-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T2sMULnBRwMfq9UoUjK095wUIRJDyV6JKrG/bySJW/Ufp6JgQhuTMsz2VFHJme2J 3RLRDydCNECp3tj0LhVryw== 0000811612-05-000092.txt : 20051220 0000811612-05-000092.hdr.sgml : 20051220 20051220131107 ACCESSION NUMBER: 0000811612-05-000092 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20051220 DATE AS OF CHANGE: 20051220 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: COMMERCE GROUP INC /MA CENTRAL INDEX KEY: 0000811612 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 042599931 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 211 MAIN ST CITY: WEBSTER STATE: MA ZIP: 01570 BUSINESS PHONE: 5089439000 MAIL ADDRESS: STREET 1: 211 MAIN STREET STREET 2: 211 MAIN STREET CITY: WEBSTER STATE: MA ZIP: 01570 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HANCOCK JOHN PATRIOT PREMIUM DIVIDEND FUND II CENTRAL INDEX KEY: 0000855886 IRS NUMBER: 043097281 STATE OF INCORPORATION: MA FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-57667 FILM NUMBER: 051274885 BUSINESS ADDRESS: STREET 1: C/O JOHN HANCOCK FUNDS STREET 2: 601 CONGRESS STREET CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-663-3000 MAIL ADDRESS: STREET 1: C/O JOHN HANCOCK FUNDS STREET 2: 601 CONGRESS STREET CITY: BOSTON STATE: MA ZIP: 02210 FORMER COMPANY: FORMER CONFORMED NAME: PATRIOT PREMIUM DIVIDEND FUND II DATE OF NAME CHANGE: 19920703 SC 13D 1 jhppdf-pdt13d18tag.txt JOHN HANCOCK PATRIOT PREMIUM DIV FUND II-EFF 12/12/05 United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 18) John Hancock Patriot Premium Dividend Fund II (Name of Issuer) Common Stock (Title of Class of Securities) 41013T-10-5 (CUSIP Number) The Commerce Group, Inc. 211 Main Street Webster, MA 01570 (508) 943-9000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 12, 2005 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Section 240.Rule 13d-1(e), 240.13d-1(f) or 240.13d- 1(g), check the following box: [ ] The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 5 CUSIP No.: 41013T-10-5 THE COMMERCE GROUP, INC. SCHEDULE 13D AMENDMENT No. 18 DECEMBER 20, 2005 1. NAME OF REPORTING PERSON S.S. OR I.R.S. ID NO. OF ABOVE PERSON The Commerce Group Inc. ID# 04-2599931 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS [WC] 5 CHECK BOX IF DISCLOSURE OF LEGAL [ ] PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 6,017,500 SHARED VOTING POWER 0 SOLE DISPOSITIVE POWER 6,017,500 SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,017,500 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 40.0% 14. TYPE OF REPORTING PERSON [HC] Page 2 of 5 CUSIP No.: 41013T-10-5 THE COMMERCE GROUP, INC. SCHEDULE 13D AMENDMENT No. 18 DECEMBER 20, 2005 ITEM 1. SECURITY AND ISSUER This Schedule 13D relates to the shares of beneficial interest (the "Shares"), of John Hancock Patriot Premium Dividend Fund II (the "Fund"), a Massachusetts business trust registered as an investment company under the Investment Company Act of 1940, as amended (the "Investment Company Act"). The principal executive offices of the Fund are located at 101 Huntington Avenue, Boston, MA, 02119-7603. ITEM 2. IDENTITY AND BACKGROUND (a) - (f) This Schedule 13D is being filed by The Commerce Group Inc. (the "Reporting Person"), a corporation formed under the laws of Massachusetts. The Reporting Person is a corporation whose principal offices are located at 211 Main Street Webster, MA 01570. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The source of the funds used by the Reporting Person to purchase shares listed in Item 5(a) was working capital. This amount of the funds used to purchase such shares reported in Annex A aggregated approximately $1,646,309.24. ITEM 4. PURPOSE OF TRANSACTION No material change has taken place since the previous filing. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) The Fund's reports with the Securities and Exchange Commission report that 15,046,539 Shares are outstanding. Based upon such number, the Reporting Person beneficially owns 40.0% of the Fund's outstanding Shares. (b) The Reporting Person is the beneficial owner (through its insurance subsidiary as listed below) of 6,017,500 shares, over which it has sole power of disposition and voting. Such number of Shares represents approximately 40.0% of the outstanding Shares. Shares Cost The Commerce Insurance Company 6,017,500 $65,961,947 (c) During the period from October 17, 2005 through December 12, 2005, the Reporting Person has effected the following purchases of common stock, all of which were made on the New York Stock Exchange (see attached Annex A). All transactions prior to October 17, 2005 were reported on previous Schedule 13D filings. (d) No person other than the Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock owned by the Reporting Person. (e) It is inapplicable to state the date on which the Reporting Person ceased to be the beneficial owner of more than five percent of the Common Stock. Page 3 of 5 CUSIP No.: 41013T-10-5 THE COMMERCE GROUP, INC. SCHEDULE 13D AMENDMENT No. 18 DECEMBER 20, 2005 ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER The Reporting Person does not have any contract, arrangement, understanding or relationship (legal or otherwise) with any person with respect to any securities of the Fund, including, but not limited to, the transfer or voting of any such securities, finders' fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Annex A Item 5(c) Information SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. DECEMBER 20, 2005 THE COMMERCE GROUP INC. Gerald Fels Executive Vice President & Chief Financial Officer Page 4 of 5 ANNEX A Item 5 (c) - Information PDT 41013T-10-5 JOHN HANCOCK PATRIOT DIV FUND II
COMMERCE INSURANCE COMPANY PURCHASES From 10/14/2005 - 12/12/2005 TRADE SETTLEMENT SHARES PRICE ACQUISITION DATE DATE PURCHASED PER SHARE COST 10/14/05 10/19/05 1,000 $10.86 $ 10,895.00 10/17/05 10/20/05 5,000 10.92 54,792.00 10/18/05 10/21/05 7,200 10.90 78,752.88 10/19/05 10/24/05 5,900 10.94 64,726.54 10/20/05 10/25/05 1,400 10.95 15,379.00 10/21/05 10/26/05 4,100 10.79 44,366.51 10/26/05 10/31/05 7,400 11.15 82,769.00 10/31/05 11/03/05 19,800 11.09 220,253.22 11/23/05 11/29/05 5,000 10.39 52,135.00 11/28/05 12/01/05 26,400 10.49 277,791.36 11/29/05 12/02/05 6,500 10.42 67,973.75 12/01/05 12/06/05 11,700 10.45 122,680.35 12/02/05 12/07/05 16,600 10.49 174,736.58 12/07/05 12/12/05 11,900 10.33 123,387.53 12/08/05 12/13/05 11,900 10.31 123,136.44 12/09/05 12/14/05 3,100 10.32 32,090.58 12/12/05 12/15/05 9,700 10.32 100,443.50 Totals 154,600 $1,646,309.24
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