X0202 4 2004-04-27 1 0000736260 HANCOCK JOHN FINANCIAL SERVICES INC JHF 0001234113 CHILVERS DEREK JOHN HANCOCK PLACE PO BOX 111 BOSTON MA 02117 0 1 0 0 Executive V.P. Common Stock 2004-04-27 4 F 0 16752 46.4350 D 93135 D Common Stock 2004-04-28 4 D 0 93135 0 D 0 D Common Stock 0 I By 401(k) Deferred Stock Units 0.0000 2004-04-28 4 D 0 4683.05 0 D Common Stock 4683.05 0.00 D Employee Stock Option (right to buy) 13.9400 2004-04-28 4 D 0 73620 0 D 2005-03-13 Common Stock 73620.00 0.00 D Employee Stock Option (right to buy) 35.5300 2004-04-28 4 D 0 50000 0 D 2006-02-05 Common Stock 50000.00 0.00 D Employee Stock Option (right to buy) 39.0800 2004-04-28 4 D 0 140000 0 D 2006-08-06 Common Stock 140000.00 0.00 D Employee Stock Option (right to buy) 41.6200 2004-04-28 4 D 0 250000 0 D 2007-01-09 Common Stock 250000.00 0.00 D Employee Stock Option (right to buy) 28.6500 2004-04-28 4 D 0 112500 0 D 2008-01-03 Common Stock 112500.00 0.00 D Employee Stock Option (right to buy) 41.4000 2004-04-28 4 D 0 56250 0 D 2009-02-09 Common Stock 56250.00 0.00 D Shares withheld by the Company for the payment of tax liability incident to the vesting of shares of restricted stock. Disposed pursuant to merger agreement between issuer and Manulife Financial Services in exchange for 110,392 shares of Manulife common stock having a market value of $37.10 per share on the effective date of the merger. The John Hancock 401(k) JHF Stock Fund was closed on March 30, 2004 in anticipation of the merger with Manulife Financial Services. All assets in the fund were sold and the proceeds reinvested into another fund option. Exempt pursuant to Rule 16b-3(c). Deferred stock units, or DSUs, are obligations of the Company to pay deferred compensation in the future with a return on the amount of compensation deferred equal to the return that would occur if the deferred amount were used to purchase shares of the Company's common stock, including the reinvestment of cash dividends when paid into shares of common stock. DSUs are not convertible into another security of the Company and cannot be settled in or surrendered for shares of stock. 1-for-1 DSUs are payable in cash upon separation unless a specific deferral date is designated. Pursuant to merger agreement between issuer and Manulife Financial Services, these DSUs are deemed to be invested in 5,550 DSUs based on Manulife shares and have a value of $37.10 per DSU on the effective date of the merger. Pursuant to merger agreement between issuer and Manulife Financial Services, this option was assumed by Manulife in the merger and replaced with an option to purchase 87,261 shares of Manulife common stock for $11.76 per share. Pursuant to merger agreement between issuer and Manulife Financial Services, this option was assumed by Manulife in the merger and replaced with an option to purchase 59,265 shares of Manulife common stock for $29.98 per share. Pursuant to merger agreement between issuer and Manulife Financial Services, this option was assumed by Manulife in the merger and replaced with an option to purchase 165,942 shares of Manulife common stock for $32.97 per share. Pursuant to merger agreement between issuer and Manulife Financial Services, this option was assumed by Manulife in the merger and replaced with an option to purchase 296,325 shares of Manulife common stock for $35.11 per share. Pursuant to merger agreement between issuer and Manulife Financial Services, this option was assumed by Manulife in the merger and replaced with an option to purchase 133,346 shares of Manulife common stock for $24.17 per share. Pursuant to merger agreement between issuer and Manulife Financial Services, this option was assumed by Manulife in the merger and replaced with an option to purchase 66,673 shares of Manulife common stock for $34.93 per share. This option vests in two equal annual installments beginning on February 9, 2005, which vesting is not affected by the merger. By: James R. Savage, Jr., Attorney-in-fact 2004-04-30