complex tax rules and
depends on matters such as:

 .  the type of the distribution,

 .  when the distribution is made,

 .  the nature of any tax qualified retirement plan for which the contract is
    being used, if any, and

 .  the circumstances under which the payments are made.

     If your contract is issued in connection with a tax-qualified retirement
plan, all or part of your premium payments may be tax-deductible.

     Special 10% tax penalties apply in many cases to the taxable portion of any
distributions from a contract before you reach age 59 1/2. Also, most
tax-qualified plans require that distributions from a contract commence and/or
be completed by a certain period of time. This effectively limits the period of
time during which you can continue to derive tax deferral benefits from any
tax-deductible premiums you paid or on any earnings under the contract.

     THE FAVORABLE TAX BENEFITS AVAILABLE FOR ANNUITY CONTRACTS ISSUED IN
CONNECTION WITH TAX-QUALIFIED PLANS ARE ALSO GENERALLY AVAILABLE FOR OTHER TYPES
OF INVESTMENTS OF TAX-QUALIFIED PLANS, SUCH AS INVESTMENTS IN MUTUAL FUNDS,
EQUITIES AND DEBT INSTRUMENTS. YOU SHOULD CAREFULLY CONSIDER WHETHER THE
EXPENSES UNDER AN ANNUITY CONTRACT ISSUED IN CONNECTION WITH A TAX-QUALIFIED
PLAN, AND THE INVESTMENT OPTIONS, DEATH BENEFITS AND LIFETIME ANNUITY INCOME
OPTIONS PROVIDED UNDER SUCH AN ANNUITY CONTRACT, ARE SUITABLE FOR YOUR NEEDS AND
OBJECTIVES.


                                     12


HOW CAN I CHANGE MY CONTRACT'S INVESTMENT ALLOCATIONS?

Allocation of premium payments

     When you apply for your contract, you specify the variable investment
options or guarantee periods (together, your investment options) in which your
premium payments will be allocated. You may change this investment allocation
for future premium payments at any time. Any change in allocation will be
effective as of receipt of your request at the John Hancock Annuity Servicing
Office.

     Currently, you may use a maximum of 18 investment options over the life of
your contract. For purposes of this limit, each contribution or transfer of
assets into a variable investment option or guarantee period that you are not
then using counts as one "use" of an investment option, even if you had used
that option at an earlier time. Renewing a guarantee period upon its expiration
does not count as a new use, however, if the new guarantee period has the same
number of years as the expiring one.

Transferring your assets

     You may transfer all or part of the assets held in one investment option to
any other investment option within 30 days prior to the contract's date of
maturity, up to the above-mentioned maximum of 18 investment options. During the
annuity period, you may make transfers to or from variable investment options
that will result in no more than 4 investment options being used at once. You
may not make any transfers during the annuity period, however, to or from a
fixed investment option.

     To make a transfer, 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 approval, the maximum amount you may
transfer to or from any one variable investment option or guarantee period in
any contract year is $1,000,000.

     The contracts are not designed for professional market timing
organizations, or other persons or entities that use programmed or frequent
transfers among the investment options. As a consequence, we have reserved the
right to impose limits on the number and frequency of transfers into and out of
variable investment options and guarantee periods. Under our current rules, we
impose no charge on transfers (transfers out of a guarantee period may, however,
incur a market value adjustment - either positive or negative). However, we do
impose the following restrictions into and out of investment options:

 .  No more than 12 such transfer requests will be processed in any contract
    year. In applying this restriction, any transfer request involving the
    transfer of assets into or out of multiple variable investment options or
    guarantee periods will still count as only one request.

 .  We will monitor your transfer requests to determine whether you have
    transferred account value into any variable investment option within 28
    calendar days after you transferred account value out of that variable
    investment option (i.e., effected a "round trip"). If we determine that you
    have effected a round trip, you will be prohibited from effecting any
    further round trips with respect to any variable investment option for as
    long as the contract remains in effect.

If we change any of the above rules relating to transfers, we will notify you of
the change. Transfers under our dollar-cost averaging program will not be
counted toward any limit or restriction on transfers into and out of variable
investment options.

Procedure for transferring your assets

     You may request a transfer in writing or, if you have authorized telephone
transfers, by telephone or fax. All transfer requests should be directed to the
John Hancock Annuity Servicing Office at the address shown on page 2. Your
request should include:

 .  your name,

 .  daytime telephone number,

 .  contract number,

 .  the names of the investment options being transferred to and from each, and

 .  the amount of each transfer.

The request becomes effective on the day we receive your request, in proper
form, at the John Hancock Annuity Servicing Office.

                                       13


Telephone and facsimile transactions

     If you complete a special authorization form, you can request transfers
among investment options and changes of allocation among investment options
simply by telephoning or by faxing us at the John Hancock Annuity Servicing
Office. Any fax request should include your name, daytime telephone number,
contract 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 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.

     As stated earlier in this prospectus, the contracts 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 have imposed restrictions on transfers. However, we also reserve the
right to change our telephone and facsimile transaction policies or procedures
at any time. We also reserve the right to suspend or terminate the privilege
altogether with respect to any owners who we feel are abusing the privilege to
the detriment of other owners.

Dollar cost averaging program

     You may elect, at no cost, to automatically transfer assets from any
variable investment option to one or more other variable investment options on a
monthly, quarterly, semiannual, or annual basis. The following conditions apply
to the dollar cost averaging program:

 .  you may elect the program only if the total value of your contract equals
    $15,000 or more,

 .  the amount of each transfer must equal at least $250,

 .  you may change your dollar cost averaging instructions at any time in
    writing or, if you have authorized telephone transfers, by telephone,

 .  you may discontinue the program at any time,

 .  the program automatically terminates when the variable investment option
    from which we are taking the transfers has been exhausted,

 .  automatic transfers to or from guarantee periods are not permitted.

We reserve the right to suspend or terminate the program at any time.

WHAT FEES AND CHARGES WILL BE DEDUCTED FROM MY CONTRACT?

Mortality and expense risk charge

     We deduct the Separate Account charge shown in the Fee Tables on a daily
basis to compensate us primarily for mortality and expense risks that we assume
under the contracts. This charge does not apply to assets you have in our
guarantee periods. We take the deduction proportionally from each variable
investment option you are then using.

     In return for mortality risk charge, we assume the risk that annuitants as
a class will live longer than expected, requiring us to a pay greater number of
annuity payments. In return for the expense risk charge, we assume the risk that
our expenses relating to the contracts may be higher than we expected when we
set the level of the contracts' other fees and charges, or that our revenues
from such other sources will be less.

                                       14


Administrative services charge

     We deduct the Separate Account charge shown in the Fee Tables on a daily
basis for administrative and clerical services that the contracts require us to
provide. This charge does not apply to assets you have in our guarantee periods.
We take the deduction proportionally from each variable investment option you
are then using.

Annual contract fee

     Prior to the date of maturity of your contract, we will deduct the annual
contract fee shown in the Fee Tables. We deduct this annual contract fee at the
beginning of each contract year after the first. We also deduct it if you
surrender your contract. We take the deduction proportionally from each variable
investment option and each guarantee period you are then using. We reserve the
right to increase the annual contract fee to $50.

Premium taxes

     We make deductions for any applicable premium or similar taxes based on the
amount of a premium payment. Currently, certain local jurisdictions assess a tax
of up to 5% of each premium payment.

     In most cases, we deduct a charge in the amount of the tax from the total
value of the contract only at the time of annuitization, death, surrender, or
withdrawal. We reserve the right, however, to deduct the charge from each
premium payment at the time it is made. We compute the amount of the charge by
multiplying the applicable premium tax percentage times the amount you are
withdrawing, surrendering, annuitizing or applying to a death benefit.

Withdrawal charge

     If you withdraw some money from your contract prior to the date of maturity
("partial withdrawal") or if you surrender (turn in) your contract, in its
entirety, for cash prior to the date of maturity ("total withdrawal" or
"surrender"), we may assess a withdrawal charge. Some people refer to this
charge as a "contingent deferred withdrawal load." We use this charge to help
defray expenses relating to the sales of the contracts, including commissions
paid and other distribution costs.

     Here's how we determine the charge: In any contract year, you may withdraw
up to 10% of the total value of your contract (computed as of the beginning of
the contract year) without the assessment of any withdrawal charge. We refer to
this amount as the "free withdrawal amount." However, if the amount you withdraw
or surrender totals more than the free withdrawal amount during the contract
year, we will assess a withdrawal charge on any amount of the excess that we
attribute to premium payments you made within seven years of the date of the
withdrawal or surrender.

     The withdrawal charge percentage depends upon the number of years that have
elapsed from the date you paid the premium to the date of its withdrawal, as
shown in the Fee Tables.

     Solely for purposes of determining the amount of the withdrawal charge, we
assume that each withdrawal (together with any associated withdrawal charge) is
a withdrawal first from the earliest premium payment, and then from the next
earliest premium payment, and so forth until all payments have been exhausted.
Once a premium payment has been considered to have been "withdrawn" under these
procedures, that premium payment will not enter into any future withdrawal
charge calculations. For this purpose, we also consider any amounts that we
deduct for the annual contract charge to have been withdrawals of premium
payments (which means that no withdrawal charge will ever be paid on those
amounts).

     The amount of any withdrawal that exceeds any remaining premium payments
that have not already been considered as withdrawn will not be subject to any
withdrawal charge. This means that no withdrawal charge will apply to any
favorable investment experience that you have earned.

     Here's how we deduct the withdrawal charge: We deduct the withdrawal charge
proportionally from each variable investment option and each guarantee period
being reduced by the surrender or withdrawal. For example, if 60% of the
withdrawal amount comes from a "Growth" variable investment option and 40% from
a money market variable investment option, then we will deduct 60% of the
withdrawal charge from the "Growth" option and 40% from the money market option.
If any such option has insufficient remaining value to cover the charge, we will
deduct any shortfall from all of your other investment options, pro-rata based
on the value in each. If your contract as a whole has insufficient surrender
value to pay the entire charge, we will pay you no more than the surrender
value.

                                       15


     You will find examples of how we compute the withdrawal charge in Appendix
B to this prospectus.

     When withdrawal charges don't apply:

     We don't assess a withdrawal charge in the following situations:

 .  on amounts applied to an annuity option at the contract's date of maturity
    or to pay a death benefit;

 .  on certain withdrawals if you have elected the nursing home rider that
    waives the withdrawal charge; and

 .  on amounts withdrawn to satisfy the minimum distribution requirements for
    tax qualified plans. (Amounts above the minimum distribution requirements
    are subject to any applicable withdrawal charge, however.)

     How an MVA affects the withdrawal charge: If you make a withdrawal from a
guarantee period at a time when the related MVA results in an upward adjustment
in your remaining value, we will calculate the withdrawal charge as if you had
withdrawn that much less. Similarly, if the MVA results in a downward
adjustment, we will compute any withdrawal charge as if you had withdrawn that
much more.

Other charges

     We deduct the optional benefit rider charges shown in the Fee Tables
proportionally from each of your investment options, including the guaranteed
periods, based on your value in each.

HOW CAN I WITHDRAW MONEY FROM MY CONTRACT?

Surrenders and partial withdrawals

     Prior to your contract's date of maturity, if the annuitant is living, you
may:

 .  surrender your contract for a cash payment of its "surrender value," or

 .  make a partial withdrawal of the surrender value.

     The surrender value of a contract is the total value of a contract, after
any market value adjustment, MINUS the annual contract fee and any applicable
premium tax and withdrawal charges. We will determine the amount surrendered or
withdrawn as of the date we receive your request at the John Hancock Annuity
Servicing Office.

     Certain surrenders and withdrawals may result in taxable income to you or
other tax consequences as described under "Tax information," beginning on page
29. Among other things, if you make a full surrender or partial withdrawal from
your contract before you reach age 59 1/2, an additional federal penalty of 10%
generally applies to any taxable portion of the withdrawal.

     We will deduct any partial withdrawal proportionally from each of your
investment options based on the value in each, unless you direct otherwise.

     Without our prior approval, you may not make a partial withdrawal:

       .  for an amount less than $100, or

       .  if the remaining total value of your contract would be less than
          $1,000.

If your "free withdrawal value" at any time is less than $100, you must withdraw
that amount in full, in a single sum, before you make any other partial
withdrawals. We reserve the right to terminate your contract if the value of
your contract becomes zero.

     You generally may not make any surrenders or partial withdrawals once we
begin making payments under an annuity option.

                                       16


Nursing home waiver of withdrawal charge

     If your state permits, you may purchase an optional nursing home waiver of
withdrawal charge rider when you apply for a contract. Under this rider, we will
waive the withdrawal charges on any withdrawals, provided all the following
conditions apply:

 .  you become confined to a nursing home beginning at least 90 days after we
    issue your contract.

 .  you remain in the nursing home for at least 90 consecutive days and receive
    skilled nursing care.

 .  we receive your request for a withdrawal and adequate proof of confinement
    no later than 90 days after discharge from the facility.

 .  your confinement is prescribed by a doctor and medically necessary.

You may not purchase this rider if (1) you are older than 75 years at
application or (2) in most states, if you were confined to a nursing home within
the past two years.

     You should carefully review the tax considerations for optional benefit
riders on page 29 before selecting this optional benefit rider. For a more
complete description of the terms and conditions of this benefit, you should
refer directly to the rider. We will provide you with a copy on request.

Systematic withdrawal plan

     Our optional systematic withdrawal plan enables you to preauthorize
periodic withdrawals. If you elect this plan, we will withdraw a percentage or
dollar amount from your contract on a monthly, quarterly, semiannual, or annual
basis, based upon your instructions. Unless you request otherwise and we agree,
we will deduct the requested amount from each applicable investment option in
the ratio that the value of each bears to the total value of your contract. Each
systematic withdrawal is subject to any withdrawal charge or market value
adjustment that would apply to an otherwise comparable non-systematic
withdrawal. See "How will the value of my investment in the contract change over
time?" beginning on page 10, and "What fees and charges will be deducted from my
contract?" beginning on page 14. The same tax consequences also generally will
apply.

     The following conditions apply to systematic withdrawal plans:

 .  you may elect the plan only if the total value of your contract equals
    $15,000 or more,

 .  the amount of each systematic withdrawal must equal at least $10,

 .  if the amount of each withdrawal drops below $100 or the total value of your
    contract becomes less that $5,000, we will suspend the plan and notify you,

 .  you may cancel the plan at any time.

We reserve the right to modify the terms or conditions of the plan at any time
without prior notice.

WHAT HAPPENS IF THE ANNUITANT DIES BEFORE MY CONTRACT'S DATE OF MATURITY?

Standard death benefit

     If the annuitant dies before your contract's date of maturity, we will pay
a standard death benefit, unless you have elected an enhanced death benefit
rider.

     The standard death benefit is the greater of:

 .  the total value of your contract, adjusted by any then-applicable market
    value adjustment, or

 .  the total amount of premium payments made, minus any partial withdrawals and
    related withdrawal charges.

     We calculate the death benefit value as of the day we receive, in proper
order at the John Hancock Annuity Servicing Office:

 .  proof of the annuitant's death, and

                                       17


 .  any required instructions as to method of settlement.

     Unless you have elected an optional method of settlement, we will pay the
death benefit in a single sum to the beneficiary you chose prior to the
annuitant's death. If you have not elected an optional method of settlement, the
beneficiary may do so. However, if the death benefit is less than $5,000, we
will pay it in a lump sum, regardless of any election. You can find more
information about optional methods of settlement under "Annuity options,"
beginning on page 27.

Enhanced death benefit riders

      "Stepped-up" death benefit rider

     If you are under age 80 when you apply for your contract, you may elect to
enhance the standard death benefit by purchasing a stepped-up death benefit
rider. Under this rider, if the annuitant dies before the contract's date of
maturity, we will pay the beneficiary the greater of:

 . the standard death benefit (described above) or

 . the highest total value of your contract (adjusted by any market value
  adjustment) as of any anniversary of your contract to date, PLUS any
  premium payments you have made since that anniversary, MINUS any
  withdrawals you have taken (and any related withdrawal charges) since that
  anniversary.

For these purposes, however, we count only those contract anniversaries that
occur (1) BEFORE we receive proof of death and any required settlement
instructions and (2) BEFORE the annuitant attains age 81.

     You may elect this rider ONLY when you apply for the contract and ONLY if
this rider is available in your state. As long as the rider is in effect, you
will pay a monthly charge for this benefit as shown in the Fee Tables.

     You should carefully review the tax considerations for optional benefit
riders on page 29 before selecting this optional benefit rider. For a more
complete description of the terms and conditions of this benefit, you should
refer directly to the rider. We will provide you with a copy on request.

      Accidental death benefit rider

     If you are under age 80 when you apply for your contract, you may elect to
purchase an accidental death benefit rider. In addition to any other death
benefit, this rider provides a benefit upon the accidental death of the
annuitant prior to the earlier of:

 . the contract's date of maturity, and

 . the annuitant's 80/th/ birthday.

     Under this rider, the beneficiary will receive an amount equal to the total
value of the contract as of the date of the accident, up to a maximum of
$200,000. We will pay the benefit after we receive, at the John Hancock Annuity
Servicing Office:

 . proof of the annuitant's death, and

 . any required instructions as to method of settlement.

     You may elect this rider ONLY when you apply for the contract. As long as
the rider is in effect, you will pay a monthly charge for this benefit as shown
in the Fee Tables.

     You should carefully review the tax considerations for optional benefit
riders on page 29 before selecting this optional benefit rider. For a complete
description of the terms and conditions of this benefit, you should refer
directly to the rider. We will provide you with a copy upon request. Not all
states allow this benefit.

                                       18


 WHAT ADDITIONAL GUARANTEE APPLIES TO THE GUARANTEE PERIODS UNDER MY CONTRACT?

     John Hancock Financial Services, Inc. ("JHFS") guarantees JHVLICO's
obligations with respect to any guarantee periods you have elected under the
contract on the date of this prospectus. JHFS' guarantee will also apply to any
new guarantee periods under your contract, unless and until we notify you
otherwise. (If we give you such notice, however, the JHFS guarantee would remain
in effect for all guarantee periods that had already started, and would be
inapplicable only to guarantee periods starting after the date of such notice.)
The JHFS guarantee does not relieve JHVLICO of any obligations under your
contract - - it is in addition to all of the rights and benefits that the
contract provides. There is no charge or cost to you for the JHFS guarantee, nor
are there any other disadvantages to you of having this additional guarantee.

     Currently, JHVLICO's financial strength rating from A.M. Best Company, Inc.
is A++, the highest, based on the strength its direct parent, John Hancock Life
Insurance Company and the capital guarantee that JHFS (John Hancock Life
Insurance Company's direct parent) has provided to JHVLICO. Standard & Poor's
Corporation and Fitch Ratings have assigned financial strength ratings to
JHVLICO of AA, which place JHVLICO in the third highest rating assigned by these
rating agencies. Moody's Investors Service, Inc. has assigned JHVLICO a
financial strength rating of Aa3, which is its fourth highest rating.

     The additional guarantee saves JHVLICO the considerable expense of being a
company required to periodically file Form 10-K and Form 10-Q reports with the
Securities and Exchange Commission ("SEC"). JHFS is a publicly reporting company
and, as such, it also files Forms 10-K and 10-Q with the SEC. Under the SEC's
rules, the JHFS guarantee will eliminate the need for JHVLICO also to file such
reports. In addition, as discussed above, the additional guarantee has the
advantage of making any amounts you have allocated to a guarantee period even
more secure, without cost or other disadvantage to you.

 WHAT ARE THE TERMS OF THE ADDITIONAL GUARANTEE?

     JHFS guarantees your full interest in any guarantee period. This means
that, if JHVLICO fails to honor any valid request to surrender, transfer, or
withdraw any amount from a guarantee period, or fails to allocate amounts from a
guarantee period to an annuity option when it is obligated to do so, JHFS
guarantees the full amount that you would have received, or value that you would
have been credited with, had JHVLICO fully met its obligations under your
contract. If a benefit becomes payable under the contract upon the death of an
owner or annuitant, JHFS guarantees the lesser of (a) the amount of your
contract value in any guarantee period on the date of death, increased by any
upward market value adjustment (but not decreased by any negative market value
adjustment) or (b) the total amount that the contract obligates JHVLICO to pay
by reason of such death. If JHVLICO fails to make payment when due of any amount
that is guaranteed by JHFS, you could directly request JHFS to satisfy JHVLICO's
obligation, and JHFS must do so. You would not have to make any other demands on
JHVLICO as a precondition to making a claim against JHFS under the guarantee.

                                       19


                             ADDITIONAL INFORMATION

  CONTENTS OF THIS SECTION                                      STARTING ON PAGE

  Description of JHVLICO. . . . . . . . . . . . . . . . . . . . . . . . .21

  How to find additional information about JHVLICO and JHFS . . . . . . .21

  Who should purchase a contract. . . . . . . . . . . . . . . . . . . . .22

  How we support the variable investment options. . . . . . . . . . . . .22

  Description of charges at the fund level. . . . . . . . . . . . . . . .23

  How we support the guarantee periods. . . . . . . . . . . . . . . . . .23

  How the guarantee periods work. . . . . . . . . . . . . . . . . . . . .23

  The accumulation period . . . . . . . . . . . . . . . . . . . . . . . .24

  The annuity period. . . . . . . . . . . . . . . . . . . . . . . . . . .25

  Variable investment option valuation procedures . . . . . . . . . . . .28

  Distribution requirements following death of owner. . . . . . . . . . .29

  Tax information . . . . . . . . . . . . . . . . . . . . . . . . . . . .30

  Performance information . . . . . . . . . . . . . . . . . . . . . . . .37

  Reports . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .37

  Voting privileges . . . . . . . . . . . . . . . . . . . . . . . . . . .37

  Certain changes . . . . . . . . . . . . . . . . . . . . . . . . . . . .37

  Distribution of contracts . . . . . . . . . . . . . . . . . . . . . . .38

  Experts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .39

  Registration statement. . . . . . . . . . . . . . . . . . . . . . . . .40

  Condensed financial information . . . . . . . . . . . . . . . . . . . .41

  Appendix A - Details About Our Guarantee Periods. . . . . . . . . . . .43

  Appendix B - Examples of Withdrawal Charge Calculation. . . . . . . . .45

                                       20


DESCRIPTION OF JHVLICO

     We are JHVLICO, a stock life insurance company chartered in 1979 under
Massachusetts law, with its home office at 197 Clarendon Street, Boston,
Massachusetts 02117. We are authorized to transact a life insurance and annuity
business in all states other than New York and in the District of Columbia.

     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.

     We are a wholly-owned subsidiary of John Hancock Life Insurance Company
("John Hancock"), 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 became a subsidiary of John Hancock
Financial Services, Inc., a newly formed publicly-traded corporation. In April
2004, John Hancock Financial Services, Inc. was merged with a subsidiary of
Manulife Financial Corporation, a publicly-traded corporation organized under
the laws of Canada. The merger was effected pursuant to an Agreement and Plan of
Merger dated as of September 28, 2003. As a consequence of the merger, John
Hancock's ultimate parent is now Manulife Financial Corporation. John Hancock's
home office is at John Hancock Place, Boston, Massachusetts 02117. As of
December 31, 2003, John Hancock's assets were approximately $96 billion and it
had invested approximately $575 million in JHVLICO in connection with JHVLICO's
organization and operation. It is anticipated that John Hancock will from time
to time make additional capital contributions to JHVLICO to enable us to meet
our reserve requirements and expenses in connection with our business. John
Hancock is committed to make additional capital contributions if necessary to
ensure that we maintain a positive net worth.

 HOW TO FIND ADDITIONAL INFORMATION ABOUT JHVLICO AND JHFS

     JHFS files numerous documents and reports with the SEC, under a law
commonly known as the "Exchange Act." This includes annual reports on Form 10-K,
quarterly reports on Form 10-Q, other reports on Form 8-K, and proxy statements.
JHVLICO and JHFS also file registration statements and other documents with the
SEC, in addition to any that they file under the Exchange Act.

     You may read and copy all of the above documents, reports and registration
statements at the SEC's public reference room, 450 Fifth Street, N.W.,
Washington, D.C. 20549. You may obtain information about how the public
reference room works by calling 1-800-SEC-0330. Most of JHVLICO's and JHFS'
filings with the SEC are also available to the public at the SEC's "web" site:
http://www.sec.gov. Some of the reports and other documents that we file under
the Exchange Act are deemed to be part of this prospectus, even though they are
not physically included in this prospectus.

     These are the following reports and documents, which we "incorporate by
reference" into this prospectus:

 .  Form 10-K of JHFS for the year ended December 31, 2003;

 .  Form 8-K of JHFS filed on February 6, 2004 and on February 24, 2004; and

 .  All other documents or reports that JHVLICO or JHFS subsequently files with
    the SEC pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act
    (Prior to 2003, JHVLICO also filed reports on Forms 10-K and 10-Q. However,
    as discussed above under "What are the reasons for the additional
    guarantee?", JHVLICO no longer intends to file such reports.

We will provide to you, free of charge, a copy of any or all of the above
documents or reports that are incorporated into this prospectus. To request such
copies, please call or write the John Hancock Annuity Servicing Office using the
phone number or

                                       21


address shown on page 2 of this prospectus.

WHO SHOULD PURCHASE A CONTRACT?

     We designed these contracts for individuals doing their own retirement
planning, including purchases under plans and trusts that do not qualify for
special tax treatment under the Internal Revenue Code of 1986 (the "Code"). We
also offer the contracts for purchase under:

 . traditional individual retirement annuity plans  ("traditional IRAs")
   satisfying the requirements of Section 408 of the Code;

 . non-deductible IRA plans ("Roth IRAs") satisfying the requirements of
   Section 408A of the Code;

 . SIMPLE IRA plans adopted under Section 408(p) of the Code;

 . Simplified Employee Pension plans ("SEPs") adopted under Section 408(k)
   of the Code; and

 . annuity purchase plans adopted under Section 403(b) of the Code by public
   school systems and certain other tax-exempt organizations.

     We do not currently offer the contracts to every type of tax-qualified
plan, and we may not offer the contracts for all types of tax-qualified plans in
the future. In certain circumstances, we may make the contracts available for
purchase under deferred compensation plans maintained by a state or political
subdivision or tax exempt organization under Section 457 of the Code or by
pension or profit-sharing plans qualified under section 401(a) of the Code. We
provide general federal income tax information for contracts purchased in
connection with tax qualified retirement plans beginning on page 31.

     When a contract forms part of a tax-qualified plan it becomes subject to
special tax law requirements, as well as the terms of the plan documents
themselves, if any. Additional requirements may apply to plans that cover a
"self-employed individual" or an "owner-employee". Also, in some cases, certain
requirements under "ERISA" (the Employee Retirement Income Security Act of 1974)
may apply. Requirements from any of these sources may, in effect, take
precedence over (and in that sense modify) the rights and privileges that an
owner otherwise would have under a contract. Some such requirements may also
apply to certain retirement plans that are not tax-qualified.

     We may include certain requirements from the above sources in endorsements
or riders to the affected contracts. In other cases, we do not. In no event,
however, do we undertake to assure a contract's compliance with all plan, tax
law, and ERISA requirements applicable to a tax-qualified or non tax-qualified
retirement plan. Therefore, if you use or plan to use a contract in connection
with such a plan, you must consult with competent legal and tax advisers to
ensure that you know of (and comply with) all such requirements that apply in
your circumstances.

     To accommodate "employer-related" pension and profit-sharing plans, we
provide "unisex" purchase rates. That means the annuity purchase rates are the
same for males and females. Any questions you have as to whether you are
participating in an "employer-related" pension or profit-sharing plan should be
directed to your employer. Any question you or your employer have about unisex
rates may be directed to the John Hancock Annuity Servicing Office.

 HOW WE SUPPORT THE VARIABLE INVESTMENT OPTIONS

     We hold the fund shares that support our variable investment options in
John Hancock Variable Annuity Account JF (the "Account"), a separate account
established by JHVLICO under Massachusetts law. The Account is registered as a
unit investment trust under the Investment Company Act of 1940 ("1940 Act").

     The Account's assets, including each Series Fund's shares, belong to
JHVLICO. Each contract 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.

     All of JHVLICO's general assets also support JHVLICO's obligations under
the contracts, as well as all of its other obligations and liabilities. These
general assets consist of all JHVLICO's assets that are not held in the Account
(or in another separate account) under variable annuity or variable life
insurance contracts that give their owners a preferred claim on those assets.

                                       22


DESCRIPTION OF CHARGES AT THE FUND LEVEL

     The funds must pay investment management fees and other operating expenses.
These fees and expenses, as shown in the fund expense table in the Fee Tables,
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.

     The figures for the funds shown in the fund expense table are based on
historical fund expenses, as a percentage (rounded to two decimal places) of
each fund's average daily net assets for 2003, except as indicated in the
footnotes appearing at the end of the table. Expenses of the funds are not fixed
or specified under the terms of the contract, and those expenses may vary from
year to year.

 HOW WE SUPPORT THE GUARANTEE PERIODS

     All of JHVLICO's general assets (discussed above) support its obligations
under the guarantee periods (as well as all of its other obligations and
liabilities). To hold the assets that support primarily the guarantee periods,
we have established a "non-unitized" separate account. With a non-unitized
separate account, you have no interest in or preferential claim on any of the
assets held in the account. The investments we purchase with amounts you
allocated to the guarantee periods belong to us; any favorable investment
performance on the assets allocated to the guarantee periods belongs to us.
Instead, you earn interest at the guaranteed interest rate you selected,
provided that you don't surrender, transfer, or withdraw your assets prior to
the end of your selected guarantee period.

 HOW THE GUARANTEE PERIODS WORK

     Amounts you allocate to the guarantee periods earn interest at a guaranteed
rate commencing with the date of allocation. At the expiration of the guarantee
period, we will automatically transfer its accumulated value to a money market
variable investment option under your contract, unless you elect to:

 .  withdraw all or a portion of any such amount from the contract,

 .  allocate all or a portion of such amount to a new guarantee period or
    periods of the same or different duration as the expiring guarantee period,
    or

 .  allocate all or a portion of such amount to one or more of the variable
    investment options.

     You must notify us of any such election, by mailing a request to us at the
John Hancock Annuity Servicing Office at least 30 days prior to the end of the
expiring guarantee period. We will notify you of the end of the guarantee period
at least 30 days prior its expiration. The first day of the new guarantee period
or other reallocation will begin the day after the end of the expiring guarantee
period.

     We currently make available guarantee periods with durations up to five
years. You may not select a guarantee period if it extends beyond your
contract's date of maturity. We reserve the right to add or delete guarantee
periods from those that are available at any time for new allocations.

Guaranteed interest rates

     Each guarantee period has its own guaranteed rate. We may, at our
discretion, change the guaranteed rate for future guarantee periods. These
changes will not affect the guaranteed rates being paid on guarantee periods
that have already commenced. Each time you allocate or transfer money to a
guarantee period, a new guarantee period, with a new interest rate, begins to
run with respect to that amount. The amount allocated or transferred earns a
guaranteed rate that will continue unchanged until the end of that period. We
will not make available any guarantee period offering a guaranteed rate below
3%.

       ------------------------------------------------------------------
         We make the final determination of guaranteed rates to be
         declared.  We cannot predict or assure the level of any future
         guaranteed rates or the availability of any future guaranteed
         periods.
       ------------------------------------------------------------------

     You may obtain information concerning the guaranteed rates applicable to
the various guarantee periods, and the durations of the guarantee periods
offered at any time by calling the John Hancock Annuity Servicing Office at the
telephone number on page 2.

                                       23


Calculation of market value adjustment ("MVA")

     If you withdraw, surrender, transfer, or otherwise remove money from a
guarantee period prior to its expiration date, we will apply a market value
adjustment.

     A market value adjustment also generally applies to:

 .  death benefits pursuant to your contract,

 .  amounts you apply to an annuity option, and

 .  amounts paid in a single sum in lieu of an annuity.

     The market value adjustment increases or decreases your remaining value in
the guarantee period. If the value in that guarantee period is insufficient to
pay any negative MVA, we will deduct any excess from the value in your other
investment options pro-rata based on the value in each. If there is insufficient
value in your other investment options, we will in no event pay out more than
the surrender value of the contract.

     Here is how the MVA works:

      --------------------------------------------------------------------
        We compare:

        . the guaranteed rate of the guarantee period from which the
          assets are being taken WITH

        . the guaranteed rate we are currently offering for guarantee
          periods of the same duration as remains in the guarantee
          period from which the assets are being taken.

        If the first rate exceeds the second by more than
       1/2 %, the market value adjustment produces an increase in your
       contract's value.

       If the first rate does not exceed the second by at least 1/2 %,
       the market value adjustment produces a decrease in your contract's
       value.
      --------------------------------------------------------------------

     For this purpose, we consider that the amount withdrawn from the guarantee
period includes the amount of any negative MVA and is reduced by the amount of
any positive MVA.

The mathematical formula and sample calculations for the market value adjustment
appear in Appendix A.

 THE ACCUMULATION PERIOD

Your value in our variable investment options

     Each premium payment or transfer that you allocate to a variable investment
option purchases accumulation units of that variable investment option.
Similarly, each withdrawal or transfer that you take from a variable investment
option (as well as certain charges that may be allocated to that option) result
in a cancellation of such accumulation units.

Valuation of accumulation units

     To determine the number of accumulation units that a specific transaction
will purchase or cancel, we use the following formula:

               -------------------------------------------------
                dollar amount of transaction
                                   DIVIDED BY
                value of one accumulation unit for the
                applicable variable investment option at the
                time of such transaction
               -------------------------------------------------

                                       24


     The value of each accumulation unit will change daily depending upon the
investment performance of the fund that corresponds to that variable investment
option and certain charges we deduct from such investment option. (See below
under "Variable investment option valuation procedures.")

     Therefore, at any time prior to the date of maturity, the total value of
your contract in a variable investment option can be computed according to the
following formula:

                  --------------------------------------------
                     number of accumulation units in the
                     variable investment options
                                        TIMES
                     value of one accumulation unit for the
                     applicable variable investment option at
                     that time
                  --------------------------------------------

Your value in the guarantee periods

     On any date, the total value of your contract in a guarantee period equals:

 .  the amount of premium payments or transferred amounts allocated to the
    guarantee period, MINUS

 .  the amount of any withdrawals or transfers paid out of the guarantee period,
    MINUS

 .  the amount of any negative market value adjustments resulting from such
    withdrawals or transfers, PLUS

 .  the amount of any positive market value adjustments resulting from such
    withdrawals and transfers, MINUS

 .  the amount of any charges and fees deducted from that guarantee period, PLUS

 .  interest compounded daily on any amounts in the guarantee period from time
    to time at the effective annual rate of interest we have declared for that
    guarantee period.

 THE ANNUITY PERIOD

Date of maturity

     Your contract specifies the date of maturity, when payments from one of our
annuity options are scheduled to begin. You initially choose a date of maturity
when you complete your application for a contract. Unless we otherwise permit,
the date of maturity must be:

 .  at least 6 months after the date the first premium payment is applied to
    your contract, and

 .  no later than the maximum age specified in your contract (normally age 95).

     Subject always to these requirements, you may subsequently select an
earlier date of maturity. The John Hancock Annuity Servicing Office must receive
your new selection at least 31 days prior to the new date of maturity, however.
Also, if you are selecting or changing your date of maturity for a contract
issued under a tax qualified plan, special limits apply. (See "Contracts
purchased for a tax-qualified plan," beginning on page 31.)

Choosing fixed or variable annuity payments

     During the annuity period, the total value of your contract must be
allocated to no more than four investment options. During the annuity period, we
do not offer the guarantee periods. Instead, we offer annuity payments on a
fixed basis as one investment option, and annuity payments on a variable basis
for EACH variable investment option.

     We will generally apply (1) amounts allocated to the guarantee periods as
of the date of maturity to provide annuity payments on a fixed basis and (2)
amounts allocated to variable investment options to provide annuity payments on
a variable basis. If you are using more than four investment options on the date
of maturity, we will divide your contract's value among the four investment
options with the largest values (directing all guarantee periods as a single
option), pro-rata based on the amount of the total value of your contract that
you have in each.

     We will make a market value adjustment to any remaining guarantee period
amounts on the date of maturity, before we apply such amounts to an annuity
payment option.

                                       25


     Once annuity payments commence, you may not make transfers from fixed to
variable or from variable to fixed.

Selecting an annuity option

     Each contract provides, at the time of its issuance, for annuity payments
to commence on the date of maturity pursuant to Option A: "life annuity with 10
years guaranteed" (discussed under "Annuity options" on page 28).

     Prior to the date of maturity, you may select a different annuity option.
However, if the total value of your contract on the date of maturity is not at
least $5,000, Option A: "life annuity with 10 years guaranteed" will apply,
regardless of any other election that you have made. You may not change the form
of annuity option once payments commence.

     If the initial monthly payment under an annuity option would be less than
$50, we may make a single sum payment equal to the total surrender value of your
contract on the date the initial payment would be payable. Such single payment
would replace all other benefits.

     Subject to that $50 minimum limitation, your beneficiary may elect an
annuity option if:

 .  you have not made an election prior to the annuitant's death;

 .  the beneficiary is entitled to payment of a death benefit of at least $5,000
    in a single sum; and

 .  the beneficiary notifies us of the election prior to the date the proceeds
    become payable.

Variable monthly annuity payments

     We determine the amount of the first variable monthly payment under any
variable investment option by using the applicable annuity purchase rate for the
annuity option under which the payment will be made. The contract sets forth
these annuity purchase rates. In most cases they vary by the age and gender of
the annuitant or other payee.

     The amount of each subsequent variable annuity payment under that variable
investment option depends upon the investment performance of that variable
investment option.

     Here's how it works:

 .  we calculate the actual net investment return of the variable investment
    option (after deducting all charges) during the period between the dates for
    determining the current and immediately previous monthly payments.

 .  if that actual net investment return exceeds the "assumed investment rate"
    (explained below), the current monthly payment will be larger than the
    previous one.

 .  if the actual net investment return is less than the assumed investment
    rate, the current monthly payment will be smaller than the previous one.

   Assumed investment rate

     The assumed investment rate for any variable portion of your annuity
payments will be 3 1/2 % per year, except as follows.

     You may elect an assumed investment rate of 5% or 6%, provided such a rate
is available in your state. If you elect a higher assumed investment rate, your
initial variable annuity payment will also be higher. Eventually, however, the
monthly variable annuity payments may be smaller than if you had elected a lower
assumed investment rate.

Fixed monthly annuity payments

     The dollar amount of each fixed monthly annuity payment is specified during
the entire period of annuity payments, according to the provisions of the
annuity option selected. To determine such dollar amount we first, in accordance
with the procedures described above, calculate the amount to be applied to the
fixed annuity option as of the date of maturity. We then subtract any applicable
premium tax charge and divide the difference by $1,000. We then multiply the
result by the greater of:

 .  the applicable fixed annuity purchase rate shown in the appropriate table in
    the contract; or

 .  the rate we currently offer at the time of annuitization. (This current rate
    may be based on the sex of the annuitant, unless prohibited by law.)

                                       26


Annuity options

     Here are some of the annuity options that are available, subject to the
terms and conditions described above. We reserve the right to make available
optional methods of payment in addition to those annuity options listed here and
in your contract.

     OPTION A: LIFE ANNUITY WITH PAYMENTS FOR A GUARANTEED PERIOD - We will make
monthly payments for a guaranteed period of 5, 10, or 20 years, as selected by
you or your beneficiary, and after such period for as long as the payee lives.
If the payee dies prior to the end of such guaranteed period, we will continue
payments for the remainder of the guarantee period to a contingent payee,
subject to the terms of any supplemental agreement issued.

     Federal income tax requirements currently applicable to contracts used with
H.R. 10 plans and individual retirement annuities provide that the period of
years guaranteed under Option A cannot be any greater than the joint life
expectancies of the payee and his or her designated beneficiary.

     OPTION B: LIFE ANNUITY WITHOUT FURTHER PAYMENT ON DEATH OF PAYEE - We will
make monthly payments to the payee as long as he or she lives. We guarantee no
minimum number of payments.

     OPTION C: JOINT AND LAST SURVIVOR - We will provide payments monthly,
quarterly, semiannually, or annually, for the payee's life and the life of the
payee's spouse/joint payee. Upon the death of one payee, we will continue
payments to the surviving payee. All payments stop at the death of the surviving
payee.

     OPTION D: JOINT AND 1/2 SURVIVOR; OR JOINT AND 2/3 SURVIVOR - We will
provide payments monthly, quarterly, semiannually, and annually for the payee's
life and the life of the payee's spouse/joint payee. Upon the death of one
payee, we will continue payments (reduced to 1/2 or 2/3 the full payment amount)
to the surviving payee. All payments stop at the death of the surviving payee.

     OPTION E: LIFE INCOME WITH CASH REFUND - We will provide payments monthly,
quarterly, semiannually, or annually for the payee's life. Upon the payee's
death, we will provide a contingent payee with a lump-sum payment, if the total
payments to the payee were less than the accumulated value at the time of
annuitization. The lump-sum payment, if any, will be for the balance.

     OPTION F: INCOME FOR A FIXED PERIOD - We will provide payments monthly,
quarterly, semiannually, or annually for a pre-determined period of time to a
maximum of 30 years. If the payee dies before the end of the fixed period,
payments will continue to a contingent payee until the end of the period.

     OPTION G: INCOME OF A SPECIFIC AMOUNT - We will provide payments for a
specific amount. Payments will stop only when the amount applied and earnings
have been completely paid out. If the payee dies before receiving all the
payments, we will continue payments to a contingent payee until the end of the
contract.

     With Options A, B, C, and D, we offer both fixed and/or variable annuity
payments. With Options E, F, and G, we offer only fixed annuity payments.
Payments under Options F and G must continue for 10 years, unless your contract
has been in force for 5 years or more.

     If the payee is more than 85 years old on the date of maturity, the
following two options are not available:

 .  Option A: "life annuity with 5 years guaranteed" and

 .  Option B: "life annuity without further payment on the death of payee."

 VARIABLE INVESTMENT OPTION VALUATION PROCEDURES

     We compute the net investment return and accumulation unit values for each
variable investment option as of the end of each business day. A business day is
any date on which the New York Stock Exchange is open for regular trading. Each
business day ends at the close of regular trading for the day on that exchange.
Usually this is 4:00 p.m., Eastern time. On any date other than a business day,
the accumulation unit value or annuity unit value will be the same as the value
at the close of the next following business day.

 DISTRIBUTION REQUIREMENTS FOLLOWING DEATH OF OWNER

                                       27


     If you did not purchase your contract under a tax qualified plan (as that
term is used below), the Code requires that the following distribution
provisions apply if you die. We summarize these provisions in the following box.
In most cases, these provisions do not cause a problem if you are also the
annuitant under your policy. If you have designated someone other than yourself
as the annuitant, however, your heirs will have less discretion than you would
have had in determining when and how the contract's value would be paid out.

-------------------------------------------------------------------------------
 IF YOU DIE BEFORE ANNUITY PAYMENTS HAVE BEGUN:

 . if the contract's designated beneficiary is your surviving spouse, your
   spouse may continue the contract in force as the owner.

 . if the beneficiary is not your surviving spouse OR if the beneficiary is
   your surviving spouse but chooses not to continue the contract, the
   "entire interest" (as discussed below) in the contract on the date of
   your death must be:

   (1) paid out in full within five years of your death or

   (2) applied in full towards the purchase of a life annuity on the
       beneficiary with payments commencing within one year of your death.

   If you are the last surviving annuitant, as well as the owner, the entire
 interest in the contract on the date of your death equals the death benefit
 that then becomes payable.  If you are the owner but not the last surviving
 annuitant, the entire interest equals:

 . the surrender value if paid out in full within five years of your death,
   or

 . the total value of your contract applied in full towards the purchase of
   a life annuity on the beneficiary with payments commencing within one
   year of your death.

 IF YOU DIE ON OR AFTER ANNUITY PAYMENTS HAVE BEGUN:

 . any remaining amount that we owe must be paid out at least as rapidly as
   under the method of making annuity payments that is then in use.
-------------------------------------------------------------------------------

     The Code imposes very similar distribution requirements on contracts used
to fund tax qualified plans. We provide the required provisions for tax
qualified plans in separate disclosures and endorsements.

     Notice of the death of an owner or annuitant should be furnished promptly
to the John Hancock Annuity Servicing Office.

TAX INFORMATION


Our income taxes

     We are taxed as a life insurance company under the Internal Revenue Code
(the "Code"). The Account is taxed as part of our operations and is not taxed
separately.

     The contracts permit us to deduct a charge for any taxes we incur that are
attributable to the operation or existence of the contracts or the Account.
Currently, we do not anticipate making a charge of such taxes. If the level of
the current taxes increases, however, or is expected to increase in the future,
we reserve the right to make a charge in the future.

Special Considerations for Optional Benefit Riders

   If you have elected the optional stepped-up death benefit rider or
accidental death benefit rider, it is our understanding that the charges
relating to these riders are not subject to current taxation. The Internal
Revenue Service ("IRS") might take the position, however, that each charge
associated with the rider is deemed a partial withdrawal from the contract
subject to current income tax to the extent of any gains and, if applicable, the
10% penalty tax for premature distributions from annuities. We understand that
you are not prevented from adding any of our optional death benefit riders to
your contract if it is issued as an IRA. However, the law is unclear because
IRAs generally may not invest in "life insurance contracts." Therefore, it is
possible that a Contract may be disqualified as an IRA if it has an optional
death benefit rider added to it. If so, you may be subject to increased taxes.

   At present, the IRS has not provided guidance as to the tax effect of
adding an optional nursing home waiver of withdrawal charge rider to an annuity
contract. The IRS might take the position that each charge associated with these
riders is deemed a withdrawal from the contract subject to current income tax to
the extent of any gains and, if applicable, the 10% penalty tax for premature
withdrawals.

   We do not currently report rider charges as partial withdrawals, but we may
do so in the future if we believe that the IRS would require us to report them
as such. You should consult a competent tax adviser before electing any of these
optional benefit riders.

Contracts not purchased to fund a tax qualified plan

 Undistributed gains

     We believe the contracts will be considered annuity contracts under Section
72 of the Code. This means that, ordinarily, you pay no federal income tax on
any gains in your contract until we actually distribute assets to you.

     However, a contract owned other than by a natural person (e.g.,
corporations, partnerships, limited liability companies and other such entities)
does not generally qualify as an annuity for tax purposes. Any increase in value
therefore would constitute ordinary taxable income to such an owner in the year
earned.

                                       28


 Annuity payments

     When we make payments under a contract in the form of an annuity, each
payment will result in taxable ordinary income to you, to the extent that each
such payment exceeds an allocable portion of your "investment in the contract"
(as defined in the Code). In general, your "investment in the contract" equals
the aggregate amount of premium payments you have made over the life of the
contract, reduced by any amounts previously distributed from the contract that
were not subject to tax.

     The Code prescribes the allocable portion of each such annuity payment to
be excluded from income according to one formula if the payments are variable
and a somewhat different formula if the payments are fixed. In each case,
speaking generally, the formula seeks to allocate an appropriate amount of the
investment in the contract to each payment. After the entire "investment in the
contract" has been distributed, any remaining payment is fully taxable.

 Surrenders, withdrawals and death benefits

     When we make a single sum payment from a contract, you have ordinary
taxable income, to the extent the payment exceeds your "investment in the
contract" (discussed above). Such a single sum payment can occur, for example,
if you surrender your contract before the date of maturity or if no annuity
payment option is selected for a death benefit payment.

     When you take a partial withdrawal from a contract before the date of
maturity, including a payment under a systematic withdrawal plan, all or part of
the payment may constitute taxable ordinary income to you. If, on the date of
withdrawal, the total value of your contract exceeds the investment in the
contract, the excess will be considered "gain" and the withdrawal will be
taxable as ordinary income up to the amount of such "gain". Taxable withdrawals
may also be subject to the special penalty tax for premature withdrawals as
explained below. When only the investment in the contract remains, any
subsequent withdrawal made before the date of maturity will be a tax-free return
of investment. If you assign or pledge any part of your contract's value, the
value so pledged or assigned is taxed the same way as if it were a partial
withdrawal.

     For purposes of determining the amount of taxable income resulting from a
single sum payment or a partial withdrawal, all annuity contracts issued by us
or our affiliates to the owner within the same calendar year will be treated as
if we issued a single contract.

     All or part of any death benefit proceeds may constitute a taxable payout
of earnings. A death benefit payment generally results in taxable ordinary
income to the extent such payment exceeds your "investment in the contract."

     Under the Code, an annuity must provide for certain required distributions.
For example, if the owner dies on or after the maturity date, and before the
entire annuity value has been paid, the remaining value must be distributed at
least as rapidly as under the method of distribution being used at the date of
the owner's death. We discuss other distribution requirements in the preceding
section entitled "Distribution requirements following death of owner."

 Penalty for premature withdrawals

     The taxable portion of any withdrawal, single sum payment and certain death
benefit payment may also trigger an additional 10% penalty tax. The penalty tax
does not apply to payments made to you after age 59 1/2, or on account of your
death or disability. Nor will it apply to withdrawals in substantially equal
periodic payments over the life of the payee (or over the joint lives of the
payee and the payee's beneficiary).

 Puerto Rico annuity contracts not purchased to fund a tax qualified plan

     Under the Puerto Rico tax laws, distributions from a contract not purchased
to fund a tax qualified plan ("Non-Qualified Contract") before annuitization are
treated as non-taxable return of principal until the principal is fully
recovered. Thereafter, all distributions are fully taxable. Distributions after
annuitization are treated as part taxable income and part non-taxable return of
principal. The amount excluded from gross income after annuitization is equal to
the amount of the distribution in excess of 3% of the total purchase payments
paid, until an amount equal to the total purchase payments paid has been
excluded. Thereafter, the entire distribution from a Non-Qualified Contract is
included in gross income. Puerto Rico does not currently

                                       29


impose an early withdrawal penalty tax. Generally, Puerto Rico does not require
income tax to be withheld from distributions of income.

Diversification requirements

     Each of the funds of the Series Fund intends to qualify as a regulated
investment company under Subchapter M of the Code and meet the investment
diversification tests of Section 817(h) of the Code and the underlying
regulations. Failure to do so could result in current taxation to you on gains
in your contract for the year in which such failure occurred and thereafter.

     The Treasury Department or the Internal Revenue Service may, at some future
time, issue a ruling or regulation presenting situations in which it will deem
contract owners to exercise "investor control" over the fund shares that are
attributable to their contracts. The Treasury Department has said informally
that this could limit the number or frequency of transfers among variable
investment options. This could cause you to be taxed as if you were the direct
owner of your allocable portion of fund shares. We reserve the right to amend
the contracts or the choice of investment options to avoid, if possible, current
taxation to the owners.

Contracts purchased for a tax qualified plan

     We have no responsibility for determining whether a particular retirement
plan or a particular contribution to the plan satisfies the applicable
requirements of the Code, or whether a particular employee is eligible for
inclusion under a plan. In general, the Code imposes limitations on the amount
of annual compensation that can be contributed into a tax-qualified plan, and
contains rules to limit the amount you can contribute to all of your
tax-qualified plans. Trustees and administrators of tax qualified plans may,
however, generally invest and reinvest existing plan assets without regard to
such Code imposed limitations on contributions. Certain distributions from tax
qualified plans may be transferred directly to another plan, unless funds are
added from other sources, without regard to such limitations.

     The Code generally requires tax-qualified plans (other than Roth IRAs) to
begin making annual distributions of at least a minimum amount each year after a
specified point. For example, minimum distributions to an employee under an
employer's pension and profit sharing plan qualified under Section 401(a) of the
Code must begin no later than April 1 of the year following the year in which
the employee reaches age 70 1/2 or, if later, retires. On the other hand,
distributions from a traditional IRA, SIMPLE IRA or SEP IRA must begin no later
than April 1 of the year following the year in which the contract owner attains
age 70 1/2. The minimum amount of a distribution and the time when distributions
start will vary by plan.

 Tax-free rollovers

     For tax years beginning in 2002, if permitted under your plans, you may
make a tax-free rollover from:

 .  a traditional IRA to another traditional IRA,

 .  a traditional IRA to another tax-qualified plan, including a Section 403(b)
    plan

 .  any tax-qualified plan (other than a Section 457 deferred compensation plan
    maintained by a tax-exempt organization) to a traditional IRA,

 .  any tax-qualified plan (other than a Section 457 deferred compensation plan
    maintained by a tax exempt organization) to another tax-qualified plan,
    including a roll-over of amounts from your prior plan derived from your
    "after-tax" contributions from "involuntary" distributions,

 .  a Section 457 deferred compensation plan maintained by a tax-exempt
    organization to another Section 457 deferred compensation plan maintained by
    a tax-exempt organization and

 .  a traditional IRA to a Roth IRA, subject to special restrictions discussed
    below.

     In addition, if your spouse survives you, he or she is permitted to
rollover your tax-qualified retirement account to another tax-qualified
retirement account in which your surviving spouse participates, to the extent
permitted by your surviving spouse' plan.

                                       30


 Traditional IRAs

     Annual contribution limit. A traditional individual retirement annuity (as
defined in Section 408 of the Code) generally permits an eligible purchaser to
make annual contributions which cannot exceed the lesser of:

 .  100% of compensation includable in your gross income, or

 .  the IRA annual limit for that tax year. For tax years beginning in 2002,
    2003 and 2004, the annual limit is $3,000 per year. For tax years beginning
    in 2005, 2006 and 2007, the annual limit is $4,000 per year and, for the tax
    year beginning in 2008, the annual limit is $5,000. After that, the annual
    limit is indexed for inflation in $500 increments as provided in the Code.

     Catch-Up Contributions. An IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.

     Spousal IRA. You may also purchase an IRA contract for the benefit of your
spouse (regardless of whether your spouse has a paying job).  You can generally
contribute up to the annual limit for each of you and your spouse (or, if less,
your combined compensation).

     Deductibility of contributions. You may be entitled to a full deduction, a
partial deduction or no deduction for your traditional IRA contribution on your
federal income tax return.

     The amount of your deduction is based on the following factors:

 .  whether you or your spouse is an active participant in an employer sponsored
    retirement plan,

 .  your federal income tax filing status, and

 .  your "Modified Adjusted Gross Income."

     Your traditional IRA deduction is subject to phase out limits, based on
your Modified Adjusted Gross Income, which are applicable according to your
filing status and whether you or your spouse are active participants in an
employer sponsored retirement plan. You can still contribute to a traditional
IRA even if your contributions are not deductible.

     Distributions. In general, all amounts paid out from a traditional IRA
contract (in the form of an annuity, a single sum, death benefits or partial
withdrawal), are taxable to the payee as ordinary income.  As in the case of a
contract not purchased under a tax-qualified plan, you may incur additional
adverse tax consequences if you make a surrender or withdrawal before
you reach age 59 1/2 (unless certain exceptions apply as specified in Code
section 72(t)). If you have made any non-deductible contributions to an IRA
contract, all or part of any withdrawal or surrender proceeds, single sum death
benefit or annuity payment, may be excluded from your taxable income when you
receive the proceeds.

     The tax law requires that annuity payments under a traditional IRA contract
begin no later than April 1 of the year following the year in which the owner
attains age 70 1/2.

 Roth IRAs

     Annual contribution limit. A Roth IRA is a type of non-deductible IRA. In
general, you may make purchase payments of up to the IRA annual limit ($3,000
per year for tax years beginning in 2002, 2003 and 2004; $4,000 per year for tax
years beginning in 2005, 2006 and 2007, and $5,000 for the tax year beginning in
2008).   After that, the annual limit is indexed for inflation in $500
increments as provided in the Code.

     The IRA annual limit for contributions to a Roth IRA phases out (i.e., is
reduced) for single taxpayers with adjusted gross incomes between $95,000 and
$110,000, for married taxpayers filing jointly with adjusted gross incomes
between $150,000 and $160,000, and for a married taxpayer filing separately with
adjusted gross income between $0 and $10,000.

                                       31


     Catch-Up Contributions. A Roth IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.

     Spousal IRA. You may also purchase a Roth IRA contract for the benefit of
your spouse (regardless of whether your spouse has a paying job). You can
generally contribute up to the annual limit for each of you and your spouse (or,
if less, your combined compensation), subject to the phase-out rules discussed
above.

     Distributions. If you hold your Roth IRA for at least five years the payee
will not owe any federal income taxes or early withdrawal penalties on amounts
paid out from the contract:

 .  after you reach age 59 1/2,

 .  on your death or disability, or

 .  to qualified first-time home buyers (not to exceed a lifetime limitation of
    $10,000) as specified in the Code.

     The Code treats payments you receive from Roth IRAs that do not qualify for
the above tax free treatment first as a tax-free return of the contributions you
made. However, any amount of such non-qualifying payments or distributions that
exceed the amount of your contributions is taxable to you as ordinary income and
possibly subject to the 10% penalty tax (unless certain exceptions apply as
specified in Code section 72(t).

     Conversion to a Roth IRA. You can convert a traditional IRA to a Roth IRA,
unless

 .  you have adjusted gross income over $100,000, or

 .  you are a married taxpayer filing a separate return.

The Roth IRA annual contribution limit does not apply to converted amounts.

     You must, however, pay tax on any portion of the converted amount that
would have been taxed if you had not converted to a Roth IRA. No similar
limitations apply to rollovers from one Roth IRA to another Roth IRA.

 SIMPLE IRA plans

     In general, a small business employer may establish a SIMPLE IRA retirement
plan if the employer employed 100 or fewer employees earning at least $5,000
during the preceding year. As an eligible employee of the business, you may make
pre-tax contributions to the SIMPLE IRA plan. You may specify the percentage of
compensation that you want to contribute under a qualified salary reduction
arrangement, provided the amount does not exceed the SIMPLE IRA annual
contribution limit. The SIMPLE IRA annual limit is $7,000 for tax years
beginning in 2002, $8,000 for 2003, $9,000 for 2004, and $10,000 for 2005. After
that, the annual limit is indexed for inflation in $500 increments as provided
in the Code. Your employer must elect to make a matching contribution of up to
3% of your compensation or a non-elective contribution equal to 2% of your
compensation.

     Catch-Up Contributions. A SIMPLE IRA holder age 50 or older may increase
contributions of compensation by an amount up to $500 for tax years beginning in
2002, $1,000 for 2003, $1,500 for 2004, $2,000 for 2005 and $2,500 for 2006.
After that, for tax years beginning in 2007, the SIMPLE IRA catch-up
contribution limit is indexed annually for inflation in $500 increments as
provided in the Code.

     Distributions. The requirements for minimum distributions from a SIMPLE IRA
retirement plan, and rules on taxation of distributions from a SIMPLE retirement
plan, are generally the same as those discussed above for distributions from a
traditional IRA.

 Simplified Employee Pension plans (SEPs)

     SEPs are employer sponsored plans that may accept an expanded rate of
contributions from one or more employers. Employer contributions are flexible,
subject to certain limits under the Code, and are made entirely by the business
owner directly to a SEP-IRA owned by the employee. Contributions are
tax-deductible by the business owner and are not includable

                                       32


in income by employees until withdrawn. The maximum deductible amount that may
be contributed to a SEP is 25% of compensation, up to the SEP compensation limit
specified in the Code for the year ($200,000 for the year 2002) with a cap of
$40,000.

     Distributions. The requirements for minimum distributions from a SEP-IRA,
and rules on taxation of distributions from a SEP-IRA, are generally the same as
those discussed above for distributions from a traditional IRA.

 Section 403(b) plans

     Under these tax-sheltered annuity arrangements, public school systems and
certain tax-exempt organizations can make premium payments into "403(b)
contracts" owned by their employees that are not taxable currently to the
employee.

     Annual Contribution Limit. In general, the amount of the non-taxable
contributions made for a 403(b) contract each year may not, together with all
other deferrals the employee elects under other tax-qualified plans, exceed an
annual "elective deferral limit" (see "Elective Deferral Limits," below). The
annual contribution limit is subject to certain other limits described in
Section 415 of the Code and the regulations thereunder. Special rules apply for
certain organizations that permit participants to increase their elective
deferrals.

     Catch-Up Contributions. A Section 403(b) plan participant age 50 or older
may increase contributions to a 403(b) plan by an amount that, together with all
other catch-up contributions made to other tax-qualified plans, does not exceed
an annual "elective catch-up limit." (See "Elective Catch-Up Limits," below.)

     Distributions. When we make payments from a 403(b) contract on surrender of
the contract, partial withdrawal, death of the annuitant, or commencement of an
annuity option, the payee ordinarily must treat the entire payment as ordinary
taxable income. Moreover, the Code prohibits distributions from a 403(b)
contract before the employee reaches age 59 1/2, except:

 . on the employee's separation from service, death, or disability,

 . with respect to distributions of assets held under a 403(b) contract as
   of December 31, 1988, and

 . transfers and exchanges to other products that qualify under Section
   403(b).

     Minimum distributions under a 403(b) contract must begin no later than
April 1 of the year following the year in which the employee reaches age 70 1/2
or, if later, retires.

 Pension and profit sharing plans qualified under Section 401(a)

     In general, an employer may deduct from its taxable income premium payments
it makes under a qualified pension or profit-sharing plan described in Section
401(a) of the Code. Employees participating in the plan generally do not have to
pay tax on such contributions when made. Special requirements apply if a 401(a)
plan covers an employee classified under the Code as a "self-employed
individual" or as an "owner-employee."

     Annuity payments (or other payments, such as upon withdrawal, death or
surrender) generally constitute taxable income to the payee; and the payee must
pay income tax on the amount by which a payment exceeds its allocable share of
the employee's "investment in the contract" (as defined in the Code), if any. In
general, an employee's "investment in the contract" equals the aggregate amount
of premium payments made by the employee.

     The non-taxable portion of each annuity payment is determined, under the
Code, according to one formula if the payments are variable and a somewhat
different formula if the payments are fixed. In each case, speaking generally,
the formula seeks to allocate an appropriate amount of the investment in the
contract to each payment. Favorable procedures may also be available to
taxpayers who had attained age 50 prior to January 1, 1986.

     Minimum distributions to the employee under an employer's pension and
profit sharing plan qualified under Section 401(a) of the Code must begin no
later than April 1 of the year following the year in which the employee (except
an employee who is a "5-percent owner" as defined in Code section 416) reaches
age 70 1/2 or, if later, retires.

                                       33


 "Top-heavy" plans

     Certain plans may fall within the definition of "top-heavy plans" under
Section 416 of the Code. This can happen if the plan holds a significant amount
of its assets for the benefit of "key employees" (as defined in the Code). You
should consider whether your plan meets the definition. If so, you should take
care to consider the special limitations applicable to top-heavy plans and the
potentially adverse tax consequences to key employees.

   Section 457 deferred compensation plans

     Under the provisions of Section 457 of the Code, you can exclude a portion
of your compensation from gross income if you participate in a deferred
compensation plan maintained by:

 .  a state,

 .  a political subdivision of a state,

 .  an agency or instrumentality or a state or political subdivision of a state,
    or

 .  a tax-exempt organization.

     As a "participant" in such a deferred compensation plan, any amounts you
exclude (and any income on such amounts) will be includible in gross income only
for the taxable year in which such amounts are paid or otherwise made available
to the annuitant or other payee.

     The deferred compensation plan must satisfy several conditions, including
the following:

 .  the plan must not permit distributions prior to your separation from service
    (except in the case of an unforeseen emergency), and

 .  all compensation deferred under the plan shall remain solely the employer's
    property and may be subject to the claims of its creditors.

     Annual contribution limit. The amount of the non-taxable contributions made
for a Section 457 plan each year may not, together with all other deferrals the
employee elects under other tax-qualified plans, exceed an annual "elective
deferral limit," and is subject to certain other limits described in Section
402(g) of the Code. (See "Elective Deferral Limits," below.)

     Catch-Up Contributions. A 457 plan participant age 50 or older may increase
contributions to a 457 plan by an amount that, together with all other catch-up
contributions made to other tax-qualified plans, does not exceed an annual
"elective catch-up limit." (See "Elective Catch-Up Limits," below.)

     Distributions. When we make payments under your contract in the form of an
annuity, or in a single sum such as on surrender, withdrawal or death of the
annuitant, the payment is taxed as ordinary income. Minimum distributions under
a Section 457 plan must begin no later than April 1 of the year following the
year in which the employee reaches age 70 1/2 or, if later, retires.

 Elective Deferral Limits

     A participant in a Section 403(b) plan, a Section 457 Plan or in certain
other types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" may elect annually to defer current
compensation so that it can be contributed to the applicable plan or plans. The
annual elective deferral limit is $11,000 for tax years beginning in 2002,
$12,000 for 2003, $13,000 for 2004, $14,000 for 2005 and $15,000 for 2006. After
that, for the tax years beginning in 2007, 2008 and 2009, the annual elective
deferral limit is indexed for inflation in $500 increments as provided in the
Code.

 Elective Catch-up Limits

     A participant in a Section 403(b) plan, a Section 457 Plan or in certain
other types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" who is age 50 or older may increase

                                       34


contributions by an amount up to $1,000 for tax years beginning in 2002, $2,000
for 2003, $3,000 for 2004, $4,000 for 2005 and $5,000 for 2006. After that, for
the tax years beginning in 2007, the elective catch-up contribution limit is
indexed for inflation in $500 increments as provided in the Code.

   Withholding on rollover distributions

     The tax law requires us to withhold 20% from certain distributions from tax
qualified plans. We do not have to make the withholding, however, if you
rollover your entire distribution to another plan and you request us to pay it
directly to the successor plan. Otherwise, the 20% mandatory withholding will
reduce the amount you can rollover to the new plan, unless you add funds to the
rollover from other sources. Consult a qualified tax adviser before making such
a distribution.

 Puerto Rico annuity contracts purchased to fund a tax-qualified plan

     The provisions of the tax laws of Puerto Rico vary significantly from those
under the Internal Revenue Code of the United States with respect to the various
"tax qualified" plans described above. Although we may offer variable annuity
contracts in Puerto Rico in connection with "tax qualified" plans, the text of
the prospectus under the subsection "Contracts purchased for a tax qualified
plan" is inapplicable in Puerto Rico and should be disregarded.

See your own tax adviser

     The above description of Federal income tax consequences to owners of and
payees under contracts, and of the different kinds of tax qualified plans which
may be funded by the contracts, is only a brief summary and is not intended as
tax advice. It does not include a discussion of federal estate and gift tax or
state tax consequences. The rules under the Code governing tax qualified plans
are extremely complex and often difficult to understand. Changes to the tax laws
may be enforced retroactively. Anything less than full compliance with the
applicable rules, all of which are subject to change from time to time, can have
adverse tax consequences. The taxation of an annuitant or other payee has become
so complex and confusing that great care must be taken to avoid pitfalls. For
further information you should consult a qualified tax adviser.

PERFORMANCE INFORMATION

     We may advertise total return information about investments made in the
variable investment options. We refer to this information as "Account level"
performance. In our Account level advertisements, we usually calculate total
return for 1, 5, and 10 year periods or since the beginning of the applicable
variable investment option.

   Total return at the Account level is the percentage change between:

 .  the value of a hypothetical investment in a variable investment option at
    the beginning of the relevant period, and

 .  the value at the end of such period.

 At the Account level, total return reflects adjustments for:

 .  the mortality and expense risk charges,

 .  the administrative charge,

 .  the annual contract fee, and

 .  any withdrawal payable if the owner surrender his contract at the end of the
    relevant period.

Total return at the Account level does not, however, reflect any premium tax
charges or any charges for optional benefit riders. Total return at the Account
level will be lower than that at the Series Fund level where comparable charges
are not deducted.

     We may also advertise total return in a non-standard format in conjunction
with the standard format described above. The non-standard format is generally
the same as the standard format except that it will not reflect any contract fee
or withdrawal charge and it may be for additional durations.

                                       35


     We may advertise "current yield" and "effective yield" for investments in
the Money Market investment option. Current yield refers to the income earned on
your investment in the Money Market investment option over a 7-day period an
then annualized. In other words, the income earned in the period is assumed to
be earned every 7 days over a 52-week period and stated as a percentage of the
investment.

     Effective yield is calculated in a similar manner but, when annualized, the
income earned by your investment is assumed to be reinvested and thus compounded
over the 52-week period. Effective yield will be slightly higher than current
yield because of this compounding effect of reinvestment.

     Current yield and effective yield reflect all the recurring charges at the
Account level, but will not reflect any premium tax, any withdrawal charge, or
any charge for optional benefit riders.

 REPORTS

     At least annually, we will send you (1) a report showing the number and
value of the accumulation units in your contract and (2) the financial
statements of the Series Funds.

 VOTING PRIVILEGES

     At meetings of the Series Fund's shareholders, we will generally vote all
the shares of each fund that we hold in the Account in accordance with
instructions we receive from the owners of contracts that participate in the
corresponding variable investment option.

 CERTAIN CHANGES

Changes to the Account

     We reserve the right, subject to applicable law, including any required
shareholder approval,

 .  to transfer assets that we determine to be your assets from the Account to
    another separate account or investment option by withdrawing the same
    percentage of each investment in the Account with proper adjustments to
    avoid odd lots and fractions,

 .  to add or delete variable investment options,

 .  to change the underlying investment vehicles,

 .  to operate the Account in any form permitted by law, and

 .  to terminate the Account's registration under the 1940 Act, if such
    registration should no longer be legally required.

  Unless otherwise required under applicable laws and regulations, notice to or
approval of owners will not be necessary for us to make such changes.

Variations in charges or rates for eligible classes

  We may allow a reduction in or the elimination of any contract charges, or an
increase in a credited interest rate for a guarantee period.  The affected
contracts would involve sales to groups or classes of individuals under special
circumstances that we expect to result in a reduction in our expenses associated
with the sale or maintenance of the contracts, or that we expect to result in
mortality or other risks that are different from those normally associated with
the contracts.

  The entitlement to such variation in charges or rates will be determined by us
based upon such factors as the following:

 .  the size of the initial premium payment,

 .  the size of the group or class,

 .  the total amount of premium payments expected to be received from the group
    or class and the manner in which the premium payments are remitted,

 .  the nature of the group or class for which the contracts are being purchased
    and the persistency expected from that group or class as well as the
    mortality or morbidity risks associated with that group or class;

                                       36


 .  the purpose for which the contracts are being purchased and whether that
    purpose makes it likely that the costs and expenses will be reduced, or

 .  the level of commissions paid to selling broker-dealers or certain financial
    institutions with respect to contracts within the same group or class.

     We will make any reduction in charges or increase in initial guarantee
rates according to our rules in effect at the time an application for a contract
is approved. We reserve the right to change these rules from time to time. Any
variation in charges or rates will reflect differences in costs and services,
will apply uniformly to all prospective contract purchasers in the group or
class, and will not be unfairly discriminatory to the interests of any owner.
Any variation in charges or fees will reflect differences in costs and services,
will apply uniformly to all prospective contract purchasers in the group or
class, and will not be unfairly discriminatory to the interests of any owner.

 DISTRIBUTION OF CONTRACTS

     Signator Investors, Inc. ("Signator") acts as principal distributor of the
contracts sold through this prospectus. Signator is registered as a
broker-dealer under the Securities Exchange Act of 1934, and a member of the
National Association of Securities Dealers, Inc. Signator's address is 197
Clarendon Street, Boston, Massachusetts 02116. Signator is a subsidiary of John
Hancock Life Insurance Company.

     You can purchase a contract through registered representatives of
broker-dealers and certain financial institutions who have entered into selling
agreements with JHVLICO and Signator. We pay broker-dealers compensation for
promoting, marketing and selling our variable insurance and variable annuity
products. In turn, the broker-dealers pay a portion of the compensation to their
registered representatives, under their own arrangements. Signator will also pay
its own registered representatives for sales of the contracts to their
customers. We do not expect the compensation we pay to such broker-dealers
(including Signator) and financial institutions to exceed 7.0% of premium
payments (on a present value basis) for sales of the contracts described in this
prospectus. For limited periods of time, we may pay additional compensation to
broker-dealers as part of special sales promotions. We offer these contracts on
a continuous basis, but neither JHVLICO nor Signator is obligated to sell any
particular amount of contracts. We also reimburse Signator for direct and
indirect expenses actually incurred in connection with the marketing of these
contracts.

     Signator representatives may receive additional cash or non-cash incentives
(including expenses for conference or seminar trips and certain gifts) in
connection with the sale of contracts issued by us. From time to time, Signator,
at its expense, may also provide significant additional amounts to broker
dealers or other financial services firms which sell or arrange for the sale of
the contracts. Such compensation may include, for example, financial assistance
to financial services firms in connection with their conferences or seminars,
sales or training programs for invited registered representatives and other
employees, payment for travel expenses, including lodging, incurred by
registered representatives and other employees for such seminars or training
programs, seminars for the public, advertising and sales campaigns regarding the
policies, and/or other events or activities sponsored by the financial services
firms. As a consequence of such additional compensation, representatives and
financial services firms, including but not limited to Signator and its
representatives, may be motivated to sell our contracts instead of contracts
issued by other insurance companies.

EXPERTS

     Ernst & Young LLP have audited the consolidated financial statements of
John Hancock Variable Life Insurance Company at December 31, 2003 and 2002, and
for each of the three years in the period ended December 31, 2003, and the
financial statements of John Hancock Variable Annuity Account JF at December 31,
2003 and for each of the periods indicated therein, as set forth in their
reports. We've included the financial statements of JHVLICO and the financial
statements of the Account in the Statement of Additional Information, which also
is a part of the registration statement that contains this prospectus. These
financial statements are included in the registration statement in reliance on
Ernst & Young LLP's reports, given on their authority as experts in accounting
and auditing.

                                       37


REGISTRATION STATEMENT

  This prospectus omits certain information contained in the registration
statement filed with the SEC.  Among other things, the registration statement
contains a "Statement of Additional Information" that we will send you without
charge upon request.  The Table of Contents of the Statement of Additional
Information lists the following subjects that it covers:

                                                         PAGE OF SAI
            DISTRIBUTION . . . . . . . . . . . . . . . . . . . . . 2
            CALCULATION OF PERFORMANCE DATA. . . . . . . . . . . . 2
            OTHER PERFORMANCE INFORMATION. . . . . . . . . . . . . 3
            CALCULATION OF ANNUITY PAYMENTS. . . . . . . . . . . . 4
            ADDITIONAL INFORMATION
             ABOUT DETERMINING UNIT VALUES . . . . . . . . . . . . 5
            PURCHASES AND
              REDEMPTIONS OF FUND SHARES . . . . . . . . . . . . . 6
            THE ACCOUNT. . . . . . . . . . . . . . . . . . . . . . 6
            DELAY OF CERTAIN PAYMENTS  . . . . . . . . . . . . . . 7
            LIABILITY FOR TELEPHONE TRANSFERS. . . . . . . . . . . 7
            VOTING PRIVILEGES. . . . . . . . . . . . . . . . . . . 7
            FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . 9

                                       38


                        CONDENSED FINANCIAL INFORMATION

                  FOR JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

     The following table provides selected data for Declaration accumulation
shares for contracts with initial premium payments of less than $250,000. Each
period begins on January 1, except that the first year of operation of an
investment option begins on the date shown in the Notes at the end of this
table.

                                         Year Ended   Year Ended   Year Ended   Year Ended   Year Ended   Year Ended    Year Ended
                                        December 31, December 31, December 31, December 31, December 31, December 31,  December 31,
                                            2003         2002         2001         2000         1999         1998          1997
                                        ------------ ------------ ------------ ------------ ------------ ------------ --------------
EQUITY INDEX
Accumulation share value:
 Beginning of period (Note 1). . . . . .      $13.49       $17.58       $10.00           --           --           --           --
 End of period . . . . . . . . . . . . .      $17.10       $13.49       $17.58           --           --           --           --
Number of Accumulation Shares           
 outstanding at end of period. . . . . .     352,181      366,608      447,352           --           --           --           --
GROWTH & INCOME                         
Accumulation share value:               
 Beginning of period  (Note 1) . . . . .       $5.66        $7.36       $10.00           --           --           --           --
 End of period . . . . . . . . . . . . .       $6.95        $5.66        $7.36           --           --           --           --
Number of Accumulation Shares           
 outstanding at end of period. . . . . .   2,463,202    1,034,165    1,326,556           --           --           --           --
FUNDAMENTAL GROWTH                      
Accumulation share value:               
 Beginning of period  (Note 1) . . . . .       $6.79        $9.86       $10.00           --           --           --           --
 End of period . . . . . . . . . . . . .       $8.84        $6.79        $9.86           --           --           --           --
Number of Accumulation Shares           
 outstanding at end of period. . . . . .     117,743      114,921      167,698           --           --           --           --
SMALL CAP GROWTH                        
Accumulation share value:               
 Beginning of period  (Note 1) . . . . .       $9.81       $14.19       $10.00           --           --           --           --
 End of period . . . . . . . . . . . . .      $12.39        $9.81       $14.19           --           --           --           --
Number of Accumulation Shares           
 outstanding at end of period. . . . . .     250,519      270,532      334,521           --           --           --           --
OVERSEAS EQUITY B (formerly             
 "International Opportunities")           
Accumulation share value:               
 Beginning of period . . . . . . . . . .       $6.72       $10.00           --           --           --           --           --
 End of period . . . . . . . . . . . . .       $8.79        $6.72           --           --           --           --           --
Number of Accumulation Shares           
 outstanding at end of period. . . . . .     102,807      103,370           --           --           --           --           --
FINANCIAL INDUSTRIES (NOTE 2)           
Accumulation share value:               
 Beginning of period . . . . . . . . . .      $11.60       $14.58       $17.90       $14.25       $14.36       $13.39       $10.00
 End of period . . . . . . . . . . . . .      $14.43       $11.60       $14.58       $17.90       $14.25       $14.36       $13.39
Number of Accumulation Shares           
 outstanding at end of period. . . . . .     791,313      946,719    1,210,792    1,113,582    1,506,906    1,826,652      645,730
ACTIVE BOND                             
Accumulation share value:               
 Beginning of period (Note 1). . . . . .      $11.00       $10.39       $10.00           --           --           --           --
 End of period . . . . . . . . . . . . .      $11.57       $11.00       $10.39           --           --           --           --
Number of Accumulation Shares           
 outstanding at end of period. . . . . .     670,444      400,122      341,607           --           --           --           --
MONEY MARKET                            
Accumulation share value:               
 Beginning of period (Note 1). . . . . .      $10.15       $10.12       $10.00           --           --           --           --
 End of period . . . . . . . . . . . . .      $10.12       $10.15       $10.12           --           --           --           --
Number of Accumulation Shares           
 outstanding at end of period. . . . . .     412,229      552,435      457,386           --           --           --           --

(1)  Values shown for 2001 begin on November 15, 2001.

(2)  Values shown for Financial Industries are based on Account holdings of the
     predecessor fund and begin on April 30, 1997.

                                       39


     The following table provides selected data for Declaration accumulation
shares for contracts with initial premium payments of $250,000 or more. Each
period begins on January 1, except that the first year of operation of an
investment option begins on the date shown in the Notes at the end of this
table.

                                         Year Ended   Year Ended   Year Ended   Year Ended   Year Ended   Year Ended    Year Ended
                                        December 31, December 31, December 31, December 31, December 31, December 31,  December 31,
                                            2003         2002         2001         2000         1999         1998          1997
                                        ------------ ------------ ------------ ------------ ------------ ------------ --------------
EQUITY INDEX
Accumulation share value:
 Beginning of period  (Note 1) . . . . .   $11.20       $14.56       $10.00           --           --           --            --
 End of period . . . . . . . . . . . . .   $14.24       $11.20       $14.56           --           --           --            --
Number of Accumulation Shares
 outstanding at end of period. . . . . .   52,830       59,634       75,420           --           --           --            --
GROWTH & INCOME
Accumulation share value:
 Beginning of period (Note 1). . . . . .    $9.99       $12.97       $10.00           --           --           --            --
 End of period . . . . . . . . . . . . .   $12.30        $9.99       $12.97           --           --           --            --
Number of Accumulation Shares
 outstanding at end of period. . . . . .  145,833       26,987       92,665           --           --           --            --
FUNDAMENTAL GROWTH
Accumulation share value:
 Beginning of period (Note 1). . . . . .    $7.20       $10.43       $10.00           --           --           --            --
 End of period . . . . . . . . . . . . .    $9.39        $7.20       $10.43           --           --           --            --
Number of Accumulation Shares
 outstanding at end of period. . . . . .   46,190       33,826       64,187           --           --           --            --
SMALL CAP GROWTH
Accumulation share value:
 Beginning of period (Note 1). . . . . .   $11.49       $16.57       $10.00           --           --           --            --
 End of period . . . . . . . . . . . . .   $14.55       $11.49       $16.57           --           --           --            --
Number of Accumulation Shares
 outstanding at end of period. . . . . .   24,095       29,369       50,072
OVERSEAS EQUITY B (formerly
 "International Opportunities")
Accumulation share value:
 Beginning of period (Note 1). . . . . .    $6.79       $10.00                        --           --           --            --
 End of period . . . . . . . . . . . . .    $8.90        $6.79           --           --           --           --            --
Number of Accumulation Shares
 outstanding at end of period. . . . . .    7,752        7,963           --           --           --           --            --
FINANCIAL INDUSTRIES (NOTE 2)
Accumulation share value:
 Beginning of period   . . . . . . . . .   $11.76       $14.74       $18.06       $14.35       $14.42       $13.41        $10.00
 End of period . . . . . . . . . . . . .   $14.67       $11.76       $14.74       $18.06       $14.35       $14.42        $13.41
Number of Accumulation Shares
 outstanding at end of period. . . . . .   88,045       95,524      155,926      115,989       93,950      149,851        73,106
ACTIVE BOND
Accumulation share value:
 Beginning of period (Note 1). . . . . .   $14.02       $13.20       $10.00           --           --           --            --
 End of period . . . . . . . . . . . . .   $14.78       $14.02       $13.20           --           --           --            --
Number of Accumulation Shares
 outstanding at end of period. . . . . .   36,530        8,785        9,232           --           --           --            --
MONEY MARKET
Accumulation share value:
 Beginning of period (Note 1). . . . . .   $12.17       $12.11       $10.00           --           --           --            --
 End of period . . . . . . . . . . . . .   $12.16       $12.17       $12.11           --           --           --            --
Number of Accumulation Shares
 outstanding at end of period. . . . . .   23,367       28,641       20,225

(1)  Values shown for 2001 begin on November 15, 2001.

(2)  Values shown for Financial Industries begin on April 30, 1997 and are based
     on Account holdings of the predecessor fund.

                                       40


               APPENDIX A - DETAILS ABOUT OUR GUARANTEED PERIODS

 INVESTMENTS THAT SUPPORT OUR GUARANTEE PERIODS

     We back our obligations under the guarantee periods with JHVLICO's general
assets. Subject to applicable law, we have sole discretion over the investment
of our general assets (including those held in our "non-unitized" separate
account that primarily supports the guarantee periods). We invest these amounts
in compliance with applicable state insurance laws and regulations concerning
the nature and quality of our general investments.

     We invest the non-unitized separate account assets, according to our
detailed investment policies and guidelines, in fixed income obligations,
including:

       .  corporate bonds,

       .  mortgages,

       .  mortgage-backed and asset-backed securities, and

       .  government and agency issues.

     We invest primarily in domestic investment-grade securities. In addition,
we use derivative contracts only for hedging purposes, to reduce ordinary
business risks associated with changes in interest rates, and not for
speculating on future changes in the financial markets. Notwithstanding the
foregoing, we are not obligated to invest according to any particular strategy.

 GUARANTEED INTEREST RATES

  We declare the guaranteed rates from time to time as market conditions and
other factors dictate.  We advise you of the guaranteed rate for a selected
guarantee period at the time we:

       .  receive your premium payment,

       .  effectuate your transfer, or

       .  renew your guarantee period.

     We have no specific formula for establishing the guaranteed rates for the
guarantee periods. The rates may be influenced by interest rates generally
available on the types of investments acquired with amounts allocated to the
guarantee period. In determining guarantee rates, we may also consider, among
other factors, the duration of the guarantee period, regulatory and tax
requirements, sales and administrative expenses we bear, risks we assume, our
profitability objectives, and general economic trends.

 COMPUTATION OF MARKET VALUE ADJUSTMENT

     We determine the amount of the market value adjustment by multiplying the
amount being taken from the guarantee period (before any applicable withdrawal
charge) by a factor expressed by the following formula:

                                                 n
                                                --
                                                12
                                 (    1 + g    )
                                 (-------------)
                                 (1 + c + 0.005)

     where,

   . G is the guaranteed rate in effect for the current guarantee period.

   . C is the current guaranteed rate in effect for new guarantee periods with
     duration equal to the number of years remaining in the current guarantee
     period (rounded to the nearest whole number of years).  If we are not
     currently

                                       41


     offering such a guarantee period, we will declare a guarantee rate,
     solely for this purpose, consistent with interest rates currently
     available.

   . N is the number of complete months from the date of withdrawal to the end
     of the current guarantee period.  (If less than one complete month
     remains, N equals one unless the withdrawal is made on the last day of
     the guarantee period, in which case no adjustment applies.)

 SAMPLE CALCULATION 1: POSITIVE ADJUSTMENT

Amount withdrawn or transferred          $10,000
--------------------------------------------------------------------------------
Guarantee period                         5 years
--------------------------------------------------------------------------------
Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                         period
--------------------------------------------------------------------------------
Guaranteed rate (g)                      4%
--------------------------------------------------------------------------------
Guaranteed rate for new 3 year           3%
guarantee (c)
--------------------------------------------------------------------------------
Remaining guarantee period (n)           36 months
--------------------------------------------------------------------------------

Market value adjustment:

                                                    36
                                                    --
                                                    12
                                [(    1 + 0.04    )     ]
                       10,000 x [(----------------)   -1] = 145.63
                                [(1 + 0.03 + 0.005)     ]

 Amount withdrawn or transferred (adjusted for market value adjustment): $10,000
+ $145.63 = $10,145.63

 SAMPLE CALCULATION 2: NEGATIVE ADJUSTMENT

Amount withdrawn or transferred          $10,000
--------------------------------------------------------------------------------
Guarantee period                         5 years
--------------------------------------------------------------------------------
Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                         period
--------------------------------------------------------------------------------
Guaranteed rate (g)                      4%
--------------------------------------------------------------------------------
Guaranteed rate for new 3 year           5%
guarantee (c)
--------------------------------------------------------------------------------
Remaining guarantee period(n)            36 months
--------------------------------------------------------------------------------

Market value adjustment:

                                                    36
                                                    --
                                                    12
                                [(    1 + 0.04    )     ]
                       10,000 x [(----------------)   -1] = -420.50
                                [(1 + 0.05 + 0.005)     ]

 Amount withdrawn or transferred (adjusted for money market adjustment): $10,000
- 420.50 = $9,579.50

  ________________________________________________________________________

                                       42


*All interest rates shown have been arbitrarily chosen for purposes of these
examples.  In most cases they will bear little or no relation to the rates we
are actually guaranteeing at any time.

                                       43


             APPENDIX B - EXAMPLE OF WITHDRAWAL CHARGE CALCULATION

ASSUME THE FOLLOWING FACTS:

 .  On January 1, 1997, you make a $5000 initial premium payment and we issue
    you a contract.

 .  On January 1, 1998, you make a $1000 premium payment.

 .  On January 1, 1999, you make a $1000 premium payment.

 .  On January 1, 2000, the total value of your contract is $9000 because of
    good investment earnings.

     Now assume you make a partial withdrawal of $6000 (no tax withholding) on
January 2, 2000. In this case, assuming no prior withdrawals, we would deduct a
CDSL of $272.23. We withdraw a total of $6272.23 from your contract.

        $6,000.00  --   withdrawal request payable to you
        +  272.23  --   withdrawal charge payable to us
        ---------
        $6,272.23  --   total amount withdrawn from your contract

HERE IS HOW WE DETERMINE THE WITHDRAWAL CHARGE:

  (1) We FIRST reduce your $5,000 INITIAL PREMIUM PAYMENT by the three annual
      $30 contract fees we assessed on January 1, 1998, 1999, and 2000.  We
      withdraw the remaining $4910 from your contract.

        $5,000
        -   30  --   1998 contract fee payable to us
        -   30  --   1999 contract fee payable to us
        -   30  --   2000 contract fee payable to us
        ------
                     amount of your initial premium payment we would
        $4,910  --   consider to be withdrawn

     Under the free withdrawal provision, we deduct 10% of the total value of
     your contract at the beginning of the contract year, or $900 (.10 x $9000).
     We pay the $900 to you as part of your withdrawal request, and we assess a
     withdrawal charge on the remaining balance of $4010. Because you made the
     initial premium payment 3 years ago, the withdrawal charge percentage is
     5%. We deduct the resulting $200.50 from your contract to cover the
     withdrawal charge on your initial premium payment. We pay the remainder of
     $3809.50 to you as a part of your withdrawal request.

        $4,910.00
        -     900  --   free withdrawal amount (payable to you)
        ---------
        $   4,010
        x     .05
        ---------
                   --   withdrawal charge on initial premium payment
        $  200.50       (payable to us)

        $4,010.00
        -  200.50
        ---------
        $3,809.50  --   part of withdrawal request payable to you

  (2) We NEXT deem the entire amount of your 1998 PREMIUM PAYMENT to be
      withdrawn and we assess a withdrawal charge on that $1000 amount.  Because
      you made this premium payment 2 years ago, the withdrawal charge

                                       44


     percentage is 5%. We deduct the resulting $50 from your contract to cover 
     the withdrawal charge on your 1998 premium payment. We pay the
     remainder of $950 to you as a part of your withdrawal request.

        $1,000
        x  .05
         -----
        $   50  --   withdrawal charge on 1998 premium payment (payable to us)

        $1,000
        -   50
         -----
        $  950  --   part of withdrawal request payable to you


  (3) We NEXT determine what additional amount we need to withdraw to provide
      you with the total $6000 you requested, after the deduction of the
      withdrawal charge on that additional amount.  We have already allocated
      $900 from the free withdrawal amount, $3809.50 from your initial premium
      payment, and $950 from your 1998 premium payment.  Therefore, $340.50 is
      needed to reach $6000.

        $6,000.00  --   total withdrawal amount requested
        -  900.00  --   free withdrawal amount
        -3,809.50  --   payment deemed from initial premium payment
        -  950.00  --   payment deemed from 1998 premium payment
        ---------
        $  340.50  --   additional payment to you needed to reach $6000


  We know that the withdrawal charge percentage for this remaining amount is 6%,
because you are already deemed to have withdrawn all premiums you paid prior to
1999. We use the following formula to determine how much more we need to
withdraw:

  Remainder due to you   =      Withdrawal needed - [applicable withdrawal
charge percentage times withdrawal needed]

        $340.50  =    x - [.06x]
        $340.50  =    .94x
        $340.50
         ------
           0.94  =    x
        $362.23  =    x

        $362.23  --   deemed withdrawn from 1999 premium payment
        $340.50  --   part of withdrawal request payable to you
         ------
                      withdrawal charge on 1999 premium deemed withdrawn
        $ 21.73  --   (payable to us)

        $200.50  --   withdrawal charge on the INITIAL PREMIUM PAYMENT
        $ 50.00  --   withdrawal charge on the 1998 PREMIUM PAYMENT
        $ 21.73  --   withdrawal charge on the 1999 PREMIUM PAYMENT
         ------
        $272.23  --   Total withdrawal charge

                                       45


                          Prospectus dated May 1, 2004

                                for interests in
                    John Hancock Variable Annuity Account JF

                       Interests are made available under

--------------------------------------------------------------------------------
                            PATRIOT VARIABLE ANNUITY
--------------------------------------------------------------------------------

      a deferred combination fixed and variable annuity contract issued by

     JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY ("JHVLICO") The contract
enables you to earn fixed rates of interest that we declare under our fixed
investment option and investment-based returns in the following variable
investment options:

VARIABLE INVESTMENT OPTIONS:       UNDERLYING FUND MANAGED BY:
---------------------------        ---------------------------
EQUITY OPTIONS:
  Equity Index . . . . . . . . .   SSgA Funds Management, Inc.
  Large Cap Value  . . . . . . .   T. Rowe Price Associates, Inc.
  Large Cap Growth . . . . . . .   Independence Investment LLC
  Fundamental Growth*. . . . . .   Independence Investment LLC
  Earnings Growth  . . . . . . .   Fidelity Management & Research Company
  Growth & Income  . . . . . . .   Independence Investment LLC and T. Rowe Price Associates, Inc.
  Fundamental Value. . . . . . .   Wellington Management Company, LLP
  Mid Cap Value B. . . . . . . .   T. Rowe Price Associates, Inc.
  Small Cap Emerging Growth. . .   Wellington Management Company, LLP
  Small Cap Growth*. . . . . . .   Wellington Management Company, LLP 
  International Equity Index . .   SSgA Funds Management, Inc.
  Overseas Equity* . . . . . . .   Capital Guardian Trust Company 
  Overseas Equity B. . . . . . .   Capital Guardian Trust Company 
  Overseas Equity C* . . . . . .   Capital Guardian Trust Company 
  Real Estate Equity . . . . . .   RREEF America LLC and Van Kampen (a registered trade name of 
                                     Morgan Stanley Investment Management Inc.)
  Financial Industries . . . . .   John Hancock Advisers, LLC

 BALANCED OPTIONS:
  Managed. . . . . . . . . . . .   Independence Investment LLC and Capital Guardian Trust Company

 BOND & MONEY MARKET OPTIONS:
  Short-Term Bond  . . . . . . .   Independence Investment LLC
  Bond Index . . . . . . . . . .   Standish Mellon Asset Management Company LLC
  Active Bond  . . . . . . . . .   John Hancock Advisers, LLC, Pacific Investment
                                     Management Company LLC and Declaration Management & 
                                     Research Company
  High Yield Bond  . . . . . . .   Wellington Management Company, LLP
  Global Bond  . . . . . . . . .   Capital Guardian Trust Company
  Money Market . . . . . . . . .   Wellington Management Company, LLP

 *Not available for contracts issued after April 30, 2004.


  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 the John Hancock
Variable Series Trust I (the " Series Fund"). In this prospectus, the investment
options of the Series Fund are referred to as "funds." In the prospectus for the
Series Fund, the investment options may also be referred to as "funds,"
"portfolios" or "series."

  The 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 the Series Fund. Each of the funds is separately managed and has its own
investment objective and strategies. Attached at the end of this prospectus is a
prospectus for the Series Fund. The Series Fund prospectus contains detailed
information about each available fund. Be sure to read those prospectuses before
selecting any of the variable investment options shown on page 1.

   For amounts you don't wish to invest in a variable investment option, you
currently can select a five year guarantee period. (We may make additional
guarantee periods available in the future, each of which would have its own
guaranteed interest rate and expiration date, and we may make one or more
additional guarantee periods available for contracts issued before September 30,
2002. We cannot provide any assurance that we will make any additional guarantee
periods available, however.)

   If you remove money from any guarantee period prior to its expiration,
however, we may increase or decrease your contract's value to compensate for
changes in interest rates that may have occurred subsequent to the beginning of
that guarantee period. This is known as a "market value adjustment."

  The annuity described in this prospectus may be sold on a group basis. If you
purchase the annuity under a group contract, you will be issued a group
certificate. If that is the case, the word "contract" as used in this prospectus
should be interpreted as meaning the certificate issued to you under the group
contract.


                      JOHN HANCOCK ANNUITY SERVICING OFFICE

                                  MAIL DELIVERY
                                  P.O. Box 772
                                Boston, MA 02117

                               OVERNIGHT DELIVERY

                      John Hancock Annuity Image Operations
                        27 Dry Dock Avenue, Second floor
                             South Boston, MA 02110

                              PHONE: 1-800-824-0335

                               FAX: 1-617-572-1571

  Contracts are not deposits or obligations of, or insured, endorsed, or
guaranteed by the U.S. Government, any bank, the Federal Deposit Insurance
Corporation, the Federal Reserve Board, or any other agency, entity or person,
other than JHVLICO. They involve investment risks including the possible loss of
principal.

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

  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.

                                        2


                            GUIDE TO THIS PROSPECTUS

  This prospectus contains information that you should know before you buy a
contract or exercise any of your rights under the contract. We have arranged the
prospectus in the following way:

     . The first section contains an "INDEX OF KEY WORDS."

     . Behind the index is the "FEE TABLE." This section highlights the various
       fees and expenses you will pay directly or indirectly, if you purchase a
       contract.

     . The next section is called "BASIC INFORMATION." It contains basic
       information about the contract presented in a question and answer format.
       You should read the Basic Information before reading any other section of
       the prospectus.

     . Behind the Basic Information is "ADDITIONAL INFORMATION." This section
       gives more details about the contract. It generally does not repeat
       information contained in the Basic Information.

     . "CONDENSED FINANCIAL INFORMATION" follows the "Additional Information."
       This gives some basic information about the size and past performance of
       the variable investment options.

 The Series Funds' prospectuses are attached at the end of this prospectus. You
should save these prospectuses for future reference.


                                IMPORTANT NOTICES

 This is the prospectus - it is not the contract. The prospectus simplifies many
contract provisions to better communicate the contract's essential features.
Your rights and obligations under the contract will be determined by the
language of the contract itself. On request, we will provide the form of
contract for you to review. In any event, when you receive your contract, we
suggest you read it promptly.

  We've also filed with the SEC a "Statement of Additional Information." This
Statement contains detailed information not included in the prospectus.
Although a separate document from this prospectus, the Statement of Additional
Information has the same legal effect as if it were a part of this prospectus.
We will provide you with a free copy of the Statement upon your request. To
give you an idea what's in the Statement, we have included a copy of the
Statement's table of contents on page 39.

  The contracts are not available in all states. This prospectus does not
constitute an offer to sell, or a solicitation of an offer to buy, securities in
any state to any person to whom it is unlawful to make or solicit an offer in
that state.

                                        3


                               INDEX OF KEY WORDS

  We define or explain each of the following key words used in this prospectus
on the pages shown below:

  KEY WORD                                               PAGE

  Accumulation units . . . . . . . . . . . . . . . . .     24  
  Annuitant. . . . . . . . . . . . . . . . . . . . . .      9 
  Annuity payments . . . . . . . . . . . . . . . . . .     11 
  Annuity period . . . . . . . . . . . . . . . . . . .     12 
  Contract year. . . . . . . . . . . . . . . . . . . .      9 
  Date of issue. . . . . . . . . . . . . . . . . . . .      9 
  Date of maturity . . . . . . . . . . . . . . . . . .     25 
  Free withdrawal amount . . . . . . . . . . . . . . .     15 
  Funds. . . . . . . . . . . . . . . . . . . . . . . .      2
  Guarantee periods. . . . . . . . . . . . . . . . . .      2
  Investment options . . . . . . . . . . . . . . . . .     13 
  Market value adjustment. . . . . . . . . . . . . . .     11 
  Premium payments . . . . . . . . . . . . . . . . . .      9 
  Surrender. . . . . . . . . . . . . . . . . . . . . .     16
  Surrender value. . . . . . . . . . . . . . . . . . .     16 
  Variable investment options. . . . . . . . . . . . .  cover 
  Withdrawal . . . . . . . . . . . . . . . . . . . . .     15 
  Withdrawal charge. . . . . . . . . . . . . . . . . .     15

                                       4


                                   FEE TABLES

THE FOLLOWING TABLES DESCRIBE THE FEES AND EXPENSES THAT YOU WILL PAY WHEN
BUYING, OWNING AND SURRENDERING A PATRIOT VARIABLE ANNUITY CONTRACT. THE FIRST
TABLE DESCRIBES THE CHARGES THAT YOU WILL PAY AT THE TIME THAT YOU BUY THE
CONTRACT, SURRENDER THE CONTRACT, OR TRANSFER ACCOUNT VALUE BETWEEN INVESTMENT
OPTIONS. STATE PREMIUM TAXES MAY ALSO BE DEDUCTED.

----------------------------------------------------------------------------------
     CONTRACTOWNER TRANSACTION EXPENSES           PATRIOT VARIABLE ANNUITY
----------------------------------------------------------------------------------
 Maximum Withdrawal Charge (as % of amount       6% for the first and second years
 withdrawn or surrendered)/1/                    5% for the third and fourth years
                                                      4% for the fifth year
                                                      3% for the sixth year
                                                     2% for the seventh year
                                                          0% thereafter
-------------------------------------------------------------------------------

1) This charge is taken upon withdrawal or surrender within the specified period
   of years measured from the date of premium payment.

THE NEXT TABLE DESCRIBES THE FEES AND EXPENSES THAT YOU WILL PAY PERIODICALLY
DURING THE TIME YOU OWN THE CONTRACT. THIS TABLE DOES NOT INCLUDE FEES AND
EXPENSES PAID AT THE FUND LEVEL.

--------------------------------------------------------------------------------
                                                  PATRIOT VARIABLE ANNUITY
--------------------------------------------------------------------------------
 Maximum Annual Contract Fee/2/                               $50
--------------------------------------------------------------------------------
 Current Annual Contract Fee/3/                               $30
--------------------------------------------------------------------------------
 Separate Account Annual Expenses (as a
 percentage of average account value)/4/

  Contracts with initial premium payment 
  less than $250,000:

  Mortality and Expense Risk Charge                          0.90%

  Administrative Services Charge                             0.35%
                                                             -----
  Total Separate Account Annual Expenses                     1.25%
--------------------------------------------------------------------------------
  Contracts with initial premium payment 
  of $250,000 or more:

  Mortality and Expense Risk Charge                          0.90%

  Administrative Services Charge                             0.10%
                                                            -----
  Total Separate Account Annual Expenses                     1.00%
--------------------------------------------------------------------------------
  Optional Benefit Rider Charges/5/
-------------------------------------------------------------------------------
  Enhanced "Stepped-Up" Death Benefit Rider        0.15% of your contract's 
                                                           total value
-------------------------------------------------------------------------------
  Accidental Death Benefit Rider                   0.10% of your contract's 
                                                           total value
-------------------------------------------------------------------------------
  Nursing Home Waiver                             0.05% of that portion of your
                                                     contract's total value 
                                                  attributable to premiums that 
                                                      are still subject to 
                                                        withdrawal charges
-------------------------------------------------------------------------------

2) This charge is not currently imposed, and would only apply to contracts of
   less than $10,000.

3) This charge applies only to contracts of less than $10,000. It is taken at
   the end of each contract year but, if you surrender a contract before then,
   it will be taken at the time of surrender.

4) This charge only applies to that portion of account value held in the
   variable investment options. The charge does not apply to amounts in the
   guarantee periods.

5) Charges for optional benefit riders are assessed monthly. The monthly charge
   is 1/12th of the annual charge shown in the table.

                                        5


THE NEXT TABLE DESCRIBES THE MINIMUM AND MAXIMUM TOTAL OPERATING EXPENSES
CHARGED BY THE FUNDS THAT YOU MAY PAY PERIODICALLY DURING THE TIME YOU OWN A
PATRIOT VARIABLE ANNUITY CONTRACT. MORE DETAIL CONCERNING EACH FUND'S FEES AND
EXPENSES IS CONTAINED IN THE SERIES FUND'S PROSPECTUS.


       TOTAL ANNUAL FUND OPERATING EXPENSES           MINIMUM       MAXIMUM
-------------------------------------------------------------------------------
 Range of expenses that are deducted from fund         0.21%         1.96%
 assets, including management fees, distribution
 and/or service (12b-1) fees, and other expenses
-------------------------------------------------------------------------------

THE NEXT TABLE DESCRIBES FUND LEVEL FEES AND EXPENSES FOR EACH OF THE FUNDS, AS
A PERCENTAGE OF THE FUND'S AVERAGE NET ASSETS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2003. MORE DETAIL CONCERNING EACH FUND'S FEES AND EXPENSES IS
CONTAINED IN THE PROSPECTUS FOR THE SERIES FUND.


                                                                              TOTAL FUND                     TOTAL FUND
                                            DISTRIBUTION    OTHER OPERATING    OPERATING                      OPERATING
                               INVESTMENT        AND           EXPENSES         EXPENSES                       EXPENSES
                               MANAGEMENT  SERVICE (12B-1)      WITHOUT         WITHOUT        EXPENSE          WITH
FUND NAME                          FEE          FEES         REIMBURSEMENT   REIMBURSEMENT  REIMBURSEMENT   REIMBURSEMENT
--------------------------------------------------------------------------------------------------------------------------
JOHN HANCOCK VARIABLE SERIES
 TRUST I - NAV CLASS SHARES
 (NOTE 1):
--------------------------------------------------------------------------------------------------------------------------
Equity Index                     0.13%           N/A             0.08%           0.21%          0.00%           0.21%
--------------------------------------------------------------------------------------------------------------------------
Large Cap Value                  0.75%           N/A             0.07%           0.82%          0.00%           0.82%
--------------------------------------------------------------------------------------------------------------------------
Large Cap Growth                 0.80%           N/A             0.06%           0.86%          0.00%           0.86%
--------------------------------------------------------------------------------------------------------------------------
Fundamental Growth               0.90%           N/A             0.10%           1.00%          0.00%           1.00%
--------------------------------------------------------------------------------------------------------------------------
Earnings Growth                  0.96%           N/A             0.11%           1.07%          0.01%           1.06%
--------------------------------------------------------------------------------------------------------------------------
Growth & Income                  0.67%           N/A             0.06%           0.73%          0.00%           0.73%
--------------------------------------------------------------------------------------------------------------------------
Fundamental Value                0.79%           N/A             0.11%           0.90%          0.01%           0.89%
--------------------------------------------------------------------------------------------------------------------------
Mid Cap Value B*                 1.05%           N/A             0.14%           1.19%          0.04%           1.15%
--------------------------------------------------------------------------------------------------------------------------
Small Cap Emerging Growth        1.01%           N/A             0.20%           1.21%          0.10%           1.11%
--------------------------------------------------------------------------------------------------------------------------
Small Cap Growth                 1.05%           N/A             0.17%           1.22%          0.07%           1.15%
--------------------------------------------------------------------------------------------------------------------------
International Equity Index       0.17%           N/A             0.05%           0.22%          0.00%           0.22%
--------------------------------------------------------------------------------------------------------------------------
Overseas Equity                  1.23%           N/A             0.34%           1.57%          0.00%           1.57%
--------------------------------------------------------------------------------------------------------------------------
Overseas Equity B*               1.13%           N/A             0.31%           1.44%          0.00%           1.44%
--------------------------------------------------------------------------------------------------------------------------
Overseas Equity C*               1.21%           N/A             0.75%           1.96%          0.00%           1.96%
--------------------------------------------------------------------------------------------------------------------------
Real Estate Equity               0.98%           N/A             0.09%           1.07%          0.00%           1.07%
--------------------------------------------------------------------------------------------------------------------------
Financial Industries             0.80%           N/A             0.06%           0.86%          0.00%           0.86%
--------------------------------------------------------------------------------------------------------------------------
Managed                          0.68%           N/A             0.06%           0.74%          0.00%           0.74%
--------------------------------------------------------------------------------------------------------------------------
Short-Term Bond                  0.60%           N/A             0.07%           0.67%          0.00%           0.67%
--------------------------------------------------------------------------------------------------------------------------
Bond Index                       0.14%           N/A             0.10%           0.24%          0.00%           0.24%
--------------------------------------------------------------------------------------------------------------------------
Active Bond                      0.61%           N/A             0.09%           0.70%          0.00%           0.70%
--------------------------------------------------------------------------------------------------------------------------
High Yield Bond                  0.80%           N/A             0.15%           0.95%          0.05%           0.90%
--------------------------------------------------------------------------------------------------------------------------
Global Bond                      0.85%           N/A             0.13%           0.98%          0.00%           0.98%
--------------------------------------------------------------------------------------------------------------------------
Money Market                     0.25%           N/A             0.06%           0.31%          0.00%           0.31%
--------------------------------------------------------------------------------------------------------------------------

Note 1. Under its current investment management agreements with the John
        Hancock Variable Series Trust I ("JHVST"), John Hancock Life Insurance
        Company has contractually agreed to reimburse each JHVST fund (other
        than the International Equity Index, Overseas Equity, Overseas Equity B,
        Overseas Equity C and Global Bond funds) when the fund's "other fund
        expenses" exceed 0.10% of the fund's average daily net assets.
        Percentages shown for the Overseas Equity, Overseas Equity B, and
        Overseas Equity C funds are calculated as if the current management fee
        schedules, which apply to these funds effective May 1, 2004, were in
        effect for all of 2003. The percentages shown for the International
        Equity Index Fund reflect (a) the discontinuance of John Hancock's
        agreement to reimburse the fund for "other fund expenses" in 2003 that
        exceeded 0.10% of the fund's average daily net assets and (b) the
        custodian's agreement, effective April 1, 2004, to reduce its fees for 
        this fund. The percentages shown for the Overseas Equity, Overseas 
        Equity B,     
                                        6


        Overseas Equity C and Global Bond funds reflect the discontinuance of
        John Hancock's agreement to reimburse each of these funds for "other
        fund expenses" in 2003 that exceeded 0.10% of the fund's average daily
        net assets. The percentages shown for the Financial Industries fund are
        based on the fund's current management fee schedule and include the
        operating expenses and average daily net assets of the fund's
        predecessor prior to April 25, 2003.

        * Mid Cap Value B was formerly "Small/Mid Cap CORE/SM/," Overseas Equity
        B was formerly "International Opportunities" and Overseas Equity C was
        formerly "Emerging Markets Equity." "CORE/SM/" is a service mark of
        Goldman, Sachs & Co.

Examples

THE FOLLOWING TWO EXAMPLES ARE INTENDED TO HELP YOU COMPARE THE COST OF
INVESTING IN A PATRIOT 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 AN "ALL RIDER" CONTRACT
WITH THE FOLLOWING OPTIONAL BENEFIT RIDERS: ENHANCED "STEPPED-UP"DEATH BENEFIT
RIDER, ACCIDENTAL DEATH BENEFIT RIDER AND NURSING HOME WAIVER RIDER. THE FIRST
EXAMPLE ALSO ASSUMES THAT YOUR INVESTMENT HAS A 5% RETURN EACH YEAR AND 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:

Patriot Variable Annuity - maximum fund-level total operating expenses

                                              1 YEAR  3 YEARS  5 YEARS   10 YEARS
-----------------------------------------------------------------------------------
     (1) IF YOU SURRENDER YOUR ALL RIDER
     CONTRACT AT THE END OF THE APPLICABLE    $899    $1540    $2203     $3827
     TIME PERIOD:
-----------------------------------------------------------------------------------
     (2) IF YOU ANNUITIZE YOUR ALL RIDER
     CONTRACT AT THE END OF THE APPLICABLE    $359    $1091    $1845     $3827
     TIME PERIOD:
-----------------------------------------------------------------------------------
     (3) IF YOU DO NOT SURRENDER YOUR ALL     $359    $1091    $1845     $3827
     RIDER CONTRACT:
-----------------------------------------------------------------------------------

THE NEXT EXAMPLE ASSUMES THAT YOU INVEST $10,000 IN A "NO RIDER" 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:

Patriot Variable Annuity - minimum fund-level total operating expenses


                                             1 YEAR  3 YEARS  5 YEARS   10 YEARS
-----------------------------------------------------------------------------------
     (1) IF YOU SURRENDER YOUR NO RIDER
     CONTRACT AT THE END OF THE APPLICABLE    $692    $921     $1154     $1779
     TIME PERIOD:
-----------------------------------------------------------------------------------
     (2) IF YOU ANNUITIZE YOUR NO RIDER
     CONTRACT AT THE END OF THE APPLICABLE    $152    $471     $ 813     $1779
     TIME PERIOD:
-----------------------------------------------------------------------------------
     (3) IF YOU DO NOT SURRENDER YOUR NO      $152    $471     $ 813     $1779
     RIDER CONTRACT:
-----------------------------------------------------------------------------------

                                        7


                                BASIC INFORMATION

  This "Basic Information" section provides answers to commonly asked questions
about the contract. Here are the page numbers where the questions and answers
appear:

  QUESTION                                                                      STARTING ON PAGE
  --------                                                                      ----------------
What is the contract? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        9

Who owns the contract?. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        9

Is the owner also the annuitant?. . . . . . . . . . . . . . . . . . . . . . . . . .        9

How can I invest money in a contract? . . . . . . . . . . . . . . . . . . . . . . .        9

How will the value of my investment in the contract change over time? . . . . . . .       11

What annuity benefits does the contract provide?. . . . . . . . . . . . . . . . . .       11

To what extent can JHVLICO vary the terms and conditions of the contracts?. . . . .       12

What are the tax consequences of owning a contract? . . . . . . . . . . . . . . . .       12

How can I change my contract's investment allocations?. . . . . . . . . . . . . . .       13

What fees and charges will be deducted from my contract?. . . . . . . . . . . . . .       15

How can I withdraw money from my contract?. . . . . . . . . . . . . . . . . . . . .       16

What happens if the annuitant dies before my contract's date of maturity? . . . . .       18

What additional guarantee applies to the guarantee periods under my contract? . . .       19

What are the terms of the additional guarantee? . . . . . . . . . . . . . . . . . .       19

                                        8


WHAT IS THE CONTRACT?

  The contract is a deferred payment variable annuity contract. An "annuity
contract" provides a person (known as the "annuitant" or "payee") with a series
of periodic payments. Because this contract is also a "deferred payment"
contract, the annuity payments will begin on a future date, called the
contract's "date of maturity." Under a "variable annuity" contract, the amount
you have invested can increase or decrease in value daily based upon the value
of the variable investment options chosen. If your annuity is provided under a
master group contract, the term "contract" as used in this prospectus refers to
the certificate you will be issued and not to the master group contract.

 WHO OWNS THE CONTRACT?

  That's up to you. Unless the contract provides otherwise, the owner of the
contract is the person who can exercise the rights under the contract, such as
the right to choose the investment options or the right to surrender the
contract. In many cases, the person buying the contract will be the owner.
However, you are free to name another person or entity (such as a trust) as
owner. In writing this prospectus, we've assumed that you, the reader, are the
person or persons entitled to exercise the rights and obligations under
discussion.

 IS THE OWNER ALSO THE ANNUITANT?

  In many cases, the same person is both the annuitant and the owner of a
contract. The annuitant is the person whose lifetime is used to measure the
period of time when we make various forms of annuity payments. Also, the
annuitant receives payments from us under any annuity option that commences
during the annuitant's lifetime. We may permit you to name another person as
annuitant or joint annuitant if that person meets our underwriting standards. We
may also permit you to name as joint annuitants two persons other than yourself
if those persons meet our underwriting standards.

 HOW CAN I INVEST MONEY IN A CONTRACT?

Premium payments

  We call the investments you make in your contract premiums or premium
payments. In general, you need at least a $1,000 initial premium payment to
purchase a contract. If you choose to contribute more money into your contract,
each subsequent premium payment must also be at least $500. If you deposit money
directly from your bank account, your subsequent premium payments can be as
small as $100.

Applying for a contract

  An authorized representative of the broker-dealer or financial institution
through whom you purchase your contract will assist you in (1) completing an
application or placing an order for a contract and (2) transmitting it, along
with your initial premium payment, to the John Hancock Annuity Servicing Office.

  Once we receive your initial premium payment and all necessary information, we
will issue your contract and invest your initial premium payment within two
business days. If the information is not in good order, we will contact you to
get the necessary information. If for some reason, we are unable to complete
this process within 5 business days, we will either send back your money or get
your permission to keep it until we get all of the necessary information.

  In certain situations, we will issue a contract upon receiving the order from
your broker-dealer or financial institution but delay the effectiveness of the
contract until we receive your signed application. In those situations, if we do
not receive your signed application within our required time period, we will
deem the contract void from the beginning and return your premium payment.

  We measure the years and anniversaries of your contract from its date of
issue. We use the term contract year to refer to each period of time between
anniversaries of your contract's date of issue.

Limits on premium payments

  You can make premium payments of up to $1,000,000 in any one contract year.
 The total of all new premium payments and transfers that you allocate to any
one variable investment option or guarantee period in any one contract year may
not exceed

                                        9


$1,000,000. While the annuitant is alive and the contract is in force, you can
make premium payments at any time until the annuitant reaches age 84 1/2.
However,

                                                    YOU MAY NOT MAKE ANY
                                                 PREMIUM PAYMENTS AFTER THE
               IF YOUR CONTRACT IS USED TO FUND     ANNUITANT REACHES AGE
               --------------------------------------------------------------
                 a "tax qualified plan"*                    70 1/2**
               --------------------------------------------------------------
                 a non-tax qualified plan                   84 1/2
               --------------------------------------------------------------

           * as that term is used in "Tax Information," beginning on page 29.
          ** except for a Roth IRA, which has no age limit.

  We will not issue a contract if the proposed annuitant is older than age 84.
 We may waive any of these limits, however.

Ways to make premium payments

  Premium payments made by check or money order should be:

 . drawn on a U.S. bank,

 . drawn in U.S. dollars, and

 . made payable to "John Hancock."

  We will not accept credit card checks. Nor will we accept starter or third
party checks that fail to meet our administrative requirements.

  Premium payments after the initial premium payment should be sent to:

  We will accept your initial premium payment by exchange from another insurance
company. You can find information


                        JOHN HANCOCK ANNUITY SUBSEQUENT

                                 PAYMENTS, X-4

                                  MAIL DELIVERY
                               1 John Hancock Way
                                   Suite 1501
                              Boston, MA 02117-1501

                               OVERNIGHT DELIVERY

                                 529 Main Street
                              Charleston, MA 02129

about wire payments under "Premium payments by wire," below. You can find
information about other methods of premium payment by contacting your
broker-dealer or by contacting the John Hancock Annuity Servicing Office.

  Once we have issued your contract and it becomes effective, we credit you with
any additional premiums you pay as of the day we receive them.

Premium payments by wire

  If you purchase your contract through a broker-dealer firm or financial
institution, you may transmit your initial premium payment by wire order. Your
wire orders must include information necessary to allocate the premium payment
among your selected investment options.

                                       10


  If your wire order is complete, we will invest the premium payment in your
selected investment options as of the day we received the wire order. If the
wire order is incomplete, we may hold your initial premium payment for up to 5
business days while attempting to obtain the missing information. If we can't
obtain the information within 5 business days, we will 

immediately return your premium payment, unless you tell us to hold the premium
payment for 5 more days pending completion of the application. Nevertheless,
until we receive and accept a properly completed and signed application, we will
not:

 . issue a contract;

 . accept premium payments; or

 . allow other transactions.

  After we issue your contract, subsequent premium payments may be transmitted
by wire through your bank. Information about our bank, our account number, and
the ABA routing number may be obtained from the John Hancock Annuity Servicing
Office. Banks may charge a fee for wire services.

HOW WILL THE VALUE OF MY INVESTMENT IN THE CONTRACT CHANGE OVER TIME?

  Prior to a contract's date of maturity, the amount you've invested in any
variable investment option will increase or decrease based upon the investment
experience of the corresponding fund. Except for certain charges we deduct, your
investment experience will be the same as if you had invested in the fund
directly and reinvested all fund dividends and distributions in additional
shares.

  Like a regular mutual fund, each fund deducts investment management fees and
other operating expenses. These expenses are shown in the Fee Tables. However,
unlike a mutual fund, we will also deduct charges relating to the annuity
guarantees and other features provided by the contract. These charges reduce
your investment performance and the amount we credit to your contract in any
variable investment option. We describe these charges under "What fees and
charges will be deducted from my contract?" beginning on page 15.

  The amount you've invested in a guarantee period will earn interest at the
rate we have set for that period. The interest rate depends upon the length of
the guarantee period you select. In states where approved, we currently make
available various guarantee periods with durations of up to ten years. As long
as you keep your money in a guarantee period until its expiration date, we bear
all the investment risk on that money.

  However, if you prematurely transfer, "surrender" or otherwise withdraw money
from a guarantee period we will increase or reduce the remaining value in your
contract by an amount that approximates the impact that any changes in interest
rates would have had on the market value of a debt instrument with terms
comparable to that guarantee period. This "market value adjustment" (or "MVA")
imposes investment risks on you. We describe how the market value adjustments
work in "Calculation of market value adjustment ("MVA")" beginning on page 24.

  At any time before the date of maturity, the total value of your contract
equals

 . the total amount you invested,

 . minus all charges we deduct,

 . minus all withdrawals you have made,

 . plus or minus any positive or negative MVAs that we have made at the time of
   any premature withdrawals or transfers you have made from a guarantee period,

 . plus or minus each variable investment option's positive or negative
   investment return that we credit daily to any of your contract's value daily
   while it is in that option, and

 . plus the interest we credit to any of your contract's value while it is in a
   guarantee period.

WHAT ANNUITY BENEFITS DOES A CONTRACT PROVIDE?

  If your contract is still in effect on its date of maturity, it enters what is
called the annuity period. During the annuity period, we make a series of fixed
or variable payments to you as provided under one of our several annuity
options. The form in which we will make the annuity payments, and the proportion
of such payments that will be on a fixed basis and on a variable basis,

                                       11


depend on the elections that you have in effect on the date of maturity.
Therefore, you should exercise care in selecting your date of maturity and your
choices that are in effect on that date.

  You should carefully review the discussion under "The annuity period,"
beginning on page 25, for information about all of these choices you can make.

TO WHAT EXTENT CAN JHVLICO VARY THE TERMS AND CONDITIONS OF THE CONTRACTS?

State law insurance requirements

  Insurance laws and regulations apply to us in every state in which our
contracts are 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 reside. These variations will be reflected in your contract or in
endorsements attached to your contract.

Variations in charges or rates

  We may vary the charges, guarantee periods, and other terms of our contracts
where special circumstances result in sales or administrative expenses,
mortality risks or other risks that are different from those normally associated
with the contracts. These include the types of variations discussed under
"Certain changes" in the Additional Information section of this prospectus.

 WHAT ARE THE TAX CONSEQUENCES OF OWNING A CONTRACT?

  In most cases, no income tax will have to be paid on amounts you earn under a
contract until these earnings are paid out. All or part of the following
distributions from a contract may constitute a taxable payout of earnings:

 . partial withdrawal (including systematic withdrawals),

 . full withdrawal ("surrender"),

 . payment of any death benefit proceeds, and

 . periodic payments under one of our annuity payment options.

How much you will be taxed on distribution is based upon complex tax rules and
depends on matters such as:

 . the type of the distribution,

 . when the distribution is made,

 . the nature of any tax qualified retirement plan for which the contract is
   being used, if any, and

 . the circumstances under which the payments are made.

  If your contract is issued in connection with a tax-qualified retirement plan,
all or part of your premium payments may be tax-deductible.

  Special 10% tax penalties apply in many cases to the taxable portion of any
distributions from a contract before you reach age 59 1/2. Also, most
tax-qualified plans require that distributions from a contract commence and/or
be completed by a certain period of time. This effectively limits the period of
time during which you can continue to derive tax deferral benefits from any
tax-deductible premiums you paid or on any earnings under the contract.

                                       12


THE FAVORABLE TAX BENEFITS AVAILABLE FOR ANNUITY CONTRACTS ISSUED IN CONNECTION
WITH TAX-QUALIFIED PLANS ARE ALSO GENERALLY AVAILABLE FOR OTHER TYPES OF
INVESTMENTS OF TAX-QUALIFIED PLANS, SUCH AS INVESTMENTS IN MUTUAL FUNDS,
EQUITIES AND DEBT INSTRUMENTS. YOU SHOULD CAREFULLY CONSIDER WHETHER THE
EXPENSES UNDER AN ANNUITY CONTRACT ISSUED IN CONNECTION WITH A TAX-QUALIFIED
PLAN, AND THE INVESTMENT OPTIONS, DEATH BENEFITS AND LIFETIME ANNUITY INCOME
OPTIONS PROVIDED UNDER SUCH AN ANNUITY CONTRACT, ARE SUITABLE FOR YOUR NEEDS AND
OBJECTIVES. 

HOW CAN I CHANGE MY CONTRACT'S INVESTMENT ALLOCATIONS?

Allocation of premium payments

  When you apply for your contract, you specify the variable investment options
or guarantee periods (together, your investment options) in which your premium
payments will be allocated. You may change this investment allocation for future
premium payments at any time. Any change in allocation will be effective as of
receipt of your request at the John Hancock Annuity Servicing Office.

  Currently, you may use a maximum of 18 investment options over the life of
your contract. For purposes of this limit, each contribution or transfer of
assets into a variable investment option or guarantee period that you are not
then using counts as one "use" of an investment option, even if you had used
that option at an earlier time. Renewing a guarantee period upon its expiration
does not count as a new use, however, if the new guarantee period has the same
number of years as the expiring one.

Transferring your assets

  You may transfer all or part of the assets held in one investment option to
any other investment option within 30 days prior to the contract's date of
maturity, up to the above-mentioned maximum of 18 investment options. During the
annuity period, you may make transfers to or from variable investment options
that will result in no more than 4 investment options being used at once. You
may not make any transfers during the annuity period, however, to or from a
fixed investment option.

  To make a transfer, 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 approval, the maximum amount you may
transfer to or from any one variable investment option or guarantee period in
any contract year is $1,000,000.

  The contracts are not designed for professional market timing organizations,
or other persons or entities that use programmed or frequent transfers among the
investment options. As a consequence, we have reserved the right to impose
limits on the number and frequency of transfers into and out of variable
investment options and guarantee periods. Under our current rules, we impose no
charge on transfers (transfers out of a guarantee period may, however, incur a
market value adjustment - either positive or negative). However, we do impose
the following restrictions into and out of investment options:

 . No more than 12 such transfer requests will be processed in any contract
   year. In applying this restriction, any transfer request involving the
   transfer of assets into or out of multiple variable investment options or
   guarantee periods will still count as only one request.

 . We will monitor your transfer requests to determine whether you have
   transferred account value into any variable investment option within 28
   calendar days after you transferred account value out of that variable
   investment option (i.e., effected a "round trip"). If we determine that you
   have effected a round trip, you will be prohibited from effecting any further
   round trips with respect to any variable investment option for as long as the
   contract remains in effect.

If we change any of the above rules relating to transfers, we will notify you of
the change. Transfers under our dollar-cost averaging program will not be
counted toward any limit or restriction on transfers into and out of variable
investment options.

Procedure for transferring your assets

  You may request a transfer in writing or, if you have authorized telephone
transfers, by telephone or fax. All transfer requests should be directed to the
John Hancock Annuity Servicing Office at the address shown on page 2. Your
request should include

 . your name,

 . daytime telephone number,

 . contract number, 

                                       13


 . the names of the investment options being transferred to and from each, and

 . the amount of each transfer.

 The request becomes effective on the day we receive your request, in proper
form, at the John Hancock Annuity Servicing Office.

Telephone and facsimile transactions

  If you complete a special authorization form, you can request transfers among
investment options and changes of allocation among investment options simply by
telephoning or by faxing us at the John Hancock Annuity Servicing Office. Any
fax request should include your name, daytime telephone number, contract 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.

  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.

  As stated earlier in this prospectus, the contracts 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 have imposed restrictions on transfers. However, we also reserve the
right to change our telephone and facsimile transaction policies or procedures
at any time. We also reserve the right to suspend or terminate the privilege
altogether with respect to any owners who we feel are abusing the privilege to
the detriment of other owners.

Dollar cost averaging program

  You may elect, at no cost, to automatically transfer assets from any variable
investment option to one or more other variable investment options on a monthly,
quarterly, semiannual, or annual basis. The following conditions apply to the
dollar cost averaging program:

 . you may elect the program only if the total value of your contract equals
   $15,000 or more,

 . the amount of each transfer must equal at least $250,

 . you may change your variable investment allocation instructions at any time
   in writing or, if you have authorized telephone transfers, by telephone,

 . you may discontinue the program at any time,

 . the program automatically terminates when the variable investment option from
   which we are taking the transfers has been exhausted,

 . automatic transfers to or from guarantee periods are not permitted.

 We reserve the right to suspend or terminate the program at any time.

                                       14


WHAT FEES AND CHARGES WILL BE DEDUCTED FROM MY CONTRACT?

Mortality and expense risk charge

   We deduct the Separate Account charge shown in the Fee Tables on a daily
basis to compensate us primarily for mortality and expense risks that we assume
under the contracts. This charge does not apply to assets you have in our
guarantee periods. We take the deduction proportionally from each variable
investment option are then using.

   In return for mortality risk charge, we assume the risk that annuitants as a
class will live longer than expected, requiring us to a pay greater number of
annuity payments. In return for the expense risk charge, we assume the risk that
our expenses relating to the contracts may be higher than we expected when we
set the level of the contracts' other fees and charges, or that our revenues
from such other sources will be less.

Administrative services charge

   We deduct the Separate Account charge shown in the Fee Tables on a daily
basis for administrative and clerical services that the contracts require us to
provide. This charge does not apply to assets you have in our guarantee periods.
We take the deduction proportionally from each variable investment option are
then using.

Annual contract fee

   Prior to the date of maturity of your contract, we will deduct the annual
contract fee shown in the Fee Tables. We deduct this annual contract fee at the
beginning of each contract year after the first contract year. We also deduct it
if you surrender your contract. We take the deduction proportionally from each
variable investment option and each guarantee period you are then using. We
reserve the right to increase the annual contract fee to $50.

Premium taxes

   We make deductions for any applicable premium or similar taxes based on the
amount of a premium payment. Currently, certain local jurisdictions assess a tax
of up to 5% of each premium payment.

   In most cases, we deduct a charge in the amount of the tax from the total
value of the contract only at the time of annuitization, death, surrender, or
withdrawal. We reserve the right, however, to deduct the charge from each
premium payment at the time it is made. We compute the amount of the charge by
multiplying the applicable premium tax percentage times the amount you are
withdrawing, surrendering, annuitizing or applying to a death benefit.

Withdrawal charge

   If you withdraw some money from your contract prior to the date of maturity
(a partial withdrawal) or if you surrender (turn in) your contract, in its
entirety, for cash prior to the date of maturity (a total withdrawal or
surrender), we may assess a withdrawal charge. Some people refer to this charge
as a "contingent deferred withdrawal load." We use this charge to help defray
expenses relating to the sales of the contracts, including commissions paid and
other distribution costs.

   Here's how we determine the charge: In any contract year, you may withdraw up
to 10% of the total value of your contract (computed as of the beginning of the
contract year) without the assessment of any withdrawal charge. We refer to this
amount as the free withdrawal amount. However, if the amount you withdraw or
surrender totals more than the free withdrawal amount during the contract year,
we will assess a withdrawal charge on any amount of the excess that we attribute
to premium payments you made within seven years of the date of the withdrawal or
surrender.

   The withdrawal charge percentage depends upon the number of years that have
elapsed from the date you paid the premium to the date of its withdrawal, as
shown in the Fee Tables.

   Solely for purposes of determining the amount of the withdrawal charge, we
assume that each withdrawal (together with any associated withdrawal charge) is
a withdrawal first from the earliest premium payment, and then from the next
earliest premium payment, and so forth until all payments have been exhausted.
Once a premium payment has been considered to have been "withdrawn" under these
procedures, that premium payment will not enter into any future withdrawal
charge calculations.

                                       15


For this purpose, we also consider any amounts that we deduct for the annual
contract charge to have been withdrawals of premium payments (which means that
no withdrawal charge will ever be paid on those amounts).

   The amount of any withdrawal that exceeds any remaining premium payments that
have not already been considered as withdrawn will not be subject to any
withdrawal charge. This means that no withdrawal charge will apply to any
favorable investment experience that you have earned.

   Here's how we deduct the withdrawal charge: We deduct the withdrawal charge
proportionally from each variable investment option and each guarantee period
being reduced by the surrender or withdrawal. For example, if 60% of the
withdrawal amount comes from a "Growth" option and 40% from the Money Market
option, then we will deduct 60% of the withdrawal charge from the Growth option
and 40% from the Money Market option. If any such option has insufficient
remaining value to cover the charge, we will deduct any shortfall from all of
your other investment options, pro-rata based on the value in each. If your
contract as a whole has insufficient surrender value to pay the entire charge,
we will pay you no more than the surrender value.

   You will find examples of how we compute the withdrawal charge in Appendix B
to this prospectus.

   When withdrawal charges don't apply

   We don't assess a withdrawal charge in the following situations:

. on amounts applied to an annuity option at the contract's date of maturity or
  to pay a death benefit;

. on certain withdrawals if you have elected the nursing home rider that waives
  the withdrawal charge; and

. on amounts withdrawn to satisfy the minimum distribution requirements for tax
  qualified plans. (Amounts above the minimum distribution requirements are
  subject to any applicable withdrawal charge, however.)

   How an MVA affects the withdrawal charge: If you make a withdrawal from a
guarantee period at a time when the related MVA results in an upward adjustment
in your remaining value, we will calculate the withdrawal charge as if you had
withdrawn that much less. Similarly, if the MVA results in a downward
adjustment, we will compute any withdrawal charge as if you had withdrawn that
much more.

Other charges

   We deduct the optional benefit rider charges shown in the Fee Tables
proportionally from each of your investment options, including the guaranteed
periods, based on your value in each.

HOW CAN I WITHDRAW MONEY FROM MY CONTRACT?

Surrenders and partial withdrawals

   Prior to your contract's date of maturity, if the annuitant is living, you
may:

. surrender your contract for a cash payment of its "surrender value," or

. make a partial withdrawal of the surrender value.

   The surrender value of a contract is the total value of a contract, after any
market value adjustment, minus the annual contract fee and any applicable
premium tax and withdrawal charges. We will determine the amount surrendered or
withdrawn as of the date we receive your request at the John Hancock Annuity
Servicing Office.

   Certain surrenders and withdrawals may result in taxable income to you or
other tax consequences as described under "Tax information," beginning on page
29. Among other things, if you make a full surrender or partial withdrawal from
your contract before you reach age 59 1/2, an additional federal penalty of 10%
generally applies to any taxable portion of the withdrawal.

   We will deduct any partial withdrawal proportionally from each of your
investment options based on the value in each, unless you direct otherwise.

                                       16


   Without our prior approval, you may not make a partial withdrawal:

. for an amount less than $100, or

. if the remaining total value of your contract would be less than $1,000.

If your "free withdrawal value" at any time is less than $100, you must withdraw
that amount in full, in a single sum, before you make any other partial
withdrawals. We reserve the right to terminate your contract if the value of
your contract becomes zero.

   You generally may not make any surrenders or partial withdrawals once we
begin making payments under an annuity option.

Nursing home waiver of withdrawal charge

   If your state permits, you may purchase an optional nursing home waiver of
withdrawal charge rider when you apply for a contract. Under this rider, we will
waive withdrawal charge on any withdrawals, provided all the following
conditions apply:

. you become confined to a nursing home beginning at least 90 days after we
  issue your contract.

. you remain in the nursing home for at least 90 consecutive days and receive
  skilled nursing care.

. we receive your request for a withdrawal and adequate proof of confinement no
  later than 90 days after discharge from the facility.

. your confinement is prescribed by a doctor and medically necessary.

You may not purchase this rider if (1) you are older than 75 years at
application or (2) if you were confined to a nursing home within the past two
years.

   You should carefully review the tax considerations for optional benefit
riders on page 31 before selecting this optional benefit rider. For a more
complete description of the terms and conditions of this benefit, you should
refer directly to the rider. We will provide you with a copy on request.

Systematic withdrawal plan

   Our optional systematic withdrawal plan enables you to preauthorize periodic
withdrawals. If you elect this plan, we will withdraw a percentage or dollar
amount from your contract on a monthly, quarterly, semiannual, or annual basis,
based upon your instructions. Unless otherwise directed, we will deduct the
requested amount from each applicable investment option in the ratio that the
value of each bears to the total value of your contract. Each systematic
withdrawal is subject to any withdrawal charge or market value adjustment that
would apply to an otherwise comparable non-systematic withdrawal. See "How will
the value of my investment in the contract change over time?" beginning on page
12, and "What fees and charges will be deducted from my contract?" beginning on
page 15. The same tax consequences also generally will apply.

   The following conditions apply to systematic withdrawal plans:

. you may elect the plan only if the total value of your contract equals $15,000
  or more,

. the amount of each systematic withdrawal must equal at least $100,

. if the amount of each withdrawal drops below $100 or the total value of your
  contract becomes less than $5,000, we will suspend the plan and notify you,

. you may cancel the plan at any time.

We reserve the right to modify the terms or conditions of the plan at any time
without prior notice.

                                       17


WHAT HAPPENS IF THE ANNUITANT DIES BEFORE MY CONTRACT'S DATE OF MATURITY?

Standard death benefit

   If the annuitant dies before your contract's date of maturity, we will pay a
standard death benefit, unless you have elected an enhanced death benefit rider.
The standard death benefit is the greater of:

. the total value of your contract, adjusted by any then-applicable market value
  adjustment, or

. the total amount of premium payments made, minus any partial withdrawals and
  related withdrawal charges.

We calculate the death benefit value as of the day we receive, in proper order
at the John Hancock Annuity Servicing Office:

. proof of the annuitant's death, and

. any required instructions as to method of settlement.

   Unless you have elected an optional method of settlement, we will pay the
death benefit in a single sum to the beneficiary you chose prior to the
annuitant's death. If you have not elected an optional method of settlement, the
beneficiary may do so. However, if the death benefit is less than $5,000, we
will pay it in a lump sum, regardless of any election. You can find more
information about optional methods of settlement under "Annuity options,"
beginning on page 28.

Enhanced death benefit riders

      "Stepped-up" death benefit rider

   If you are under age 80 when you apply for your contract, you may elect to
enhance the standard death benefit by purchasing a stepped-up death benefit
rider. Under this rider, if the annuitant dies before the contract's date of
maturity, we will pay the beneficiary the greater of:

. the standard death benefit (described above) or

. the highest total value of your contract (adjusted by any market value
  adjustment) as of any anniversary of your contract to date, PLUS any premium
  payments you have made since that anniversary, MINUS any withdrawals you have
  taken (and any related withdrawal charges) since that anniversary.

   For these purposes, however, we count only those contract anniversaries that
occur (1) BEFORE we receive proof of death and any required settlement
instructions and (2) BEFORE the annuitant attains age 80 1/2.

   You may elect this rider ONLY when you apply for the contract and ONLY if
this rider is available in your state. As long as the rider is in effect, you
will pay a monthly charge for this benefit. For a description of this charge,
refer to page 15 under "What fees and charges will be deducted from my
contract?"

   You should carefully review the tax considerations for optional benefit
riders on page 31 before selecting this optional benefit rider. For a more
complete description of the terms and conditions of this benefit, you should
refer directly to the rider. We will provide you with a copy on request.

      Accidental death benefit rider

   If you are under age 80 when you apply for your contract, you may elect to
purchase an accidental death benefit rider. In addition to any other death
benefit, this rider provides a benefit upon the accidental death of the
annuitant prior to the earlier of:

. the contract's date of maturity, and

. the annuitant's 80/th/ birthday.

   Under this rider, the beneficiary will receive an amount equal to the total
value of the contract as of the date of the accident, up to a maximum of
$200,000. We will pay the benefit after we receive, at the John Hancock Annuity
Servicing Office:

. proof of the annuitant's death, and

. any required instructions as to method of settlement.

                                       18


   You may elect this rider ONLY when you apply for the contract. As long as the
rider is in effect, you will pay a monthly charge for this benefit. For a
description of this charge, refer to page 15 under "What fees and charges will
be deducted from my contract?"

   You should carefully review the tax considerations for optional benefit
riders on page 30 before selecting this optional benefit rider. For a complete
description of the terms and conditions of this benefit, you should refer
directly to the rider. We will provide you with a copy upon request. Not all
states allow this benefit.

WHAT ADDITIONAL GUARANTEE APPLIES TO THE GUARANTEE PERIODS UNDER MY CONTRACT?

   John Hancock Financial Services, Inc. ("JHFS") guarantees JHVLICO's
obligations with respect to any guarantee periods you have elected under the
contract on the date of this prospectus. JHFS' guarantee will also apply to any
new guarantee periods under your contract, unless and until we notify you
otherwise. (If we give you such notice, however, the JHFS guarantee would remain
in effect for all guarantee periods that had already started, and would be
inapplicable only to guarantee periods starting after the date of such notice.)
The JHFS guarantee does not relieve JHVLICO of any obligations under your
contract - - it is in addition to all of the rights and benefits that the
contract provides. There is no charge or cost to you for the JHFS guarantee, nor
are there any other disadvantages to you of having this additional guarantee.

   Currently, JHVLICO's financial strength rating from A.M. Best Company, Inc.
is A++, the highest, based on the strength its direct parent, John Hancock Life
Insurance Company and the capital guarantee that JHFS (John Hancock Life
Insurance Company's direct parent) has provided to JHVLICO. Standard & Poor's
Corporation and Fitch Ratings have assigned financial strength ratings to
JHVLICO of AA, which place JHVLICO in the third highest rating assigned by these
rating agencies. Moody's Investors Service, Inc. has assigned JHVLICO a
financial strength rating of Aa3, which is its fourth highest rating.

   The additional guarantee saves JHVLICO the considerable expense of being a
company required to periodically file Form 10-K and Form 10-Q reports with the
Securities and Exchange Commission ("SEC"). JHFS is a publicly-reporting company
and, as such, it also files Forms 10-K and 10-Q with the SEC. Under the SEC's
rules, the JHFS guarantee will eliminate the need for JHVLICO also to file such
reports. In addition, as discussed above, the additional guarantee has the
advantage of making any amounts you have allocated to a guarantee period even
more secure, without cost or other disadvantage to you.

WHAT ARE THE TERMS OF THE ADDITIONAL GUARANTEE?

   JHFS guarantees your full interest in any guarantee period. This means that,
if JHVLICO fails to honor any valid request to surrender, transfer, or withdraw
any amount from a guarantee period, or fails to allocate amounts from a
guarantee period to an annuity option when it is obligated to do so, JHFS
guarantees the full amount that you would have received, or value that you would
have been credited with, had JHVLICO fully met its obligations under your
contract. If a benefit becomes payable under the contract upon the death of an
owner or annuitant, JHFS guarantees the lesser of (a) the amount of your
contract value in any guarantee period on the date of death, increased by any
upward market value adjustment (but not decreased by any negative market value
adjustment) or (b) the total amount that the contract obligates JHVLICO to pay
by reason of such death. If JHVLICO fails to make payment when due of any amount
that is guaranteed by JHFS, you could directly request JHFS to satisfy JHVLICO's
obligation, and JHFS must do so. You would not have to make any other demands on
JHVLICO as a precondition to making a claim against JHFS under the guarantee.

                                       19


                             ADDITIONAL INFORMATION

  CONTENTS OF THIS SECTION                                    STARTING ON PAGE
  Description of JHVLICO. . . . . . . . . . . . . . . . . . . . .     21

  How to find further information about JHVLICO and JHFS. . . . .     21

  Who should purchase a contract. . . . . . . . . . . . . . . . .     22

  How we support the variable investment options. . . . . . . . .     22

  How we support the guarantee periods. . . . . . . . . . . . . .     23

  How the guarantee periods work. . . . . . . . . . . . . . . . .     23

  The accumulation period . . . . . . . . . . . . . . . . . . . .     24

  The annuity period. . . . . . . . . . . . . . . . . . . . . . .     25

  Variable investment option valuation procedures . . . . . . . .     28

  Description of charges at the fund level. . . . . . . . . . . .     28

  Distribution requirements following death of owner. . . . . . .     28

  Miscellaneous provisions. . . . . . . . . . . . . . . . . . . .     29

  Tax information . . . . . . . . . . . . . . . . . . . . . . . .     29

  Performance information . . . . . . . . . . . . . . . . . . . .     36

  Reports . . . . . . . . . . . . . . . . . . . . . . . . . . . .     36

  Voting privileges . . . . . . . . . . . . . . . . . . . . . . .     37

  Certain changes . . . . . . . . . . . . . . . . . . . . . . . .     37

  Distribution of contracts . . . . . . . . . . . . . . . . . . .     37

  Experts . . . . . . . . . . . . . . . . . . . . . . . . . . . .     38

  Registration statement. . . . . . . . . . . . . . . . . . . . .     39

  Condensed financial information . . . . . . . . . . . . . . . .     40

  Appendix A - Details About Our Guarantee Periods. . . . . . . .     45

  Appendix B - Examples of Withdrawal Charge Calculation. . . . .     47

                                       20


DESCRIPTION OF JHVLICO

  We are JHVLICO, a stock life insurance company chartered in 1979 under
Massachusetts law, with its home office at 197 Clarendon Street, Boston,
Massachusetts 02117. We are authorized to transact a life insurance and annuity
business in all states other than New York and in the District of Columbia.

  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.

  We are a wholly-owned subsidiary of John Hancock Life Insurance Company ("John
Hancock"), 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 became a subsidiary of John Hancock Financial Services, Inc., a
newly formed publicly-traded corporation. In April 2004, John Hancock Financial
Services, Inc. was merged with a subsidiary of Manulife Financial Corporation, a
publicly-traded corporation organized under the laws of Canada. The merger was
effected pursuant to an Agreement and Plan of Merger dated as of September 28,
2003. As a consequence of the merger, John Hancock's ultimate parent is now
Manulife Financial Corporation. John Hancock's home office is at John Hancock
Place, Boston, Massachusetts 02117. As of December 31, 2003, John Hancock's
assets were approximately $96 billion and it had invested approximately $575
million in JHVLICO in connection with JHVLICO's organization and operation. It
is anticipated that John Hancock will from time to time make additional capital
contributions to JHVLICO to enable us to meet our reserve requirements and
expenses in connection with our business. John Hancock is committed to make
additional capital contributions if necessary to ensure that we maintain a
positive net worth.

HOW TO FIND ADDITIONAL INFORMATION ABOUT JHVLICO AND JHFS

  JHFS files numerous documents and reports with the SEC, under a law commonly
known as the "Exchange Act." This includes annual reports on Form 10-K,
quarterly reports on Form 10-Q, other reports on Form 8-K, and proxy statements.
JHVLICO and JHFS also file registration statements and other documents with the
SEC, in addition to any that they file under the Exchange Act.

  You may read and copy all of the above documents, reports and registration
statements at the SEC's public reference room, 450 Fifth Street, N.W.,
Washington, D.C. 20549. You may obtain information about how the public
reference room works by calling 1-800-SEC-0330. Most of JHVLICO's and JHFS'
filings with the SEC are also available to the public at the SEC's "web" site:
http://www.sec.gov. Some of the reports and other documents that we file under
the Exchange Act are deemed to be part of this prospectus, even though they are
not physically included in this prospectus.

  These are the following reports and documents, which we "incorporate by
reference" into this prospectus:

. Form 10-K of JHFS for the year ended December 31, 2003;

. Form 8-K of JHFS filed on February 6, 2004 and on February 24, 2004; and

. All other documents or reports that JHVLICO or JHFS subsequently files with
  the SEC pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act
  (Prior to 2003, JHVLICO also filed reports on Forms 10-K and 10-Q. However, as
  discussed above under "What are the reasons for the additional guarantee?",
  JHVLICO no longer intends to file such reports.

We will provide to you, free of charge, a copy of any or all of the above
documents or reports that are incorporated into this prospectus. To request such
copies, please call or write the John Hancock Annuity Servicing Office using the
phone number or address shown on page 2 of this prospectus.

                                       21


WHO SHOULD PURCHASE A CONTRACT?

  We designed these contracts for individuals doing their own retirement
planning, including purchases under plans and trusts that do not qualify for
special tax treatment under the Internal Revenue Code of 1986 (the "Code"). We
also offer the contracts for purchase under:

. traditional individual retirement annuity plans ("traditional IRAs")
  satisfying the requirements of Section 408 of the Code;

. non-deductible IRA plans ("Roth IRAs") satisfying the requirements of Section
  408A of the Code;

. SIMPLE IRA plans adopted under Section 408(p) of the Code;

. Simplified Employee Pension plans ("SEPs") adopted under Section 408(k) of
  the Code; and

. annuity purchase plans adopted under Section 403(b) of the Code by public
  school systems and certain other tax-exempt organizations.

  We do not currently offer the contracts to every type of tax-qualified plan,
and we may not offer the contracts for all types of tax-qualified plans in the
future. In certain circumstances, we may make the contracts available for
purchase under deferred compensation plans maintained by a state or political
subdivision or tax exempt organization under Section 457 of the Code or by
pension or profit-sharing plans qualified under section 401(a) of the Code. We
provide general federal income tax information for contracts purchased in
connection with tax qualified retirement plans beginning on page 33.

  When a contract forms part of a tax-qualified plan it becomes subject to
special tax law requirements, as well as the terms of the plan documents
themselves, if any. Additional requirements may apply to plans that cover a
"self-employed individual" or an "owner-employee". Also, in some cases, certain
requirements under "ERISA" (the Employee Retirement Income Security Act of 1974)
may apply. Requirements from any of these sources may, in effect, take
precedence over (and in that sense modify) the rights and privileges that an
owner otherwise would have under a contract. Some such requirements may also
apply to certain retirement plans that are not tax-qualified.

  We may include certain requirements from the above sources in endorsements or
riders to the affected contracts. In other cases, we do not. In no event,
however, do we undertake to assure a contract's compliance with all plan, tax
law, and ERISA requirements applicable to a tax-qualified or non tax-qualified
retirement plan. Therefore, if you use or plan to use a contract in connection
with such a plan, you must consult with competent legal and tax advisers to
ensure that you know of (and comply with) all such requirements that apply in
your circumstances.

  To accommodate "employer-related" pension and profit-sharing plans, we provide
"unisex" purchase rates. That means the annuity purchase rates are the same for
males and females. Any questions you have as to whether you are participating in
an "employer-related" pension or profit-sharing plan should be directed to your
employer. Any question you or your employer have about unisex rates may be
directed to the John Hancock Annuity Servicing Office.

HOW WE SUPPORT THE VARIABLE INVESTMENT OPTIONS

  We hold the fund shares that support our variable investment options in John
Hancock Variable Annuity Account JF (the "Account"), a separate account
established by JHVLICO under Massachusetts law. The Account is registered as a
unit investment trust under the Investment Company Act of 1940 ("1940 Act").

  The Account's assets, including the Series Funds' shares, belong to JHVLICO.
Each contract 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.

  All of JHVLICO's general assets also support JHVLICO's obligations under the
contracts, as well as all of its other obligations and liabilities. These
general assets consist of all JHVLICO's assets that are not held in the Account
(or in another separate account) under variable annuity or variable life
insurance contracts that give their owners a preferred claim on those assets.

                                       22


DESCRIPTION OF CHARGES AT THE FUND LEVEL

  The funds must pay investment management fees and other operating expenses.
These fees and expenses, as shown in the fund expense table in the Fee Tables,
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.

  The figures for the funds shown in the fund expense table are based on
historical fund expenses, as a percentage (rounded to two decimal places) of
each fund's average daily net assets for 2003, except as indicated in the
footnotes appearing at the end of the table. Expenses of the funds are not fixed
or specified under the terms of the contract, and those expenses may vary from
year to year.

HOW WE SUPPORT THE GUARANTEE PERIODS

  All of JHVLICO's general assets (discussed above) support its obligations
under the guarantee periods (as well as all of its other obligations and
liabilities). To hold the assets that support primarily the guarantee periods,
we have established a "non-unitized" separate account. With a non-unitized
separate account, you have no interest in or preferential claim on any of the
assets held in the account. The investments we purchase with amounts you
allocated to the guarantee periods belong to us; any favorable investment
performance on the assets allocated to the guarantee periods belongs to us.

  Instead, you earn interest at the guaranteed interest rate you selected,
provided that you don't surrender, transfer, or withdraw your assets prior to
the end of your selected guarantee period.

HOW THE GUARANTEE PERIODS WORK

  Amounts you allocate to the guarantee periods earn interest at a guaranteed
rate commencing with the date of allocation. At the expiration of the guarantee
period, we will automatically transfer its accumulated value to the Money Market
option under your contract, unless you elect to:

. withdraw all or a portion of any such amount from the contract,

. allocate all or a portion of such amount to a new guarantee period or periods
  of the same or different duration as the expiring guarantee period, or

. allocate all or a portion of such amount to one or more of the variable
  investment options.

  You must notify us of any such election, by mailing a request to us at the
John Hancock Annuity Servicing Office at least 30 days prior to the end of the
expiring guarantee period. We will notify you of the end of the guarantee period
at least 30 days prior to its expiration. The first day of the new guarantee
period or other reallocation will begin the day after the end of the expiring
guarantee period.

  We currently make available guarantee periods with durations up to five years.
 You may not select a guarantee period if it extends beyond your contract's date
of maturity. We reserve the right to add or delete guarantee periods from those
that are available at any time for new allocations.

Guaranteed interest rates

  Each guarantee period has its own guaranteed rate. We may, at our discretion,
change the guaranteed rate for future guarantee periods. These changes will not
affect the guaranteed rates being paid on guarantee periods that have already
commenced. Each time you allocate or transfer money to a guarantee period, a new
guarantee period, with a new interest rate, begins to run with respect to that
amount. The amount allocated or transferred earns a guaranteed rate that will
continue unchanged until the end of that period. We will not make available any
guarantee period offering a guaranteed rate below 3%.

             We make the final determination of guaranteed rates and
             guarantee periods to be declared. We cannot predict or
             assure the level of any future guaranteed rates or the
                 availability of any future guaranteed periods.

                                       23


  You may obtain information concerning the guaranteed rates applicable to the
various guarantee periods, and the durations of the guarantee periods offered at
any time by calling the John Hancock Annuity Servicing Office at the telephone
number on page 2.

Calculation of market value adjustment ("MVA")

  If you withdraw, surrender, transfer, or otherwise remove money from a
guarantee period prior to its expiration date, we will apply a market value
adjustment. A market value adjustment also generally applies to:

. death benefits pursuant to your contract,

. amounts you apply to an annuity option, and

. amounts paid in a single sum in lieu of an annuity.

  The market value adjustment increases or decreases your remaining value in the
guarantee period. If the value in that guarantee period is insufficient to pay
any negative MVA, we will deduct any excess from the value in your other
investment options pro-rata based on the value in each. If there is insufficient
value in your other investment options, we will in no event pay out more than
the surrender value of the contract.

  Here is how the MVA works:

                           We compare:

                           .  the guaranteed rate of the guarantee period from
                              which the assets are being taken WITH

                           .  the guaranteed rate we are currently offering for
                              guarantee periods of the same duration as remains
                              on the guarantee period from which the assets are
                              being taken.

                           If the first rate exceeds the second by more than
                           1/2 %, the market value adjustment produces an
                           increase in your contract's value.

                           If the first rate does not exceed the second by at
                           least 1/2 %, the market value adjustment produces a
                           decrease in your contract's value.

  For this purpose, we consider that the amount withdrawn from the guarantee
period includes the amount of any negative MVA and is reduced by the amount of
any positive MVA.

  The mathematical formula and sample calculations for the market value
adjustment appear in Appendix A.

THE ACCUMULATION PERIOD

Your value in our variable investment options

  Each premium payment or transfer that you allocate to a variable investment
option purchases accumulation units of that variable investment option.

  Similarly, each withdrawal or transfer that you take from a variable
investment option (as well as certain charges that may be allocated to that
option) result in a cancellation of such accumulation units.

                                       24

Valuation of accumulation units

  To determine the number of accumulation units that a specific transaction will
purchase or cancel, we use the following formula:

                  dollar amount of transaction
                                   DIVIDED BY
                  value of one accumulation unit for the
                  applicable variable investment option at the
                  time of such transaction

   The value of each accumulation unit will change daily depending upon the
investment performance of the fund that corresponds to that variable investment
option and certain charges we deduct from such investment option. (See below
under "Variable investment option valuation procedures.")

   Therefore, at any time prior to the date of maturity, the total value of your
contract in a variable investment option can be computed according to the
following formula:

                  number of accumulation units in the
                  variable investment options
                                      TIMES
                  value of one accumulation unit for the
                  applicable variable investment option at that
                  time

Your value in the guarantee periods

   On any date, the total value of your contract in a guarantee period equals:

. the amount of premium payments or transferred amounts allocated to the
  guarantee period, MINUS

. the amount of any withdrawals or transfers paid out of the guarantee period,
  MINUS

. the amount of any negative market value adjustments resulting from such
  withdrawals or transfers, PLUS

. the amount of any positive market value adjustments resulting from such
  withdrawals and transfers, MINUS

. the amount of any charges and fees deducted from that guarantee period, PLUS

. interest compounded daily on any amounts in the guarantee period from time to
  time at the effective annual rate of interest we have declared for that
  guarantee period.

THE ANNUITY PERIOD

Date of maturity

   Your contract specifies the date of maturity, when payments from one of our
annuity options are scheduled to begin. You initially choose a date of maturity
when you complete your application for a contract. Unless we otherwise permit,
the date of maturity must be

. at least 6 months after the date the first premium payment is applied to your
  contract and

. no later than the maximum age specified in your contract (normally age 95).

   Subject always to these requirements, you may subsequently select an earlier
date of maturity. The John Hancock Annuity Servicing Office must receive your
new selection at least 31 days prior to the new date of maturity, however.

   Also, if you are selecting or changing your date of maturity for a contract
issued under a tax qualified plan, special limits apply. (See "Contracts
purchased for a tax-qualified plan," beginning on page 31.)

                                       25


Choosing fixed or variable annuity payments

   During the annuity period, the total value of your contract must be allocated
to no more than four investment options. During the annuity period, we do not
offer the guarantee periods. Instead, we offer annuity payments on a fixed basis
as one investment option, and annuity payments on a variable basis for EACH
variable investment option.

   We will generally apply (1) amounts allocated to the guarantee periods as of
the date of maturity to provide annuity payments on a fixed basis and (2)
amounts allocated to variable investment options to provide annuity payments on
a variable basis. If you are using more than four investment options on the date
of maturity, we will divide your contract's value among the four investment
options with the largest values (directing all guarantee periods as a single
option), pro-rata based on the amount of the total value of your contract that
you have in each.

   We will make a market value adjustment to any remaining guarantee period
amounts on the date of maturity, before we apply such amounts to an annuity
payment option. We will also deduct any premium tax charge, if applicable.

   Once annuity payments begin, you may not make transfers from fixed to
variable or from variable to fixed.

Selecting an annuity option

   Each contract provides, at the time of its issuance, for annuity payments to
commence on the date of maturity pursuant to Option A: "life annuity with 10
years guaranteed" (discussed under "Annuity options" on page 27).

   Prior to the date of maturity, you may select a different annuity option.
However, if the total value of your contract on the date of maturity is not at
least $5,000, Option A: "life annuity with 10 years guaranteed" will apply,
regardless of any other election that you have made. You may not change the form
of annuity option once payments commence.

   If the initial monthly payment under an annuity option would be less than
$50, we may make a single sum payment equal to the total surrender value of your
contract on the date the initial payment would be payable. Such single payment
would replace all other benefits.

   Subject to that $50 minimum limitation, your beneficiary may elect an annuity
option if:

. you have not made an election prior to the annuitant's death;

. the beneficiary is entitled to payment of a death benefit of at least $5,000
  in a single sum; and

. the beneficiary notifies us of the election prior to the date the proceeds
  become payable.

Variable monthly annuity payments

   We determine the amount of the first variable monthly payment under any
variable investment option by using the applicable annuity purchase rate for the
annuity option under which the payment will be made. The contract sets forth
these annuity purchase rates. In most cases they vary by the age and gender of
the annuitant or other payee.

  The amount of each subsequent variable annuity payment under that variable
investment option depends upon the investment performance of that variable
investment option.

   Here's how it works:

. we calculate the actual net investment return of the variable investment
  option (after deducting all charges) during the period between the dates for
  determining the current and immediately previous monthly payments.

. if that actual net investment return exceeds the "assumed investment rate"
  (explained below), the current monthly payment will be larger than the
  previous one.

. if the actual net investment return is less than the assumed investment rate,
  the current monthly payment will be smaller than the previous one.

   Assumed investment rate: The assumed investment rate for any variable portion
of your annuity payments will be 3 1/2 % per year, except as follows.

                                       26


   You may elect an assumed investment rate of 5% or 6%, provided such a rate is
available in your state. If you elect a higher assumed investment rate, your
initial variable annuity payment will also be higher. Eventually, however, the
monthly variable annuity payments may be smaller than if you had elected a lower
assumed investment rate.

Fixed monthly annuity payments

   The dollar amount of each fixed monthly annuity payment is specified during
the entire period of annuity payments, according to the provisions of the
annuity option selected. To determine such dollar amount we first, in accordance
with the procedures described above, calculate the amount to be applied to the
fixed annuity option as of the date of maturity. We then subtract any applicable
premium tax charge and divide the difference by $1,000.

   We then multiply the result by the greater of:

. the applicable fixed annuity purchase rate shown in the appropriate table in
  the contract; or

. the rate we currently offer at the time of annuitization. (This current rate
  may be based on the sex of the annuitant, unless prohibited by law.)

Annuity options

   Here are some of the annuity options that are available, subject to the terms
and conditions described above. We reserve the right to make available optional
methods of payment in addition to those annuity options listed here and in your
contract.

   OPTION A: LIFE ANNUITY WITH PAYMENTS FOR A GUARANTEED PERIOD - We will make
monthly payments for a guaranteed period of 5, 10, or 20 years, as selected by
you or your beneficiary, and after such period for as long as the payee lives.

   If the payee dies prior to the end of such guaranteed period, we will
continue payments for the remainder of the guarantee period to a contingent
payee, subject to the terms of any supplemental agreement issued.

   Federal income tax requirements currently applicable to contracts used with
H.R. 10 plans and individual retirement annuities provide that the period of
years guaranteed under Option A cannot be any greater than the joint life
expectancies of the payee and his or her designated beneficiary.

   OPTION B: LIFE ANNUITY WITHOUT FURTHER PAYMENT ON DEATH OF PAYEE: - We will
make monthly payments to the payee as long as he or she lives. We guarantee no
minimum number of payments.

   OPTION C: JOINT AND LAST SURVIVOR - We will provide payments monthly,
quarterly, semiannually, or annually, for the payee's life and the life of the
payee's spouse/joint payee. Upon the death of one payee, we will continue
payments to the surviving payee. All payments stop at the death of the surviving
payee.

   OPTION D: JOINT AND 1/2 SURVIVOR; OR JOINT AND 2/3 SURVIVOR - We will provide
payments monthly, quarterly, semiannually, and annually for the payee's life and
the life of the payee's spouse/joint payee. Upon the death of one payee, we will
continue payments (reduced to 1/2 or 2/3 the full payment amount) to the
surviving payee. All payments stop at the death of the surviving payee.

   OPTION E: LIFE INCOME WITH CASH REFUND - We will provide payments monthly,
quarterly, semiannually, or annually for the payee's life. Upon the payee's
death, we will provide a contingent payee with a lump-sum payment, if the total
payments to the payee were less than the accumulated value at the time of
annuitization. The lump-sum payment, if any, will be for the balance.

   OPTION F: INCOME FOR A FIXED PERIOD - We will provide payments monthly,
quarterly, semiannually, or annually for a pre-determined period of time to a
maximum of 30 years. If the payee dies before the end of the fixed period,
payments will continue to a contingent payee until the end of the period.

   OPTION G: INCOME OF A SPECIFIC AMOUNT - We will provide payments for a
specific amount. Payments will stop only when the amount applied and earnings
have been completely paid out. If the payee dies before receiving all the
payments, we will continue payments to a contingent payee until the end of the
contract.

                                       27


   With Options A, B, C, and D, we offer both fixed and/or variable annuity
payments. With Options E, F, and G, we offer only fixed annuity payments.
Payments under Options F and G must continue for 10 years, unless your contract
has been in force for 5 years or more.

   If the payee is more than 85 years old on the date of maturity, the following
two options are not available:

. Option A: "life annuity with 5 years guaranteed" and

. Option B: "life annuity without further payment on the death of payee."

VARIABLE INVESTMENT OPTION VALUATION PROCEDURES

   We compute the net investment return and accumulation unit values for each
variable investment option as of the end of each business day. A business day is
any date on which the New York Stock Exchange is open for regular trading. Each
business day ends at the close of regular trading for the day on that exchange.
Usually this is 4:00 p.m., Eastern time. On any date other than a business day,
the accumulation unit value or annuity unit value will be the same as the value
at the close of the next following business day.

DISTRIBUTION REQUIREMENTS FOLLOWING DEATH OF OWNER

   If you did not purchase your contract under a tax qualified plan (as that
term is used below), the Code requires that the following distribution
provisions apply if you die. We summarize these provisions in the following box.
(If your contract has joint owners, these provisions apply upon the death of the
first to die.)

   In most cases, these provisions do not cause a problem if you are also the
annuitant under your policy. If you have designated someone other than yourself
as the annuitant, however, your heirs will have less discretion than you would
have had in determining when and how the contract's value would be paid out.

       IF YOU DIE BEFORE ANNUITY PAYMENTS HAVE BEGUN:

       .  if the contract's designated beneficiary is your surviving
          spouse, your spouse may continue the contract in force as the
          owner.

       .  if the beneficiary is not your surviving spouse OR if the
          beneficiary is your surviving spouse but chooses not to continue
          the contract, the "entire interest" (as discussed below) in the
          contract on the date of your death must be:

          (1) paid out in full within five years of your death or

          (2) applied in full towards the purchase of a life annuity on
              the beneficiary with payments commencing within one year of
              your death.

          If you are the last surviving annuitant, as well as the owner,
       the entire interest in the contract on the date of your death equals
       the death benefit that then becomes payable. If you are the owner but
       not the last surviving annuitant, the entire interest equals:

       .  the surrender value if paid out in full within five years of your
          death, or

       .  the total value of your contract applied in full towards the
          purchase of a life annuity on the beneficiary with payments
          commencing within one year of your death.

       IF YOU DIE ON OR AFTER ANNUITY PAYMENTS HAVE BEGUN:

       .  any remaining amount that we owe must be paid out at least as
          rapidly as under the method of making annuity payments that is
          then in use.

   The Code imposes very similar distribution requirements on contracts used to
fund tax qualified plans. We provide the required provisions for tax qualified
plans in separate disclosures and endorsements.

                                       28


Notice of the death of an owner or annuitant should be furnished promptly to the
John Hancock Annuity Servicing Office.

MISCELLANEOUS PROVISIONS

Assignment; change of owner or beneficiary

   To qualify for favorable tax treatment, certain contracts can't be sold;
assigned; discounted; or pledged as collateral for a loan, as security for the
performance of an obligation, or for any other purpose, unless the owner is a
trustee under section 401(a) of the Internal Revenue Code.

   Subject to these limits, while the annuitant is alive, you may designate
someone else as the owner by written notice to the John Hancock Annuity
Servicing Office. You choose the beneficiary in the application for the
contract. You may change the beneficiary by written notice no later than receipt
of due proof of the death of the annuitant. Changes of owner or beneficiary will
take effect when we receive them, whether or not you or the annuitant is then
alive. However, these changes are subject to:

. the rights of any assignees of record and

. certain other conditions referenced in the contract. 

An assignment, pledge, or other transfer may be a taxable event. See "Tax
information" below. Therefore, you should consult a competent tax adviser before
taking any such action.

TAX INFORMATION

Our income taxes

   We are taxed as a life insurance company under the Internal Revenue Code (the
"Code"). The Account is taxed as part of our operations and is not taxed
separately.

   The contracts permit us to deduct a charge for any taxes we incur that are
attributable to the operation or existence of the contracts or the Account.
Currently, we do not anticipate making a charge of such taxes. If the level of
the current taxes increases, however, or is expected to increase in the future,
we reserve the right to make a charge in the future.

Special Considerations for Optional Benefit Riders

   If you have elected the optional stepped-up death benefit rider or
accidental death benefit rider, it is our understanding that the charges
relating to these riders are not subject to current taxation. The Internal
Revenue Service ("IRS") might take the position, however, that each charge
associated with the rider is deemed a partial withdrawal from the contract
subject to current income tax to the extent of any gains and, if applicable, the
10% penalty tax for premature distributions from annuities. We understand that
you are not prevented from adding any of our optional death benefit riders to
your contract if it is issued as an IRA. However, the law is unclear because
IRAs generally may not invest in "life insurance contracts." Therefore, it is
possible that a Contract may be disqualified as an IRA if it has an optional
death benefit rider added to it. If so, you may be subject to increased taxes.

   At present, the IRS has not provided guidance as to the tax effect of
adding an optional nursing home waiver of withdrawal charge rider to an annuity
contract. The IRS might take the position that each charge associated with these
riders is deemed a withdrawal from the contract subject to current income tax to
the extent of any gains and, if applicable, the 10% penalty tax for premature
withdrawals.

   We do not currently report rider charges as partial withdrawals, but we may
do so in the future if we believe that the IRS would require us to report them
as such. You should consult a competent tax adviser before electing any of these
optional benefit riders.

Contracts not purchased to fund a tax qualified plan

 Undistributed gains

   We believe the contracts will be considered annuity contracts under Section
72 of the Code. This means that, ordinarily, you pay no federal income tax on
any gains in your contract until we actually distribute assets to you.

   However, a contract owned other than by a natural person (e.g., corporations,
partnerships, limited liability companies and other such entities) does not
generally qualify as an annuity for tax purposes. Any increase in value
therefore would constitute ordinary taxable income to such an owner in the year
earned.

 Annuity payments

   When we make payments under a contract in the form of an annuity, each
payment will result in taxable ordinary income to you, to the extent that each
such payment exceeds an allocable portion of your "investment in the contract"
(as defined in the Code). In general, your "investment in the contract" equals
the aggregate amount of premium payments you have made over the life of the
contract, reduced by any amounts previously distributed from the contract that
were not subject to tax.

   The Code prescribes the allocable portion of each such annuity payment to be
excluded from income according to one formula if the payments are variable and a
somewhat different formula if the payments are fixed. In each case, speaking
generally, the formula seeks to allocate an appropriate amount of the investment
in the contract to each payment. After the entire "investment in the contract"
has been distributed, any remaining payment is fully taxable.

                                       29


 Surrenders, withdrawals and death benefits

   When we make a single sum payment from a contract, you have ordinary taxable
income, to the extent the payment exceeds your "investment in the contract"
(discussed above). Such a single sum payment can occur, for example, if you
surrender your contract before the date of maturity or if no annuity payment
option is selected for a death benefit payment.

   When you take a partial withdrawal from a contract before the date of
maturity, including a payment under a systematic withdrawal plan, all or part of
the payment may constitute taxable ordinary income to you. If, on the date of
withdrawal, the total value of your contract exceeds the investment in the
contract, the excess will be considered "gain" and the withdrawal will be
taxable as ordinary income up to the amount of such "gain". Taxable withdrawals
may also be subject to the special penalty tax for premature withdrawals as
explained below. When only the investment in the contract remains, any
subsequent withdrawal made before the date of maturity will be a tax-free return
of investment. If you assign or pledge any part of your contract's value, the
value so pledged or assigned is taxed the same way as if it were a partial
withdrawal.

   For purposes of determining the amount of taxable income resulting from a
single sum payment or a partial withdrawal, all annuity contracts issued by us
or our affiliates to the owner within the same calendar year will be treated as
if we issued a single contract.

   All or part of any death benefit proceeds may constitute a taxable payout of
earnings. A death benefit payment generally results in taxable ordinary income
to the extent such payment exceeds your "investment in the contract."

   Under the Code, an annuity must provide for certain required distributions.
For example, if the owner dies on or after the maturity date, and before the
entire annuity value has been paid, the remaining value must be distributed at
least as rapidly as under the method of distribution being used at the date of
the owner's death. We discuss other distribution requirements in the preceding
section entitled "Distribution requirements following death of owner."

 Penalty for premature withdrawals

   The taxable portion of any withdrawal, single sum payment and certain death
benefit payment may also trigger an additional 10% penalty tax. The penalty tax
does not apply to payments made to you after age 59 1/2, or on account of your
death or disability. Nor will it apply to withdrawals in substantially equal
periodic payments over the life of the payee (or over the joint lives of the
payee and the payee's beneficiary).

 Puerto Rico annuity contracts not purchased to fund a tax qualified plan

   Under the Puerto Rico tax laws, distributions from a contract not purchased
to fund a tax qualified plan ("Non-Qualified Contract") before annuitization are
treated as non-taxable return of principal until the principal is fully
recovered. Thereafter, all distributions are fully taxable. Distributions after
annuitization are treated as part taxable income and part non-taxable return of
principal. The amount excluded from gross income after annuitization is equal to
the amount of the distribution in excess of 3% of the total purchase payments
paid, until an amount equal to the total purchase payments paid has been
excluded. Thereafter, the entire distribution from a Non-Qualified Contract is
included in gross income. Puerto Rico does not currently impose an early
withdrawal penalty tax. Generally, Puerto Rico does not require income tax to be
withheld from distributions of income.

Diversification requirements

   Each of the funds of the Series Fund intends to qualify as a regulated
investment company under Subchapter M of the Code and meet the investment
diversification tests of Section 817(h) of the Code and the underlying
regulations. Failure to do so could result in current taxation to you on gains
in your contract for the year in which such failure occurred and thereafter.

   The Treasury Department or the Internal Revenue Service may, at some future
time, issue a ruling or regulation presenting situations in which it will deem
contract owners to exercise "investor control" over the fund shares that are
attributable to their contracts. The Treasury Department has said informally
that this could limit the number or frequency of transfers among variable
investment options. This could cause you to be taxed as if you were the direct
owner of your allocable portion of fund

                                       30


shares. We reserve the right to amend the contracts or the choice of investment
options to avoid, if possible, current taxation to the owners.

Contracts purchased for a tax qualified plan

   We have no responsibility for determining whether a particular retirement
plan or a particular contribution to the plan satisfies the applicable
requirements of the Code, or whether a particular employee is eligible for
inclusion under a plan. In general, the Code imposes limitations on the amount
of annual compensation that can be contributed into a tax-qualified plan, and
contains rules to limit the amount you can contribute to all of your
tax-qualified plans. Trustees and administrators of tax qualified plans may,
however, generally invest and reinvest existing plan assets without regard to
such Code imposed limitations on contributions. Certain distributions from tax
qualified plans may be transferred directly to another plan, unless funds are
added from other sources, without regard to such limitations.

   The Code generally requires tax-qualified plans (other than Roth IRAs) to
begin making annual distributions of at least a minimum amount each year after a
specified point. For example, minimum distributions to an employee under an
employer's pension and profit sharing plan qualified under Section 401(a) of the
Code must begin no later than April 1 of the year following the year in which
the employee reaches age 70 1/2 or, if later, retires. On the other hand,
distributions from a traditional IRA, SIMPLE IRA or SEP IRA must begin no later
than April 1 of the year following the year in which the contract owner attains
age 70 1/2. The minimum amount of a distribution and the time when distributions
start will vary by plan.

 Tax-free rollovers

   For tax years beginning in 2002, if permitted under your plans, you may make
a tax-free rollover from:

. a traditional IRA to another traditional IRA,

. a traditional IRA to another tax-qualified plan, including a Section 403(b)
  plan

. any tax-qualified plan (other than a Section 457 deferred compensation plan
  maintained by a tax-exempt organization) to a traditional IRA,

. any tax-qualified plan (other than a Section 457 deferred compensation plan
  maintained by a tax exempt organization) to another tax-qualified plan,
  including a roll-over of amounts from your prior plan derived from your
  "after-tax" contributions from "involuntary" distributions,

. a Section 457 deferred compensation plan maintained by a tax-exempt
  organization to another Section 457 deferred compensation plan maintained by
  a tax-exempt organization and

. a traditional IRA to a Roth IRA, subject to special restrictions discussed
  below.

   In addition, if your spouse survives you, he or she is permitted to rollover
your tax-qualified retirement account to another tax-qualified retirement
account in which your surviving spouse participates, to the extent permitted by
your surviving spouse' plan.

 Traditional IRAs

   Annual contribution limit. A traditional individual retirement annuity (as
defined in Section 408 of the Code) generally permits an eligible purchaser to
make annual contributions which cannot exceed the lesser of:

. 100% of compensation includable in your gross income, or

. the IRA annual limit for that tax year. For tax years beginning in 2002, 2003
  and 2004, the annual limit is $3,000 per year. For tax years beginning in
  2005, 2006 and 2007, the annual limit is $4,000 per year and, for the tax
  year beginning in 2008, the annual limit is $5,000. After that, the annual
  limit is indexed for inflation in $500 increments as provided in the Code.

   Catch-Up Contributions. An IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.

                                       31


   Spousal IRA. You may also purchase an IRA contract for the benefit of your
spouse (regardless of whether your spouse has a paying job). You can generally
contribute up to the annual limit for each of you and your spouse (or, if less,
your combined compensation).

   Deductibility of contributions. You may be entitled to a full deduction, a
partial deduction or no deduction for your traditional IRA contribution on your
federal income tax return.

    The amount of your deduction is based on the following factors:

. whether you or your spouse is an active participant in an employer sponsored
  retirement plan,

. your federal income tax filing status, and

. your "Modified Adjusted Gross Income."

   Your traditional IRA deduction is subject to phase out limits, based on your
Modified Adjusted Gross Income, which are applicable according to your filing
status and whether you or your spouse are active participants in an employer
sponsored retirement plan. You can still contribute to a traditional IRA even if
your contributions are not deductible.

   Distributions. In general, all amounts paid out from a traditional IRA
contract (in the form of an annuity, a single sum, death benefits or partial
withdrawal), are taxable to the payee as ordinary income. As in the case of a
contract not purchased under a tax-qualified plan, you may incur additional
adverse tax consequences if you make a surrender or withdrawal before you reach
age 59 1/2 (unless certain exceptions apply as specified in Code section 72(t)).
If you have made any non-deductible contributions to an IRA contract, all or
part of any withdrawal or surrender proceeds, single sum death benefit or
annuity payment, may be excluded from your taxable income when you receive the
proceeds.

   The tax law requires that annuity payments under a traditional IRA contract
begin no later than April 1 of the year following the year in which the owner
attains age 70 1/2.

 Roth IRAs

   Annual contribution limit. A Roth IRA is a type of non-deductible IRA. In
general, you may make purchase payments of up to the IRA annual limit ($3,000
per year for tax years beginning in 2002, 2003 and 2004; $4,000 per year for tax
years beginning in 2005, 2006 and 2007, and $5,000 for the tax year beginning in
2008). After that, the annual limit is indexed for inflation in $500 increments
as provided in the Code.

   The IRA annual limit for contributions to a Roth IRA phases out (i.e., is
reduced) for single taxpayers with adjusted gross incomes between $95,000 and
$110,000, for married taxpayers filing jointly with adjusted gross incomes
between $150,000 and $160,000, and for a married taxpayer filing separately with
adjusted gross income between $0 and $10,000.

   Catch-Up Contributions. A Roth IRA holder age 50 or older may increase
contributions from compensation to an IRA by an amount up to $500 a year for tax
years beginning in 2002, 2003, 2004 and 2005, and by an amount up to $1,000 for
the tax year beginning in 2006.

   Spousal IRA. You may also purchase a Roth IRA contract for the benefit of
your spouse (regardless of whether your spouse has a paying job). You can
generally contribute up to the annual limit for each of you and your spouse (or,
if less, your combined compensation), subject to the phase-out rules discussed
above.

   Distributions. If you hold your Roth IRA for at least five years the payee
will not owe any federal income taxes or early withdrawal penalties on amounts
paid out from the contract:

. after you reach age 59 1/2,

. on your death or disability, or

. to qualified first-time home buyers (not to exceed a lifetime limitation of
  $10,000) as specified in the Code.

   The Code treats payments you receive from Roth IRAs that do not qualify for
the above tax free treatment first as a tax-free return of the contributions you
made. However, any amount of such non-qualifying payments or distributions that
exceed

                                       32


the amount of your contributions is taxable to you as ordinary income and
possibly subject to the 10% penalty tax (unless certain exceptions apply as
specified in Code section 72(t).

   Conversion to a Roth IRA. You can convert a traditional IRA to a Roth IRA,
unless

. you have adjusted gross income over $100,000, or

. you are a married taxpayer filing a separate return.

The Roth IRA annual contribution limit does not apply to converted amounts.

   You must, however, pay tax on any portion of the converted amount that would
have been taxed if you had not converted to a Roth IRA. No similar limitations
apply to rollovers from one Roth IRA to another Roth IRA.

 SIMPLE IRA plans

   In general, a small business employer may establish a SIMPLE IRA retirement
plan if the employer employed 100 or fewer employees earning at least $5,000
during the preceding year. As an eligible employee of the business, you may make
pre-tax contributions to the SIMPLE IRA plan. You may specify the percentage of
compensation that you want to contribute under a qualified salary reduction
arrangement, provided the amount does not exceed the SIMPLE IRA annual
contribution limit. The SIMPLE IRA annual limit is $7,000 for tax years
beginning in 2002, $8,000 for 2003, $9,000 for 2004, and $10,000 for 2005. After
that, the annual limit is indexed for inflation in $500 increments as provided
in the Code. Your employer must elect to make a matching contribution of up to
3% of your compensation or a non-elective contribution equal to 2% of your
compensation.

   Catch-Up Contributions. A SIMPLE IRA holder age 50 or older may increase
contributions of compensation by an amount up to $500 for tax years beginning in
2002, $1,000 for 2003, $1,500 for 2004, $2,000 for 2005 and $2,500 for 2006.
After that, for tax years beginning in 2007, the SIMPLE IRA catch-up
contribution limit is indexed annually for inflation in $500 increments as
provided in the Code.

   Distributions. The requirements for minimum distributions from a SIMPLE IRA
retirement plan, and rules on taxation of distributions from a SIMPLE retirement
plan, are generally the same as those discussed above for distributions from a
traditional IRA.

 Simplified Employee Pension plans (SEPs)

   SEPs are employer sponsored plans that may accept an expanded rate of
contributions from one or more employers. Employer contributions are flexible,
subject to certain limits under the Code, and are made entirely by the business
owner directly to a SEP-IRA owned by the employee. Contributions are
tax-deductible by the business owner and are not includable in income by
employees until withdrawn. The maximum deductible amount that may be contributed
to a SEP is 25% of compensation, up to the SEP compensation limit specified in
the Code for the year ($200,000 for the year 2002) with a cap of $40,000.

   Distributions. The requirements for minimum distributions from a SEP-IRA, and
rules on taxation of distributions from a SEP-IRA, are generally the same as
those discussed above for distributions from a traditional IRA.

 Section 403(b) plans

   Under these tax-sheltered annuity arrangements, public school systems and
certain tax-exempt organizations can make premium payments into "403(b)
contracts" owned by their employees that are not taxable currently to the
employee.

   Annual Contribution Limit. In general, the amount of the non-taxable
contributions made for a 403(b) contract each year may not, together with all
other deferrals the employee elects under other tax-qualified plans, exceed an
annual "elective deferral limit" (see "Elective Deferral Limits," below). The
annual contribution limit is subject to certain other limits described in
Section 415 of the Code and the regulations thereunder. Special rules apply for
certain organizations that permit participants to increase their elective
deferrals.

                                       33


   Catch-Up Contributions. A Section 403(b) plan participant age 50 or older may
increase contributions to a 403(b) plan by an amount that, together with all
other catch-up contributions made to other tax-qualified plans, does not exceed
an annual "elective catch-up limit." (See "Elective Catch-Up Limits," below.)

   Distributions. When we make payments from a 403(b) contract on surrender of
the contract, partial withdrawal, death of the annuitant, or commencement of an
annuity option, the payee ordinarily must treat the entire payment as ordinary
taxable income. Moreover, the Code prohibits distributions from a 403(b)
contract before the employee reaches age 59 1/2, except:

. on the employee's separation from service, death, or disability,

. with respect to distributions of assets held under a 403(b) contract as of
  December 31, 1988, and

. transfers and exchanges to other products that qualify under Section 403(b).

   Minimum distributions under a 403(b) contract must begin no later than April
1 of the year following the year in which the employee reaches age 70 1/2 or, if
later, retires.

 Pension and profit sharing plans qualified under Section 401(a)

   In general, an employer may deduct from its taxable income premium payments
it makes under a qualified pension or profit-sharing plan described in Section
401(a) of the Code. Employees participating in the plan generally do not have to
pay tax on such contributions when made. Special requirements apply if a 401(a)
plan covers an employee classified under the Code as a "self-employed
individual" or as an "owner-employee."

   Annuity payments (or other payments, such as upon withdrawal, death or
surrender) generally constitute taxable income to the payee; and the payee must
pay income tax on the amount by which a payment exceeds its allocable share of
the employee's "investment in the contract" (as defined in the Code), if any. In
general, an employee's "investment in the contract" equals the aggregate amount
of premium payments made by the employee.

   The non-taxable portion of each annuity payment is determined, under the
Code, according to one formula if the payments are variable and a somewhat
different formula if the payments are fixed. In each case, speaking generally,
the formula seeks to allocate an appropriate amount of the investment in the
contract to each payment. Favorable procedures may also be available to
taxpayers who had attained age 50 prior to January 1, 1986.

   Minimum distributions to the employee under an employer's pension and profit
sharing plan qualified under Section 401(a) of the Code must begin no later than
April 1 of the year following the year in which the employee (except an employee
who is a "5-percent owner" as defined in Code section 416) reaches age 70 1/2
or, if later, retires.

 "Top-heavy" plans

   Certain plans may fall within the definition of "top-heavy plans" under
Section 416 of the Code. This can happen if the plan holds a significant amount
of its assets for the benefit of "key employees" (as defined in the Code). You
should consider whether your plan meets the definition. If so, you should take
care to consider the special limitations applicable to top-heavy plans and the
potentially adverse tax consequences to key employees.

     Section 457 deferred compensation plans

   Under the provisions of Section 457 of the Code, you can exclude a portion of
your compensation from gross income if you participate in a deferred
compensation plan maintained by:

. a state,

. a political subdivision of a state,

. an agency or instrumentality or a state or political subdivision of a state,
  or

. a tax-exempt organization.

                                       34


   As a "participant" in such a deferred compensation plan, any amounts you
exclude (and any income on such amounts) will be includible in gross income only
for the taxable year in which such amounts are paid or otherwise made available
to the annuitant or other payee.

   The deferred compensation plan must satisfy several conditions, including the
following:

. the plan must not permit distributions prior to your separation from service
  (except in the case of an unforeseen emergency), and

. all compensation deferred under the plan shall remain solely the employer's
  property and may be subject to the claims of its creditors.

   Annual contribution limit. The amount of the non-taxable contributions made
for a Section 457 plan each year may not, together with all other deferrals the
employee elects under other tax-qualified plans, exceed an annual "elective
deferral limit," and is subject to certain other limits described in Section
402(g) of the Code. (See "Elective Deferral Limits," below.)

   Catch-Up Contributions. A 457 plan participant age 50 or older may increase
contributions to a 457 plan by an amount that, together with all other catch-up
contributions made to other tax-qualified plans, does not exceed an annual
"elective catch-up limit." (See "Elective Catch-Up Limits," below.)

   Distributions. When we make payments under your contract in the form of an
annuity, or in a single sum such as on surrender, withdrawal or death of the
annuitant, the payment is taxed as ordinary income. Minimum distributions under
a Section 457 plan must begin no later than April 1 of the year following the
year in which the employee reaches age 70 1/2 or, if later, retires.

 Elective Deferral Limits

   A participant in a Section 403(b) plan, a Section 457 Plan or in certain
other types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" may elect annually to defer current
compensation so that it can be contributed to the applicable plan or plans. The
annual elective deferral limit is $11,000 for tax years beginning in 2002,
$12,000 for 2003, $13,000 for 2004, $14,000 for 2005 and $15,000 for 2006. After
that, for the tax years beginning in 2007, 2008 and 2009, the annual elective
deferral limit is indexed for inflation in $500 increments as provided in the
Code.

 Elective Catch-up Limits

   A participant in a Section 403(b) plan, a Section 457 Plan or in certain
other types of tax-qualified pension and profit sharing plans that are commonly
referred to as "401(k)" plans and "SARSEPS" who is age 50 or older may increase
contributions by an amount up to $1,000 for tax years beginning in 2002, $2,000
for 2003, $3,000 for 2004, $4,000 for 2005 and $5,000 for 2006. After that, for
the tax years beginning in 2007, the elective catch-up contribution limit is
indexed for inflation in $500 increments as provided in the Code.

   Withholding on rollover distributions

   The tax law requires us to withhold 20% from certain distributions from tax
qualified plans. We do not have to make the withholding, however, if you
rollover your entire distribution to another plan and you request us to pay it
directly to the successor plan. Otherwise, the 20% mandatory withholding will
reduce the amount you can rollover to the new plan, unless you add funds to the
rollover from other sources. Consult a qualified tax adviser before making such
a distribution.

 Puerto Rico annuity contracts purchased to fund a tax-qualified plan

   The provisions of the tax laws of Puerto Rico vary significantly from those
under the Internal Revenue Code of the United States with respect to the various
"tax qualified" plans described above. Although we may offer variable annuity
contracts in Puerto Rico in connection with "tax qualified" plans, the text of
the prospectus under the subsection "Contracts purchased for a tax qualified
plan" is inapplicable in Puerto Rico and should be disregarded.

                                       35


See your own tax adviser

   The above description of Federal income tax consequences to owners of and
payees under contracts, and of the different kinds of tax qualified plans which
may be funded by the contracts, is only a brief summary and is not intended as
tax advice. It does not include a discussion of federal estate and gift tax or
state tax consequences. The rules under the Code governing tax qualified plans
are extremely complex and often difficult to understand. Changes to the tax laws
may be enforced retroactively. Anything less than full compliance with the
applicable rules, all of which are subject to change from time to time, can have
adverse tax consequences. The taxation of an annuitant or other payee has become
so complex and confusing that great care must be taken to avoid pitfalls. For
further information you should consult a qualified tax adviser.

PERFORMANCE INFORMATION

   We may advertise total return information about investments made in the
variable investment options. We refer to this information as "Account level"
performance. In our Account level advertisements, we usually calculate total
return for 1, 5, and 10 year periods or since the beginning of the applicable
variable investment option.

    Total return at the Account level is the percentage change between:

. the value of a hypothetical investment in a variable investment option at the
  beginning of the relevant period, and

. the value at the end of such period.

    At the Account level, total return reflects adjustments for:

. the mortality and expense risk charges,

. the administrative charge,

. the annual contract fee, and

. any withdrawal payable if the owner surrender his contract at the end of the
  relevant period.

Total return at the Account level does not, however, reflect any premium tax
charges or any charges for optional benefit riders. Total return at the Account
level will be lower than that at the Series Fund level where comparable charges
are not deducted.

   We may also advertise total return in a non-standard format in conjunction
with the standard format described above. The non-standard format is generally
the same as the standard format except that it will not reflect any contract fee
or withdrawal charge and it may be for additional durations.

   We may advertise "current yield" and "effective yield" for investments in a
money market variable investment option. Current yield refers to the income
earned on your investment in the money market investment option over a 7-day
period an then annualized. In other words, the income earned in the period is
assumed to be earned every 7 days over a 52-week period and stated as a
percentage of the investment.

   Effective yield is calculated in a similar manner but, when annualized, the
income earned by your investment is assumed to be reinvested and thus compounded
over the 52-week period. Effective yield will be slightly higher than current
yield because of this compounding effect of reinvestment.

   Current yield and effective yield reflect all the recurring charges at the
Account level, but will not reflect any premium tax, any withdrawal charge, or
any charge for optional benefit riders.

REPORTS

   At least annually, we will send you (1) a report showing the number and value
of the accumulation units in your contract and (2) the financial statements of
the Series Funds.

                                       36


VOTING PRIVILEGES

   At meetings of the Series Funds' shareholders, we will generally vote all the
shares of each Fund that we hold in the Account in accordance with instructions
we receive from the owners of contracts that participate in the corresponding
variable investment option.

CERTAIN CHANGES

Changes to the Account

   We reserve the right, subject to applicable law, including any required
shareholder approval,

. to transfer assets that we determine to be your assets from the Account to
  another separate account or investment option by withdrawing the same
  percentage of each investment in the Account with proper adjustments to avoid
  odd lots and fractions,

. to add or delete variable investment options,

. to change the underlying investment vehicles,

. to operate the Account in any form permitted by law, and

. to terminate the Account's registration under the 1940 Act, if such
  registration should no longer be legally required.

   Unless otherwise required under applicable laws and regulations, notice to or
approval of owners will not be necessary for us to make such changes.

Variations in charges or rates for eligible classes

   We may allow a reduction in or the elimination of any contract charges, or an
increase in a credited interest rate for a guarantee period. The affected
contracts would involve sales to groups or classes of individuals under special
circumstances that we expect to result in a reduction in our expenses associated
with the sale or maintenance of the contracts, or that we expect to result in
mortality or other risks that are different from those normally associated with
the contracts.

   The entitlement to such variation in charges or rates will be determined by
us based upon such factors as the following:

. the size of the initial premium payment,

. the size of the group or class,

. the total amount of premium payments expected to be received from the group or
  class and the manner in which the premium payments are remitted,

. the nature of the group or class for which the contracts are being purchased
  and the persistency expected from that group or class as well as the mortality
  or morbidity risks associated with that group or class;

. the purpose for which the contracts are being purchased and whether that
  purpose makes it likely that the costs and expenses will be reduced, or

. the level of commissions paid to selling broker-dealers or certain financial
  institutions with respect to contracts within the same group or class.

   We will make any reduction in charges or increase in initial guarantee rates
according to our rules in effect at the time an application for a contract is
approved. We reserve the right to change these rules from time to time. Any
variation in charges or rates will reflect differences in costs and services,
will apply uniformly to all prospective contract purchasers in the group or
class, and will not be unfairly discriminatory to the interests of any owner.
Any variation in charges or fees will reflect differences in costs and services,
will apply uniformly to all prospective contract purchasers in the group or
class, and will not be unfairly discriminatory to the interests of any owner.

DISTRIBUTION OF CONTRACTS

   Signator Investors, Inc. ("Signator") acts as principal distributor of the
contracts sold through this prospectus. Signator is registered as a
broker-dealer under the Securities Exchange Act of 1934, and a member of the
National Association of Securities 

                                       37


Dealers, Inc. Signator's address is 197 Clarendon Street, Boston, Massachusetts
02116. Signator is a subsidiary of John Hancock Life Insurance Company.

   You can purchase a contract through registered representatives of
broker-dealers and certain financial institutions who have entered into selling
agreements with JHVLICO and Signator. We pay broker-dealers compensation for
promoting, marketing and selling our variable insurance and variable annuity
products. In turn, the broker-dealers pay a portion of the compensation to their
registered representatives, under their own arrangements. Signator will also pay
its own registered representatives for sales of the contracts to their
customers. We do not expect the compensation we pay to such broker-dealers
(including Signator) and financial institutions to exceed 7.0% of premium
payments (on a present value basis) for sales of the contracts described in this
prospectus. For limited periods of time, we may pay additional compensation to
broker-dealers as part of special sales promotions. We offer these contracts on
a continuous basis, but neither JHVLICO nor Signator is obligated to sell any
particular amount of contracts. We also reimburse Signator for direct and
indirect expenses actually incurred in connection with the marketing of these
contracts.

   Signator representatives may receive additional cash or non-cash incentives
(including expenses for conference or seminar trips and certain gifts) in
connection with the sale of contracts issued by us. From time to time, Signator,
at its expense, may also provide significant additional amounts to broker
dealers or other financial services firms which sell or arrange for the sale of
the contracts. Such compensation may include, for example, financial assistance
to financial services firms in connection with their conferences or seminars,
sales or training programs for invited registered representatives and other
employees, payment for travel expenses, including lodging, incurred by
registered representatives and other employees for such seminars or training
programs, seminars for the public, advertising and sales campaigns regarding the
policies and/or other events or activities sponsored by the financial services
firms. As a consequence of such additional compensation, representatives and
financial services, including but not limited to Signator and its
representatives, may be motivated to sell our contracts instead of contracts
issued by other insurance companies.

EXPERTS

   Ernst & Young LLP have audited the consolidated financial statements of John
Hancock Variable Life Insurance Company at December 31, 2003 and 2002, and for
each of the three years in the period ended December 31, 2003, and the financial
statements of John Hancock Variable Annuity Account JF at December 31, 2003 and
for each of the periods indicated therein, as set forth in their reports. We've
included the financial statements of JHVLICO and the financial statements of the
Account in the Statement of Additional Information, which also is a part of the
registration statement that contains this prospectus. These financial statements
are included in the registration statement in reliance on Ernst & Young LLP's
reports, given on their authority as experts in accounting and auditing.

                                       38


REGISTRATION STATEMENT

  This prospectus omits certain information contained in the registration
statement filed with the SEC. Among other things, the registration statement
contains a "Statement of Additional Information" that we will send you without
charge upon request. The Table of Contents of the Statement of Additional
Information lists the following subjects that it covers:

                                                   PAGE OF SAI
DISTRIBUTION . . . . . . . . . . . . . . . . . . .     2

CALCULATION OF PERFORMANCE DATA. . . . . . . . . .     2

OTHER PERFORMANCE INFORMATION. . . . . . . . . . .     3

CALCULATION OF ANNUITY PAYMENTS. . . . . . . . . .     4

ADDITIONAL INFORMATION ABOUT DETERMINING
 UNIT VALUES . . . . . . . . . . . . . . . . . . .     5

PURCHASES AND REDEMPTIONS OF FUND SHARES . . . . .     6

THE ACCOUNT. . . . . . . . . . . . . . . . . . . .     6

DELAY OF CERTAIN PAYMENTS  . . . . . . . . . . . .     7

LIABILITY FOR TELEPHONE TRANSFERS. . . . . . . . .     7

VOTING PRIVILEGES. . . . . . . . . . . . . . . . .     7

FINANCIAL STATEMENTS . . . . . . . . . . . . . . .     9

                                       39


                         CONDENSED FINANCIAL INFORMATION


                    JOHN HANCOCK VARIABLE ANNUITY ACCOUNT JF

  The following table provides selected data for Patriot accumulation shares for
contracts with initial premium payments of less than $250,000. Each period
begins on January 1, except that the first year of operation of an investment
option begins on the date shown in the Notes at the end of this table.

                                   Year Ended    Year Ended    Year Ended    Year Ended    Year Ended    Year Ended    Year Ended
                                  December 31,  December 31,  December 31,  December 31,  December 31,  December 31,  December 31,
                                      2003          2002          2001          2000          1999          1998          1997
                                  ------------  ------------  ------------  ------------  ------------  ------------ --------------
EQUITY INDEX
Accumulation share value:
 Beginning of period(Note 1) . .      $7.16         $9.33        $10.74        $11.97        $10.00             --           --
 End of period . . . . . . . . .      $9.08         $7.16         $9.33        $10.74        $11.97             --           --
Number of Accumulation Shares
 outstanding at end of period. .     51,022        60,758        84,207       115,506       110,398             --           --
LARGE CAP VALUE
Accumulation share value:
 Beginning of period (Note 1). .      $9.75        $11.38        $11.38        $10.20        $10.00             --           --
 End of period . . . . . . . . .     $12.08         $9.75        $11.38        $11.38        $10.20             --           --
Number of Accumulation Shares
 outstanding at end of period. .     40,103        45,084        69,954        80,984       101,992             --           --
LARGE CAP GROWTH
Accumulation share value:
 Beginning of period (Note 1). .      $5.79         $8.13         $9.98        $12.31        $10.00             --           --
 End of period . . . . . . . . .      $7.19         $5.79         $8.13         $9.98        $12.31             --           --
Number of Accumulation Shares
 outstanding at end of period. .     50,560        53,908        74,845        86,341        72,822             --           --
EARNINGS GROWTH
Accumulation share value:
 Beginning of period (Note 1). .      $5.76         $8.63        $13.85        $21.87        $10.00             --           --
 End of period . . . . . . . . .      $7.10         $5.76         $8.63        $13.85        $21.87             --           --
Number of Accumulation Shares
 outstanding at end of period. .     90,017        98,370       112,159       154,934       143,380
GROWTH & INCOME
Accumulation share value:
 Beginning of period (Note 2). .      $5.66         $7.36        $10.00            --            --             --           --
 End of period . . . . . . . . .      $6.95         $5.66         $7.36            --            --             --           --
Number of Accumulation Shares
 outstanding at end of period. .    306,082       182,202       225,112            --            --             --           --
FUNDAMENTAL VALUE
Accumulation share value:
 Beginning of period (Note 2). .      $8.75        $10.73        $10.00            --            --             --           --
 End of period . . . . . . . . .     $11.12         $8.75        $10.73            --            --             --           --
Number of Accumulation Shares
 outstanding at end of period. .     21,714        23,612        30,710            --            --             --           --
FUNDAMENTAL GROWTH
Accumulation share value:
 Beginning of period (Note 2). .      $6.79         $9.86        $10.00            --            --             --           --
 End of period . . . . . . . . .      $8.84         $6.79         $9.86            --            --             --           --
Number of Accumulation Shares
 outstanding at end of period. .     11,404        10,008        24,747            --            --             --           --
MID CAP VALUE B (formerly
 "Small/Mid Cap CORE")
Accumulation share value:
 Beginning of period (Note 1). .     $10.27        $12.27        $12.36        $11.96        $10.00             --           --
 End of period . . . . . . . . .     $14.73        $10.27        $12.27        $12.36        $11.96             --           --
Number of Accumulation Shares
 outstanding at end of period. .     16,311        15,084        19,421        16,718        12,272             --           --
SMALL CAP GROWTH
Accumulation share value:
 Beginning of period (Note 2). .      $9.81        $14.19        $10.00            --            --             --           --
 End of period . . . . . . . . .     $12.39         $9.81        $14.19            --            --             --           --
Number of Accumulation Shares
 outstanding at end of period. .     29,375        31,651        35,009            --            --             --           --
SMALL CAP EMERGING GROWTH
Accumulation share value:
 Beginning of period (Note 1). .      $5.79         $8.17         $8.60         $9.56        $10.00             --           --
 End of period . . . . . . . . .      $8.52         $5.79         $8.17         $8.60         $9.56             --           --
Number of Accumulation Shares
 outstanding at end of period. .     12,101        14,125        12,245        16,236        14,326             --           --

                                       40


                                   Year Ended    Year Ended    Year Ended    Year Ended    Year Ended    Year Ended    Year Ended
                                  December 31,  December 31,  December 31,  December 31,  December 31,  December 31,  December 31,
                                      2003          2002          2001          2000          1999          1998          1997
                                  ------------  ------------  ------------  ------------  ------------  ------------ --------------
INTERNATIONAL EQUITY INDEX 
Accumulation share value:
 Beginning of period (Note 1). .     $6.77         $8.08        $10.27        $12.59        $10.00             --            --
 End of period . . . . . . . .       $9.49         $6.77         $8.08        $10.27        $12.59             --            --
Number of Accumulation Shares
 outstanding at end of period. .    10,664        13,070        14,510        19,558        18,759             --            --
OVERSEAS EQUITY B (formerly
 "International Opportunities")
Accumulation share value:
 Beginning of period (Note 1). .     $6.72         $8.33        $10.66        $12.91        $10.00             --            --
 End of period . . . . . . . . .     $8.79         $6.72         $8.33        $10.66        $12.91             --            --
Number of Accumulation Shares
 outstanding at end of period. .    38,739        42,177        48,242        50,459        21,856             --            --
OVERSEAS EQUITY 
Accumulation share value:
 Beginning of period (Note 1). .     $7.79         $8.42         $9.12        $10.16        $10.00             --            --
 End of period . . . . . . . . .    $10.76         $7.79         $8.42         $9.12        $10.16             --            --
Number of Accumulation Shares
 outstanding at end of period. .     6,486         4,448         4,508         5,357         6,608             --            --
OVERSEAS EQUITY C (formerly
 "Emerging Markets Equity")
Accumulation share value:
 Beginning of period (Note 1). .     $9.07         $9.85        $10.35        $17.48        $10.00             --            --
 End of period . . . . . . . . .    $14.06         $9.07         $9.85        $10.35        $17.48             --            --
Number of Accumulation Shares
 outstanding at end of period. .     6,003         8,809         7,313         7,636         8,609             --            --
REAL ESTATE EQUITY 
Accumulation share value:
 Beginning of period (Note 1). .    $13.11        $13.10        $12.54         $9.60        $10.00             --            --
 End of period . . . . . . . . .    $17.72        $13.11        $13.10        $12.54         $9.60             --            --
Number of Accumulation Shares
 outstanding at end of period. .     6,937         3,182         2,869         2,599         2,363             --            --
FINANCIAL INDUSTRIES (NOTE 3)
Accumulation share value:
 Beginning of period . . . . . .    $11.60        $14.58        $17.90        $14.25        $14.36         $13.39        $10.00
 End of period . . . . . . . . .    $14.43        $11.60        $14.58        $17.90        $14.25         $14.36        $13.39
Number of Accumulation Shares
 outstanding at end of period. .    24,757        29,786        44,296        59,272        59,300      1,826,652       645,730
MANAGED
Accumulation share value:
 Beginning of period (Note 1). .     $8.77        $10.24        $10.67        $10.80        $10.00             --            --
 End of period . . . . . . . . .    $10.31         $8.77        $10.24        $10.67        $10.80             --            --
Number of Accumulation Shares
 outstanding at end of period. .    17,668        19,124        20,975        26,890        25,357             --            --
SHORT-TERM BOND 
Accumulation share value:
 Beginning of period (Note 1). .    $12.08        $11.57        $10.84        $10.17        $10.00             --            --
 End of period . . . . . . . . .    $12.26        $12.08        $11.57        $10.84        $10.17             --            --
Number of Accumulation Shares
 outstanding at end of period. .     7,829         5,826         6,019         6,207         5,058             --            --
BOND INDEX 
Accumulation share value:
 Beginning of period (Note 1). .    $12.29        $11.32        $10.64         $9.63        $10.00             --            --
 End of period . . . . . . . . .    $12.58        $12.29        $11.32        $10.64         $9.63             --            --
Number of Accumulation Shares
 outstanding at end of period. .     9,232        18,388        14,281        19,106        22,733             --            --
ACTIVE BOND 
Accumulation share value:
 Beginning of period (Note 2). .    $11.00        $10.39        $10.00            --            --             --            --
 End of period . . . . . . . . .    $11.57        $11.00        $10.39            --            --             --            --
Number of Accumulation Shares
 outstanding at end of period. .    65,067        22,897        22,387            --            --             --            --
HIGH YIELD BOND 
Accumulation share value:
 Beginning of period (Note 1). .     $8.67         $9.19         $9.11        $10.35        $10.00             --            --
 End of period . . . . . . . . .     $9.98         $8.67         $9.19         $9.11        $10.35             --            --
Number of Accumulation Shares
 outstanding at end of period. .     6,395        11,108         9,657        10,644        11,541             --            --

                                       41


                                   Year Ended    Year Ended    Year Ended    Year Ended    Year Ended    Year Ended    Year Ended
                                  December 31,  December 31,  December 31,  December 31,  December 31,  December 31,  December 31,
                                      2003          2002          2001          2000          1999          1998          1997
                                  ------------  ------------  ------------  ------------  ------------  ------------ --------------
GLOBAL BOND 
Accumulation share value:
 Beginning of period (Note 1). .    $12.20        $10.39        $10.68         $9.65        $10.00             --            --
 End of period . . . . . . . . .    $13.96        $12.20        $10.39        $10.68         $9.65             --            --
Number of Accumulation Shares
 outstanding at end of period. .     9,647        11,396         5,140         8,203         8,837             --            --
MONEY MARKET 
Accumulation share value:
 Beginning of period (Note 2). .    $10.15        $10.12        $10.00            --            --             --            --
 End of period . . . . . . . . .    $10.12        $10.15        $10.12            --            --             --            --
Number of Accumulation Shares
 outstanding at end of period. .    62,638        67,782        53,661            --            --             --            --

(1)    Values shown for 1999 begin on May 3, 1999.

(2)    Values shown for 2001 begin on November 15, 2001.

(3)    Values shown for Financial Industries begin on April 30, 1997 and are
       based on Account holdings of the predecessor fund.

   The following table provides selected data for accumulation shares for
contracts with initial premium payments of $250,000 or more. Each period begins
on January 1, except that the first year of operation of an investment option
begins on the date shown in the Notes at the end of this table.

                                  YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED     YEAR ENDED
                                 DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,   DECEMBER 31,
                                     2003          2002          2001          2000          1999          1998           1997
                                 ------------  ------------  ------------  ------------  ------------  ------------  --------------
EQUITY INDEX 
Accumulation share value:
 Beginning of period (Note 1). .     $7.23         $9.41        $10.79        $12.00        $10.00            --             --
 End of period . . . . . . . . .     $9.20         $7.23         $9.41        $10.79        $12.00            --             --
Number of Accumulation Shares
 outstanding at end of period. .    75,959        75,959        79,909        79,917        61,962            --             --
LARGE CAP VALUE 
Accumulation share value:
 Beginning of period (Note 1). .     $9.84        $11.46        $11.44        $10.22        $10.00            --             --
 End of period . . . . . . . . .    $12.23         $9.84        $11.46        $11.44        $10.22            --             --
Number of Accumulation Shares
 outstanding at end of period. .    54,141        54,818        47,784        47,784        36,375            --             --
LARGE CAP GROWTH 
Accumulation share value:
 Beginning of period (Note 1). .     $5.85         $8.19        $10.03        $12.34        $10.00            --             --
 End of period . . . . . . . . .     $7.28         $5.85         $8.19        $10.03        $12.34            --             --
Number of Accumulation Shares
 outstanding at end of period. .    12,579        13,586        48,418        49,959        38,907            --             --
EARNINGS GROWTH 
Accumulation share value:
 Beginning of period (Note 1). .     $5.82         $8.69        $13.92        $21.92        $10.00            --             --
 End of period . . . . . . . . .     $7.19         $5.82         $8.69        $13.92        $21.92            --             --
Number of Accumulation Shares
 outstanding at end of period. .    20,004        20,872        14,866        20,511        27,163            --             --
GROWTH & INCOME 
Accumulation share value:
 Beginning of period (Note 2). .     $9.99        $12.97        $10.00            --            --            --             --
 End of period . . . . . . . . .    $12.30         $9.99        $12.97            --            --            --             --
Number of Accumulation Shares
 outstanding at end of period. .    16,765        11,472        17,169            --            --            --             --
FUNDAMENTAL VALUE 
Accumulation share value:
 Beginning of period (Note 2). .     $7.66         $9.37        $10.00            --            --            --             --
 End of period . . . . . . . . .     $9.76         $7.66         $9.37            --            --            --             --
Number of Accumulation Shares
 outstanding at end of period. .    50,632        50,632        50,632            --            --            --             --
FUNDAMENTAL GROWTH 
Accumulation share value:
 Beginning of period (Note 2). .     $7.20        $10.43        $10.00            --            --            --             --
 End of period . . . . . . . . .     $9.39         $7.20        $10.43            --            --            --             --
Number of Accumulation Shares
 outstanding at end of period. .     5,248         5,264         8,119            --            --            --             --

                                       42


                                   YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED
                                  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,
                                      2003          2002          2001          2000          1999          1998          1997
                                  ------------  ------------  ------------  ------------  ------------  ------------ --------------
MID CAP VALUE B (formerly
 "Small/Mid Cap CORE")
Accumulation share value:
 Beginning of period (Note 1). .    $10.38        $12.36        $12.42        $11.99        $10.00            --             --
 End of period . . . . . . . . .    $14.91        $10.38        $12.36        $12.42        $11.99            --             --
Number of Accumulation Shares
 outstanding at end of period. .     4,305         5,358         6,506         6,516         5,870            --             --
SMALL CAP GROWTH
Accumulation share value:
 Beginning of period (Note 2). .    $11.49        $16.57        $10.00            --            --            --             --
 End of period . . . . . . . . .    $14.55        $11.49        $16.57            --            --            --             --
Number of Accumulation Shares
 outstanding at end of period. .     2,478         2,478         2,702            --            --            --             --
SMALL CAP EMERGING GROWTH
Accumulation share value:
 Beginning of period (Note 1). .     $5.85         $8.23         $8.64         $9.58        $10.00            --             --
 End of period . . . . . . . . .     $8.62         $5.85         $8.23         $8.64         $9.58            --             --
Number of Accumulation Shares
 outstanding at end of period. .     7,749         8,574            --            --         1,452            --             --
INTERNATIONAL EQUITY INDEX
Accumulation share value:
 Beginning of period (Note 1). .     $6.84         $8.14        $10.32        $12.62        $10.00            --             --
 End of period . . . . . . . . .     $9.61         $6.84         $8.14        $10.32        $12.62            --             --
Number of Accumulation Shares
 outstanding at end of period. .     8,075         8,099         8,123         8,148            --            --             --
OVERSEAS EQUITY B (formerly
 "International Opportunities")
Accumulation share value:
 Beginning of period (Note 1). .     $6.79         $8.39        $10.72        $12.94        $10.00            --             --
 End of period . . . . . . . . .     $8.90         $6.79         $8.39        $10.72        $12.94            --             --
Number of Accumulation Shares
 outstanding at end of period. .     4,791         6,084         7,494         7,506         5,408            --             --
OVERSEAS EQUITY
Accumulation share value:
 Beginning of period (Note 1). .     $7.87         $8.49         $9.16        $10.18        $10.00            --             --
 End of period . . . . . . . . .    $10.90         $7.87         $8.49         $9.16        $10.18            --             --
Number of Accumulation Shares
 outstanding at end of period. .        --            --            --            --            --            --             --
OVERSEAS EQUITY C (formerly
 "Emerging Markets Equity")
Accumulation share value:
 Beginning of period (Note 1). .     $9.17         $9.93        $10.40        $17.52        $10.00            --             --
 End of period . . . . . . . . .    $14.24         $9.17         $9.93        $10.40        $17.52            --             --
Number of Accumulation Shares
 outstanding at end of period. .        --            --            --            --            --            --             --
REAL ESTATE EQUITY
Accumulation share value:
 Beginning of period (Note 1). .    $13.24        $13.20        $12.61         $9.63        $10.00            --             --
 End of period . . . . . . . . .    $17.95        $13.24        $13.20         12.61         $9.63            --             --
Number of Accumulation Shares
 outstanding at end of period. .    11,719        11,722        11,726        11,730        11,845            --             --
FINANCIAL INDUSTRIES (NOTE 3)
Accumulation share value:
 Beginning of period . . . . . .    $11.76        $14.75        $18.06        $14.35        $14.42        $13.41         $10.00
 End of period . . . . . . . . .    $14.67        $11.76        $14.75        $18.06        $14.35        $14.42         $13.41
Number of Accumulation Shares
 outstanding at end of period. .     7,562        10,776        15,026        13,558        17,470       149,851         73,106
MANAGED
Accumulation share value:
 Beginning of period (Note 1). .     $8.86        $10.32        $10.72        $10.83        $10.00            --             --
 End of period . . . . . . . . .    $10.44         $8.86        $10.32        $10.72        $10.83            --             --
Number of Accumulation Shares
 outstanding at end of period. .        --            --            --            --            --            --             --
SHORT-TERM BOND
Accumulation share value:
 Beginning of period (Note 1). .    $12.20        $11.66        $10.89        $10.19        $10.00            --             --
 End of period . . . . . . . . .    $12.41        $12.20        $11.66        $10.89        $10.19            --             --
Number of Accumulation Shares
 outstanding at end of period. .        --            --            --            --         4,987            --             --
BOND INDEX
Accumulation share value:
 Beginning of period (Note 1). .    $12.42        $11.41        $10.66         $9.66        $10.00            --             --
 End of period . . . . . . . . .    $12.74        $12.42        $11.41        $10.66         $9.66            --             --
Number of Accumulation Shares
 outstanding at end of period. .     9,826         9,826         9,826         9,826         9,826            --             --

                                       43


                                   YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED
                                  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,  DECEMBER 31,
                                      2003          2002          2001          2000          1999          1998          1997
                                  ------------  ------------  ------------  ------------  ------------  ------------ --------------
ACTIVE BOND 
Accumulation share value:
 Beginning of period (Note 2). .    $14.02        $13.20        $10.00            --            --            --             --
 End of period . . . . . . . . .    $14.78        $14.02        $13.20            --            --            --             --
Number of Accumulation Shares
 outstanding at end of period. .    24,515        24,867        12,777            --            --            --             --
HIGH YIELD BOND 
Accumulation share value:
 Beginning of period (Note 1). .     $8.76         $9.26         $9.16        $10.38        $10.00            --             --
 End of period . . . . . . . . .    $10.10         $8.76         $9.26         $9.16        $10.38            --             --
Number of Accumulation Shares
 outstanding at end of period. .     6,229         2,466         2,470         2,473         2,423            --             --
GLOBAL BOND 
Accumulation share value:
 Beginning of period (Note 1). .    $12.32        $10.47        $10.73         $9.68        $10.00            --             --
 End of period . . . . . . . . .    $14.14        $12.32        $10.47        $10.73         $9.68            --             --
Number of Accumulation Shares
 outstanding at end of period. .        --            --            --            --            --            --             --
MONEY MARKET 
Accumulation share value:
 Beginning of period (Note 2). .    $12.17        $12.11        $10.00            --            --            --             --
 End of period . . . . . . . . .    $12.16        $12.17        $12.11            --            --            --             --
Number of Accumulation Shares
 outstanding at end of period. .    83,691        86,772        92,991            --            --            --             --

(1)    Values shown for 1999 begin on May 3, 1999.

(2)    Values shown for 2001 begin on November 15, 2001.

(3)    Values shown for Financial Industries begin on April 30, 1997 and are
       based on Account holdings of the predecessor fund.

                                       44


               APPENDIX A - DETAILS ABOUT OUR GUARANTEED PERIODS


 INVESTMENTS THAT SUPPORT OUR GUARANTEE PERIODS

  We back our obligations under the guarantee periods with JHVLICO's general
assets. Subject to applicable law, we have sole discretion over the investment
of our general assets (including those held in our "non-unitized" separate
account that primarily supports the guarantee periods). We invest these amounts
in compliance with applicable state insurance laws and regulations concerning
the nature and quality of our general investments.

  We invest the non-unitized separate account assets, according to our detailed
investment policies and guidelines, in fixed income obligations, including:

     . corporate bonds,

     . mortgages,

     . mortgage-backed and asset-backed securities, and

     . government and agency issues.

  We invest primarily in domestic investment-grade securities. In addition, we
use derivative contracts only for hedging purposes, to reduce ordinary business
risks associated with changes in interest rates, and not for speculating on
future changes in the financial markets. Notwithstanding the foregoing, we are
not obligated to invest according to any particular strategy.

 GUARANTEED INTEREST RATES

  We declare the guaranteed rates from time to time as market conditions and
other factors dictate. We advise you of the guaranteed rate for a selected
guarantee period at the time we:

     . receive your premium payment,

     . effectuate your transfer, or

     . renew your guarantee period

  We have no specific formula for establishing the guaranteed rates for the
guarantee periods. The rates may be influenced by interest rates generally
available on the types of investments acquired with amounts allocated to the
guarantee period. In determining guarantee rates, we may also consider, among
other factors, the duration of the guarantee period, regulatory and tax
requirements, sales and administrative expenses we bear, risks we assume, our
profitability objectives, and general economic trends.

 COMPUTATION OF MARKET VALUE ADJUSTMENT

  We determine the amount of the market value adjustment by multiplying the
amount being taken from the guarantee period (before any applicable withdrawal
charge) by a factor expressed by the following formula:

                                        n
                                       ---
                                        12
                          (  1 + G  )      
                         -------------   -1
                         1 + c + 0.005
  where,

     . G is the guaranteed rate in effect for the current guarantee period.

     . C is the current guaranteed rate in effect for new guarantee periods with
       duration equal to the number of years remaining in the current guarantee
       period (rounded to the nearest whole number of years). If we are

                                       45


       not currently offering such a guarantee period, we will declare a
       guarantee rate, solely for this purpose, consistent with interest rates
       currently available.

     . N is the number of complete months from the date of withdrawal to the end
       of the current guarantee period. (If less than one complete month
       remains, N equals one unless the withdrawal is made on the last day of
       the guarantee period, in which case no adjustment applies.)

 SAMPLE CALCULATION 1: POSITIVE ADJUSTMENT

--------------------------------------------------------------------------------
Amount withdrawn or transferred          $10,000
--------------------------------------------------------------------------------
Guarantee period                         5 years
--------------------------------------------------------------------------------
Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                         period
--------------------------------------------------------------------------------
Guaranteed rate (g)                      4%
--------------------------------------------------------------------------------
Guaranteed rate for new 3 year           3%
guarantee (c)
--------------------------------------------------------------------------------
Remaining guarantee period (n)           36 months
--------------------------------------------------------------------------------

Market value adjustment:


                                            36
                                            --
                             1 + 0.04       12
              10,000 x [(----------------)     -1] = 145.63
                         1 + 0.03 + 0.005

Amount withdrawn or transferred (adjusted for market value adjustment): $10,000
+ $145.63 = $10,145.63

 SAMPLE CALCULATION 2: NEGATIVE ADJUSTMENT

--------------------------------------------------------------------------------
Amount withdrawn or transferred          $10,000
--------------------------------------------------------------------------------
Guarantee period                         5 years
--------------------------------------------------------------------------------
Time of withdrawal or transfer           beginning of 3rd year of guaranteed
                                         period
--------------------------------------------------------------------------------
Guaranteed rate (g)                      4%
--------------------------------------------------------------------------------
Guaranteed rate for new 3 year           5%
guarantee (c)
--------------------------------------------------------------------------------
Remaining guarantee period(n)            36 months
--------------------------------------------------------------------------------

Market value adjustment:

                                           36
                                           --
                            1 + 0.04       12
             10,000 x [(----------------)     -1] = 420.50
                        1 + 0.05 + 0.005

Amount withdrawn or transferred (adjusted for money market adjustment): $10,000
- 420.50 = $9,579.50

* All interest rates shown have been arbitrarily chosen for purposes of these
examples. In most cases they will bear little or no relation to the rates we are
actually guaranteeing at any time.

                                       46


             APPENDIX B - EXAMPLE OF WITHDRAWAL CHARGE CALCULATION

ASSUME THE FOLLOWING FACTS:

.  On January 1, 1997, you make a $5000 initial premium payment and we issue you
   a contract.

.  On January 1, 1998, you make a $1000 premium payment.

.  On January 1, 1999, you make a $1000 premium payment.

.  On January 1, 2000, the total value of your contract is $9000 because of good
   investment earnings.

    Now assume you make a partial withdrawal of $6000 (no tax withholding) on
January 2, 2000. In this case, assuming no prior withdrawals, we would deduct a
CDSL of $272.23. We withdraw a total of $6272.23 from your contract.

        $ 6,000.00  --   withdrawal request payable to you
        +   272.23  --   withdrawal charge payable to us
          --------
        $ 6,272.23  --   total amount withdrawn from your contract

HERE IS HOW WE DETERMINE THE WITHDRAWAL CHARGE:

  (1)  We FIRST reduce your $5000 INITIAL PREMIUM PAYMENT by the three annual
       $30 contract fees we assessed on January 1, 1998, 1999, and 2000. We
       withdraw the remaining $4910 from your contract.

        $ 5,000
        -    30  --   1998 contract fee payable to us
        -    30  --   1999 contract fee payable to us
        -    30  --   2000 contract fee payable to us
          -----
        $ 4,910  --   amount of your initial premium payment we would consider
                      to be withdrawn

Under the free withdrawal provision, we deduct 10% of the total value of your
contract at the beginning of the contract year, or $900 (.10 x $9000). We pay
the $900 to you as part of your withdrawal request, and we assess a withdrawal
charge on the remaining balance of $4010. Because you made the initial premium
payment 3 years ago, the withdrawal charge percentage is 5%. We deduct the
resulting $200.50 from your contract to cover the withdrawal charge on your
initial premium payment. We pay the remainder of $3809.50 to you as a part of
your withdrawal request.

        $ 4,910.00
        -      900  --   free withdrawal amount (payable to you)
          --------
        $    4,010
        x      .05
          --------
        $   200.50  --   withdrawal charge on initial premium payment
                         (payable to us)

        $ 4,010.00
        -   200.50
          --------
        $ 3,809.50  --   part of withdrawal request payable to you

  (2)  We NEXT deem the entire amount of your 1998 PREMIUM PAYMENT to be
       withdrawn and we assess a withdrawal charge on that $1000 amount. Because
       you made this premium payment 2 years ago, the withdrawal charge

                                       47


       percentage is 5%. We deduct the resulting $50 from your contract to cover
       the withdrawal charge on your 1998 premium payment. We pay the remainder
       of $950 to you as a part of your withdrawal request.

        $  1,000
        x    .05
           -----
        $     50  --   withdrawal charge on 1998 premium payment (payable to
                       us)

        $  1,000
        -     50
           -----
        $    950  --   part of withdrawal request payable to you

  (3)  We NEXT determine what additional amount we need to withdraw to provide
       you with the total $6000 you requested, after the deduction of the
       withdrawal charge on that additional amount. We have already allocated
       $900 from the free withdrawal amount, $3809.50 from your initial premium
       payment, and $950 from your 1999 premium payment. Therefore, $340.50 is
       needed to reach $6000.

        $  6,000.00  --   total withdrawal amount requested
        -    900.00  --   free withdrawal amount
        -  3,809.50  --   payment deemed from initial premium payment
        -    950.00  --   payment deemed from 1998 premium payment
           --------
        $    340.50  --   additional payment to you needed to reach $6000

  We know that the withdrawal charge percentage for this remaining amount is 6%,
because you are already deemed to have withdrawn all premiums you paid prior to
1999. We use the following formula to determine how much more we need to
withdraw:

  Remainder due to you   =      Withdrawal needed - [applicable withdrawal
charge percentage times withdrawal needed]

        $  340.50  =    x - [.06x]
        $  340.50  =    .94x
        $  340.50
           ------
             0.94  =    x
        $  362.23  =    x

        $  362.23  --   deemed withdrawn from 1999 premium payment
        $  340.50  --   part of withdrawal request payable to you
           ------
        $   21.73  --   withdrawal charge on 1999 premium deemed withdrawn
                        (payable to us)

        $  200.50  --   withdrawal charge on the INITIAL PREMIUM PAYMENT
        $   50.00  --   withdrawal charge on the 1998 PREMIUM PAYMENT
        $   21.73  --   withdrawal charge on the 1999 PREMIUM PAYMENT
           ------
        $  272.23  --   Total withdrawal charge

                                       48

ANNEX 3

SUPPLEMENT DATED

APRIL 4, 2005

PROSPECTUSES DATED

MAY 1, 2004*

(As Previously Supplemented)

JOHN HANCOCK VARIABLE SERIES TRUST I

On April 4, 2005, the shareholders of John Hancock Variable Series Trust I (“JHVST”) unanimously approved a reorganization (the “Reorganization”) pursuant to which each separate investment fund of JHVST will combine into one of the separate investment funds of John Hancock Trust “JHT.” On January 1, 2005, JHT underwent a name change. Prior to that date, JHT was known as “Manufacturers Investment Trust.” The investment manager of JHVST and the investment manager of JHT are both indirect wholly-owned subsidiaries of Manulife Financial Corporation, a publicly-traded Canadian holding company.

The Reorganization will occur as of April 29, 2005, when the outstanding shares of each Acquired Fund will be cancelled and, in their place, will be issued shares of the Acquiring Fund into which that Acquired Fund is being combined. Thereafter, the Acquired Fund will cease to exist.

This document also supplements each May 1, 2004 prospectus (as previously supplemented) with respect to variable annuity or variable life insurance contracts under which any funds of JHVST are investment options.

Pursuant to the Reorganization, each Acquired Fund (listed in the left column below) will combine into the corresponding Acquiring Fund (listed opposite in the right column below):


JHVST Acquired Fund		Corresponding JHT Acquiring Fund
Active Bond Fund		Active Bond Trust
Bond Index Fund		Bond Index Trust B
Earnings Growth Fund		Large Cap Growth Trust
Equity Index Fund		500 Index Trust B
Financial Industries Fund		Financial Services Trust
Fundamental Value Fund		Equity Income Trust
Global Bond Fund		Global Bond Trust
Growth & Income Fund		Growth & Income Trust II
Health Sciences Fund		Health Sciences Trust
High Yield Bond Fund		High Yield Trust
International Equity Index Fund – Series I and II Shares		International Equity Index Trust A
International Equity Index Fund – NAV Shares		International Equity Index Trust B
Large Cap Growth Fund		Blue Chip Growth Trust
Large Cap Value Fund		Equity Income Trust
Managed Fund		Managed Trust
Mid Cap Growth Fund		Mid Cap Stock Trust
Mid Cap Value B Fund		Mid Value Trust
Money Market Fund		Money Market Trust B

A-3


JHVST Acquired Fund		Corresponding JHT Acquiring Fund
Overseas Equity B Fund		Overseas Equity Trust
Real Estate Equity Fund		Real Estate Securities Trust B
Short-Term Bond Fund		Short-Term Bond Trust
Small Cap Emerging Growth Fund		Small Cap Emerging Growth Trust
Small Cap Value Fund		Small Cap Value Trust
Total Return Bond Fund		Total Return Trust

Terms of Reorganization

The Reorganization has been designed so that each Acquired Fund has substantially the same or similar investment objective and policies as the Acquiring Fund into which it will be combined. In most cases, the overall level of the Acquiring Fund’s investment management fees and other operating expenses after the Reorganization (i.e., the fund’s “expense ratio”) is expected to be lower than the corresponding Acquired Fund’s has been. In those cases where the Acquiring Fund’s expense ratio is expected to be higher, JHVST’s Trustees have concluded that this would be outweighed by the expected advantages of the Reorganization to the Acquired Fund and its shareholders.

Under the terms of the Reorganization, each shareholder of an Acquired Fund will receive a number of full and fractional shares of the Acquiring Fund into which it combines having a total value equal to the total value of that shareholder’s shares of the Acquired Fund.

Affect of Reorganization for Variable Annuity and Variable Life Insurance Contracts

The JHVST funds serve primarily to support variable investment options under variable annuity and variable life insurance contracts. Upon the combination of a JHVST fund into the corresponding Acquiring Fund, any investment option based on that JHVST fund will thereafter be based on and supported by that Acquiring Fund.

No holder of a variable annuity or variable life insurance contract that participates in any JHVST fund will have any taxable income, gain or loss, or suffer any other adverse federal income tax consequences, as a result of the Reorganization.

Owners of variable annuity and variable life insurance contracts will continue to be able to make transfers into or out of the variable investment options that are available under their contracts at the time of transfer. Such transfers, and the procedures for making them, will continue to be subject to the terms and conditions set forth in the applicable prospectus for the contract from time to time.

Also, any instructions that a contract owner has in effect as to a variable investment option will continue to be in

A-4

effect, notwithstanding that the option is supported by a different fund (i.e., the applicable Acquiring Fund) following the Reorganization. Such instructions would include, for example, instructions concerning allocation of premium payments or charges under the variable annuity or variable life insurance contract, and instructions for automatic transactions, such as periodic withdrawals or periodic asset rebalancing. However, owners will continue to be able to change such instructions at any time, in the manner and subject to the terms and conditions set forth in the prospectus for the applicable contract from time to time.

This supplement is not an offer to sell, nor a solicitation of an offer to buy, shares of any Acquiring Fund.

A-5

PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

ITEM 8. INDEMNIFICATION OF DIRECTORS AND OFFICERS

Manulife Financial Corporation

Under the Insurance Companies Act (Canada), a company may not, by contract, resolution or by-law, limit the liability of its directors for breeches of their fiduciary duties. However, the company may indemnify a director or officer, a former director or officer or a person who acts or acted at the company’s request as a director or officer of an entity of which the company is or was a shareholder or creditor, and his or her heirs and legal representatives, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by him or her in respect of any civil, criminal or administrative action or proceeding to which he or she is made a party by reason of being or having been a director or officer of the company or the entity, if:

(1)

that person acted honestly and in good faith with a view to the best interests of the company; and

(2)

in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, that person has reasonable grounds for believing that his or her impugned conduct was lawful.

These individuals are entitled to indemnity from the company if the person was substantially successful on the merits of his or her defense of the action or proceeding and fulfilled the conditions set out in (1) and (2) above. A company may, with the approval of a court, also indemnify that person regarding an action by or on behalf of the company or entity to procure a judgment in its favor, to which the person is made a party by reason of being or having been a director or officer of the company or entity, if he or she fulfills the conditions set out in (1) and (2) above.

The by-laws of Manulife Financial Corporation (“MFC”) provide that the board of directors of MFC shall make provisions, by resolution, for the indemnification of directors, officers, employees and such other persons as the directors shall decide on such terms and conditions as they establish. MFC’s administrative resolutions provide that MFC shall indemnify a director, officer or employee, a former director, officer or employee, or a person who acts or acted at MFC’s request as a director, officer, employee or trustee of another corporation, partnership, joint venture, trust or other enterprise against any liability and costs arising out of any action or suit against them from the execution of their duties, subject to the limitations described in the administrative resolutions.

MFC’s administrative resolutions provide that MFC will have no obligation to indemnify any person for:

•

any acts committed with actual dishonest, fraudulent, criminal or malicious intent;

•

any act of gross negligence or willful neglect;

•

any claims relating to liabilities of other persons assumed by any person entitled to indemnification;

•

any claims relating to enterprises owned, operated, managed or controlled by any person entitled to indemnification;

•

any claims relating to pension plans sponsored by any person entitled to indemnification;

•

bodily injury, sickness or disease of any person;

•

injury to or destruction of any tangible property; and

•

any actions which were in breach of compliance with MFC policy.

II-1

MFC maintains a directors’ and officers’ liability insurance policy with a policy limit of U.S. $150,000,000. The policy is renewed annually. The policy provides protection to directors and officers against liability incurred by them in their capacities as directors and officers of MFC and its subsidiaries. The policy also provides protection to MFC for claims made against directors and officers for which MFC has granted directors and officers indemnity, as required or permitted under applicable statutory or by-law provisions.

John Hancock Variable Life Insurance Company

Pursuant to Article X of the By-Laws of John Hancock Variable Life Insurance Company (“JHVLICO”) and Section 67 of the Massachusetts Business Corporation Law, JHVLICO indemnifies each director, former director, officer, and former officer, and his or her heirs and legal representatives from liability incurred or imposed in connection with any legal action in which he or she may be involved or threatened by reason of any alleged act or omission as an officer or a director of JHVLICO. No indemnification shall be paid if a director or officer is finally adjudicated not to have acted in good faith in the reasonable belief that his or her action was in the best interest of JHVLICO. JHVLICO may pay expenses incurred in defending an action or claim in advance of its final disposition, but only upon receipt of an undertaking by the person indemnified to repay such amounts if he or she should be determined not to be entitled to indemnification.

As stated above, MFC maintains a directors’ and officers’ liability insurance policy with a policy limit of U.S. $150,000,000. The policy provides protection to directors and officers against liability incurred by them in their capacities as directors and officers of MFC and its subsidiaries, including JHVLICO.

II-2

ITEM 9. EXHIBITS


Exhibit		Description
1	(a)	Form of Distribution Agreement by and among Signator Investors Inc. (previously known as “John Hancock Distributors, Inc.”), John Hancock Life Insurance Company (formerly known as “John Hancock Mutual Life Insurance Company”), and John Hancock Variable Life Insurance Company, incorporated by reference from Exhibit 1.A(3)(a) to Pre-Effective Amendment No. 2 to Form S-6 Registration Statement of John Hancock Variable Life Account S (File No. 333-15075), filed April 22, 1997.

1	(b)	Specimen Variable Contracts Selling Agreement between Signator Investors, Inc., and selling broker-dealers, incorporated by reference from Exhibit 1.A(3)(b) to Pre-Effective Amendment No. 2 to Form S-6 Registration Statement of John Hancock Variable Life Account S (File No. 333-15075), filed April 22, 1997.

4	(a)	Form of group deferred combination fixed and variable annuity contract, incorporated by reference from Exhibit 4(a) to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-84769), filed August 9, 1999.

4	(b)	Form of group deferred combination fixed and variable annuity certificate, incorporated by reference from Exhibit 4(b) to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-84769), filed August 9, 1999.

4	(c)	Form of Waiver of Withdrawal Charge Rider, incorporated by reference from Exhibit 4(d) to Pre-Effective Amendment No. 1 to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-81127), filed August 9, 1999.

4	(d)	Form of Guaranteed Retirement Income Benefit Rider, incorporated by reference from Exhibit 4(e) to Pre-Effective Amendment No. 1 to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-81127), filed August 9, 1999.

4	(e)	Form of Accumulated Value Enhancement Rider, incorporated by reference from Exhibit 4(g) to Pre-Effective Amendment No. 1 to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-81127), filed August 9, 1999.

4	(f)	Form of Death Benefit Enhancement Rider, incorporated by reference from Exhibit 4(f) to Post-Effective Amendment No. 6 to Form S-1 Registration Statement of John Hancock Variable Life Insurance Company (File No. 33-64945), filed April 16, 2002.

4	(g)	Form of Earnings Enhanced Death Benefit Rider, incorporated by reference from Exhibit 4(g) to Post-Effective Amendment No. 6 to Form S-1 Registration Statement of John Hancock Variable Life Insurance Company (File No. 33-64945), filed April 16, 2002.

4	(h)	Form of contract application, incorporated by reference from Exhibit 5 to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-84769), filed August 9, 1999.

4	(i)	Form of Guarantee Agreement dated as of December 30, 2002, between John Hancock Financial Services, Inc. and John Hancock Variable Life Insurance Company, incorporated by reference from Form S-3 Registration Statement of John Hancock Variable Life Insurance Company and John Hancock Financial Services, Inc. (File No. 333-102743), filed January 27, 2003.

4	(j)	Form of Subordinated Guarantee by Manulife Financial Corporation in favor of certain holders of market value adjustment interests under deferred annuity contracts issued by John Hancock Variable Life Insurance Company.

4	(k)	Form of nursing home waiver of CDSL rider, incorporated by reference from Exhibit 4(d) of Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 33-64947), filed December 12, 1995.

II-3


Exhibit		Description

4	(l)	Form of one year stepped-up death benefit rider, incorporated by reference from Exhibit 4(e) of Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 33-64947), filed December 12, 1995.

4	(m)	Form of accidental death benefit rider, incorporated by reference from Exhibit 4(f) of Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 33-64947), filed December 12, 1995.

5	(a)	Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. regarding legality of the market value adjustment interests under deferred annuity contracts being registered.

5	(b)	Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. regarding validity of the subordinated guarantee.

5	(c)	Opinion of Torys LLP regarding validity under Canadian law of the subordinated guarantee and enforceability of judgments.

23	(a)	Consent of independent auditors for Manulife Financial Corporation, filed herewith.

23	(b)	Consent of independent auditors for John Hancock Financial Services, Inc., John Hancock Variable Life Insurance Company and John Hancock Variable Annuity Account JF, filed herewith.

23	(c)	Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (included as part of its opinion filed as Exhibit 5(a) and incorporated herein by reference).

23	(d)	Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (included as part of its opinion filed as Exhibit 5(b) and incorporated herein by reference).

23	(e)	Consent of Torys LLP (included as part of its opinion filed as Exhibit 5(c) and incorporated herein by reference).

24	(a)	Powers of Attorney (included on the signature pages and incorporated herein by reference).

II-4

ITEM 10. UNDERTAKINGS

(a) Each undersigned registrant hereby undertakes:

(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

(i) to include any prospectus required by section 10(a)(3) of the Securities Act of 1933;

(ii) to reflect in the prospectus any facts or events arising after the effective date of this registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in this registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and

(iii) to include any material information with respect to the plan of distribution not previously disclosed in this registration statement or any material change to such information in this registration statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the information required to be included in a post-effective amendment by those paragraphs is contained in periodic reports filed with or furnished to the Commission by the registrant pursuant to Section 13 or 15(d) of the Securities Act of 1934 that are incorporated by reference in this registration statement.

(2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

(b) The undersigned Manulife Financial Corporation hereby undertakes to file a post-effective amendment to the registration statement to include any financial statements required by Item 8.A. of Form 20-F at the start of any delayed offering or throughout a continuous offering. Financial statements and information otherwise required by Section 10(a)(3) of the Securities Act of 1933 need not be furnished, provided, that such registrant includes in the prospectus, by means of a post-effective amendment, financial statements required pursuant to this paragraph (b) and other information necessary to ensure that all other information in the prospectus is at least as current as the date of those financial statements. Notwithstanding the foregoing, with respect to registration statements on Form F-3, a post-effective amendment need not be filed to include financial statements and information required by Section 10(a)(3) of the Securities Act of 1933 or Item 8 of Form 20-F if such financial statements and information are contained in periodic reports filed with or furnished to the Commission by such registrant pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the Form F-3.

(c) Each undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933, each filing of the registrant’s annual report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable, that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

II-5

(d) Insofar as indemnification for liabilities 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, each registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act of 1933 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, each 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 Securities Act of 1933 and will be governed by the final adjudication of such issue.

II-6

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, Manulife Financial Corporation certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form F-3 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Toronto, Province of Ontario, Canada, on April 21, 2005.


MANULIFE FINANCIAL CORPORATION

By:	/S/ DOMINIC D’ALESSANDRO
Name:		Dominic D’Alessandro
Title:		President and Chief Executive Officer

POWERS OF ATTORNEY

Each person whose signature appears below constitutes and appoints Dominic D’Alessandro and Peter H. Rubenovitch, and each of them, any of whom may act without the joinder of the other, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any or all amendments (including post-effective amendments) to this Registration Statement, and to file the same, with all exhibits thereto and other documents in connection therewith, with the U.S. Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on April 21, 2005.


Signature		Title

/S/ DOMINIC D’ALESSANDRO Dominic D’Alessandro		President, Chief Executive Officer and Director (Principal Executive Officer)

/S/ PETER H. RUBENOVITCH Peter H. Rubenovitch		Senior Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

/S/ ARTHUR R. SAWCHUK Arthur R. Sawchuk		Chairman

/S/ KEVIN E. BENSON Kevin E. Benson		Director

/S/ GAIL C.A. COOK-BENNETT Gail C.A. Cook-Bennett		Director

II-7


Signature		Title

/S/ JOHN M. CASSADAY John M. Cassaday		Director

/S/ RICHARD B. DEWOLFE Richard B. deWolfe		Director

/S/ LINO J. CELESTE Lino J. Celeste		Director

/S/ ROBERT E. DINEEN, JR. Robert E. Dineen, Jr.		Director

/S/ PIERRE Y. DUCROS Pierre Y. Ducros		Director

/S/ ALLISTER P. GRAHAM Allister P. Graham		Director

/S/ THOMAS E. KIERANS Thomas E. Kierans		Director

/S/ LORNA R. MARSDEN Lorna R. Marsden		Director

/S/ HUGH W. SLOAN, JR. Hugh W. Sloan, Jr.		Director

/S/ GORDON G. THIESSEN Gordon G. Thiessen		Director

/S/ MICHAEL H. WILSON Michael H. Wilson		Director

II-8

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, John Hancock Variable Life Insurance Company certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form F-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston, Commonwealth of Massachusetts, on April 21, 2005.


JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY

By:		/S/ MICHELE G. VAN LEER
Name: Michele G. Van Leer Title: President and Director

POWERS OF ATTORNEY

Each person whose signature appears below constitutes and appoints Michele G. Van Leer and Peter Copestake, and each of them, any of whom may act without the joinder of the other, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any or all amendments (including post-effective amendments) to this Registration Statement, and to file the same, with all exhibits thereto and other documents in connection therewith, with the U.S. Securities and Exchange Commission, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on April 21, 2005.


Signature		Title

/S/ MICHELE G. VAN LEER Michele G. Van Leer		President and Director (Principal Executive Officer)

/S/ PETER COPESTAKE Peter Copestake		Treasurer (Principal Financial and Principal Accounting Officer)

/S/ RONALD J. BOCAGE Ronald J. Bocage		Director

/S/ DEC MULLARKEY Dec Mullarkey		Director

/S/ DANIEL L. OUELLETTE Daniel L. Ouellette		Director

/S/ ROBERT R. REITANO Robert R. Reitano		Director

II-9

AUTHORIZED REPRESENTATIVE

Pursuant to the requirements of Section 6(a) of the Securities Act of 1933, as amended, the undersigned, the duly authorized representative of Manulife Financial Corporation in the United States, has signed this Registration Statement, on April 21, 2005.


JOHN HANCOCK FINANCIAL SERVICES, INC.

By:				/S/ JONATHAN CHIEL
Name:				Jonathan Chiel
Title:				Executive Vice President and General Counsel—John Hancock

II-10

EXHIBIT INDEX


Exhibit		Description

1	(a)	Form of Distribution Agreement by and among Signator Investors Inc. (previously known as “John Hancock Distributors, Inc.”), John Hancock Life Insurance Company (formerly known as “John Hancock Mutual Life Insurance Company”), and John Hancock Variable Life Insurance Company, incorporated by reference from Exhibit 1.A(3)(a) to Pre-Effective Amendment No. 2 to Form S-6 Registration Statement of John Hancock Variable Life Account S (File No. 333-15075), filed April 22, 1997.

1	(b)	Specimen Variable Contracts Selling Agreement between Signator Investors, Inc., and selling broker-dealers, incorporated by reference from Exhibit 1.A(3)(b) to Pre-Effective Amendment No. 2 to Form S-6 Registration Statement of John Hancock Variable Life Account S (File No. 333-15075), filed April 22, 1997.

4	(a)	Form of group deferred combination fixed and variable annuity contract, incorporated by reference from Exhibit 4(a) to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-84769), filed August 9, 1999.

4	(b)	Form of group deferred combination fixed and variable annuity certificate, incorporated by reference from Exhibit 4(b) to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-84769), filed August 9, 1999.

4	(c)	Form of Waiver of Withdrawal Charge Rider, incorporated by reference from Exhibit 4(d) to Pre-Effective Amendment No. 1 to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-81127), filed August 9, 1999.

4	(d)	Form of Guaranteed Retirement Income Benefit Rider, incorporated by reference from Exhibit 4(e) to Pre-Effective Amendment No. 1 to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-81127), filed August 9, 1999.

4	(e)	Form of Accumulated Value Enhancement Rider, incorporated by reference from Exhibit 4(g) to Pre-Effective Amendment No. 1 to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-81127), filed August 9, 1999.

4	(f)	Form of Death Benefit Enhancement Rider, incorporated by reference from Exhibit 4(f) to Post-Effective Amendment No. 6 to Form S-1 Registration Statement of John Hancock Variable Life Insurance Company (File No. 33-64945), filed April 16, 2002.

4	(g)	Form of Earnings Enhanced Death Benefit Rider, incorporated by reference from Exhibit 4(g) to Post-Effective Amendment No. 6 to Form S-1 Registration Statement of John Hancock Variable Life Insurance Company (File No. 33-64945), filed April 16, 2002.

4	(h)	Form of contract application, incorporated by reference from Exhibit 5 to Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 333-84769), filed August 9, 1999.

4	(i)	Form of Guarantee Agreement dated as of December 30, 2002, between John Hancock Financial Services, Inc. and John Hancock Variable Life Insurance Company, incorporated by reference from Form S-3 Registration Statement of John Hancock Variable Life Insurance Company and John Hancock Financial Services, Inc. (File No. 333-102743) filed January 27, 2003.

4	(j)	Form of Subordinated Guarantee by Manulife Financial Corporation in favor of certain holders of market value adjustment interests under deferred annuity contracts issued by John Hancock Variable Life Insurance Company.

4	(k)	Form of nursing home waiver of CDSL rider, incorporated by reference from Exhibit 4(d) of Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 33-64947), filed December 12, 1995.


Exhibit		Description

4	(l)	Form of one year stepped-up death benefit rider, incorporated by reference from Exhibit 4(e) of Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 33-64947), filed December 12, 1995.

4	(m)	Form of accidental death benefit rider, incorporated by reference from Exhibit 4(f) of Form N-4 Registration Statement of John Hancock Variable Annuity Account JF (File No. 33-64947), filed December 12, 1995.

5	(a)	Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. regarding legality of the market value adjustment interests under deferred annuity contracts being registered.

5	(b)	Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. regarding validity of the subordinated guarantee.

5	(c)	Opinion of Torys LLP regarding validity under Canadian law of the subordinated guarantee and enforceability of judgments.

23	(a)	Consent of independent auditors for Manulife Financial Corporation, filed herewith.

23	(b)	Consent of independent auditors for John Hancock Financial Services, Inc., John Hancock Variable Life Insurance Company and John Hancock Variable Annuity Account JF, filed herewith.

23	(c)	Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (included as part of its opinion filed as Exhibit 5(a) and incorporated herein by reference).

23	(d)	Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (included as part of its opinion filed as Exhibit 5(b) and incorporated herein by reference).

23	(e)	Consent of Torys LLP (included as part of its opinion filed as Exhibit 5(c) and incorporated herein by reference).

24	(a)	Powers of Attorney (included on the signature pages and incorporated herein by reference).