N-CSR

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21777
John Hancock Funds III
(Exact name of registrant as specified in charter)
601 Congress Street, Boston, Massachusetts 02210
(Address of principal executive offices) (Zip code)
Michael J. Leary
Treasurer
601 Congress Street
Boston, Massachusetts 02210
(Name and address of agent for service)
Registrant's telephone number, including area code: 617-663-4490
Date of fiscal year end:	February 28
Date of reporting period:	February 28, 2010

ITEM 1. REPORT TO SHAREHOLDERS.

Management’s discussion of
Fund performance

By Grantham, Mayo, Van Otterloo & Co. LLC

U.S. stocks posted exceptionally strong gains during the 12 months ended February 28, 2010, with mid- and small-cap stocks leading the way. The government’s stimulative fiscal and monetary policies helped push the market sharply higher in the first half of the period. Upward momentum waned thereafter, as investors took some profits and waited to see whether the economic recovery would gain traction. While healthy economic growth later in 2009 helped bolster investors’ confidence, unemployment remained persistently high and home prices continued to decline. Additionally, credit concerns about Greece briefly spooked the market late in the period. During the period, John Hancock Value Opportunities Fund’s benchmark, the Russell 2500 Value Index, delivered a robust 69.33% return.

During the past year, the Fund’s Class A shares returned 45.86% at net asset value, trailing its benchmark and lagging the 68.94% mark of the Morningstar, Inc. mid-cap value funds average. Performance was curbed by stock selection in the consumer discretionary sector, which was only partially offset by a large overweighting in that outperforming group. Lackluster stock picking in information technology and health care also hurt. Conversely, a sizable underweighting in the utilities sector bolstered our results. At the stock level, for-profit education holdings ITT Educational Services, Inc. and Career Education Corp. disappointed us. Other detractors included Advance Auto Parts, Inc., Affiliated Computer Services Inc., which was acquired by Xerox, and SAIC Inc., a provider of technical services to the U.S. military. Pharmaceutical services holding Omnicare, Inc. also detracted. We sold all six of these stocks. Contributors included mortgage insurance p rovider Genworth Financial, Inc., which benefited from the gradually improving prospects for the housing market. Also adding value were computer hard-disk drive makers Seagate Technology LLC and Western Digital Corp., as well as consumer electronics retailer RadioShack Corp., mattress maker Tempur-Pedic International, Inc. and media and marketing holding Valassis Communications, Inc.

This commentary reflects the views of the portfolio management team through the end of the Fund’s period discussed in this report. The team’s statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

6  Value Opportunities Fund | Annual report 

A look at performance

For the period ended February 28, 2010

	Average annual returns (%)				Cumulative total returns (%)
	with maximum sales charge (POP)				with maximum sales charge (POP)
	1-year	5-year	10-year	inception Since1	1-year	5-year	10-year	inception Since1
Class A	38.61	—	—	–7.11	38.61	—	—	–24.01
Class B	39.82	—	—	–7.20	39.82	—	—	–24.30
Class C	43.77	—	—	–6.47	43.77	—	—	–22.04
Class I2	46.41	—	—	–5.43	46.41	—	—	–18.76

Performance figures assume all distributions are reinvested. Public offering price (POP) figures reflect maximum sales charges on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B shares and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable for Class I shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. The waivers and expense limitations are contractual at least until June 30, 2010. The net expenses are as follows: Class A — 1.39%, Class B — 2.09%, Class C — 2.09% and Class I — 0.91%. Had the fee waivers and expense limitations not been in place, the gross expenses would be as follows: Class A — 1.85%, Class B — 9.77%, Class C — 4.94% and Class I — 20.87%. .

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month-end performance data, please call 1–800–225–5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

The Fund’s performance results reflect any applicable expense reductions, without which the expenses increase and results would have been less favorable.

¹ From June 12, 2006.

² For certain types of investors, as described in the Fund’s Class I share prospectus.

Annual report | Value Opportunities Fund  7 

A look at performance

Growth of $10,000

This chart shows what happened to a hypothetical $10,000 investment in John Hancock Value Opportunities Fund Class A shares for the period indicated. For comparison, we’ve shown the same investment in the Russell 2500 Value Index.

	Period	Without sales	With maximum
	beginning	charge	sales charge	Index
Class B	6-12-06	$7,790	$7,570	$9,374
Class C2	6-12-06	7,796	7,796	9,374
Class I3	6-12-06	8,124	8,124	9,374

Assuming all distributions were reinvested for the period indicated, the table above shows the value of a $10,000 investment in the Fund’s Class B, Class C and Class I shares, respectively, as of February 28, 2010. Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

Russell 2500 Value Index is an unmanaged index containing those securities in the Russell 2500 Index with a less-than-average growth orientation.

It is not possible to invest directly in an index. Index figures do not reflect sales charges, which would have resulted in lower values if they did.

¹ NAV represents net asset value and POP represents public offering price.

² The contingent deferred sales charge, if any, is not applicable.

³ For certain types of investors, as described in the Fund’s Class I share prospectus.

8  Value Opportunities Fund | Annual report 

Your expenses

These examples are intended to help you understand your ongoing operating expenses.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

■ Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

■ Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about your fund’s actual ongoing operating expenses, and is based on your fund’s actual return. It assumes an account value of $1,000.00 on September 1, 2009 with the same investment held until February 28, 2010.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,140.30	$7.43
Class B	1,000.00	1,137.20	11.92
Class C	1,000.00	1,137.10	12.29
Class I	1,000.00	1,143.10	4.84

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at February 28, 2010, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Annual report | Value Opportunities Fund  9 

Your expenses

Hypothetical example for comparison purposes

This table allows you to compare your fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not your fund’s actual return). It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,017.90	7.00
Class B	1,000.00	1,014.40	11.23
Class C	1,000.00	1,014.40	11.58
Class I	1,000.00	1,020.30	4.56

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

¹ Expenses are equal to the Fund’s annualized expense ratio of 1.40%, 2.25%, 2.32%, 0.91%, for Class A, Class B, Class C, and Class I, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

10  Value Opportunities Fund | Annual report 

Portfolio summary

Top 10 Holdings1
Genworth Financial, Inc., Class A	1.9%	Oshkosh Corp.	1.0%
Lubrizol Corp.	1.3%	PepsiAmericas, Inc.	1.0%
Tiffany & Company	1.3%	Autoliv, Inc.	1.0%
Wyndham Worldwide Corp.	1.2%	Coventry Health Care, Inc.	0.9%
Gannett Company, Inc.	1.2%	Kinetic Concepts, Inc.	0.9%
Sector Composition2,3
Consumer Discretionary	35%	Consumer Staples	6%
Financials	14%	Materials	5%
Health Care	14%	Energy	1%
Industrials	11%	Telecommunication Services	1%
Information Technology	11%	Short-Term Investments & Other	2%

 

¹ As a percentage of net assets on February 28, 2010. Excludes cash and cash equivalents.

² As a percentage of net assets on February 28, 2010.

³ Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

Annual report | Value Opportunities Fund  11 

Fund’s investments

As of 2-28-10

	Shares	Value
Common Stocks 97.97%		$10,035,948
(Cost $7,855,780)
Consumer Discretionary 34.98%		3,583,447
Auto Components 2.93%
ArvinMeritor, Inc. (I)(L)	2,000	23,320
Autoliv, Inc. (I)	2,200	98,142
Dana Holding Corp. (I)	3,800	43,206
Dorman Products, Inc. (I)	400	7,220
Modine Manufacturing Company (I)	800	7,520
Standard Motor Products, Inc.	700	5,677
Tenneco, Inc. (I)	1,600	32,256
TRW Automotive Holdings Corp. (I)	3,100	83,297
Automobiles 0.44%
Harley-Davidson, Inc. (L)	300	7,383
Thor Industries, Inc.	1,100	37,323
Distributors 0.06%
Core-Mark Holding Company, Inc. (I)	200	6,408
Diversified Consumer Services 1.08%
CPI Corp.	300	3,771
Pre-Paid Legal Services, Inc. (I)	200	8,328
Service Corp. International	5,000	40,300
Steiner Leisure, Ltd. (I)	400	17,188
Weight Watchers International, Inc.	1,600	41,152
Hotels, Restaurants & Leisure 2.96%
AFC Enterprises, Inc. (I)	700	5,670
Ambassadors Group, Inc.	400	4,516
Carrols Restaurant Group, Inc. (I)	800	5,080
Cheesecake Factory, Inc. (I)	800	18,920
Cracker Barrel Old Country Store, Inc.	700	30,576
DineEquity, Inc. (I)	500	14,670
O’Charley’s, Inc. (I)	700	5,663
Royal Caribbean Cruises, Ltd. (I)(L)	2,500	70,675
Ruby Tuesday, Inc. (I)	2,000	16,180
Steak N Shake Company (I)	20	6,842
Wyndham Worldwide Corp.	5,400	124,146

See notes to financial statements

12  Value Opportunities Fund | Annual report 

	Shares	Value
Household Durables 4.34%
American Greetings Corp., Class A	1,300	$24,791
Blyth, Inc.	200	5,768
Furniture Brands International, Inc. (I)	1,100	6,028
Harman International Industries, Inc. (I)	1,200	51,768
Jarden Corp.	2,600	83,356
La-Z-Boy, Inc. (I)	1,300	16,393
Newell Rubbermaid, Inc.	4,400	60,500
Sealy Corp. (I)	3,100	10,726
Tempur-Pedic International, Inc. (I)	1,200	34,080
Tupperware Brands Corp.	1,800	84,114
Whirlpool Corp.	800	67,328
Internet & Catalog Retail 1.58%
Expedia, Inc.	2,000	44,480
HSN, Inc. (I)	2,000	43,320
Liberty Media Corp.—Interactive A (I)	5,100	64,209
NutriSystem, Inc. (L)	500	9,675
Leisure Equipment & Products 0.57%
Polaris Industries, Inc. (L)	1,000	45,740
RC2 Corp. (I)	900	12,699
Media 4.08%
Belo Corp., Class A	2,700	18,171
Carmike Cinemas, Inc. (I)	600	5,460
CTC Media, Inc.	1,700	29,070
Entercom Communications Corp. (I)	1,600	16,272
EW Scripps Company (I)	1,300	9,906
Gannett Company, Inc.	7,900	119,685
Harte-Hanks, Inc.	1,900	22,591
Journal Communications, Inc. (I)	1,700	6,358
Lee Enterprises, Inc. (I)	2,800	10,724
LIN TV Corp. (I)	1,800	9,198
LodgeNet Entertainment Corp. (I)	400	2,496
McClatchy Company, Class A (L)	2,600	12,532
Media General, Inc., Class A (I)	900	7,362
Meredith Corp. (L)	1,300	39,936
New York Times Company, Class A (I)	2,400	26,256
Scholastic Corp.	1,100	32,340
Sinclair Broadcast Group, Inc., Class A (I)	1,800	9,036
Valassis Communications, Inc. (I)	1,600	40,992
Multiline Retail 1.17%
Big Lots, Inc. (I)	900	30,150
Dillard’s, Inc., Class A (L)	2,200	37,114
Nordstrom, Inc.	1,000	36,940
Retail Ventures, Inc. (I)	800	7,152
Tuesday Morning Corp. (I)	1,400	7,994

See notes to financial statements

Annual report | Value Opportunities Fund  13 

	Shares	Value
Specialty Retail 11.14%
Abercrombie & Fitch Company, Class A	2,400	$87,408
Aeropostale, Inc. (I)	700	24,752
American Eagle Outfitters, Inc.	2,500	42,175
Americas Car Mart, Inc. (I)	500	13,220
AnnTaylor Stores Corp. (I)(L)	1,500	25,815
Asbury Automotive Group, Inc. (I)	1,100	12,793
AutoNation, Inc. (I)(L)	2,900	51,475
Big 5 Sporting Goods Corp.	900	13,752
Books-A–Million, Inc.	600	3,774
Borders Group, Inc. (I)(L)	1,700	2,414
Brown Shoe Company, Inc.	800	11,064
Cabela’s, Inc. (I)(L)	900	13,914
Charming Shoppes, Inc. (I)	3,000	17,850
Chico’s FAS, Inc.	4,500	60,975
Collective Brands, Inc. (I)	1,200	27,120
Finish Line, Inc.	700	8,463
Genesco, Inc. (I)	300	7,179
Group 1 Automotive, Inc. (I)	700	19,439
Guess?, Inc.	1,200	48,948
Gymboree Corp. (I)	800	34,800
Jo-Ann Stores, Inc. (I)	400	15,140
Jos. A. Bank Clothiers, Inc. (I)	500	22,365
Limited Brands, Inc.	800	17,688
Lithia Motors, Inc., Class A (I)	400	2,552
MarineMax, Inc. (I)	800	8,464
Office Depot, Inc. (I)	7,900	57,038
OfficeMax, Inc. (I)	2,300	36,731
Pacific Sunwear of California, Inc. (I)	1,400	6,272
Penske Auto Group, Inc. (I)(L)	2,400	34,920
RadioShack Corp.	4,200	82,152
Shoe Carnival, Inc. (I)	400	7,292
Sonic Automotive, Inc. (I)(L)	1,600	16,480
Stein Mart, Inc. (I)	1,600	13,072
Systemax, Inc.	600	9,780
Talbots, Inc. (I)(L)	1,300	14,092
The Men’s Wearhouse, Inc.	1,400	29,904
Tiffany & Company	3,000	133,170
Tractor Supply Company (I)	700	38,304
Williams-Sonoma, Inc.	3,200	68,672
Textiles, Apparel & Luxury Goods 4.63%
Columbia Sportswear Company	600	27,504
Crocs, Inc. (I)	2,400	16,920
Deckers Outdoor Corp. (I)	210	25,242
Fossil, Inc. (I)	2,200	79,750
Fuqi International, Inc. (I)(L)	400	7,380
G-III Apparel Group, Ltd. (I)	400	8,388
Hanesbrands, Inc. (I)	1,300	33,709
Jones Apparel Group, Inc.	2,800	47,208

See notes to financial statements

14  Value Opportunities Fund | Annual report 

	Shares	Value
Textiles, Apparel & Luxury Goods (continued)
Liz Claiborne, Inc. (I)(L)	2,100	$14,511
Maidenform Brands, Inc. (I)	500	8,610
Oxford Industries, Inc.	600	11,676
Perry Ellis International, Inc. (I)	600	11,742
Phillips-Van Heusen Corp.	1,600	69,632
Skechers U.S.A., Inc., Class A (I)	700	21,511
Steven Madden, Ltd. (I)	500	21,005
True Religion Apparel, Inc. (I)	600	14,736
Unifirst Corp.	300	15,768
Wolverine World Wide, Inc.	1,400	38,598
Consumer Staples 6.02%		616,205
Beverages 0.97%
PepsiAmericas, Inc.	3,300	98,934
Food & Staples Retailing 0.93%
Great Atlantic & Pacific Tea Company, Inc. (I)	900	6,543
Whole Foods Market, Inc. (I)(L)	2,500	88,725
Food Products 1.53%
Chiquita Brands International, Inc. (I)(L)	1,100	16,016
Del Monte Foods Company	5,900	69,148
J.M. Smucker Company	1,000	59,680
Pilgrim’s Pride Corp. (I)	1,300	11,726
Personal Products 2.59%
Bare Escentuals, Inc. (I)	900	16,362
Elizabeth Arden, Inc. (I)	500	9,010
Herbalife, Ltd.	1,900	76,095
Inter Parfums, Inc.	1,100	14,938
NBTY, Inc. (I)	2,000	90,800
Nu Skin Enterprises, Inc., Class A	1,700	45,424
Revlon, Inc. (I)	300	4,497
USANA Health Sciences, Inc. (I)	300	8,307
Energy 1.42%		145,196
Energy Equipment & Services 0.81%
Complete Production Services, Inc. (I)	1,000	13,960
Oil States International, Inc. (I)	1,600	68,832
Oil, Gas & Consumable Fuels 0.61%
Ship Finance International, Ltd. (L)	1,100	17,490
World Fuel Services Corp.	1,700	44,914
Financials 14.00%		1,434,102
Capital Markets 1.03%
Allied Capital Corp. (I)	4,300	17,888
American Capital, Ltd. (I)	3,200	13,760
Ares Capital Corp.	2,600	33,982
Calamos Asset Management, Inc.	500	6,670
Hercules Technology Growth Capital, Inc.	800	7,872
International Assets Holding Corp. (I)	800	12,488
MCG Capital Corp. (I)	2,600	13,312

See notes to financial statements

Annual report | Value Opportunities Fund  15 

	Shares	Value
Commercial Banks 0.09%
Oriental Financial Group, Inc.	800	$8,832
Consumer Finance 1.53%
Advance America Cash Advance Centers, Inc.	2,000	12,540
AmeriCredit Corp. (I)(L)	2,900	64,525
Cash America International, Inc.	400	15,332
Nelnet, Inc., Class A	1,400	22,008
SLM Corp. (I)	1,900	21,242
World Acceptance Corp. (I)	500	20,895
Diversified Financial Services 0.19%
Encore Capital Group, Inc. (I)	600	10,824
Primus Guaranty, Ltd. (I)	2,000	8,220
Insurance 8.16%
Allied World Assurance Company Holdings, Ltd.	1,000	46,100
American Equity Investment Life Holding Company	1,000	8,800
American Financial Group, Inc.	1,700	43,979
American International Group, Inc. (I)(L)	500	12,385
CNA Financial Corp. (I)	600	14,754
Conseco, Inc. (I)	6,800	33,864
Delphi Financial Group, Inc.	800	17,064
Endurance Specialty Holdings, Ltd.	1,600	61,536
FBL Financial Group, Inc., Class A	700	14,224
Genworth Financial, Inc., Class A (I)	12,000	191,280
Hartford Financial Services Group, Inc.	2,200	53,614
Horace Mann Educators Corp.	600	8,064
Lincoln National Corp.	900	22,662
Maiden Holdings, Ltd.	1,200	8,424
National Financial Partners Corp. (I)	1,200	13,788
Protective Life Corp.	2,300	42,228
Reinsurance Group of America, Inc.	1,100	52,283
StanCorp Financial Group, Inc.	1,100	47,278
Torchmark Corp.	1,300	60,450
Transatlantic Holdings, Inc.	800	39,760
Universal Insurance Holdings, Inc.	1,500	9,075
Validus Holdings, Ltd.	1	28
XL Capital, Ltd.	1,900	34,713
Real Estate Investment Trusts 2.90%
Agree Realty Corp.	300	6,618
American Capital Agency Corp.	700	17,724
Ashford Hospitality Trust, Inc. (I)(L)	2,200	12,056
Developers Diversified Realty Corp.	3,400	36,074
FelCor Lodging Trust, Inc. (I)	1,600	6,032
General Growth Properties, Inc.	2,839	37,219
Glimcher Realty Trust	2,000	8,600
Gramercy Capital Corp. (I)	2,100	8,022
Hatteras Financial Corp.	900	23,373
Hospitality Properties Trust	1,500	32,955
HRPT Properties Trust	6,100	42,822

See notes to financial statements

16  Value Opportunities Fund | Annual report 

	Shares	Value
Real Estate Investment Trusts (continued)
NorthStar Realty Finance Corp.	1,600	$6,832
Resource Capital Corp.	1,200	7,596
SL Green Realty Corp.	1,000	51,060
Thrifts & Mortgage Finance 0.10%
First Defiance Financial Corp.	400	3,936
PMI Group, Inc. (I)(L)	2,300	6,440
Health Care 13.94%		1,428,234
Health Care Equipment & Supplies 3.08%
American Medical Systems Holdings, Inc. (I)	700	12,684
ArthroCare Corp. (I)	400	10,628
Beckman Coulter, Inc.	1,100	72,116
Cooper Companies, Inc.	900	36,054
Hill-Rom Holdings, Inc.	1,800	47,232
Invacare Corp. (L)	700	19,096
Kinetic Concepts, Inc. (I)	2,200	92,224
Orthofix International NV (I)	500	17,045
Young Innovations, Inc.	300	8,040
Health Care Providers & Services 6.73%
Amedisys, Inc. (I)	400	23,060
BioScrip, Inc. (I)	1,100	8,129
Community Health Systems, Inc. (I)	2,000	68,540
Coventry Health Care, Inc. (I)	4,100	95,038
Health Management Associates, Inc. (I)	7,800	56,862
Health Net, Inc. (I)	2,900	66,961
Healthspring, Inc.	1,200	22,092
Healthways, Inc.	700	10,514
Henry Schein, Inc. (I)(L)	700	39,781
inVentiv Health, Inc. (I)	800	11,744
Lincare Holdings, Inc. (I)	1,700	68,272
MEDNAX, Inc. (I)	1,500	80,250
Odyssey HealthCare, Inc. (I)	800	14,024
Patterson Companies, Inc. (I)	2,200	65,296
Providence Service Corp. (I)	600	7,266
PSS World Medical, Inc. (I)	200	4,218
Universal American Financial Corp. (I)	900	12,969
WellCare Health Plans, Inc. (I)	1,300	34,710
Health Care Technology 0.09%
MedQuist, Inc.	1,200	9,432
Life Sciences Tools & Services 1.05%
Life Technologies Corp. (I)	1,400	71,064
Mettler-Toledo International, Inc. (I)	80	7,953
PerkinElmer, Inc.	1,300	28,873
Pharmaceuticals 2.99%
Endo Pharmaceutical Holdings, Inc. (I)	1,700	38,675
K-V Pharmaceutical Company, Class A (I)	1,900	6,004
King Pharmaceuticals, Inc. (I)	5,700	64,125
Medicis Pharmaceutical Corp., Class A	1,500	33,750

See notes to financial statements

Annual report | Value Opportunities Fund  17 

	Shares	Value
Pharmaceuticals (continued)
Mylan, Inc. (I)(L)	4,300	$91,762
Par Pharmaceutical Companies, Inc. (I)	800	20,024
Watson Pharmaceuticals, Inc. (I)	1,300	51,727
Industrials 11.09%		1,135,928
Air Freight & Logistics 0.07%
Air Transport Services Group, Inc. (I)	2,600	6,604
Commercial Services & Supplies 2.85%
Acco Brands Corp. (I)	1,500	10,755
Avery Dennison Corp.	1,500	47,400
Bowne & Company, Inc.	1,100	12,243
Consolidated Graphics, Inc. (I)	300	13,362
Deluxe Corp.	1,600	28,720
Ennis Business Forms, Inc.	1,000	15,370
HNI Corp. (L)	1,300	30,901
M & F Worldwide Corp. (I)	500	16,195
R.R. Donnelley & Sons Company	3,600	71,604
United Stationers, Inc. (I)	800	45,688
Electrical Equipment 0.60%
Hubbell, Inc.	1,300	60,905
Industrial Conglomerates 0.71%
Carlisle Companies, Inc.	1,300	44,590
Textron, Inc. (L)	1,400	27,888
Machinery 4.27%
Bucyrus International, Inc.	1,100	68,816
Crane Company	1,400	44,338
John Bean Technologies Corp.	300	4,905
Joy Global, Inc.	1,000	50,800
Manitowoc Company, Inc. (L)	2,400	27,984
NACCO Industries, Inc., Class A	190	8,892
Oshkosh Corp. (I)	2,800	106,736
Stanley Works (L)	1,600	91,600
Toro Company	600	26,412
TriMas Corp. (I)	1,200	7,308
Marine 0.04%
Horizon Lines, Inc. (L)	1,100	4,444
Professional Services 1.48%
COMSYS IT Partners, Inc. (I)	800	13,984
Corporate Executive Board Company	600	13,728
Kforce, Inc. (I)	1,000	13,320
Manpower, Inc.	1,300	66,976
School Specialty, Inc. (I)	400	8,540
SFN Group, Inc. (I)	1,500	11,805
TrueBlue, Inc. (I)	1,100	14,597
Volt Information Sciences, Inc. (I)	400	4,260
VSE Corp.	100	4,253

See notes to financial statements

18 Value Opportunities Fund | Annual report 

	Shares	Value
Road & Rail 0.60%
Avis Budget Group, Inc. (I)(L)	3,300	$34,716
Dollar Thrifty Automotive Group, Inc. (I)	900	27,036
Trading Companies & Distributors 0.38%
Aircastle, Ltd.	2,200	21,406
WESCO International, Inc. (I)	600	17,334
Transportation Infrastructure 0.09%
Macquarie Infrastructure Company LLC (I)	700	9,513
Information Technology 10.80%		1,106,473
Communications Equipment 0.28%
Plantronics, Inc.	1,000	28,430
Computers & Peripherals 2.16%
Lexmark International, Inc. (I)	1,500	50,565
QLogic Corp. (I)	2,300	41,860
Quantum Corp. (I)	4,300	10,664
Seagate Technology (I)	4,400	87,604
Western Digital Corp. (I)	800	30,904
Electronic Equipment, Instruments & Components 3.03%
Brightpoint, Inc. (I)	1,900	13,547
Ingram Micro, Inc., Class A (I)	4,100	72,570
Insight Enterprises, Inc. (I)	1,500	19,185
Jabil Circuit, Inc.	4,600	69,782
Sanmina-SCI Corp. (I)	1,000	16,540
Smart Modular Technologies (WWH), Inc. (I)	1,500	9,600
SYNNEX Corp. (I)	1,100	31,504
Tech Data Corp. (I)	1,700	72,828
Technitrol, Inc.	1,000	4,400
Internet Software & Services 0.32%
Earthlink, Inc.	1,700	14,178
United Online, Inc.	2,300	14,398
Web.com Group, Inc. (I)	800	3,808
IT Services 1.29%
Convergys Corp. (I)	2,700	33,318
CSG Systems International, Inc. (I)	500	10,060
Global Cash Access, Inc. (I)	900	6,741
Heartland Payment Systems, Inc.	400	6,116
infoGROUP, Inc. (I)	1,600	12,848
MoneyGram International, Inc. (I)	900	2,493
TeleTech Holdings, Inc. (I)(L)	1,100	19,239
Unisys Corp. (I)	1,200	41,892
Semiconductors & Semiconductor Equipment 0.18%
Entegris, Inc. (I)	2,700	12,096
Photronics, Inc. (I)	1,500	6,600
Software 3.54%
Actuate Corp. (I)	1,200	6,432
Blackbaud, Inc.	600	13,968
Bottomline Technologies, Inc. (I)	400	6,356

See notes to financial statements

Annual report | Value Opportunities Fund  19 

	Shares	Value
Software (continued)
Deltek, Inc. (I)	800	$6,152
Dynamics Research Corp. (I)	500	5,150
ePlus, Inc. (I)	400	6,560
Fair Isaac Corp.	1,100	25,256
Jack Henry & Associates, Inc.	900	20,322
JDA Software Group, Inc. (I)	900	25,470
Manhattan Associates, Inc. (I)	500	12,635
MICROS Systems, Inc. (I)	400	12,016
MicroStrategy, Inc., Class A (I)	300	26,607
Progress Software Corp. (I)	600	16,812
Quest Software, Inc. (I)	2,200	37,070
Radiant Systems, Inc. (I)	1,100	12,287
Smith Micro Software, Inc. (I)	600	5,256
Sonic Solutions (I)	1,000	9,090
SonicWALL, Inc. (I)	1,300	10,413
Sybase, Inc. (I)(L)	1,200	53,268
THQ, Inc. (I)(L)	1,400	8,484
TIBCO Software, Inc. (I)	4,700	43,099
Materials 4.76%		487,525
Chemicals 3.84%
Ashland, Inc.	1,800	84,744
Cytec Industries, Inc.	600	25,602
Hawkins, Inc. (L)	200	3,990
Innospec, Inc.	500	5,325
Lubrizol Corp.	1,700	134,317
NewMarket Corp.	190	16,920
RPM International, Inc.	3,100	59,675
Spartech Corp.	500	5,095
W.R. Grace & Company (I)	2,000	57,920
Containers & Packaging 0.21%
AEP Industries, Inc. (I)	200	6,980
Boise, Inc. (I)	2,000	9,500
Bway Holding Company (I)	300	4,521
Metals & Mining 0.52%
Reliance Steel & Aluminum Company	1,200	53,208
Paper & Forest Products 0.19%
Clearwater Paper Corp.	200	9,652
KapStone Paper and Packaging Corp. (I)	1,100	10,076
Telecommunication Services 0.96%		98,838
Diversified Telecommunication Services 0.96%
Atlantic Tele-Network, Inc.	300	13,163
CenturyTel, Inc.	2,500	85,675

See notes to financial statements

20  Value Opportunities Fund | Annual report 

Short-Term Investments 10.60%		$1,086,110
(Cost $1,085,667)
	Par value	Value
Repurchase Agreement 2.45%		251,000
Repurchase Agreement with State Street Corp. dated 2-26-10
at 0.010% to be repurchased at $251,000 on 3-1-10,
collateralized by $255,000 Federal Home Loan Mortgage Corp.,
2.250% due 8-24-12 (valued at $256,244, including interest).	$251,000	251,000

		Shares	Value
Securities Lending Collateral 8.15%			835,110
John Hancock Collateral Investment Trust (W)	0.1869% (Y)	83,427	835,110
Total investments (Cost $8,941,447)† 108.57%			$11,122,058
Other assets and liabilities, net (8.57%)			($877,992)
Total net assets 100.00%			$10,244,066

The percentage shown for each investment category is the total value of that category as a percentage of the net assets of the Fund.

(I) Non-income producing security.

(L) All or a portion of this security is on loan as of February 28, 2010.

(W) Investment is an affiliate of the Fund, the adviser and/or subadviser and represents the investment of securities lending collateral received.

(Y) The rate shown is the annualized seven-day yield as of February 28, 2010.

† At February 28, 2010, the aggregate cost of investment securities for federal income tax purposes was $9,084,872. Net unrealized appreciation aggregated $2,037,186, of which $2,283,024 related to appreciated investment securities and $245,838 related to depreciated investment securities.

See notes to financial statements

Annual report | Value Opportunities Fund  21 

F I N A N C I A L  S T A T E M E N T S

Financial statements

Statement of assets and liabilities 2-28-10

This Statement of Assets and Liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum public offering price per share.

Assets
Investments in unaffiliated issuers, at value (Cost $7,855,780) including
$820,717 of securities loaned (Note 2)	$10,035,948
Investments in affiliated issuers, at value (Cost $834,667) (Note 2)	835,110
Repurchase agreements, at value (Cost $251,000) (Note 2)	251,000
Total investments, at value (Cost $8,941,447)	11,122,058
Cash	53
Cash held at broker for futures contracts	20,000
Receivable for fund shares sold	386
Dividends and interest receivable	7,671
Receivable for securities lending income	339
Total assets	11,150,507
Liabilities
Payable upon return of securities loaned (Note 2)	834,550
Payable for futures variation margin	20
Payable to affiliates
Accounting and legal services fees	123
Transfer agent fees	1,402
Distribution and service fees	62
Trustees’ fees	269
Investment management fees	10,446
Other liabilities and accrued expenses	59,569
Total liabilities	906,441
Net assets
Capital paid-in	$16,602,816
Accumulated distributions in excess of income	(2,008)
Accumulated net realized loss on investments and futures contracts	(8,535,653)
Net unrealized appreciation on investments and futures contracts	2,178,911
Net assets	$10,244,066

See notes to financial statements

22  Value Opportunities Fund | Annual report 

F I N A N C I A L  S T A T E M E N T S

Statement of assets and liabilities (continued)

Net asset value per share
Based on net asset values and shares outstanding — the Fund has an
unlimited number of shares authorized with no par value
Class A ($9,542,719 ÷ 647,672 shares)	$14.73
Class B ($182,267 ÷ 12,427 shares)1	$14.67
Class C ($449,351 ÷ 30,614 shares)1	$14.68
Class I ($69,729 ÷ 4,731 shares)	$14.74
Maximum offering price per share
Class A (net asset value per share ÷ 95%)2	$15.51

¹ Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

² On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements

Annual report | Value Opportunities Fund  23 

F I N A N C I A L  S T A T E M E N T S

Statement of operations For the year ended 2-28-10

This Statement of Operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income
Dividends	$207,262
Securities lending	4,461
Interest	153
Less foreign taxes withheld	(10)
Total investment income	211,866
Expenses
Investment management fees (Note 5)	98,960
Distribution and service fees (Note 5)	40,743
Accounting and legal services fees (Note 5)	932
Transfer agent fees (Note 5)	18,708
Trustees’ fees (Note 5)	974
State registration fees (Note 5)	44,901
Printing and postage fees	9,673
Professional fees	35,618
Custodian fees	30,414
Registration and filing fees	27,651
Proxy fees	4,083
Other	898
Total expenses	313,555
Less expense reductions (Note 5)	(138,148)
Net expenses	175,407
Net investment income	36,459
Realized and unrealized gain (loss)
Net realized gain (loss) on
Investments in unaffiliated issuers	(3,566,788)
Investments in affiliated issuers	118
Futures contracts (Note 3)	91,461
	(3,475,209)
Change in net unrealized appreciation (depreciation) of
Investments in unaffiliated issuers	8,059,251
Investments in affiliated issuers	443
Futures contracts (Note 3)	34,443
	8,094,137
Net realized and unrealized gain	4,618,928
Increase in net assets from operations	$4,655,387

See notes to financial statements

24  Value Opportunities Fund | Annual report 

F I N A N C I A L  S T A T E M E N T S

Statements of changes in net assets

These Statements of Changes in Net Assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

	Year	Year
	ended	ended
	2-28-10	2-28-09
Increase (decrease) in net assets
From operations
Net investment income	$36,459	$101,853
Net realized loss	(3,475,209)	(3,717,979)
Change in net unrealized appreciation (depreciation)	8,094,137	(3,610,530)
Increase (decrease) in net assets resulting from operations	4,655,387	(7,226,656)
Distributions to shareholders
From net investment income
Class A	(57,822)	(108,166)
Class B	—	(28)
Class C	—	(98)
Class I	(933)	(688)
Class R1	—	(693)
Total distributions	(58,755)	(109,673)
From Fund share transactions (Note 6)	(4,922,172)	(283,575)
Total decrease	(325,540)	(7,619,904)
Net assets
Beginning of year	10,569,606	18,189,510
End of year	$10,244,066	$10,569,606
Accumulated distributions in excess of income	($2,008)	($119)

See notes to financial statements

Annual report | Value Opportunities Fund  25 

Financial highlights

The Financial Highlights show how the Fund’s net asset value for a share has changed since the end of the previous period.

CLASS A SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$10.14	$17.00	$22.36	$20.00
Net investment income2	0.04	0.10	0.12	0.073
Net realized and unrealized gain (loss) on investments	4.61	(6.84)	(4.41)	2.53
Total from investment operations	4.65	(6.74)	(4.29)	2.60
Less distributions
From net investment income	(0.06)	(0.12)	(0.11)	(0.08)
From net realized gain	—	—	(0.96)	(0.16)
Total distributions	(0.06)	(0.12)	(1.07)	(0.24)
Net asset value, end of year	$14.73	$10.14	$17.00	$22.36
Total return (%)4,5	45.86	(39.79)	(19.45)	13.066
Ratios and supplemental data
Net assets, end of year (in millions)	$10	$10	$16	$20
Ratios (as a percentage of average net assets):
Expenses before reductions	2.187	2.03	2.04	2.138
Expenses net of fee waivers	1.397	1.39	1.39	1.388
Expenses net of fee waivers and credits	1.397	1.39	1.39	1.388
Net investment income	0.33	0.69	0.56	0.473,8
Portfolio turnover (%)	178	80	68	30

¹ The inception date for Class A shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Net investment income per share and ratio of net investment income to average net assets reflects a special dividend received by the Fund, which amounted to $0.02 per share and 0.09% of average net assets.

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Assumes dividend reinvestment (if applicable).

⁶ Not annualized.

⁷ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁸ Annualized.

See notes to financial statements

26  Value Opportunities Fund | Annual report 

CLASS B SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$10.13	$16.94	$22.33	$20.00
Net investment loss2	(0.05)	(0.01)	(0.03)	(0.01)3
Net realized and unrealized gain (loss) on investments	4.59	(6.80)	(4.40)	2.51
Total from investment operations	4.54	(6.81)	(4.43)	2.50
Less distributions
From net investment income	—	—4	—	(0.01)
From net realized gain	—	—	(0.96)	(0.16)
Total distributions	—	—4	(0.96)	(0.17)
Net asset value, end of year	$14.67	$10.13	$16.94	$22.33
Total return (%)5,6	44.82	(40.19)	(20.08)	12.547
Ratios and supplemental data
Net assets, end of year (in millions)	—8	—8	$—8	$—8
Ratios (as a percentage of average net assets):
Expenses before reductions	10.379	9.95	6.82	11.3110
Expenses net of fee waivers	2.189	2.63	2.10	2.0810
Expenses net of fee waivers and credits	2.099	2.09	2.09	2.0810
Net investment loss	(0.43)	(0.02)	(0.14)	(0.07)3,10
Portfolio turnover (%)	178	80	68	30

¹ The inception date for Class B shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Net investment income per share and ratio of net investment income to average net assets reflects a special dividend received by the Fund, which amounted to $0.02 per share and 0.10% of average net assets.

⁴ Less than $0.01 per share.

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Assumes dividend reinvestment (if applicable).

⁷ Not annualized.

⁸ Less than $500,000.

⁹ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

¹⁰ Annualized.

CLASS C SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$10.14	$16.95	$22.33	$20.00
Net investment loss2	(0.05)	(0.01)	(0.03)	(0.01)3
Net realized and unrealized gain (loss) on investments	4.59	(6.80)	(4.39)	2.51
Total from investment operations	4.54	(6.81)	(4.42)	2.50
From net investment income	—	—4	—	(0.01)
rom net realized gain	—	—	(0.96)	(0.16)
Total distributions	—	—4	(0.96)	(0.17)
Net asset value, end of year	$14.68	$10.14	$16.95	$22.33
Total return (%)5,6	44.77	(40.17)	(20.03)	12.547
Ratios and supplemental data
Net assets, end of year (in millions)	—8	—8	$1	$1
Ratios (as a percentage of average net assets):
Expenses before reductions	5.799	5.1210	3.88	5.09
Expenses net of fee waivers	2.219	2.40	2.10	2.0810
Expenses net of fee waivers and credits	2.099	2.09	2.09	2.0810
Net investment loss	(0.41)	(0.03)	(0.14)	(0.07)3,10
Portfolio turnover (%)	178	80	68	30

¹ The inception date for Class C shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Net investment income per share and ratio of net investment income to average net assets reflects a special dividend received by the Fund, which amounted to $0.02 per share and 0.10% of average net assets.

⁴ Less than $0.01 per share.

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Assumes dividend reinvestment (if applicable).

⁷ Not annualized.

⁸ Less than $500,000.

⁹ Includes the impact of proxy expenses, which amounted to 0.04% of average net assets.

¹⁰ Annualized.

See notes to financial statements

Annual report | Value Opportunities Fund  27 

CLASS I SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$10.15	$17.02	$22.39	$20.00
Net investment income2	0.09	0.17	0.18	0.153
Net realized and unrealized gain (loss) on investments	4.62	(6.86)	(4.41)	2.53
Total from investment operations	4.71	(6.69)	(4.23)	2.68
Less distributions
From net investment income	(0.12)	(0.18)	(0.18)	(0.13)
From net realized gain	—	—	(0.96)	(0.16)
Total distributions	(0.12)	(0.18)	(1.14)	(0.29)
Net asset value, end of year	$14.74	$10.15	$17.02	$22.39
Total return (%)4,5	46.41	(39.48)	(19.16)	13.426
Ratios and supplemental data
Net assets, end of year (in millions)	—7	—7	—7	—7
Ratios (as a percentage of average net assets):
Expenses before reductions	11.398	21.05	8.80	12.639
Expenses net of fee waivers	0.948	0.99	0.99	0.999
Expenses net of fee waivers and credits	0.948	0.99	0.99	0.999
Net investment income	0.74	1.11	0.86	0.963,9
Portfolio turnover (%)	178	80	68	30

¹ The inception date for Class I shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Net investment loss per share and ratio of net investment loss to average net assets reflects a special dividend received by the Fund, which amounted to $0.02 per share and 0.10% of average net assets.

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Assumes dividend reinvestment (if applicable).

⁶ Not annualized.

⁷ Less than $500,000.

⁸ Includes the impact of proxy expenses, which amounted to 0.01% of average net assets.

⁹ Annualized.

See notes to financial statements

28  Value Opportunities Fund | Annual report 

Notes to financial statements

Note 1 — Organization

John Hancock Value Opportunities Fund (the Fund) is a diversified series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek long-term capital appreciation.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of Assets and Liabilities. Class A, Class B and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees and transfer agent fees for each class may differ. Class B shares convert to Class A shares eight years after purchase. Effective at the close of business on August 21, 2009, Class R1 shares converted into Class A shares.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of the regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these techniques are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes significant unobservable input s when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the values by input classification of the Fund’s investments as of February 28, 2010, by major security category or type:

			LEVEL 2	LEVEL 3
	TOTAL MARKET		SIGNIFICANT	SIGNIFICANT
INVESTMENTS	VALUE AT	LEVEL 1	OBSERVABLE	UNOBSERVABLE
IN SECURITIES	2-28-10	QUOTED PRICE	INPUTS	INPUTS
Common Stocks
Consumer Discretionary	$3,583,447	$3,583,447	—	—
Consumer Staples	616,205	616,205	—	—
Energy	145,196	145,196	—	—
Financials	1,434,102	1,434,102	—	—
Health Care	1,428,234	1,428,234	—	—
Industrials	1,135,928	1,135,928	—	—

Annual report | Value Opportunities Fund  29 

			LEVEL 2	LEVEL 3
	TOTAL MARKET		SIGNIFICANT	SIGNIFICANT
INVESTMENTS	VALUE AT	LEVEL 1	OBSERVABLE	UNOBSERVABLE
IN SECURITIES	2-28-10	QUOTED PRICE	INPUTS	INPUTS
Information Technology	$1,106,473	$1,106,473	—	—
Materials	487,525	487,525	—	—
Telecommunication
Services	98,838	98,838	—	—
Short-Term Investments	1,086,110	835,110	$251,000
Total Investments in
Securities	$11,122,058	$10,871,058	$251,000	—
Other Financial
Instruments	(1,700)	(1,700)	—	—
Totals	$11,120,358	$10,869,358	$251,000	—

In order to value the securities, the Fund uses the following valuation techniques. Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. John Hancock Collateral Investment Trust (JHCIT), an affiliate of the Fund, is valued at its closing net asset value. JHCIT is a non stable value fund investing in short-term investments as part of a securities lending program.

Other portfolio securities and assets, where market quotations are not readily available, are valued at fair value, as determined in good faith by the Fund’s Pricing Committee, following procedures established by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various times prior to the close of trading on the NYSE. The values of non-U.S. securities, used in computing the net asset value of the Fund’s shares, are generally determined at these times. Significant market events that affect the values of non-U.S. securities may occur after the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees.

Repurchase agreements. The Fund may enter into repurchase agreements. When a Fund enters into a repurchase agreement it receives collateral which is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation. Dividend income is recorded on the ex-dividend date.

Securities lending. A Fund may lend its securities to earn additional income. It receives and maintains cash collateral received from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, which is not a stable value fund. As a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the

30  Value Opportunities Fund | Annual report 

securities or if collateral investments decline in value. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral. Income received from JHCIT is a component of securities lending income as recorded on the Statement of Operations.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to a Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian has a lien, security interest or security entitlement in any Fund property that is not segregated, to the maximum extent permitted by law for any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with the custodian which enables them to participate in a $150 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis based on their relative average net assets. For the year ended February 28, 2010, there were no significant borrowings under the line of credit by the Fund. Effective March 31, 2010, the amount of the line of credit changed to $100 million.

Expenses. The majority of expenses are directly attributable to an individual Fund. Expenses that are not readily attributable to a specific fund are allocated among all Funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the Funds’ relative assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses, and realized and unrealized gains (losses) are determined at the Fund level and allocated daily to each class of shares based on the net asset value of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage fees, for all classes are calculated daily at the class level based on the appropriate net asset value of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

For federal income tax purposes, the Fund has a capital loss carryforward of $8,395,553 available to offset future net realized capital gains. The following table details the capital loss carryforward available as of February 28, 2010.

At February 28, 2010, capital loss carryforward available to offset future realized gains was as follows:

CAPITAL LOSS CARRYFORWARD
EXPIRING AT FEBRUARY 28
2017	2018
$2,899,971	$5,495,582

As of February 28, 2010, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition or disclosure. The Fund’s federal tax return is subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-dividend date. The Fund generally declares and pays dividends and capital gain distributions, if any, at least annually. The tax character of distributions for the years ended February 28, 2010 and February 28, 2009 was as follows:

Annual report | Value Opportunities Fund  31 

	FEBRUARY 28, 2010	FEBRUARY 28, 2009
Ordinary Income	$58,755	$109,673

Distributions paid by the Fund with respect to each series of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of expenses that may be applied differently to each class. As of February 28, 2010, the Fund has no distributable earnings on a tax basis.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within financial statements are adjusted for permanent book/tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book/ tax differences will reverse in a subsequent period. Permanent book/tax differences are primarily attributable to foreign currency transactions, net operating losses, pay-downs, defaulted bonds, derivative transactions, partnerships, amortization and accretion on debt securities, tender fees and investments in passive foreign investment companies.

Note 3 — Derivative instruments

The Fund may invest in derivatives, including futures contracts in order to meet its investment objectives. The Fund may use derivatives to gain exposure to securities or indices and enhance potential gains.

The use of derivatives may involve risks different from, or potentially greater than, the risks associated with investing directly in securities. Specifically, derivatives expose a Fund to the risk that the counterparty to an over-the-counter (OTC) derivatives contract will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. OTC derivatives transactions typically can only be closed out with the other party to the transaction. If the counterparty defaults, the Fund will have contractual remedies, but there is no assurance that the counterparty will meet its contractual obligations or the Fund will succeed in enforcing them.

For more information regarding the Fund’s use of derivatives, please refer to the Fund’s Prospectuses and Statement of Additional Information.

Futures. A future is a contractual agreement to buy or sell a particular commodity, currency, or financial instrument at a pre-determined price in the future. Risks related to the use of futures contracts include possible illiquidity of the futures markets, contract prices that can be highly volatile and imperfectly correlated to movements in hedged security values and/or interest rates and potential losses in excess of the fund’s initial investment.

Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. Upon entering into a futures contract, the Fund is required to deposit initial margin with the broker in the form of cash or securities. The amount of required margin is generally based on a percentage of the contract value; this amount is the initial margin for the trade. The margin deposit must then be maintained at the established level over the life of the contract. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund.

32  Value Opportunities Fund | Annual report 

During the year ended February 28, 2010, the Fund used futures contracts to maintain diversity and liquidity of the portfolio. The following table summarizes the contracts held at February 28, 2010. The range of futures contracts notional amounts held by the Fund during the year ended February 28, 2010 was $210,000 to $311,000.

					UNREALIZED
OPEN	NUMBER OF				APPRECIATION
CONTRACTS	CONTRACTS	POSITION	EXPIRATION DATE	NOTIONAL VALUE	(DEPRECIATION)
Russell 2000 Mini
Index Futures	1	Long	Mar 2010	$62,790	($966)
S&P Midcap 400
E-Mini Index Futures	2	Long	Mar 2010	147,540	(734)
				$210,330	($1,700)

Fair value of derivative instruments by risk category. The table below summarizes the fair value of derivatives held by the Fund at February 28, 2010 by risk category:

		FINANCIAL	ASSET	LIABILITY
	STATEMENT OF ASSETS AND	INSTRUMENT	DERIVATIVES	DERIVATIVES
RISK	LIABILITIES LOCATION	LOCATION	FAIR VALUE	FAIR VALUE
	Receivable/Payable
	for futures variation
	margin; Net unrealized
	(appreciation)
	depreciation on
Equity contracts	investments	Futures	—	($1,700)†
Total			—	($1,700)

† Reflects cumulative appreciation/depreciation of futures as disclosed in Note 3. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

Effect of derivative instruments on the Statements of Operations. The table below summarizes the net realized gain (loss) included in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category, for the year ended February 28, 2010:

RISK	STATEMENT OF OPERATIONS LOCATION	FUTURES
		Futures contracts
Equity contracts	Net realized gain (loss)	$91,461
Total		$91,461

The table below summarizes the net change in unrealized appreciation (depreciation) included in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category, for the year ended February 28, 2010:

RISK	STATEMENT OF OPERATIONS LOCATION	FUTURES
		Futures contracts
Equity contracts	Change in unrealized	$34,443
	apppreciation (depreciation)
Total		$34,443

Note 4 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is

Annual report | Value Opportunities Fund  33 

unknown, as this would involve future claims that may be made against the Fund that have not yet occurred.

Note 5 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Adviser) serves as investment adviser for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Adviser, serves as principal underwriter of the Trust. The Adviser and the Distributor are indirect wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management Fee. The Fund has an investment management contract with the Adviser under which the Fund pays a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.80% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.78% of the next $500,000,000 of the Fund’s average daily net assets; (c) 0.77% of the next $1,500,000,000 of the Fund’s average daily net assets; and (d) 0.76% of the Fund’s average daily net assets in excess of $2,500,000,000. The Adviser has a subadvisory agreement with Grantham, Mayo, Van Otterloo & Co. LLC. The Fund is not responsible for payment of the subadvisory fees.

The investment management fees incurred for the year ended February 28, 2010 were equivalent to an annual effective rate of 0.80% of the Fund’s average daily net assets.

Effective July 1, 2009, the Adviser has agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits are such that these expenses will not exceed 1.39% for Class A shares, 2.09% for Class B, 2.09% for Class C and 0.91% for Class I. The expense reimbursements and limits will continue in effect until June 30, 2010 and thereafter until terminated by the Adviser on notice to the Trust.

Prior to June 30, 2009, the Adviser contractually agreed to reimburse or limit certain Fund level expenses to 0.09% of the Fund’s average annual net assets which are allocated pro rata to all share classes. This agreement excluded taxes, portfolio brokerage commissions, interest, advisory fees, distribution and service fees, transfer agent fees, state registration fees, printing and postage fees, litigation and indemnification expenses, and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, were excluded.

In addition, the Adviser agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits were such that these expenses will not exceed 1.39% for Class A shares, 2.09% for Class B, 2.09% for Class C, 0.99% for Class I and 1.49% for Class R1.

Accordingly, the expense reductions or reimbursements related to these agreements $91,276, $11,801, $14,657, $11,309 and $8,083 for Class A, Class B, Class C, Class I and Class R1, respectively, for the year ended February 28, 2010.

Accounting and legal services. Pursuant to the Service Agreement, the Fund reimburses the Adviser for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services of the Fund, including the preparation of all tax returns, periodic

34  Value Opportunities Fund | Annual report 

reports to shareholders and regulatory reports amongst other services. These expenses are allocated to each share class based on relative net assets at the time the expense was incurred. The accounting and legal services fees incurred for year ended February 28, 2010, amounted to an approximate annual rate of 0.01% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B, Class C and Class R1 shares pursuant to Rule 12b-1 of the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R1 shares, the Fund pays the Distributor for certain other services. The following table shows the contractual rates of distribution and service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

Class	12b-1 Fees	Service Fee
Class A	0.30%	—
Class B	1.00%	—
Class C	1.00%	—
Class R1	0.50%	0.25%

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $9,355 for the year ended February 28, 2010. Of this amount, $1,547 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $7,744 was paid as sales commissions to broker-dealers and $64 was paid as sales commissions to sales personnel of Signator Investors, Inc. (Signator Investors), a broker-dealer affiliate of the Adviser.

Class B and Class C shares are subject to contingent deferred sales charges (CDSC). Class B shares that are redeemed within six years of purchase are subject to CDSC, at declining rates, beginning at 5.00% of the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC on the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended February 28, 2010, CDSCs amounts received by the Distributor amounted to $1,013 and $322 for Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (“Signature Services” or “Transfer Agent”), an affiliate of the Adviser. The transfer agent fees are made up of three components:

• The Fund pays a monthly transfer agent fee at an annual rate of 0.05% for Classes A, B, C and R1 shares and 0.04% for Class I shares, based on each class’s average daily net assets.

• The Fund pays a monthly fee based on an annual rate of $16.50 per shareholder account.

• In addition, Signature Services is reimbursed for certain out-of-pocket expenses.

Certain investor accounts that maintain small balances are charged an annual small accounts fee by Signature Services. Amounts related to these fees are credited by Signature Services to the Fund. For the year ended February 28, 2010, these fees totaled $1,022.

Annual report | Value Opportunities Fund  35 

Class level expenses for year ended February 28, 2010 were:

	Distribution	Transfer agent	State registration	Printing and
Class	and service fees	fees	fees	postage fees
Class A	$35,000	$11,903	$10,148	$8,578
Class B	1,441	1,877	9,073	239
Class C	4,093	3,459	8,935	622
Class I	—	1,021	9,404	198
Class R1	209	448	7,341	36
Total	$40,743	$18,708	$44,901	$9,673

Affiliated share ownership. Affiliates of the Fund owned 440,810 shares of beneficial interest of Class A on February 28, 2010.

Trustee expenses. The Trust compensates each Trustee who is not an employee of the Adviser or its affiliates. The Trustees may, for tax purposes, elect to defer receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan. Deferred amounts are invested in various John Hancock Funds and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting liability are included in the accompanying Statement of Assets and Liabilities.

Note 6 — Fund share transactions

Transactions in Fund shares for the years ended February 28, 2010 and 2009 were as follows:

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class A shares
Sold	73,160	$937,482	103,416	$1,990,779
Exchanged from Class R1	7,868	102,336	—	—
Distributions reinvested	3,994	56,634	8,562	105,484
Repurchased	(414,003)	(5,800,952)	(81,306)	(1,266,608)
Net increase (decrease)	(328,981)	($4,704,500)	30,672	$829,655
Class B shares
Sold	4,486	$59,328	2,585	$40,020
Distributions reinvested	—	—	2	24
Repurchased	(3,177)	(41,268)	(9,225)	(143,705)
Net increase (decrease)	1,309	$18,060	(6,638)	($103,661)
Class C shares
Sold	10,793	$135,316	13,664	$219,143
Distributions reinvested	—	—	6	73
Repurchased	(18,252)	(216,646)	(35,734)	(548,871)
Net decrease	(7,459)	($81,330)	(22,064)	($329,655)
Class I shares
Sold	1,414	$16,320	5,517	$65,650
Distributions reinvested	66	932	56	688
Repurchased	(5,858)	(79,378)	(2,337)	(34,568)
Net increase (decrease)	(4,378)	($62,126)	3,236	$31,770

36  Value Opportunities Fund | Annual report 

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class R1 shares
Sold	982	$10,978	694	$11,503
Exchanged for Class A	(7,892)	(102,336)	—	—
Distributions reinvested	—	—	56	693
Repurchased	(88)	(918)	(212)	(3,647)
Net increase (decrease)	(6,998)	($92,276)	538	$8,549
Class 1 shares
Sold	—	—	67,303	$1,102,351
Repurchased	—	—	(101,443)	(1,822,584)
Net increase (decrease)	—	—	(34,140)	($720,233)
Net decrease	(346,507)	($4,922,172)	(28,396)	($283,575)

Note 7 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $20,906,773 and $25,600,990, respectively, for the year ended February 28, 2010.

Annual report | Value Opportunities Fund  37 

Auditors’ report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Value Opportunities Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Value Opportunities Fund (the “Fund”) at February 28, 2010, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversigh t Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 28, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
April 15, 2010

38  Value Opportunities Fund | Annual report 

Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended February 28, 2010.

With respect to the ordinary dividends paid by the Fund for the fiscal year ended February 28, 2010, 100% of the dividends qualifies for the corporate dividends-received deduction.

The Fund hereby designates the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. This amount will be reflected on Form 1099-DIV for the calendar year 2010.

Shareholders will be mailed a 2010 Form 1099-DIV in January 2011. This will reflect the total of all distributions that are taxable for calendar year 2010.

Annual report | Value Opportunities Fund  39 

Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Patti McGill Peterson, Born: 1943	2006	47
Chairperson (since 2008); Principal, PMP Globalinc (consulting) (since 2007); Senior Associate, Institute
for Higher Education Policy (since 2007); Executive Director, CIES (international education agency)
(until 2007); Vice President, Institute of International Education (until 2007); Senior Fellow, Cornell
University Institute of Public Affairs, Cornell University (1997–1998); Former President Wells College,
St. Lawrence University and the Association of Colleges and Universities of the State of New York.
Director of the following: Niagara Mohawk Power Corporation (until 2003); Security Mutual Life
(insurance) (until 1997); ONBANK (until 1993). Trustee of the following: Board of Visitors, The University
of Wisconsin, Madison (since 2007); Ford Foundation, International Fellowships Program (until 2007);
UNCF, International Development Partnerships (until 2005); Roth Endowment (since 2002); Council for
International Educational Exchange (since 2003).
James F. Carlin, Born: 1940	2006	47
Chief Executive Officer, Director and Treasurer, Alpha Analytical Laboratories (environmental,
chemical and pharmaceutical analysis) (since 1985); Part Owner and Treasurer, Lawrence Carlin
Insurance Agency, Inc. (since 1995); Chairman and Chief Executive Officer, Carlin Consolidated, Inc.
(management/investments) (since 1987).
William H. Cunningham, Born: 1944	2006	47
Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas System
and former President of the University of Texas, Austin, Texas; Director of the following: LIN Television
(since 2009); Lincoln National Corporation (insurance) (Chairman since 2009 and Director since 2006);
Resolute Energy Corporation (since 2009); Nanomedical Systems, Inc. (biotechnology company)
(Chairman since 2008); Yorktown Technologies, LP (tropical fish) (Chairman since 2007); Greater Austin
Crime Commission (since 2001); Southwest Airlines (since 2000); former Director of the following:
Introgen (manufacturer of biopharmaceuticals) (until 2008); Hicks Acquisition Company I, Inc. (until
2007); Jefferson-Pilot Corporation (diversified life insurance company) (until 2006); and former Advisory
Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) (until 2009).
Deborah C. Jackson,2 Born: 1952	2008	47
Chief Executive Officer, American Red Cross of Massachusetts Bay (since 2002); Board of Directors
of Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation
(since 2001); Board of Directors of American Student Association Corp. (since 1996); Board of Directors
of Boston Stock Exchange (2002-2008); Board of Directors of Harvard Pilgrim Healthcare (health
benefits company) (since 2007).

40  Value Opportunities Fund | Annual report 

Independent Trustees (continued)

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Charles L. Ladner, Born: 1938	2006	47
Chairman and Trustee, Dunwoody Village, Inc. (retirement services) (since 2008); Director, Philadelphia
Archdiocesan Educational Fund (since 2009); Senior Vice President and Chief Financial Officer, UGI
Corporation (public utility holding company) (retired 1998); Vice President and Director for AmeriGas,
Inc. (retired 1998); Director of AmeriGas Partners, L.P. (gas distribution) (until 1997); Director,
EnergyNorth, Inc. (until 1995); Director, Parks and History Association (Cooperating Association,
National Park Service) (until 2005).
Stanley Martin,2 Born: 1947	2008	47
Senior Vice President/Audit Executive, Federal Home Loan Mortgage Corporation (2004–2006);
Executive Vice President/Consultant, HSBC Bank USA (2000–2003); Chief Financial Officer/Executive
Vice President, Republic New York Corporation & Republic National Bank of New York (1998-2000);
Partner, KPMG LLP (1971–1998).
Dr. John A. Moore, Born: 1939	2006	47
President and Chief Executive Officer, Institute for Evaluating Health Risks, (nonprofit institution)
(until 2001); Senior Scientist, Sciences International (health research) (until 2003); Former
Assistant Administrator & Deputy Administrator, Environmental Protection Agency; Principal,
Hollyhouse (consulting) (since 2000); Director, CIIT Center for Health Science Research (nonprofit
research) (until 2007).
Steven R. Pruchansky,2 Born: 1944	2006	47
Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First
American Bank (since 2008); Managing Director, Jon James, LLC (real estate) (since 2000); Director,
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President,
Maxwell Building Corp. (until 1991).
Gregory A. Russo, Born: 1949	2008	47
Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman,
Industrial Markets, KPMG (1998–2002).
Non-Independent Trustees3
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
James R. Boyle, Born: 1959	2006	244
Senior Executive Vice President, U.S. Division, Manulife Financial Corporation (since 2009), Executive
Vice President (1999–2009); Chairman and Director, John Hancock Advisers, LLC and John Hancock
Funds, LLC (since 2005); Chairman and Director, John Hancock Investment Management Services, LLC
(since 2006); Trustee of John Hancock Trust (since 2005), John Hancock Funds II (since 2005) and the
John Hancock retail funds (since 2006).

Annual report | Value Opportunities Fund  41 

Non-Independent Trustees³ (continued)

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
John G. Vrysen, Born: 1955	2009	47
Senior Vice President, Strategic Initiatives (since 2006), Vice President (until 2006), Manulife Financial
Corporation; Director, Executive Vice President and Chief Operating Officer, John Hancock Advisers,
LLC, The Berkeley Financial Group, LLC, John Hancock Investment Management Services, LLC
and John Hancock Funds, LLC (since 2007); Chief Operating Officer, John Hancock Funds II and
John Hancock Trust (since 2007); Chief Operating Officer, John Hancock retail funds (2007–2009);
Director, John Hancock Signature Services, Inc. (since 2005); Chief Financial Officer, John Hancock
Advisers, LLC, The Berkeley Financial Group, LLC, MFC Global Investment Management (U.S.), LLC,
John Hancock Investment Management Services, LLC, John Hancock Funds, LLC, John Hancock retail
funds, John Hancock Funds II and John Hancock Trust (2005-2007).

Principal officers who are not Trustees

Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Keith F. Hartstein, Born: 1956	2006
President and Chief Executive Officer
Senior Vice President, Manulife Financial Corporation (since 2004); Director, President and Chief
Executive Officer, John Hancock Advisers, LLC, The Berkeley Financial Group, LLC, John Hancock Funds,
LLC (since 2005); Director, MFC Global Investment Management (U.S.), LLC (since 2005); Chairman and
Director, Signature Services (since 2005); Director, President and Chief Executive Officer, John Hancock
Investment Management Services, LLC (since 2006); President and Chief Executive Officer,
John Hancock retail funds (since 2005); President and Chief Executive Officer (until 2009), John Hancock
Funds II and John Hancock Trust; Director, Chairman and President, NM Capital Management, Inc.
(since 2005); Member and former Chairman, Investment Company Institute Sales Force Marketing
Committee (since 2003); President and Chief Executive Officer, MFC Global (U.S.) (2005–2006).
Andrew G. Arnott, Born: 1971	2009
Chief Operating Officer
Senior Vice President, Manulife Financial Corporation (since 2009); Senior Vice President (since 2007),
Vice President (2005–2007), John Hancock Advisers, LLC; Senior Vice President (since 2008), Vice
President (2006–2008), John Hancock Investment Management Services, LLC; Senior Vice President
(since 2006), Vice President (2005–2006), 2nd Vice President (2004–2005), John Hancock Funds,
LLC; Chief Operating Officer (since 2009), Vice President (2007–2009), John Hancock retail funds;
Vice President (since 2006), John Hancock Funds II and John Hancock Trust; Senior Vice President
(2005–2009), Product Management and Development for John Hancock Funds, LLC; Vice President and
Director (1998–2005), Marketing and Product Management for John Hancock Funds, LLC.

42  Value Opportunities Fund | Annual report 

Principal officers who are not Trustees (continued)

Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Thomas M. Kinzler, Born: 1955	2006
Secretary and Chief Legal Officer
Secretary and Chief Legal Officer, John Hancock retail funds, John Hancock Funds II and John Hancock
Trust (since 2006); Secretary and Chief Legal Counsel (since 2008) and Secretary (2007–2008),
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC; Secretary,
John Hancock Funds, LLC and The Berkeley Financial Group, LLC (since 2007); Vice President and
Associate General Counsel for Massachusetts Mutual Life Insurance Company (1999–2006); Secretary
and Chief Legal Counsel for MML Series Investment Fund (2000–2006); Secretary and Chief Legal
Counsel for MassMutual Select Funds and MassMutual Premier Funds (2004–2006).
Francis V. Knox, Jr., Born: 1947	2006
Chief Compliance Officer
Chief Compliance Officer, John Hancock retail funds, John Hancock Funds II, John Hancock Trust,
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC (since 2005);
Vice President, John Hancock Advisers, LLC, John Hancock Investment Management Services, LLC and
MFC Global Investment Management (U.S.), LLC (2005–2008).
Charles A. Rizzo, Born: 1957	2007
Chief Financial Officer
Senior Vice President, John Hancock Advisers, LLC and John Hancock Investment Management
Services, LLC (since 2008); Chief Financial Officer, John Hancock retail funds, John Hancock Funds II and
John Hancock Trust (since 2007); Assistant Treasurer, Goldman Sachs Mutual Fund Complex (registered
investment companies) (2005–2007); Vice President, Goldman Sachs (2005–2007); Managing Director
and Treasurer of Scudder Funds, Deutsche Asset Management (2003–2005).
Michael J. Leary, Born: 1965	2007
Treasurer
Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust (since 2009);
Assistant Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust
(2007–2009); Vice President and Director of Fund Administration, JP Morgan (2004–2007).

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Fund and is available without charge, upon request, by calling 1-800-225-5291 or by visiting our Web site www.jhfunds.com.

¹ Each Trustee serves until resignation, retirement age or until his or her successor is elected.

² Member of Audit Committee.

³ Non-Independent Trustees hold positions with the Fund’s investment adviser, underwriter and certain other affiliates.

Annual report | Value Opportunities Fund  43 

More information

Trustees	Investment adviser
Patti McGill Peterson, Chairperson	John Hancock Investment Management
James R. Boyle†	Services, LLC
James F. Carlin
William H. Cunningham	Subadviser
Deborah C. Jackson*	Grantham, Mayo, Van Otterloo & Co. LLC
Charles L. Ladner
Stanley Martin*	Principal distributor
Dr. John A. Moore	John Hancock Funds, LLC
Steven R. Pruchansky*
Gregory A. Russo	Custodian
John G. Vrysen†	State Street Bank and Trust Company
Officers	Transfer agent
Keith F. Hartstein	John Hancock Signature Services, Inc.
President and Chief Executive Officer
	Legal counsel
Andrew G. Arnott	K&L Gates LLP
Chief Operating Officer
	Independent registered
Thomas M. Kinzler	public accounting firm
Secretary and Chief Legal Officer	PricewaterhouseCoopers LLP
Francis V. Knox, Jr.	The report is certified under the Sarbanes-Oxley
Chief Compliance Officer	Act, which requires mutual funds and other public
	companies to affirm that, to the best of their
Charles A. Rizzo	knowledge, the information in their financial reports
Chief Financial  Officer	is fairly and accurately stated in all material respects.
Michael J. Leary
Treasurer

*Member of the Audit Committee
†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:
1-800-225-5291	Regular mail:	Express mail:
jhfunds.com	John Hancock Signature Services, Inc.	John Hancock Signature Services, Inc.
	P.O. Box 55913	Mutual Fund Image Operations
	Boston, MA 02205-5913	30 Dan Road
		Canton, MA 02021

44  Value Opportunities Fund | Annual report 

 

1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com

Now available: electronic delivery
www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock Value Opportunities Fund.	6300A 2/10
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.	4/10

Management’s discussion of
Fund performance

By Grantham, mayo, van Otterloo & Co. LLC

U.S. stocks posted exceptionally strong gains during the 12 months ended February 28, 2010. The government’s stimulative fiscal and monetary policies helped push the market sharply higher in the first half of the period. Upward momentum waned thereafter, as investors took some profits and waited to see whether the economic recovery would gain traction. While healthy economic growth later in 2009 helped bolster investor’s confidence, unemployment remained persistently high and home prices continued to decline. Additionally, credit concerns about Greece briefly spooked the market late in the period. During the period, the Fund’s benchmark, the S&P 500 Index, delivered a 53.62% result, led by a surging financials sector.

During the period, John Hancock U.S. Core Fund’s Class A shares returned 39.78% at net asset value, trailing the S&P 500 Index. The Fund also lagged the 53.54% mark of the Morningstar, Inc. large blend fund average. The Fund’s performance was curbed by a large underweighting in financials, weak picks in the consumer discretionary sector and a sizable overweighting in health care. In consumer staples, both an overweighting and lackluster stock picking hurt. Conversely, underweighting telecommunication services and utilities aided the Fund’s results. At the stock level, discount retailer Wal-Mart Stores, Inc. detracted as investors regained their appetite for risk. Similar comments apply to soft drink makers The Coca-Cola Company and PepsiCo, Inc., cereal producer General Mills, and for-profit education providers ITT Educational Services, Inc. and Apollo Group, Inc. Underweighting Bank of America Corp. detracted as well. On the positive sid e, three of our top contributors were from information technology: Microsoft Corp., Cisco Systems, Inc. and Google, Inc. Microsoft’s stock was aided by the successful rollout of its Windows 7 upgrade. Two managed care holdings, UnitedHealth Group, Inc. and WellPoint, Inc., are industry leaders that outperformed, as the most radical proposals for health care reform were taken off the table.

This commentary reflects the views of the portfolio management team through the end of the Fund’s period discussed in this report. The team’s statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

6  U.S. Core Fund | Annual report 

A look at performance

For the period ended February 28, 2010

	Average annual returns (%)				Cumulative total returns (%)
	with maximum sales charge (POP)				with maximum sales charge (POP)
				Since				Since
	1-year	5-year	10-year	inception	1-year	5-year	10-year	inception
Class A	32.84	—	—	–3.541	32.84	—	—	–12.551
Class B	33.83	—	—	–3.621	33.83	—	—	–12.831
Class C	37.74	—	—	–2.891	37.74	—	—	–10.331
Class I2	40.35	—	—	–1.811	40.35	—	—	–6.561
Class R12	39.28	—	—	–2.411	39.28	—	—	–8.691
Class R32	—	—	—	—	—	—	—	21.633
Class R42	—	—	—	—	—	—	—	21.873
Class R52	—	—	—	—	—	—	—	22.183

Performance figures assume all distributions are reinvested. Public offering price (POP) figures reflect maximum sales charges on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B shares and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable for Class I, Class R1, Class R3, Class R4 and Class R5 shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. The waivers and expense limitations are contractual at least until June 30, 2010. The net expenses are as follows: Class A — 1.35%, Class B — 2.05%, Class C — 2.05%, Class I — 0.87%, Class R1 — 1.75%. Class R3 — 1.65%, Class R4 — 1.35% and Class R5 — 1.05%. Had the fee waivers and expense limitations not been in place, the gross expenses would be as follows: Class A — 1.75%, Class B — 8.79%, Class C — 3.43%, Class I — 10.44%, Class R1 — 19.51%, Class R3 — 19.66%, Class R4 — 19.36% and Class R5 — 19.06%.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month-end performance data, please call 1–800–225–5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

The Fund’s performance results reflect any applicable expense reductions, without which the expenses would increase and results would have been less favorable.

¹ From June 12, 2006.

² For certain types of investors, as described in the Fund’s Class I, Class R1, Class R3, Class R4 and Class R5 share prospectuses.

³ From May 22, 2009.

Annual report | U.S. Core Fund  7 

A look at performance

Growth of $10,000

This chart shows what happened to a hypothetical $10,000 investment in John Hancock U.S. Core Fund Class A shares for the period indicated. For comparison, we’ve shown the same investment in the Standard & Poor’s 500 Index.

	Period	Without sales	With maximum
	beginning	charge	sales charge	Index
Class B	6-12-06	$8,972	$8,717	$9,562
Class C2	6-12-06	8,967	8,967	9,562
Class I3	6-12-06	9,344	9,344	9,562
Class R13	6-12-06	9,131	9,131	9,562
Class R33	5-22-09	12,163	12,163	12,636
Class R43	5-22-09	12,187	12,187	12,636
Class R53	5-22-09	12,218	12,218	12,636

Assuming all distributions were reinvested for the period indicated, the table above shows the value of a $10,000 investment in the Fund’s Class B, Class C, Class I, Class R1, Class R3, Class R4 and Class R5 shares, respectively, as of February 28, 2010. Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

Standard & Poor’s 500 Index is an unmanaged index that includes 500 widely traded common stocks.

It is not possible to invest directly in an index. Index figures do not reflect sales charges, which would have resulted in lower values if they did.

¹ NAV represents net asset value and POP represents public offering price.

² The contingent deferred sales charge, if any, is not applicable.

³ For certain types of investors, as described in the Fund’s Class I, Class R1, Class R3, Class R4 and Class R5 share prospectuses.

8  U.S. Core Fund | Annual report 

Your expenses

These examples are intended to help you understand your ongoing operating expenses.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

▪ Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

▪ Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about your fund’s actual ongoing operating expenses, and is based on your fund’s actual return. It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,081.70	$6.97
Class B	1,000.00	1,077.90	10.87
Class C	1,000.00	1,077.90	10.61
Class I	1,000.00	1,084.10	4.50
Class R1	1,000.00	1,078.80	9.02
Class R3	1,000.00	1,080.20	8.51
Class R4	1,000.00	1,081.00	6.97
Class R5	1,000.00	1,083.10	5.42

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at February 28, 2010, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Annual report | U.S. Core Fund  9 

Your expenses

Hypothetical example for comparison purposes

This table allows you to compare your fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not your fund’s actual return). It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,018.10	6.76
Class B	1,000.00	1,014.30	10.54
Class C	1,000.00	1,014.60	10.29
Class I	1,000.00	1,020.50	4.36
Class R1	1,000.00	1,016.10	8.75
Class R3	1,000.00	1,016.60	8.25
Class R4	1,000.00	1,018.10	6.76
Class R5	1,000.00	1,019.60	5.26

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

¹ Expenses are equal to the Fund’s annualized expense ratio of 1.35%, 2.11%, 2.06%, 0.87%, 1.75%, 1.65%, 1.35% and 1.05% for Class A, Class B, Class C, Class I, Class R1, Class R3, Class R4 and Class R5 shares, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

10  U.S. Core Fund | Annual report 

Portfolio summary

Top 10 Holdings1
Microsoft Corp.	4.8%	Apple, Inc.	3.4%
Exxon Mobil Corp.	4.5%	Johnson & Johnson	3.3%
Google, Inc., Class A	4.0%	Wal-Mart Stores, Inc.	3.1%
Pfizer, Inc.	3.9%	UnitedHealth Group, Inc.	2.6%
Oracle Corp.	3.8%	The Coca-Cola Company	2.5%
Sector Composition2,3
Information Technology	27%	Financials	6%
Health Care	22%	Materials	3%
Consumer Staples	15%	Industrials	3%
Energy	10%	Telecommunication Services	1%
Consumer Discretionary	8%	Short-Term Investments & Other	5%

 

¹ As a percentage of net assets on February 28, 2010. Excludes cash and cash equivalents.

² As a percentage of net assets on February 28, 2010.

³ Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

Annual report | U.S. Core Fund  11 

Fund’s investments

As of 2-28-10

	Shares	Value
Common Stocks 94.82%		$38,928,472
(Cost $36,683,478)
Consumer Discretionary 8.05%		3,303,448
Auto Components 0.29%
Autoliv, Inc. (I)	300	13,383
Johnson Controls, Inc.	3,000	93,300
The Goodyear Tire & Rubber Company (I)	800	10,392
Automobiles 0.04%
Harley-Davidson, Inc. (L)	600	14,766
Diversified Consumer Services 0.35%
Apollo Group, Inc., Class A (I)	1,500	89,820
ITT Educational Services, Inc. (I) (L)	500	54,520
Hotels, Restaurants & Leisure 0.92%
Darden Restaurants, Inc.	400	16,220
International Game Technology	1,900	33,345
Marriott International, Inc., Class A (L)	101	2,738
McDonald’s Corp.	2,200	140,470
Starbucks Corp. (I)	7,700	176,407
Yum! Brands, Inc.	300	10,116
Household Durables 0.15%
Newell Rubbermaid, Inc.	800	11,000
Tupperware Brands Corp.	200	9,346
Whirlpool Corp. (L)	500	42,080
Internet & Catalog Retail 1.04%
Amazon.com, Inc. (I)	1,700	201,280
Expedia, Inc. (I)	2,600	57,824
Liberty Media Corp.—Interactive A (I)	3,300	41,547
Priceline.com, Inc. (I)	560	126,986
Media 1.42%
CBS Corp., Class B	7,900	102,621
Discovery Communications, Inc., Series A (I)	600	18,690
Discovery Communications, Inc., Series C (I)	400	10,616
Liberty Media-Starz, Series A (I)	1,201	61,167
News Corp., Class A	13,700	183,169
Omnicom Group, Inc.	300	10,986
Time Warner Cable, Inc.	466	21,758
Viacom, Inc., Class B (I)	4,000	118,600
Virgin Media, Inc. (L)	3,400	55,080

See notes to financial statements

12  U.S. Core Fund | Annual report 

	Shares	Value
Multiline Retail 0.75%
Dollar Tree, Inc. (I)	200	$11,148
Family Dollar Stores, Inc.	600	19,794
J.C. Penney Company, Inc.	1,200	33,096
Kohl’s Corp. (I)	1,100	59,202
Macy’s, Inc.	1,600	30,640
Nordstrom, Inc. (L)	2,900	107,126
Sears Holdings Corp. (I)	500	47,835
Specialty Retail 2.36%
Abercrombie & Fitch Company, Class A	800	29,136
Advance Auto Parts, Inc.	900	36,720
Aeropostale, Inc. (I)	2,100	74,256
American Eagle Outfitters, Inc.	900	15,183
AutoNation, Inc. (I) (L)	1,600	28,400
AutoZone, Inc. (I)	830	137,722
Bed Bath & Beyond, Inc. (I)	1,000	41,610
Best Buy Company, Inc.	2,100	76,650
CarMax, Inc. (I)	1,900	38,361
Guess?, Inc.	900	36,711
Home Depot, Inc.	5,700	177,840
Limited Brands, Inc.	1,800	39,798
O’Reilly Automotive, Inc. (I)	800	31,440
PetSmart, Inc.	800	21,776
Ross Stores, Inc.	300	14,673
Sherwin-Williams Company	200	12,676
The Gap, Inc.	3,200	68,800
Tiffany & Company	300	13,317
TJX Companies, Inc.	1,200	49,956
Urban Outfitters, Inc. (I)	700	22,547
Textiles, Apparel & Luxury Goods 0.73%
Coach, Inc. (L)	8,200	298,808
Consumer Staples 15.05%		6,177,258
Beverages 4.67%
Coca-Cola Enterprises, Inc.	4,600	117,530
Hansen Natural Corp. (I)	800	33,280
Pepsi Bottling Group, Inc.	1,800	68,814
PepsiCo, Inc.	10,700	668,429
The Coca-Cola Company	19,500	1,028,040
Food & Staples Retailing 4.76%
CVS Caremark Corp.	3,300	111,375
SUPERVALU, Inc.	1,200	18,324
Wal-Mart Stores, Inc.	23,200	1,254,424
Walgreen Company	14,900	525,076
Whole Foods Market, Inc. (I) (L)	1,300	46,137
Food Products 0.56%
Archer-Daniels-Midland Company	2,800	82,208
Dean Foods Company (I)	800	11,672
General Mills, Inc.	800	57,608

See notes to financial statements

Annual report | U.S. Core Fund  13 

	Shares	Value
Food Products (continued)
Green Mountain Coffee Roasters, Inc. (I)	100	$8,439
Hormel Foods Corp.	300	12,333
Kellogg Company	1,100	57,365
Household Products 2.70%
Colgate-Palmolive Company	5,400	447,876
Kimberly-Clark Corp.	1,700	103,258
The Procter & Gamble Company	8,800	556,864
Personal Products 0.10%
Avon Products, Inc.	1,400	42,616
Tobacco 2.26%
Altria Group, Inc.	12,900	259,548
Lorillard, Inc.	200	14,608
Philip Morris International, Inc.	13,300	651,434
Energy 9.41%		3,862,861
Energy Equipment & Services 0.78%
Baker Hughes, Inc.	400	19,168
BJ Services Company	1,000	21,850
Cameron International Corp. (I)	1,000	41,130
FMC Technologies, Inc. (I)	600	33,702
Halliburton Company	2,200	66,330
Nabors Industries, Ltd. (I)	1,300	28,652
National Oilwell Varco, Inc.	600	26,082
Oceaneering International, Inc. (I)	200	12,090
Patterson-UTI Energy, Inc.	500	7,720
Pride International, Inc. (I)	400	11,192
Schlumberger, Ltd.	860	52,546
Oil, Gas & Consumable Fuels 8.63%
Arch Coal, Inc.	500	11,245
Chesapeake Energy Corp.	1,500	39,855
Chevron Corp.	8,600	621,780
Cimarex Energy Company	200	11,952
ConocoPhillips	11,000	528,000
Continental Resources, Inc. (I)	300	11,844
Denbury Resources, Inc. (I)	800	11,264
Exxon Mobil Corp. (L)	28,600	1,859,000
Marathon Oil Corp.	300	8,685
Newfield Exploration Company (I)	900	45,963
Noble Energy, Inc.	100	7,264
Occidental Petroleum Corp.	2,100	167,685
Peabody Energy Corp.	600	27,582
Pioneer Natural Resources Company	600	27,990
Southwestern Energy Company (I)	500	21,275
Sunoco, Inc.	1,300	34,281
Valero Energy Corp.	4,500	78,840
Whiting Petroleum Corp. (I)	200	14,970
Williams Companies, Inc.	600	12,924

See notes to financial statements

14  U.S. Core Fund | Annual report 

	Shares	Value
Financials 6.24%		$2,560,227
Capital Markets 2.89%
Ameriprise Financial, Inc.	1,000	40,030
BlackRock, Inc. (L)	440	96,272
Franklin Resources, Inc.	1,640	166,821
Invesco, Ltd.	1,800	35,280
Legg Mason, Inc.	400	10,340
Morgan Stanley	4,000	112,720
State Street Corp.	1,100	49,401
T. Rowe Price Group, Inc.	600	30,414
TD Ameritrade Holding Corp. (I)	600	10,494
The Goldman Sachs Group, Inc.	4,070	636,344
Commercial Banks 0.09%
BB&T Corp. (L)	300	8,559
First Horizon National Corp. (I)	1,030	13,184
Wells Fargo & Company	500	13,670
Consumer Finance 0.60%
American Express Company	5,900	225,321
Discover Financial Services	700	9,555
World Acceptance Corp. (I)	246	10,280
Diversified Financial Services 0.91%
Bank of America Corp.	16,800	279,888
CME Group, Inc.	160	48,270
IntercontinentalExchange, Inc. (I)	300	32,187
MSCI, Inc. (I)	400	11,992
Insurance 1.71%
Aflac, Inc.	1,500	74,175
American Financial Group, Inc.	500	12,935
Assurant, Inc.	300	9,156
Brown & Brown, Inc.	800	13,424
Chubb Corp.	1,500	75,690
CNA Financial Corp. (I)	1,000	24,590
Fidelity National Financial, Inc., Class A	1,600	22,800
First American Corp.	400	12,892
HCC Insurance Holdings, Inc.	1,000	27,900
MetLife, Inc.	1,100	40,029
Old Republic International Corp.	1,100	12,419
Prudential Financial, Inc.	700	36,687
The Allstate Corp.	3,400	106,250
The Travelers Companies, Inc.	3,500	184,065
Torchmark Corp.	400	18,600
W.R. Berkley Corp.	1,200	30,888
Thrifts & Mortgage Finance 0.04%
TFS Financial Corp.	1,300	16,705

See notes to financial statements

Annual report | U.S. Core Fund  15 

	Shares	Value
Health Care 22.01%		$9,038,567
Biotechnology 1.25%
Amgen, Inc. (I)	6,000	339,660
Biogen Idec, Inc. (I)	2,000	110,020
Dendreon Corp. (I)	500	15,615
Gilead Sciences, Inc. (I)	1,000	47,610
Health Care Equipment & Supplies 1.85%
Baxter International, Inc.	800	45,544
Hospira, Inc. (I)	200	10,466
Intuitive Surgical, Inc. (I)	300	104,142
Inverness Medical Innovations, Inc. (I)	400	15,608
Medtronic, Inc.	6,400	277,760
ResMed, Inc. (I)	200	11,416
Stryker Corp.	1,100	58,410
Zimmer Holdings, Inc. (I)	4,100	235,053
Health Care Providers & Services 6.25%
Aetna, Inc.	1,300	38,987
AmerisourceBergen Corp.	4,500	126,180
Cardinal Health, Inc.	3,300	112,101
CIGNA Corp.	3,700	126,762
Community Health Systems, Inc. (I)	300	10,281
Coventry Health Care, Inc. (I)	1,600	37,088
DaVita, Inc. (I)	500	30,805
Express Scripts, Inc. (I)	1,500	144,015
Humana, Inc. (I)	1,100	52,063
McKesson Corp.	3,900	230,685
Medco Health Solutions, Inc. (I)	300	18,972
Patterson Companies, Inc. (I)	700	20,776
Quest Diagnostics, Inc.	600	34,050
UnitedHealth Group, Inc.	31,066	1,051,895
WellPoint, Inc. (I)	8,600	532,082
Health Care Technology 0.14%
Cerner Corp. (I)	700	58,065
Life Sciences Tools & Services 0.30%
Life Technologies Corp. (I)	800	40,608
Mettler-Toledo International, Inc. (I)	120	11,929
Thermo Fisher Scientific, Inc. (I)	1,500	73,155
Pharmaceuticals 12.22%
Abbott Laboratories	7,900	428,812
Allergan, Inc.	1,200	70,116
Bristol-Myers Squibb Company (L)	3,100	75,981
Eli Lilly & Company	13,300	456,722
Endo Pharmaceutical Holdings, Inc. (I)	100	2,275
Forest Laboratories, Inc. (I)	7,200	215,136
Johnson & Johnson	21,300	1,341,900
King Pharmaceuticals, Inc. (I)	900	10,125
Merck & Company, Inc.	20,245	746,636
Mylan, Inc. (I) (L)	1,900	40,546

See notes to financial statements

16  U.S. Core Fund | Annual report 

	Shares	Value
Pharmaceuticals (continued)
Pfizer, Inc.	91,886	$1,612,599
Watson Pharmaceuticals, Inc. (I)	400	15,916
Industrials 2.98%		1,224,181
Aerospace & Defense 1.18%
DigitalGlobe, Inc. (I)	2,106	50,249
General Dynamics Corp.	2,700	195,885
Goodrich Corp.	500	32,815
L-3 Communications Holdings, Inc.	200	18,284
Lockheed Martin Corp.	670	52,099
Rockwell Collins, Inc.	200	11,256
United Technologies Corp.	1,800	123,570
Air Freight & Logistics 0.04%
FedEx Corp.	200	16,952
Airlines 0.03%
Southwest Airlines Company	1,000	12,580
Building Products 0.07%
Masco Corp.	2,100	28,077
Commercial Services & Supplies 0.14%
Copart, Inc. (I)	800	28,544
Iron Mountain, Inc. (I)	400	10,352
R.R. Donnelley & Sons Company	1,000	19,890
Construction & Engineering 0.10%
KBR, Inc.	600	12,426
URS Corp. (I)	600	27,900
Electrical Equipment 0.03%
Rockwell Automation, Inc.	200	10,818
Industrial Conglomerates 0.45%
3M Company	2,300	184,345
Machinery 0.74%
Caterpillar, Inc. (L)	2,900	165,445
Cummins, Inc.	1,100	62,458
Deere & Company	200	11,460
Flowserve Corp.	110	11,010
Illinois Tool Works, Inc.	300	13,656
Joy Global, Inc.	600	30,480
Oshkosh Corp. (I)	300	11,436
Professional Services 0.06%
Manpower, Inc.	500	25,760
Road & Rail 0.14%
CSX Corp.	900	42,714
Kansas City Southern (I)	400	13,720
Information Technology 26.87%		11,032,504
Communications Equipment 4.51%
Brocade Communications Systems, Inc. (I)	1,600	9,312
Cisco Systems, Inc. (I)	34,900	849,117
Juniper Networks, Inc. (I)	1,000	27,980

See notes to financial statements

Annual report | U.S. Core Fund  17 

	Shares	Value
Communications Equipment (continued)
Motorola, Inc. (I)	21,000	$141,960
QUALCOMM, Inc.	22,500	825,525
Computers & Peripherals 5.85%
Apple, Inc. (I)	6,730	1,377,093
Dell, Inc. (I)	9,515	125,883
EMC Corp. (I)	3,400	59,466
Hewlett-Packard Company	1,800	91,422
International Business Machines Corp.	3,470	441,245
NetApp, Inc. (I)	2,000	60,020
SanDisk Corp. (I)	1,600	46,608
Teradata Corp. (I)	900	27,441
Western Digital Corp. (I)	4,500	173,835
Electronic Equipment, Instruments & Components 0.48%
Agilent Technologies, Inc. (I)	1,500	47,190
Corning, Inc.	7,700	135,751
Jabil Circuit, Inc.	900	13,653
Internet Software & Services 4.33%
eBay, Inc. (I)	5,100	117,402
Google, Inc., Class A (I)	3,130	1,648,884
Yahoo!, Inc. (I)	800	12,248
IT Services 1.01%
Cognizant Technology Solutions Corp., Class A (I)	5,400	259,902
Computer Sciences Corp. (I)	800	41,432
Fidelity National Information Services, Inc.	600	13,524
Fiserv, Inc. (I)	200	9,646
Global Payments, Inc.	1,200	51,372
MasterCard, Inc.	170	38,143
Semiconductors & Semiconductor Equipment 1.19%
Advanced Micro Devices, Inc. (I)	1,200	9,492
Analog Devices, Inc.	500	14,620
Broadcom Corp., Class A	3,600	112,752
Cree, Inc. (I) (L)	600	40,698
Intel Corp.	900	18,477
Lam Research Corp. (I)	300	10,173
Micron Technology, Inc. (I)	2,500	22,650
NVIDIA Corp. (I) (L)	4,800	77,760
ON Semiconductor Corp. (I)	1,300	10,348
Texas Instruments, Inc.	7,000	170,660
Software 9.50%
Adobe Systems, Inc. (I)	700	24,255
BMC Software, Inc. (I)	400	14,736
Citrix Systems, Inc. (I)	1,500	64,515
FactSet Research Systems, Inc.	200	13,240
McAfee, Inc. (I)	600	23,814
Microsoft Corp.	68,800	1,971,808
Novell, Inc. (I)	24,500	114,905
Oracle Corp.	63,047	1,554,109

See notes to financial statements

18  U.S. Core Fund | Annual report 

	Shares	Value
Software (continued)
Red Hat, Inc. (I)	900	$25,245
Rovi Corp. (I)	400	13,400
Salesforce.com, Inc. (I)	600	40,770
Symantec Corp. (I)	1,400	23,170
VMware, Inc., Class A (I)	300	14,853
Materials 3.04%		1,250,333
Chemicals 0.87%
Air Products & Chemicals, Inc.	500	34,290
Albemarle Corp.	300	11,247
Ashland, Inc.	300	14,124
Celanese Corp., Series A	900	28,071
E.I. Du Pont de Nemours & Company	300	10,116
Eastman Chemical Company	400	23,820
Lubrizol Corp.	600	47,406
Nalco Holding Company	500	11,630
The Dow Chemical Company	6,200	175,522
Metals & Mining 1.80%
Alcoa, Inc.	5,700	75,810
Allegheny Technologies, Inc.	100	4,366
Barrick Gold Corp.	1,900	71,554
Freeport-McMoRan Copper & Gold, Inc.	3,500	263,060
Nucor Corp.	500	20,700
Reliance Steel & Aluminum Company	300	13,302
Southern Copper Corp. (L)	9,100	267,176
United States Steel Corp.	200	10,588
Walter Energy, Inc.	170	13,357
Paper & Forest Products 0.37%
International Paper Company	2,000	46,340
MeadWestvaco Corp.	1,100	25,234
Schweitzer-Mauduit International, Inc.	1,800	82,620
Telecommunication Services 0.97%		398,230
Diversified Telecommunication Services 0.85%
AT&T, Inc.	8,375	207,784
CenturyTel, Inc.	500	17,135
Verizon Communications, Inc.	4,300	124,399
Wireless Telecommunication Services 0.12%
Crown Castle International Corp. (I)	700	26,460
NII Holdings, Inc. (I)	600	22,452
Utilities 0.20%		80,863
Electric Utilities 0.03%
FPL Group, Inc.	300	13,911
Independent Power Producers & Energy Traders 0.12%
The AES Corp. (I)	4,000	46,760
Multi-Utilities 0.04%
PG&E Corp.	400	16,768

See notes to financial statements

Annual report | U.S. Core Fund  19 

			Shares	Value
Water Utilities 0.01%
Aqua America, Inc.			200	$3,424
Short-Term Investments 11.75%				$4,824,926
(Cost $4,824,715)
		Maturity
	Yield*	date	Par value	Value
U.S. Government 1.70%				699,984
U.S. Treasury Bills	0.01%	03-18-10	$700,000	699,984
			Par value	Value
Repurchase Agreement 3.09%				1,269,000
Repurchase Agreement with State Street Corp. dated 2-26-10 at
0.01% to be repurchased at $1,269,001 on 3-1-10, collateralized
by $1,285,000 Federal Home Loan Mortgage Corp., 2.00% due
6-15-12 (valued at $1,285,231, including interest).			1,269,000	1,269,000
			Shares	Value
Securities Lending Collateral 6.96%				2,855,942
John Hancock Collateral Investment Trust (W)	0.1869% (Y)		285,306	2,855,942
Total investments (Cost $41,508,193)† 106.57%				$43,753,398
Other assets and liabilities, net (6.57%)				($2,698,971)
Total net assets 100.00%				$41,054,427

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

(I) Non-income producing security.

(L) All or a portion of this security is on loan as of February 28, 2010.

(W)Investment is an affiliate of the Fund, the adviser and/or subadviser and represents the investment of securities lending collateral received.

(Y) The rate shown is the annualized seven-day yield as of February 28, 2010.

† At February 28, 2010, the aggregate cost of investment securities for federal income tax purposes was $42,227,579. Net unrealized appreciation aggregated $1,525,819, of which $3,048,305 related to appreciated investment securities and $1,522,486 related to depreciated investment securities.

* Yield represents either the annualized yield at the date of purchase, the stated coupon rate or, for floating rate securities, the rate at period end.

See notes to financial statements

20  U.S. Core Fund | Annual report 

F I N A N C I A L   S T A T E M E N T S

Financial statements

Statement of assets and liabilities 2-28-10

This Statement of Assets and Liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum public offering price per share.

Assets
Investments in unaffiliated issuers, at value (Cost $37,383,462) including
$2,798,700 of securities loaned (Note 2)	$39,628,456
Investments in affiliated issuers, at value (Cost $2,855,731) (Note 2)	2,855,942
Repurchase agreement, at value (Cost $1,269,000) (Note 2)	1,269,000
Total investments, at value (Cost $41,508,193)	43,753,398
Cash	214
Cash held at broker for futures contracts	116,600
Receivable for investments sold	42,688
Receivable for fund shares sold	30,059
Dividends and interest receivable	91,262
Receivable for securities lending income	210
Receivable for futures variation margin	1,320
Receivable due from adviser	14,153
Total assets	44,049,904
Liabilities
Payable for investments purchased	43,867
Payable upon return of securities loaned (Note 2)	2,855,888
Payable to affiliates
Accounting and legal services fees	500
Transfer agent fees	3,670
Distribution and service fees	193
Other liabilities and accrued expenses	91,359
Total liabilities	2,995,477
Net assets
Capital paid-in	$43,080,628
Undistributed net investment income	29,071
Accumulated net realized loss on investments and futures contracts	(4,318,409)
Net unrealized appreciation on investments, futures contracts and
translation of assets and liabilities in foreign currencies	2,263,137
Net assets	$41,054,427

See notes to financial statements

Annual report | U.S. Core Fund  21 

F I N A N C I A L   S T A T E M E N T S

Statement of assets and liabilities (continued)

Net asset value per share
Based on net asset values and shares outstanding — the Fund has an
unlimited number of shares authorized with no par value
Class A ($22,463,463 ÷ 1,317,114 shares)	$17.06
Class B ($384,687 ÷ 22,605 shares)1	$17.02
Class C ($1,687,383 ÷ 99,214 shares)1	$17.01
Class I ($16,336,507 ÷ 957,626 shares)	$17.06
Class R1 ($91,314 ÷ 5,362 shares)	$17.03
Class R3 ($30,365 ÷ 1,779 shares)	$17.07
Class R4 ($30,358 ÷ 1,779 shares)	$17.06
Class R5 ($30,350 ÷ 1,779 shares)	$17.06
Maximum offering price per share
Class A (net asset value per share ÷ 95%)2	$17.96

¹ Redemption price is equal to net asset value less any applicable contingent deferred sales charge.

² On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements

22  U.S. Core Fund | Annual report 

F I N A N C I A L   S T A T E M E N T S

Statement of operations For the year ended 2-28-10

This Statement of Operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income
Dividends	$526,399
Securities lending	2,679
Interest	609
Less foreign taxes withheld	(114)
Total investment income	529,573
Expenses
Investment management fees (Note 5)	207,199
Distribution and service fees (Note 5)	66,642
Accounting and legal services fees (Note 5)	2,477
Transfer agent fees (Note 5)	32,761
Trustees’ fees (Note 5)	1,442
State registration fees (Note 5)	80,386
Printing and postage fees	10,456
Professional fees	36,270
Custodian fees	21,048
Registration and filing fees	36,434
Proxy fees	4,778
Other	1,498
Total expenses	501,391
Less expense reductions (Note 5)	(169,540)
Net expenses	331,851
Net investment income	197,722
Realized and unrealized gain (loss)
Net realized gain (loss) on
Investments in unaffiliated issuers	(1,430,929)
Investments in affiliated issuers	(157)
Futures contracts (Note 3)	119,018
	(1,312,068)
Change in net unrealized appreciation (depreciation) of
Investments in unaffiliated issuers	7,661,446
Investments in affiliated issuers	211
Futures contracts (Note 3)	49,077
Translation of assets and liabilities in foreign currencies	(215)
	7,710,519
Net realized and unrealized gain	6,398,451
Increase in net assets from operations	$6,596,173

See notes to financial statements

Annual report | U.S. Core Fund  23 

F I N A N C I A L   S T A T E M E N T S

Statements of changes in net assets

These Statements of Changes in Net Assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

	Year	Year
	ended	ended
	2-28-10	2-28-09
Increase (decrease) in net assets
From operations
Net investment income	$197,722	$138,143
Net realized loss	(1,312,068)	(2,727,568)
Change in net unrealized appreciation (depreciation)	7,710,519	(4,333,260)
Increase (decrease) in net assets resulting from operations	6,596,173	(6,922,685)
Distributions to shareholders
From net investment income
Class A	(77,787)	(120,085)
Class I	(124,896)	(2,378)
Class R1	(22)	(588)
Class R3	(34)	—
Class R4	(113)	—
Class R5	(193)	—
Total distributions	(203,045)	(123,051)
From Fund share transactions (Note 6)	22,212,754	(1,864,862)
Total increase (decrease)	28,605,882	(8,910,598)
Net assets
Beginning of year	12,448,545	21,359,143
End of year	$41,054,427	$12,448,545
Undistributed net investment income	$29,071	$34,394

See notes to financial statements

24  U.S. Core Fund | Annual report 

Financial highlights

The Financial Highlights show how the Fund’s net asset value for a share has changed since the end of the previous period.

CLASS A SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.25	$19.42	$22.24	$20.00
Net investment income2	0.11	0.15	0.16	0.12
Net realized and unrealized gain (loss) on investments	4.76	(7.19)	(1.88)	2.41
Total from investment operations	4.87	(7.04)	(1.72)	2.53
Less distributions
From net investment income	(0.06)	(0.13)	(0.17)	(0.09)
From net realized gain	—	—	(0.93)	(0.20)
Total distributions	(0.06)	(0.13)	(1.10)	(0.29)
Net asset value, end of year	$17.06	$12.25	$19.42	$22.24
Total return (%)3,4	39.78	(36.34)	(8.16)	12.645
Ratios and supplemental data
Net assets, end of year (in millions)	$22	$11	$18	$19
Ratios (as a percentage of average net assets):
Expenses before reductions	1.766	1.75	1.86	1.937
Expenses net of fee waivers	1.356	1.35	1.34	1.347
Expenses net of fee waivers and credits	1.356	1.35	1.34	1.347
Net investment income	0.72	0.86	0.70	0.767
Portfolio turnover (%)	44	61	81	36

¹ The inception date for Class A shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

⁷ Annualized.

See notes to financial statements

Annual report | U.S. Core Fund  25 

CLASS B SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.26	$19.38	$22.20	$20.00
Net investment income2	0.01	0.04	—3	0.02
Net realized and unrealized gain (loss) on investments	4.75	(7.16)	(1.88)	2.40
Total from investment operations	4.76	(7.12)	(1.88)	2.42
From net investment income	—	—	(0.01)	(0.02)
From net realized gain	—	—	(0.93)	(0.20)
Total distributions	—	—	(0.94)	(0.22)
Net asset value, end of year	$17.02	$12.26	$19.38	$22.20
Total return (%)4,5	38.83	(36.74)	(8.84)	12.076
Ratios and supplemental data
Net assets, end of year (in millions)	—7	—7	—7	—7
Ratios (as a percentage of average net assets):
Expenses before reductions	7.678	8.79	6.98	13.589
Expenses net of fee waivers	2.088	2.40	2.05	2.049
Expenses net of fee waivers and credits	2.058	2.05	2.05	2.049
Net investment income	0.03	0.24	—10	0.129
Portfolio turnover (%)	44	61	81	36

¹ The inception date for Class B shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Less than $0.005 per share.

⁴ Assumes dividend reinvestment (if applicable).

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Not annualized.

⁷ Less than $500,000.

⁸ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁹ Annualized.

¹⁰ Less than 0.005%.

CLASS C SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.26	$19.39	$22.21	$20.00
Net investment income2	—3	0.01	—4	0.03
Net realized and unrealized gain (loss) on investments	4.75	(7.14)	(1.88)	2.40
Total from investment operations	4.75	(7.13)	(1.88)	2.43
From net investment income	—	—	(0.01)	(0.02)
From net realized gain	—	—	(0.93)	(0.20)
Total distributions	—	—	(0.94)	(0.22)
Net asset value, end of year	$17.01	$12.26	$19.39	$22.21
Total return (%)5,6	38.74	(36.77)	(8.84)	12.127
Ratios and supplemental data
Net assets, end of year (in millions)	$2	$1	$3	$3
Ratios (as a percentage of average net assets):
Expenses before reductions	3.928	3.43	2.94	3.829
Expenses net of fee waivers	2.068	2.07	2.05	2.049
Expenses net of fee waivers and credits	2.058	2.05	2.05	2.049
Net investment income (loss)	—10	0.06	(0.01)	0.169
Portfolio turnover (%)	44	61	81	36

¹ The inception date for Class C shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Less than ($0.005) per share.

⁴ Less than $0.005 per share.

⁵ Assumes dividend reinvestment (if applicable).

⁶ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁷ Not annualized.

⁸ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

⁹ Annualized.

¹⁰ Less than (0.005%).

See notes to financial statements

26  U.S. Core Fund | Annual report 

CLASS I SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.25	$19.43	$22.26	$20.00
Net investment income2	0.16	0.21	0.25	0.18
Net realized and unrealized gain (loss) on investments	4.79	(7.19)	(1.89)	2.41
Total from investment operations	4.95	(6.98)	(1.64)	2.59
Less distributions
From net investment income	(0.14)	(0.20)	(0.26)	(0.13)
From net realized gain	—	—	(0.93)	(0.20)
Total distributions	(0.14)	(0.20)	(1.19)	(0.33)
Net asset value, end of year	$17.06	$12.25	$19.43	$22.26
Total return (%)3,4	40.35	(36.06)	(7.82)	12.955
Ratios and supplemental data
Net assets, end of year (in millions)	$16	—6	—6	—6
Ratios (as a percentage of average net assets):
Expenses before reductions	1.397	10.44	12.79	17.838
Expenses net of fee waivers	0.877	0.95	0.95	0.958
Expenses net of fee waivers and credits	0.877	0.95	0.95	0.958
Net investment income	0.94	1.19	1.10	1.168
Portfolio turnover (%)	44	61	81	36

¹ The inception date for Class I shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Less than $500,000.

⁷ Includes the impact of proxy expenses, which amounted to less than 0.005% of average net assets.

⁸ Annualized.

CLASS R1 SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.23	$19.37	$22.20	$20.00
Net investment income2	0.07	0.13	0.13	0.06
Net realized and unrealized gain (loss) on investments	4.73	(7.16)	(1.88)	2.42
Total from investment operations	4.80	(7.03)	(1.75)	2.48
Less distributions
From net investment income	—3	(0.11)	(0.15)	(0.08)
From net realized gain	—	—	(0.93)	(0.20)
Total distributions	—3	(0.11)	(1.08)	(0.28)
Net asset value, end of year	$17.03	$12.23	$19.37	$22.20
Total return (%)4,5	39.28	(36.37)	(8.32)	12.386
Ratios and supplemental data
Net assets, end of year (in millions)	—7	—7	—7	—7
Ratios (as a percentage of average net assets):
Expenses before reductions	20.808	19.51	15.98	21.129
Expenses net of fee waivers	1.668	1.95	1.45	1.699
Expenses net of fee waivers and credits	1.668	1.45	1.45	1.699
Net investment income	0.43	0.76	0.59	0.419
Portfolio turnover (%)	44	61	81	36

¹ The inception date for Class R1 shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Less than $0.005 per share.

⁴ Assumes dividend reinvestment (if applicable).

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Not annualized.

⁷ Less than $500,000.

⁸ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁹ Annualized.

See notes to financial statements

Annual report | U.S. Core Fund  27 

CLASS R3 SHARES Period ended	2-28-101
Per share operating performance
Net asset value, beginning of year	$14.05
Net investment income2	0.03
Net realized and unrealized gain on investments	3.01
Total from investment operations	3.04
Less distributions
From net investment income	(0.02)
Net asset value, end of year	$17.07
Total return (%)3,4	21.635
Ratios and supplemental data
Net assets, end of year (in millions)	—6
Ratios (as a percentage of average net assets):
Expenses before reductions	9.877
Expenses net of fee waivers	1.667
Expenses net of fee waivers and credits	1.667
Net investment income	0.217
Portfolio turnover (%)	44

¹ The inception date for Class R3 shares is 5-22-09.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Less than $500,000.

⁷ Annualized.

CLASS R4 SHARES Period ended	2-28-101
Per share operating performance
Net asset value, beginning of year	$14.05
Net investment income2	0.06
Net realized and unrealized gain on investments	3.01
Total from investment operations	3.07
Less distributions
From net investment income	(0.06)
Net asset value, end of year	$17.06
Total return (%)3,4	21.875
Ratios and supplemental data
Net assets, end of year (in millions)	—6
Ratios (as a percentage of average net assets):
Expenses before reductions	9.617
Expenses net of fee waivers	1.367
Expenses net of fee waivers and credits	1.367
Net investment income	0.507
Portfolio turnover (%)	44

¹ The inception date for Class R4 shares is 5-22-09.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Less than $500,000.

⁷ Annualized.

See notes to financial statements

28  U.S. Core Fund | Annual report 

CLASS R5 SHARES Period ended	2-28-101
Per share operating performance
Net asset value, beginning of year	$14.05
Net investment income2	0.10
Net realized and unrealized gain on investments	3.02
Total from investment operations	3.12
Less distributions
From net investment income	(0.11)
Net asset value, end of year	$17.06
Total return (%)3,4	22.185
Ratios and supplemental data
Net assets, end of year (in millions)	—6
Ratios (as a percentage of average net assets):
Expenses before reductions	9.367
Expenses net of fee waivers	1.067
Expenses net of fee waivers and credits	1.067
Net investment income	0.817
Portfolio turnover (%)	44

¹ The inception date for Class R5 shares is 5-22-09.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Less than $500,000.

⁷ Annualized.

See notes to financial statements

Annual report | U.S. Core Fund  29 

Notes to financial statements

Note 1 — Organization

John Hancock U.S Core Fund (the Fund) is a diversified series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek total return.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of Assets and Liabilities. Class A, Class B and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Class R1, Class R3, Class R4 and Class R5 shares are available to certain retirement plans. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees and transfer agent fees for each class may differ. Class B shares convert to Class A shares eight years after purchase.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of the regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these techniques are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

30  U.S. Core Fund | Annual report 

The following is a summary of the values by input classification of the Fund’s investments as of February 28, 2010, by major security category or type:

			LEVEL 2	LEVEL 3
	TOTAL MARKET		SIGNIFICANT	SIGNIFICANT
	VALUE AT	LEVEL 1	OBSERVABLE	UNOBSERVABLE
INVESTMENTS IN SECURITIES	2–28–10	QUOTED PRICE	INPUTS	INPUTS
Common Stocks
Consumer Discretionary	$3,303,448	$3,303,448	—	—
Consumer Staples	6,177,258	6,177,258	—	—
Energy	3,862,861	3,862,861	—	—
Financials	2,560,227	2,560,227	—	—
Health Care	9,038,567	9,038,567	—	—
Industrials	1,224,181	1,224,181	—	—
Information Technology	11,032,504	11,032,504	—	—
Materials	1,250,333	1,250,333	—	—
Telecommunication	398,230	398,230	—	—
Services
Utilities	80,863	80,863	—	—
Short-Term Investments	4,824,926	2,855,942	$1,968,984	—
Total Investments in
Securities	$43,753,398	$41,784,414	$1,968,984	—
Other Financial
Instruments	18,147	18,147	—	—
Totals	$43,771,545	$41,802,561	$1,968,984	—

In order to value the securities, the Fund uses the following valuation techniques. Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. John Hancock Collateral Investment Trust (JHCIT), an affiliate of the Fund, is valued at its closing net asset value. JHCIT is a non stable value fund investing in short-term investments as part of a securities lending program.

Other portfolio securities and assets, where market quotations are not readily available, are valued at fair value, as determined in good faith by the Fund’s Pricing Committee, following procedures established by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various times prior to the close of trading on the NYSE. The values of non-U.S. securities, used in computing the net asset value of the Fund’s shares, are generally determined at these times. Significant market events that affect the values of non-U.S. securities may occur after the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees.

Repurchase agreements. The Fund may enter into repurchase agreements. When a Fund enters into a repurchase agreement it receives collateral which is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Annual report | U.S. Core Fund  31 

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation. Dividend income is recorded on the ex-dividend date.

Securities lending. A Fund may lend its securities to earn additional income. It receives and maintains cash collateral received from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, which is not a stable value fund. As a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral. Income received from JHCIT is a component of securities lending income as recorded on the Statement of Operatio ns.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to a Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian has a lien, security interest or security entitlement in any Fund property that is not segregated, to the maximum extent permitted by law for any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with the custodian which enables them to participate in a $150 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis based on their relative average net assets. For the year ended February 28, 2010, there were no significant borrowings under the line of credit by the Fund. Effective March 31, 2010, the amount of the line of credit changed to $100 million.

Expenses. The majority of expenses are directly attributable to an individual Fund. Expenses that are not readily attributable to a specific fund are allocated among all Funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the Funds’ relative assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses, and realized and unrealized gains (losses) are determined at the Fund level and allocated daily to each class of shares based on the net asset value of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage fees, for all classes are calculated daily at the class level based on the appropriate net asset value of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

For federal income tax purposes, the Fund has a capital loss carryforward of $3,548,509 available to offset future net realized capital gains. The following table details the capital loss carryforward available as of February 28, 2010. Net capital losses of $32,582 that are a result of securities transactions occurring after October 31, 2009 are treated as occurring on March 1, 2010, the first day of the Fund’s next taxable year.

32  U.S. Core Fund | Annual report 

At February 28, 2010, capital loss carryforward available to offset future realized gains was as follows:

CAPITAL LOSS CARRYFORWARD
EXPIRING AT FEBRUARY 28
2017	2018
$1,129,413	$2,419,096

As of February 28, 2010, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition or disclosure. The Fund’s federal tax return is subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-dividend date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the years ended February 28, 2010 and February 28, 2009 was as follows:

	FEBRUARY 28, 2010	FEBRUARY 28, 2009
Ordinary Income	$203,045	$123,051

Distributions paid by the Fund with respect to each series of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of expenses that may be applied differently to each class. As of February 28, 2010, the components of distributable earnings on a tax basis included $29,337 of undistributed ordinary income.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within financial statements are adjusted for permanent book/tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book/tax differences will reverse in a subsequent period. For the year ended February 28, 2010, the Fund had no material permanent book-tax differences.

Note 3 — Derivative instruments

The Fund may invest in derivatives, including futures contract in order to meet its investment objectives. The Fund may use derivatives to gain exposure to securities or indexes and enhance potential gains.

The use of derivatives may involve risks different from, or potentially greater than, the risks associated with investing directly in securities. Specifically, derivatives expose a Fund to the risk that the counterparty to an over-the-counter (OTC) derivatives contract will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. OTC derivatives transactions typically can only be closed out with the other party to the transaction. If the counterparty defaults, the Fund will have contractual remedies, but there is no assurance that the counterparty will meet its contractual obligations or the Fund will succeed in enforcing them.

For more information on regarding the Fund’s use of derivatives, please refer to the Fund’s Prospectuses and Statement of Additional Information.

Futures. A future is a contractual agreement to buy or sell a particular commodity, currency, or financial instrument at a pre-determined price in the future. Risks related to the use of futures contracts include possible illiquidity of the futures markets, contract prices that can be highly volatile and imperfectly correlated to movements in hedged security values and/or interest rates and potential losses in excess of the fund’s initial investment.

Annual report | U.S. Core Fund  33 

Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. Upon entering into a futures contract, the Fund is required to deposit initial margin with the broker in the form of cash or securities. The amount of required margin is generally based on a percentage of the contract value; this amount is the initial margin for the trade. The margin deposit must then be maintained at the established level over the life of the contract. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund.

During the year ended February 28, 2010, the Fund used futures contracts to maintain diversity and liquidity of the portfolio. The following table summarizes the contracts held at February 28, 2010. The range of futures contracts notional amounts held by the Fund during the year ended February 28, 2010 was $0.2 million to $4.7 million.

OPEN	NUMBER OF				UNREALIZED
CONTRACTS	CONTRACTS	POSITION	EXPIRATION DATE	NOTIONAL VALUE	APPRECIATION
S&P 500 E-Mini Index
Futures	24	Long	March 2010	$1,324,080	$18,147

Fair value of derivative instruments by risk category. The table below summarizes the fair value of derivatives held by the Fund at February 28, 2010 by risk category:

	STATEMENT OF ASSETS	FINANCIAL		LIABILITY
	AND LIABILITIES	INSTRUMENTS	ASSET DERIVATIVES	DERIVATIVES
RISK	LOCATION	LOCATION	FAIR VALUE	FAIR VALUE
Equity Contracts	Receivable for	Futures	$18,147†	—
	futures variation
	margin; Net un-
	realized apprecia-
	tion (depreciation)
	on investments
Total			$18,147	—

†Reflects cumulative appreciation/depreciation of futures as disclosed in Note 3. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

Effect of derivative instruments on the Statements of Operations. The table below summarizes the net realized gain (loss) included in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category, for the year ended February 28, 2010:

RISK	STATEMENT OF OPERATIONS LOCATION	FUTURES
		Futures contracts
Equity contracts	Net realized gain	$119,018
Total		$119,018

The table below summarizes the net change in unrealized appreciation (depreciation) included in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category, for the year ended February 28, 2010:

RISK	STATEMENT OF OPERATIONS LOCATION	FUTURES
		Futures contracts
Equity contracts	Change in unrealized	$49,077
	appreciation (depreciation)
Total		$49,077

34  U.S. Core Fund | Annual report 

Note 4 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred.

Note 5 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Adviser) serves as investment adviser for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Adviser, serves as principal underwriter of the Trust. The Adviser and the Distributor are indirect wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management contract with the Adviser under which the Fund pays a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.78% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.76% of the next $500,000,000 of the Fund’s average daily net assets; (c) 0.75% of the next $1,000,000,000 of the Fund’s average daily net assets; (d) 0.74% of the next $1,000,000,000 of the Fund’s average daily net assets; and (e) 0.72% of the Fund’s average daily net assets in excess of $3,000,000,000. The Adviser has a subadvisory agreement with Grantham, Mayo, Van Otterloo & Co. LLC. The Fund is not responsible for payment of the subadvisory fees.

Prior to October 1, 2009, the Fund had an investment management contract with the Adviser under which the Fund paid a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.78% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.76% of the next $500,000,000 of the Fund’s average daily net assets; (c) 0.75% of the next $1,500,000,000 of the Fund’s average daily net assets; and (d) 0.74% of the Fund’s average daily net assets in excess of $2,500,000,000.

The investment management fees incurred for the year ended February 28, 2010 were equivalent to an annual effective rate of 0.78% of the Fund’s average daily net assets.

Effective July 1, 2009, the Adviser has agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest, litigation and indemnification expenses, and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund are excluded. The reimbursements and limits are such that these expenses will not exceed 1.35% for Class A shares, 2.05% for Class B, 2.05% for Class C, 0.87% for Class I, 1.75% for Class R1, 1.65% for Class R3, 1.35% for Class R4 and 1.05% for Class R5. The expense reimbursements and limits will continue in effect until June 30, 2010 and thereafter until terminated by the Adviser on notice to the Trust.

Prior to June 30, 2009, the Adviser contractually agreed to reimburse or limit certain Fund level expenses to 0.10% of the Fund’s average annual net assets which are allocated pro rata to all share classes. This agreement excluded taxes, portfolio brokerage commissions, interest, advisory fees, distribution and service fees, transfer agent fees, state registration fees, printing and postage fees, litigation and indemnification expenses, and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund were excluded.

Annual report | U.S. Core Fund  35 

In addition, the Adviser agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits were such that these expenses will not exceed 1.35% for Class A shares, 2.05% for Class B, 2.05% for Class C, 0.95% for Class I and 1.45% for Class R1, 1.70% for Class R3, 1.40% for Class R4 and 1.10% for Class R5.

Accordingly, the expense reductions or reimbursements related to these agreements were $68,483, $17,538, $20,989, $40,517, $15,899, $1,826, $1,837 and $1,849 for Class A, Class B, Class C, Class I, Class R1, Class R3, Class R4 and Class R5, respectively, for the year ended February 28, 2010.

Accounting and legal services. Pursuant to Service Agreement, the Fund reimburses the Adviser for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services of the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports amongst other services. These expenses are allocated to each share class based on relative net assets at the time the expense was incurred. The accounting and legal services fees incurred for year ended February 28, 2010, amounted to an approximate annual rate of 0.01% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B, Class C, Class R1, Class R3 and Class R4 pursuant to Rule 12b-1 of the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R1, Class R3, Class R4 and Class R5 shares, the Fund pays the Distributor for certain other services. The following table shows the contractual rates of distribution and services fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

Class	12b-1 Fees	Service Fee
A	0.30%	0.00%
B	1.00%	0.00%
C	1.00%	0.00%
R1	0.50%	0.25%
R3	0.50%	0.15%
R4	0.25%	0.10%
R5	0.00%	0.05%

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $22,704 for the year ended February 28, 2010. Of this amount, $3,663 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $18,994 was paid as sales commissions to broker-dealers and $47 was paid as sales commissions to sales personnel of Signator Investors, Inc. (Signator Investors), a broker-dealer affiliate of the Adviser.

Class B and Class C shares are subject to contingent deferred sales charges (CDSC). Class B shares that are redeemed within six years of purchase are subject to CDSC, at declining rates, beginning at 5.00% of the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC on the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate

36  U.S. Core Fund | Annual report 

the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended February 28, 2010, CDSCs amounts received by the Distributor amounted to $952 and $1,140 for Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (“Signature Services” or “Transfer Agent”), an affiliate of the Adviser. The transfer agent fees are made up of three components:

• The Fund pays a monthly transfer agent fee at an annual rate of 0.05% for Classes A, B, C, R1, R3, R4 and R5 shares and 0.04% for Class I shares, based on each class’s average daily net assets.

• The Fund pays a monthly fee based on an annual rate of $16.50 per shareholder account.

• In addition, Signature Services is reimbursed for certain out-of-pocket expenses.

Certain investor accounts that maintain small balances are charged an annual small accounts fee by Signature Services. Amounts related to these fees are credited by Signature Services to the Fund. For the year ended February 28, 2010, these fees totaled $602.

Class level expenses for year ended February 28, 2010 were:
	Distribution	Transfer agent	State	Printing and
Share class	and service fees	fees	registration fees	postage fees
Class A	$51,672	$16,550	$15,795	$8,057
Class B	3,139	2,074	14,724	316
Class C	11,249	3,445	15,324	584
Class I	—	8,248	15,501	1,310
Class R1	415	773	15,421	—
Class R3	111	557	1,207	63
Class R4	56	557	1,207	63
Class R5	—	557	1,207	63
Total	$66,642	$32,761	$80,386	$10,456

Affiliated share ownership. Affiliates of the Fund owned 787,720, 5,477, 5,362, 1,779, 1,779 and 1,779 shares of beneficial interest of Class A, Class I, Class R1, Class R3, Class R4 and Class R5, respectively, on February 28, 2010.

Trustee expenses. The Trust compensates each Trustee who is not an employee of the Adviser or its affiliates. The Trustees may, for tax purposes, elect to defer receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan. Deferred amounts are invested in various John Hancock Funds and remain in the Fund until distributed in accordance with the Plan.

Annual report | U.S. Core Fund  37 

The investment of deferred amounts and the offsetting liability are included in the accompanying Statement of Assets and Liabilities.

Note 6 — Fund share transactions

Transactions in Fund shares for the years ended February 28, 2010 and 2009 were as follows:

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class A shares
Sold	455,553	$7,151,566	112,381	$1,677,753
Distributions reinvested	4,368	75,873	8,244	117,731
Repurchased	(72,964)	(1,132,654)	(96,043)	(1,536,669)
Net increase	386,957	$6,094,785	24,582	$258,815
Class B shares
Sold	11,993	$182,687	11,266	$167,051
Repurchased	(5,610)	(86,556)	(12,436)	(207,312)
Net increase (decrease)	6,383	$96,131	(1,170)	($40,261)
Class C shares
Sold	68,921	$1,077,457	70,337	$1,004,236
Repurchased	(21,998)	(334,545)	(181,027)	(3,122,084)
Net increase (decrease)	46,923	$742,912	(110,690)	($2,117,848)
Class I shares
Sold	1,020,503	$16,466,223	12,198	$178,534
Distributions reinvested	6,074	105,386	167	2,378
Repurchased	(80,937)	(1,367,705)	(9,502)	(147,068)
Net increase	945,640	$15,203,904	2,863	$33,844
Class R1 shares
Distributions reinvested	1	$22	42	$588
Net increase	1	$22	42	$588
Class R3 shares1
Sold	1,779	$25,000	—	—
Net increase	1,779	$25,000	—	—
Class R4 shares1
Sold	1,779	$25,000	—	—
Net increase	1,779	$25,000	—	—
Class R5 shares1
Sold	1,779	$25,000	—	—
Net increase	1,779	$25,000	—	—
Net increase (decrease)	1,391,241	$22,212,754	(84,373)	($1,864,862)
1 The inception date for Class R3, Class R4 and Class R5 shares is 5-22-09.

Note 7 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities and U.S. Treasury obligations, aggregated $31,662,912 and $11,065,442, respectively for the year ended February 28, 2010.

38  U.S. Core Fund | Annual report 

Auditors’ report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock U.S. Core Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock U.S. Core Fund (the “Fund”) at February 28, 2010, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (U nited States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 28, 2010 by correspondence with the custodian and brokers, and the application of alternative auditing procedures where confirmations had not been received, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
April 15, 2010

Annual report | U.S. Core Fund  39 

Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended February 28, 2010.

With respect to the ordinary dividends paid by the Fund for the fiscal year ended February 28, 2010, 100% of the dividends qualifes for the corporate dividends-received deduction.

The Fund hereby designates the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. This amount will be reflected on Form 1099-DIV for the calendar year 2010.

Shareholders will be mailed a 2010 Form 1099-DIV in January 2011. This will reflect the total of all distributions that are taxable for calendar year 2010.

40  U.S. Core Fund | Annual report 

Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Patti McGill Peterson, Born: 1943	2006	47
Chairperson (since 2008); Principal, PMP Globalinc (consulting) (since 2007); Senior Associate, Institute
for Higher Education Policy (since 2007); Executive Director, CIES (international education agency)
(until 2007); Vice President, Institute of International Education (until 2007); Senior Fellow, Cornell
University Institute of Public Affairs, Cornell University (1997–1998); Former President Wells College,
St. Lawrence University and the Association of Colleges and Universities of the State of New York.
Director of the following: Niagara Mohawk Power Corporation (until 2003); Security Mutual Life
(insurance) (until 1997); ONBANK (until 1993). Trustee of the following: Board of Visitors, The University
of Wisconsin, Madison (since 2007); Ford Foundation, International Fellowships Program (until 2007);
UNCF, International Development Partnerships (until 2005); Roth Endowment (since 2002); Council for
International Educational Exchange (since 2003).
James F. Carlin, Born: 1940	2006	47
Chief Executive Officer, Director and Treasurer, Alpha Analytical Laboratories (environmental,
chemical and pharmaceutical analysis) (since 1985); Part Owner and Treasurer, Lawrence Carlin
Insurance Agency, Inc. (since 1995); Chairman and Chief Executive Officer, Carlin Consolidated, Inc.
(management/investments) (since 1987).
William H. Cunningham, Born: 1944	2006	47
Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas System
and former President of the University of Texas, Austin, Texas; Director of the following: LIN Television
(since 2009); Lincoln National Corporation (insurance) (Chairman since 2009 and Director since 2006);
Resolute Energy Corporation (since 2009); Nanomedical Systems, Inc. (biotechnology company)
(Chairman since 2008); Yorktown Technologies, LP (tropical fish) (Chairman since 2007); Greater Austin
Crime Commission (since 2001); Southwest Airlines (since 2000); former Director of the following:
Introgen (manufacturer of biopharmaceuticals) (until 2008); Hicks Acquisition Company I, Inc. (until
2007); Jefferson-Pilot Corporation (diversified life insurance company) (until 2006); and former Advisory
Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) (until 2009).
Deborah C. Jackson,2 Born: 1952	2008	47
Chief Executive Officer, American Red Cross of Massachusetts Bay (since 2002); Board of Directors
of Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation
(since 2001); Board of Directors of American Student Association Corp. (since 1996); Board of Directors
of Boston Stock Exchange (2002-2008); Board of Directors of Harvard Pilgrim Healthcare (health
benefits company) (since 2007).

Annual report | U.S. Core Fund  41 

Independent Trustees (continued)
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Charles L. Ladner, Born: 1938	2006	47
Chairman and Trustee, Dunwoody Village, Inc. (retirement services) (since 2008); Director, Philadelphia
Archdiocesan Educational Fund (since 2009); Senior Vice President and Chief Financial Officer, UGI
Corporation (public utility holding company) (retired 1998); Vice President and Director for AmeriGas,
Inc. (retired 1998); Director of AmeriGas Partners, L.P. (gas distribution) (until 1997); Director,
EnergyNorth, Inc. (until 1995); Director, Parks and History Association (Cooperating Association,
National Park Service) (until 2005).
Stanley Martin,2 Born: 1947	2008	47
Senior Vice President/Audit Executive, Federal Home Loan Mortgage Corporation (2004–2006);
Executive Vice President/Consultant, HSBC Bank USA (2000–2003); Chief Financial Officer/Executive
Vice President, Republic New York Corporation & Republic National Bank of New York (1998-2000);
Partner, KPMG LLP (1971–1998).
Dr. John A. Moore, Born: 1939	2006	47
President and Chief Executive Officer, Institute for Evaluating Health Risks, (nonprofit institution)
(until 2001); Senior Scientist, Sciences International (health research) (until 2003); Former
Assistant Administrator & Deputy Administrator, Environmental Protection Agency; Principal,
Hollyhouse (consulting) (since 2000); Director, CIIT Center for Health Science Research (nonprofit
research) (until 2007).
Steven R. Pruchansky,2 Born: 1944	2006	47
Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First
American Bank (since 2008); Managing Director, Jon James, LLC (real estate) (since 2000); Director,
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President,
Maxwell Building Corp. (until 1991).
Gregory A. Russo, Born: 1949	2008	47
Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman,
Industrial Markets, KPMG (1998–2002).
Non-Independent Trustees3
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
James R. Boyle, Born: 1959	2006	244
Senior Executive Vice President, U.S. Division, Manulife Financial Corporation (since 2009), Executive
Vice President (1999–2009); Chairman and Director, John Hancock Advisers, LLC and John Hancock
Funds, LLC (since 2005); Chairman and Director, John Hancock Investment Management Services, LLC
(since 2006); Trustee of John Hancock Trust (since 2005), John Hancock Funds II (since 2005) and the
John Hancock retail funds (since 2006).

42  U.S. Core Fund | Annual report 

Non-Independent Trustees3 (continued)
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
John G. Vrysen, Born: 1955	2009	47
Senior Vice President, Strategic Initiatives (since 2006), Vice President (until 2006), Manulife Financial
Corporation; Director, Executive Vice President and Chief Operating Officer, John Hancock Advisers,
LLC, The Berkeley Financial Group, LLC, John Hancock Investment Management Services, LLC
and John Hancock Funds, LLC (since 2007); Chief Operating Officer, John Hancock Funds II and
John Hancock Trust (since 2007); Chief Operating Officer, John Hancock retail funds (2007–2009);
Director, John Hancock Signature Services, Inc. (since 2005); Chief Financial Officer, John Hancock
Advisers, LLC, The Berkeley Financial Group, LLC, MFC Global Investment Management (U.S.), LLC,
John Hancock Investment Management Services, LLC, John Hancock Funds, LLC, John Hancock retail
funds, John Hancock Funds II and John Hancock Trust (2005-2007).
Principal officers who are not Trustees
Name, Year of Birth		Officer
Position(s) held with Fund		of the
Principal occupation(s) and other		Trust
Directorships during past 5 years		since
Keith F. Hartstein, Born: 1956		2006
President and Chief Executive Officer
Senior Vice President, Manulife Financial Corporation (since 2004); Director, President and Chief
Executive Officer, John Hancock Advisers, LLC, The Berkeley Financial Group, LLC, John Hancock Funds,
LLC (since 2005); Director, MFC Global Investment Management (U.S.), LLC (since 2005); Chairman and
Director, Signature Services (since 2005); Director, President and Chief Executive Officer, John Hancock
Investment Management Services, LLC (since 2006); President and Chief Executive Officer,
John Hancock retail funds (since 2005); President and Chief Executive Officer (until 2009), John Hancock
Funds II and John Hancock Trust; Director, Chairman and President, NM Capital Management, Inc.
(since 2005); Member and former Chairman, Investment Company Institute Sales Force Marketing
Committee (since 2003); President and Chief Executive Officer, MFC Global (U.S.) (2005–2006).
Andrew G. Arnott, Born: 1971		2009
Chief Operating Officer
Senior Vice President, Manulife Financial Corporation (since 2009); Senior Vice President (since 2007),
Vice President (2005–2007), John Hancock Advisers, LLC; Senior Vice President (since 2008), Vice
President (2006–2008), John Hancock Investment Management Services, LLC; Senior Vice President
(since 2006), Vice President (2005–2006), 2nd Vice President (2004–2005), John Hancock Funds,
LLC; Chief Operating Officer (since 2009), Vice President (2007–2009), John Hancock retail funds;
Vice President (since 2006), John Hancock Funds II and John Hancock Trust; Senior Vice President
(2005–2009), Product Management and Development for John Hancock Funds, LLC; Vice President and
Director (1998–2005), Marketing and Product Management for John Hancock Funds, LLC.

Annual report | U.S. Core Fund  43 

Principal officers who are not Trustees (continued)
Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Thomas M. Kinzler, Born: 1955	2006
Secretary and Chief Legal Officer
Secretary and Chief Legal Officer, John Hancock retail funds, John Hancock Funds II and John Hancock
Trust (since 2006); Secretary and Chief Legal Counsel (since 2008) and Secretary (2007–2008),
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC; Secretary,
John Hancock Funds, LLC and The Berkeley Financial Group, LLC (since 2007); Vice President and
Associate General Counsel for Massachusetts Mutual Life Insurance Company (1999–2006); Secretary
and Chief Legal Counsel for MML Series Investment Fund (2000–2006); Secretary and Chief Legal
Counsel for MassMutual Select Funds and MassMutual Premier Funds (2004–2006).
Francis V. Knox, Jr., Born: 1947	2006
Chief Compliance Officer
Chief Compliance Officer, John Hancock retail funds, John Hancock Funds II, John Hancock Trust,
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC (since 2005);
Vice President, John Hancock Advisers, LLC, John Hancock Investment Management Services, LLC and
MFC Global Investment Management (U.S.), LLC (2005–2008).
Charles A. Rizzo, Born: 1957	2007
Chief Financial Officer
Senior Vice President, John Hancock Advisers, LLC and John Hancock Investment Management
Services, LLC (since 2008); Chief Financial Officer, John Hancock retail funds, John Hancock Funds II and
John Hancock Trust (since 2007); Assistant Treasurer, Goldman Sachs Mutual Fund Complex (registered
investment companies) (2005–2007); Vice President, Goldman Sachs (2005–2007); Managing Director
and Treasurer of Scudder Funds, Deutsche Asset Management (2003–2005).
Michael J. Leary, Born: 1965	2007
Treasurer
Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust (since 2009);
Assistant Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust
(2007–2009); Vice President and Director of Fund Administration, JP Morgan (2004–2007).

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Fund and is available without charge, upon request, by calling 1-800-225-5291 or by visiting our Web site www.jhfunds.com.

¹ Each Trustee serves until resignation, retirement age or until his or her successor is elected.

² Member of Audit Committee.

³ Non-Independent Trustees hold positions with the Fund’s investment adviser, underwriter and certain other affiliates.

44  U.S. Core Fund | Annual report 

More information

Trustees	Investment adviser
Patti McGill Peterson, Chairperson	John Hancock Investment Management
James R. Boyle†	Services, LLC
James F. Carlin
William H. Cunningham	Subadviser
Deborah C. Jackson*	Grantham, Mayo, Van Otterloo & Co. LLC
Charles L. Ladner
Stanley Martin*	Principal distributor
Dr. John A. Moore	John Hancock Funds, LLC
Steven R. Pruchansky*
Gregory A. Russo	Custodian
John G. Vrysen†	State Street Bank and Trust Company
Officers	Transfer agent
Keith F. Hartstein	John Hancock Signature Services, Inc.
President and Chief Executive Officer
	Legal counsel
Andrew G. Arnott	K&L Gates LLP
Chief Operating Officer
	Independent registered
Thomas M. Kinzler	public accounting firm
Secretary and Chief Legal Officer	PricewaterhouseCoopers LLP
Francis V. Knox, Jr.
Chief Compliance Officer	The report is certified under the Sarbanes-Oxley
	Act, which requires mutual funds and other public
Charles A. Rizzo	companies to affirm that, to the best of their
Chief Financial Officer	knowledge, the information in their financial reports
	is fairly and accurately stated in all material respects.
Michael J. Leary
Treasurer
*Member of the Audit Committee
†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:
1-800-225-5291	Regular mail:	Express mail:
jhfunds.com	John Hancock Signature Services, Inc.	John Hancock Signature Services, Inc.
	P.O. Box 55913	Mutual Fund Image Operations
	Boston, MA 02205-5913	30 Dan Road
		Canton, MA 02021

Annual report | U.S. Core Fund  45 

1-800-225-5291
1-800-554-6713
TDD 1-800-338-8080
EASI-Line www.jhfunds.com

Now available: electronic delivery
www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock U.S. Core Fund.	6500A 2/10
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.	4/10

Management’s discussion of
Fund performance

By Grantham, mayo, van Otterloo & Co. LLC

Global stock markets posted exceptionally strong gains during the 12 months ended February 28, 2010. Stimulative fiscal and monetary policies helped push the markets sharply higher in the first half of the period, with essentially flat performance thereafter, as investors took some profits and credit concerns about Greece arose near the end of 2009. During the period, the Fund’s benchmark, the MSCI EAFE Index, returned 54.58%, while the S&P 500 Index, a measure of U.S. large-cap stocks, delivered a 53.62% result.

During the past year, John Hancock International Core Fund’s Class A shares returned 42.33% at net asset value, trailing the MSCI index. The Fund also lagged the 54.53% mark of the Morningstar, Inc. foreign large value fund average. Our valuation parameters had some success during the first six months of the period, while momentum struggled early on but improved as the period progressed. Underweighting financials and overweighting health care both hurt our results, especially early in the period. Among individual holdings, overweighted positions in two drug makers, U.K.-based GlaxoSmithKline PLC and Swiss holding Novartis AG, were two of the biggest detractors from Fund performance. Other detractors included Seven & I Holdings Co., Ltd., which operates convenience stores in Japan and elsewhere, and Spanish bank Banco Santander S.A., where we missed the stock’s explosive gains early in the period. Underweighting Anglo/Australian natural resourc es miner BHP Billiton PLC worked against us as well. Contributors included two Japanese automobile manufacturers: Nissan Motor Company, Ltd. and Toyota Motor Corp. Nissan strongly outperformed, while underweighting weak-performing Toyota proved to be the right call. Elsewhere, our results benefited from Japanese consumer finance company ORIX Corp., as well as two out-of-benchmark contributors: Swedish mining stock Boliden AB and Bank of Montreal, a Canadian bank.

This commentary reflects the views of the portfolio management team through the end of the Fund’s period discussed in this report. The team’s statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

International investing involves special risks such as political, economic and currency risks and differences in accounting standards and financial reporting. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

6  International Core Fund | Annual report 

A look at performance

For the period ended February 28, 2010

	Average annual returns (%)				Cumulative total returns (%)
	with maximum sales charge (POP)				with maximum sales charge (POP)
				Since				Since
	1-year	5-year	10-year	inception	1-year	5-year	10-year	inception
Class A1	35.22	—	—	–1.502	35.22	—	—	–6.492
Class B	36.35	—	—	–3.893	36.35	—	—	–13.723
Class C	40.35	—	—	–3.253	40.35	—	—	–11.583
Class I4	43.10	—	—	–2.113	43.10	—	—	–7.633
Class R14	42.00	—	—	–2.723	42.00	—	—	–9.763
Class R34	—	—	—	—	—	—	—	12.405
Class R44	—	—	—	—	—	—	—	12.695
Class R54	—	—	—	—	—	—	—	12.955
Class 14	43.11	—	—	–5.796	43.11	—	—	–17.946
Class NAv4	43.14	—	—	–4.527	43.14	—	—	–14.957

Performance figures assume all distributions are reinvested. Public offering price (POP) figures reflect maximum sales charges on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B shares and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable for Class I, Class R1, Class R3, Class R4, Class R5, Class 1 and Class NAV shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. The waivers and expense limitations are contractual at least until June 30, 2010. The net expenses are as follows: Class A — 1.60%, Class B — 2.30%, Class C — 2.30%, Class I — 1.12%, Class R1 — 2.00%, Class R3 — 1.90%, Class R4 — 1.60% and Class R5 — 1.30%. Had the fee waivers and expense limitations not been in place, the gross expenses would be as follows: Class A — 1.75%, Class B — 2.75%, Class C — 2.59%, Class I — 2.37%, Class R1 — 15.16%, Class R3 — 15.31%, Class R4 — 15.01% and Class R5 — 14.71%. The net and gross expenses for Cl ass 1 and Class NAV are the same and are 1.04% and 1.10%, respectively.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month-end performance data, please call 1–800–225–5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

The Fund’s performance results reflect any applicable expense reductions, without which the expenses increase and results would have been less favorable.

¹ On June 9, 2006, through a reorganization, the Fund acquired all of the assets of the GMO International Disciplined Equity Fund (the predecessor fund). The predecessor fund offered its Class III shares, inception date September 16, 2005, in exchange for Class A shares, which were first offered on June 12, 2006. The predecessor fund’s Class III shares returns have been recalculated to reflect the gross fees and expenses of Class A shares.

² From September 16, 2005.

³ From June 12, 2006.

⁴ For certain types of investors, as described in the Fund’s Class I, Class R1, Class R3, Class R4, Class R5, Class 1 and Class NAV share prospectuses.

⁵ From May 22, 2009.

⁶ From November 6, 2006.

⁷ From August 29, 2006.

Annual report | International Core Fund  7 

A look at performance

Growth of $10,000

This chart shows what happened to a hypothetical $10,000 investment in John Hancock International Core Fund Class A¹ shares for the period indicated. For comparison, we’ve shown the same investment in the MSCI EAFE Index.

	Period	Without sales	With maximum
	beginning	charge	sales charge	Index
Class B	6-12-06	$8,842	$8,628	$9,429
Class C3	6-12-06	8,842	8,842	9,429
Class I4	6-12-06	9,237	9,237	9,429
Class R14	6-12-06	9,024	9,024	9,429
Class R34	5-22-09	11,240	11,240	11,859
Class R44	5-22-09	11,269	11,269	11,859
Class R54	5-22-09	11,295	11,295	11,859
Class 14	11-6-06	8,206	8,206	8,382
Class NAV4	8-29-06	8,505	8,505	8,771

Assuming all distributions were reinvested for the period indicated, the table above shows the value of a $10,000 investment in the Fund’s Class B, Class C, Class I, Class R1, Class R3, Class R4, Class R5, Class 1 and Class NAV shares, respectively, as of February 28, 2010. Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

MSCI EAFE Index (Europe, Australasia, Far East) is a free float-adjusted market capitalization index that is designed to measure developed market equity performance, excluding the U.S. and Canada. The index consists of 21 developed market country indexes. Returns are calculated and presented net of withholding tax. It is not possible to invest directly in an index. Index figures do not reflect sales charges, which would have resulted in lower values if they did.

¹ On June 9, 2006, through a reorganization, the Fund acquired all of the assets of the GMO International Disciplined Equity Fund (the predecessor fund). The predecessor fund offered its Class III shares, inception date September 16, 2005, in exchange for Class A shares, which were first offered on June 12, 2006. The predecessor fund’s Class III shares returns have been recalculated to reflect the gross fees and expenses of Class A shares.

² NAV represents net asset value and POP represents public offering price.

³ The contingent deferred sales charge, if any, is not applicable.

⁴ For certain types of investors, as described in the Fund’s Class I, Class R1, Class R3, Class R4, Class R5, Class 1 and Class NAV share prospectuses.

8  International Core Fund | Annual report 

Your expenses

These examples are intended to help you understand your ongoing operating expenses.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

▪ Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

▪ Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about your fund’s actual ongoing operating expenses, and is based on your fund’s actual return. It assumes an account value of $1,000.00 on September 1, 2009 with the same investment held until February 28, 2010.

	Account value	Ending value on	Expenses paid during
	on 9-1-09	2-28-10	period ended 2-28-101
Class A	$1,000.00	$981.70	$8.11
Class B	1,000.00	978.20	11.53
Class C	1,000.00	978.20	11.58
Class I	1,000.00	984.40	5.12
Class R1	1,000.00	979.70	9.82
Class R3	1,000.00	979.90	9.33
Class R4	1,000.00	981.80	7.86
Class R5	1,000.00	982.80	6.34
Class 1	1,000.00	984.60	5.07
Class NAV	1,000.00	984.30	4.87

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at February 28, 2010, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Annual report | International Core Fund  9 

Your expenses

Hypothetical example for comparison purposes

This table allows you to compare your fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not your fund’s actual return). It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses.

	Account value	Ending value on	Expenses paid during
	on 9-1-09	2-28-10	period ended 2-28-102
Class A	$1,000.00	$1,016.60	8.25
Class B	1,000.00	1,013.10	11.73
Class C	1,000.00	1,013.10	11.78
Class I	1,000.00	1,019.60	5.21
Class R1	1,000.00	1,014.90	9.99
Class R3	1,000.00	1,015.40	9.49
Class R4	1,000.00	1,016.90	8.00
Class R5	1,000.00	1,018.40	6.46
Class 1	1,000.00	1,019.70	5.16
Class NAV	1,000.00	1,019.90	4.96

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

¹ Expenses are equal to the Fund’s annualized expense ratio of 1.65%, 2.35%, 2.36%, 1.04%, 2.00%, 1.90%, 1.60%, 1.29%, 1.03% and 0.99% for Class A, Class B, Class C, Class I, Class R1, Class R3, Class R4, Class R5, Class 1 and Class NAV, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

² Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

10  International Core Fund | Annual report 

Portfolio summary

Top 10 Holdings1
GlaxoSmithKline PLC	2.7%	ENI SpA	1.5%
Novartis AG	2.4%	Barclays PLC	1.3%
Sanofi-Aventis SA	2.0%	Royal Dutch Shell PLC, A Shares	1.3%
Banco Santander SA	2.0%	Roche Holdings AG	1.3%
AstraZeneca PLC	1.8%	Nestle SA	1.2%
Sector Composition2,3
Financials	22%	Consumer Staples	8%
Health Care	13%	Information Technology	5%
Consumer Discretionary	12%	Telecommunication Services	4%
Industrials	9%	Utilities	3%
Materials	8%	Short-Term Investments & Other	8%
Energy	8%

¹ As a percentage of net assets on February 28, 2010. Excludes cash and cash equivalents.

² As a percentage of net assets on February 28, 2010.

³ International investing involves special risks such as political, economic and currency risks and differences in accounting standards and financial reporting. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

Annual report | International Core Fund  11 

Fund’s investments

As of 2-28-10
	Shares	Value
Common Stocks 91.36%	$1,064,161,199
(Cost $1,150,652,925)
Australia 4.07%		47,372,125
Australia & New Zealand Banking Group, Ltd.	256,657	5,309,729
BlueScope Steel, Ltd.	835,786	1,807,215
Commonwealth Bank of Australia	195,806	9,441,538
Foster’s Group, Ltd.	271,426	1,310,237
General Property Trust, Ltd.	2,977,000	1,530,315
Goodman Fielder, Ltd.	527,202	710,319
Goodman Group	1,720,637	922,341
JB Hi-Fi, Ltd.	43,210	752,910
Macquarie Group, Ltd.	34,897	1,410,944
Macquarie Infrastructure Group	872,406	877,796
Macquarie Office Trust	4,316,344	1,080,388
Mirvac Group, Ltd.	1,203,206	1,645,348
National Australia Bank, Ltd.	170,563	3,879,666
Qantas Airways, Ltd.	476,664	1,125,293
Stockland	720,977	2,617,842
Suncorp-Metway, Ltd. (L)	309,353	2,362,464
TABCORP Holdings, Ltd.	220,114	1,334,081
Telstra Corp., Ltd.	982,876	2,614,124
Woodside Petroleum, Ltd. (L)	110,220	4,275,696
Woolworths, Ltd.	98,355	2,363,879
Austria 0.26%		2,981,979
Erste Group Bank AG	40,730	1,537,350
OMV AG	39,008	1,444,629
Belgium 1.64%		19,047,768
Anheuser-Busch InBev NV	137,592	6,878,085
Belgacom SA	62,653	2,346,035
Colruyt SA	7,256	1,813,582
Delhaize Group SA	24,364	1,886,969
Dexia SA (I)(L)	250,336	1,357,237
Fortis (I)	641,358	2,201,507
Mobistar SA	19,636	1,161,329
Nyrstar (I)	108,473	1,403,024
Bermuda 0.23%		2,731,912
Golden Ocean Group, Ltd. (I)(L)	397,400	718,939
Lancashire Holdings, Ltd.	86,383	632,351
Seadrill, Ltd.	60,000	1,380,622

See notes to financial statements

12  International Core Fund | Annual report 

	Shares	Value
Canada 2.59%		$30,193,935
Bank of Montreal	94,800	5,045,429
Canadian National Railway Company	22,600	1,187,778
Canadian Pacific Railway, Ltd.	27,100	1,308,125
EnCana Corp.	17,200	563,798
IGM Financial, Inc.	45,500	1,859,437
Magna International, Inc.	41,100	2,343,661
Methanex Corp.	42,100	996,684
Metro, Inc.	38,700	1,499,524
National Bank of Canada	47,465	2,717,892
Penn West Energy Trust	35,600	729,797
RONA, Inc. (I)	36,000	543,661
Royal Bank of Canada	57,100	3,082,922
Sun Life Financial, Inc.	65,400	1,864,665
Teck Resources, Ltd. (I)	79,300	2,916,660
The Toronto-Dominion Bank	55,300	3,533,902
Denmark 0.51%		5,924,038
Danske Bank AS (I)	26,372	601,198
Novo Nordisk AS	75,357	5,322,840
Finland 0.72%		8,392,486
Metso Oyj	43,919	1,362,607
Neste Oil Oyj	78,878	1,125,524
Nokia AB Oyj	155,367	2,092,749
Outokumpu Oyj	62,333	1,097,267
Rautaruukki Oyj (L)	26,905	507,618
Sampo Oyj, A Shares	37,504	909,303
YIT Oyj	60,196	1,297,418
France 8.11%		94,459,314
BNP Paribas	191,904	13,914,626
Carrefour SA	22,473	1,037,202
Casino Guichard Perrachon SA	13,379	1,076,806
Cie de Saint-Gobain SA	41,512	1,952,525
Dassault Systemes SA	26,723	1,539,789
Essilor International SA	39,081	2,357,018
Eutelsat Communications	15,162	503,522
France Telecom SA	102,909	2,414,325
GDF Suez	28,265	1,038,302
Gemalto NV (I)	7,428	304,621
Hermes International SA	15,385	2,074,321
Iliad SA	2,544	269,455
L’Oreal SA	26,496	2,741,239
Lafarge SA	12,608	818,182
Lagardere SCA	31,714	1,158,389
Natixis (I)	107,149	531,051
Nexans SA	10,516	742,788
Peugeot SA (I)	70,476	1,861,137
PPR SA	16,090	1,846,578
Publicis Groupe SA	11,489	453,311

See notes to financial statements

Annual report | International Core Fund  13 

	Shares	Value
France (continued)
Renault SA (I)	81,850	$3,368,367
Rhodia SA (I)	129,848	2,470,794
Sanofi-Aventis SA	320,176	23,424,987
Schneider Electric SA	9,129	975,621
Societe Generale	132,542	7,311,938
SOITEC (I)(L)	127,794	1,678,868
Technicolor (I)(L)	439,246	581,249
Technip SA	32,766	2,333,140
Total SA	171,964	9,599,790
Valeo SA (I)	26,713	815,636
Vivendi SA	74,678	1,881,863
Wendel	24,612	1,381,874
Germany 3.78%		44,074,409
Adidas-Salomon AG	14,981	741,938
Aixtron AG	32,572	957,240
BASF SE	97,968	5,499,557
Bayerische Motoren Werke (BMW) AG	31,671	1,283,885
Beiersdorf AG	10,723	657,183
Bilfinger Berger AG	4,371	275,763
Deutsche Bank AG	51,788	3,286,758
Deutsche Post AG	63,614	1,034,119
Deutsche Telekom AG	113,154	1,455,685
E.ON AG	62,493	2,225,223
Hannover Rueckversicherung AG (I)	48,638	2,178,300
Heidelberger Druckmaschinen AG (I)	39,469	274,115
Hochtief AG	11,411	802,745
Infineon Technologies AG (I)	567,399	3,084,953
Kloeckner & Company SE (I)	49,612	1,154,265
Lanxess AG	26,113	959,589
Metro AG	17,735	909,286
MTU Aero Engines Holding AG	24,383	1,236,207
Muenchener Rueckversicherungs—Gesellschaft AG (MunichRe)	5,908	914,141
Norddeutsche Affinerie AG (L)	41,805	1,931,927
Puma AG	5,201	1,469,764
RWE AG	13,273	1,125,176
Salzgitter AG	29,632	2,613,276
SAP AG	104,476	4,659,130
Software AG	13,158	1,521,519
Suedzucker AG	59,314	1,376,962
Vossloh AG	4,540	445,703
Greece 0.57%		6,660,930
Alpha Bank AE (I)	135,207	1,280,289
National Bank of Greece SA (I)	137,597	2,620,708
OPAP SA	109,091	2,248,616
Public Power Corp. SA (I)	33,718	511,317

See notes to financial statements

14  International Core Fund | Annual report 

	Shares	Value
Hong Kong 1.32%		$15,412,616
CLP Holdings, Ltd.	746,699	5,161,777
Esprit Holdings, Ltd.	223,795	1,601,124
Hong Kong & China Gas Company, Ltd.	922,300	2,079,844
Hong Kong Electric Holdings, Ltd.	573,854	3,219,822
Hong Kong Exchanges & Clearing, Ltd.	63,900	1,070,646
Noble Group, Ltd.	349,000	786,616
Pacific Basin Shipping, Ltd.	567,000	452,485
Yue Yuen Industrial Holdings, Ltd.	350,218	1,040,302
Ireland 0.74%		8,620,193
C&C Group PLC	325,736	1,202,106
CRH PLC	144,571	3,312,972
DCC PLC	35,151	921,608
Experian Group PLC	188,554	1,745,064
Kerry Group PLC	45,449	1,438,443
Italy 4.94%		57,525,030
Ansaldo STS SpA	50,477	972,906
Azimut Holding SpA	85,984	990,960
Banca Monte dei Paschi di Siena SpA	551,556	818,326
Bulgari SpA (L)	142,657	1,103,658
Enel SpA	1,463,486	7,938,181
ENI SpA	750,044	16,923,243
Fiat SpA (I)	75,699	796,872
Italcementi SpA (L)	36,018	221,661
Luxottica Group SpA	45,256	1,183,562
Mediaset SpA	328,984	2,490,405
Parmalat SpA	729,590	1,840,386
Saipem SpA	57,597	1,904,799
Snam Rete Gas SpA	458,702	2,170,367
Telecom Italia SpA	1,921,328	2,737,737
Telecom Italia SpA	1,953,933	2,075,918
Tenaris SA	50,404	1,044,528
Terna Rete Elettrica Nazionale SpA (L)	442,670	1,818,757
UniCredit Italiano SpA (I)	4,138,354	10,492,764
Japan 23.69%		275,954,919
Advantest Corp.	72,600	1,726,746
AEON Credit Service Company, Ltd.	37,000	378,837
Aiful Corp. (L)	394,600	594,474
Aisin Seiki Company, Ltd.	63,300	1,659,648
Alps Electric Company, Ltd. (I)	217,146	1,276,598
Asahi Glass Company, Ltd.	255,000	2,543,608
Asahi Kasei Corp.	341,000	1,775,467
Astellas Pharmaceuticals, Inc.	126,700	4,767,339
Bank of Yokohama, Ltd.	172,000	862,534
Canon, Inc.	39,100	1,623,521
Circle K Sunkus Company, Ltd.	30,800	386,397
Cosmo Oil Company, Ltd.	410,000	972,832

See notes to financial statements

Annual report | International Core Fund  15 

	Shares	Value
Japan (continued)
CyberAgent, Inc.	1,121	$2,039,404
Daiei, Inc. (I)(L)	93,050	308,206
Daikyo, Inc. (I)	573,000	1,058,935
Dainippon Screen Manufacturing Company, Ltd. (I)	278,000	1,271,587
Daito Trust Construction Company, Ltd.	57,300	2,801,573
Denki Kagaku Kogyo Kabushiki Kaisha	150,000	605,418
Denso Corp.	76,000	2,057,855
Don Quijote Company, Ltd.	53,600	1,358,038
Dowa Holdings Company, Ltd.	288,000	1,624,802
Ebara Corp. (I)	440,000	2,096,880
Eisai Company, Ltd. (L)	46,980	1,830,970
Electric Power Development Company, Ltd.	41,600	1,393,531
Elpida Memory, Inc. (I)	113,400	2,033,433
Fast Retailing Company, Ltd.	27,400	4,622,865
Fuji Heavy Industries, Ltd. (I)	401,116	1,832,039
Fuji Oil Company, Ltd.	45,800	715,068
Fujikura, Ltd.	260,000	1,375,516
Fujitsu, Ltd.	333,000	2,166,504
Hanwa Company, Ltd.	187,000	742,426
Haseko Corp. (I)	1,640,000	1,602,158
Hikari Tsushin, Inc.	37,300	652,088
Hirose Electric Company, Ltd.	10,700	1,139,491
Hitachi Construction Machinery Company, Ltd.	100,100	2,046,738
Hitachi, Ltd. (I)(L)	308,000	1,014,483
Hokkaido Electric Power Company, Inc.	63,199	1,251,051
Honda Motor Company, Ltd.	247,012	8,558,167
Ibiden Company, Ltd.	60,000	2,018,829
Inpex Holdings, Inc.	207	1,516,353
Iseki & Company, Ltd. (I)(L)	286,000	832,623
Itochu Corp.	356,000	2,865,594
JFE Holdings, Inc.	100,000	3,715,185
Kajima Corp.	402,000	942,904
Kakaku.com, Inc.	180	704,617
Kao Corp.	175,550	4,490,208
Kawasaki Kisen Kaisha, Ltd. (I)(L)	646,000	2,345,643
KDDI Corp.	260	1,386,461
Komatsu, Ltd.	171,700	3,443,743
Konami Corp.	49,923	935,363
Kyocera Corp.	9,300	828,261
Lawson, Inc.	23,700	1,036,615
Leopalace21 Corp. (I)	275,800	1,327,243
Marubeni Corp.	532,824	3,180,676
Matsui Securities Company, Ltd. (L)	89,900	604,128
Mazda Motor Corp. (I)	817,000	2,149,218
Mitsubishi Chemical Holdings Corp.	395,000	1,790,610
Mitsubishi Corp.	246,095	6,140,902
Mitsubishi Electric Corp. (I)	157,000	1,287,037
Mitsubishi UFJ Financial Group	701,100	3,573,266

See notes to financial statements

16  International Core Fund | Annual report 

	Shares	Value
Japan (continued)
Mitsubishi UFJ Lease & Finance Company, Ltd.	42,020	$1,451,618
Mitsui Mining & Smelting Company, Ltd. (I)	623,000	1,708,699
Mitsui O.S.K. Lines, Ltd.	443,000	2,861,488
Mixi, Inc. (I)(L)	45	289,602
Mizuho Financial Group, Inc.	3,629,200	7,081,195
Net One Systems Company, Ltd.	354	371,018
NGK INSULATORS, Ltd.	54,000	1,163,932
Nidec Corp.	30,900	3,013,693
Nikon Corp.	25,200	553,750
Nintendo Company, Ltd.	8,200	2,232,647
Nippon Electric Glass Company, Ltd.	163,000	2,121,944
Nippon Mining Holdings, Inc.	773,500	3,852,199
Nippon Oil Corp.	780,000	4,174,755
Nippon Telegraph & Telephone Corp.	101,200	4,413,766
Nippon Yakin Kogyo Company, Ltd. (L)	205,500	609,615
Nippon Yusen Kabushiki Kaisha	780,000	2,824,167
Nissan Motor Company, Ltd. (I)	1,624,300	12,917,707
Nisshin Seifun Group, Inc.	32,500	428,840
Nisshinbo Holdings, Inc.	83,000	810,087
Nitori Company, Ltd.	22,900	1,835,251
Nitto Denko Corp.	64,000	2,363,322
Nomura Holdings, Inc.	228,600	1,688,401
NSK, Ltd.	113,000	795,096
NTT DoCoMo, Inc.	3,784	5,850,667
Obayashi Corp.	281,000	1,089,615
Odakyu Electric Railway Company, Ltd.	12,000	101,945
Oriental Land Company, Ltd.	6,000	429,489
ORIX Corp.	57,550	4,428,749
Osaka Gas Company, Ltd.	758,120	2,747,242
Pacific Metals Company, Ltd.	284,000	2,074,441
Pioneer Corp. (I)(L)	106,000	374,250
Point, Inc.	21,680	1,344,777
Resona Holdings, Inc.	286,800	3,471,626
Ricoh Company, Ltd.	136,000	1,890,466
Rohm Company, Ltd.	13,000	884,412
Ryohin Keikaku Company, Ltd.	28,500	1,192,987
SANKYO Company, Ltd.	42,300	2,041,428
SEGA SAMMY HOLDINGS, Inc.	194,900	2,406,409
Seven & I Holdings Company, Ltd.	327,100	7,353,197
Sharp Corp.	172,000	1,990,639
Shimamura Company, Ltd.	11,000	958,145
Shin-Etsu Chemical Company, Ltd.	33,200	1,784,492
Showa Shell Sekiyu KK	152,700	1,080,452
Softbank Corp.	68,400	1,790,042
Sojitz Holdings Corp.	1,053,300	1,876,513
Sumco Corp. (I)	120,000	2,180,644
Sumitomo Corp.	245,700	2,674,500
Sumitomo Electric Industries, Ltd.	214,900	2,580,406

See notes to financial statements

Annual report | International Core Fund  17 

	Shares	Value
Japan (continued)
Sumitomo Metal Industries, Ltd.	632,000	$1,746,061
Sumitomo Metal Mining Company, Ltd.	183,000	2,592,106
Sumitomo Trust & Banking Company, Ltd.	569,841	3,222,407
Suzuki Motor Corp.	70,600	1,500,694
Taisei Corp.	673,000	1,392,570
Taisho Pharmaceuticals Company, Ltd.	43,790	755,853
Taiyo Yuden Company, Ltd.	122,000	1,685,008
Takeda Pharmaceutical Company, Ltd.	186,889	8,464,733
Takefuji Corp. (L)	78,380	347,466
TDK Corp.	22,000	1,355,206
Toho Zinc Company, Ltd.	145,000	635,401
Tokyo Electron, Ltd.	31,300	1,931,599
Tokyo Gas Company, Ltd.	287,397	1,251,685
Tokyo Steel Manufacturing Company, Ltd.	104,000	1,149,878
Tokyo Tatemono Company, Ltd.	345,000	1,217,327
TonenGeneral Sekiyu K.K	117,133	955,463
Toshiba Corp. (I)	986,000	4,932,581
Tosoh Corp.	461,000	1,104,147
Toyota Motor Corp.	83,200	3,113,633
Toyota Tsusho Corp.	121,500	1,742,542
UNI Charm Corp.	10,300	987,402
UNY Company, Ltd.	171,100	1,341,348
USS Company, Ltd.	16,360	1,061,411
Yahoo! Japan Corp.	2,815	1,053,093
Yamada Denki Company, Ltd.	18,170	1,264,457
Yamaha Motor Company, Ltd.	83,400	1,107,817
Luxembourg 0.25%		2,897,303
ArcelorMittal	76,023	2,897,303
Netherlands 2.41%		28,076,990
Aegon NV (I)	373,841	2,364,134
ASML Holding NV	33,762	1,034,084
Heineken NV	72,630	3,566,963
ING Groep NV (I)	1,156,846	10,380,675
Koninklijke Ahold NV	74,973	919,032
Koninklijke BAM Groep NV	122,336	969,220
Koninklijke Boskalis Westinster NV	23,689	762,640
Koninklijke DSM NV	35,380	1,479,246
Koninklijke Philips Electronics NV	81,955	2,397,134
Koninklijke Vopak NV	7,573	557,201
Reed Elsevier NV	94,504	1,082,470
TomTom NV (I)(L)	108,580	847,581
Unilever NV (L)	57,023	1,716,610
New Zealand 0.33%		3,854,205
Fletcher Building, Ltd.	318,100	1,759,192
Telecom Corp. of New Zealand, Ltd.	1,303,770	2,095,013

See notes to financial statements

18  International Core Fund | Annual report 

	Shares	Value
Norway 0.14%		$1,683,591
DnB NOR ASA (I)	154,900	1,683,591
Portugal 0.11%		1,248,197
Portugal Telecom SGPS SA	118,593	1,248,197
Singapore 1.82%		21,220,056
CapitaCommercial Trust	1,461,000	1,122,927
Ezra Holdings, Ltd.	172,000	273,933
Golden Agri-Resources, Ltd. (I)	6,662,000	2,510,522
Indofood Agri Resources, Ltd. (I)	191,000	289,254
Midas Holdings, Ltd.	557,000	396,062
Neptune Orient Lines, Ltd.	983,854	1,245,228
Oversea-Chinese Banking Corp., Ltd.	285,000	1,720,847
SembCorp Marine, Ltd.	951,573	2,510,451
Singapore Exchange, Ltd.	277,000	1,521,575
Singapore Press Holdings, Ltd.	847,000	2,236,278
Singapore Telecommunications, Ltd.	1,618,350	3,512,104
Suntec REIT	786,000	727,304
United Overseas Bank, Ltd.	127,000	1,687,241
Venture Corp., Ltd.	154,000	924,463
Wilmar International, Ltd.	117,000	541,867
Spain 3.51%		40,830,145
Banco Bilbao Vizcaya Argentaria SA	582,668	7,575,859
Banco Popular Espanol SA (L)	223,307	1,478,538
Banco Santander SA	1,750,978	22,832,231
Gas Natural SDG SA	38,295	702,620
Inditex SA	42,266	2,492,369
Repsol YPF SA	187,520	4,247,610
Telefonica SA	63,902	1,500,918
Sweden 3.41%		39,671,977
Alfa Laval AB	28,762	408,047
Assa Abloy AB, Series B	55,877	1,048,994
Atlas Copco AB, Series A	79,221	1,121,567
Boliden AB	406,445	4,973,156
Electrolux AB, Series B (I)	95,271	2,024,222
Hennes & Mauritz AB, B Shares	161,649	9,804,987
Modern Times Group AB, B Shares	45,102	2,477,355
NCC AB	78,459	1,274,196
Nordea Bank AB	360,858	3,524,112
Sandvik AB	184,708	1,988,095
Skandinaviska Enskilda Banken AB, Series A (I)	189,991	1,151,057
SKF AB, B Shares	60,263	952,340
Svenska Cellulosa AB, B Shares	88,918	1,314,829
Svenska Handelsbanken AB, Series A	124,806	3,406,380
Swedbank AB, Class A (I)(L)	306,503	2,933,997
Trelleborg AB (I)	196,537	1,268,643

See notes to financial statements

Annual report | International Core Fund  19 

	Shares	Value
Switzerland 6.31%		$73,493,999
Actelion, Ltd. (I)	13,478	687,047
Compagnie Financiere Richemont SA, BR Shares	90,874	3,062,321
Credit Suisse Group AG	105,585	4,700,802
Nestle SA	281,307	13,995,687
Novartis AG (L)	495,066	27,461,158
Roche Holdings AG	91,613	15,303,584
Swatch Group AG, BR Shares	10,902	3,032,665
Swisscom AG	4,592	1,577,684
Synthes AG (L)	30,793	3,673,051
United Kingdom 19.90%		231,833,082
3i Group PLC	205,043	824,067
Amlin PLC	233,095	1,405,072
Anglo American PLC (I)	237,087	8,645,509
Antofagasta PLC	146,346	1,972,595
Associated British Foods PLC	79,363	1,149,674
AstraZeneca PLC	480,155	21,142,270
Autonomy Corp. PLC (I)	55,673	1,299,161
Barclays PLC	3,264,424	15,627,612
BG Group PLC	323,674	5,650,325
BHP Billiton PLC	77,396	2,383,791
BP PLC	382,945	3,380,389
British American Tobacco PLC	61,654	2,095,866
BT Group PLC	1,231,305	2,157,087
Burberry Group PLC	234,646	2,238,609
Capita Group PLC	198,379	2,165,681
Carnival PLC	21,545	817,374
Centrica PLC	338,529	1,443,713
Cobham PLC	622,050	2,292,423
Daily Mail & General Trust	60,114	407,496
Diageo PLC	282,696	4,596,860
Drax Group PLC	141,560	863,372
DSG International PLC (I)	2,034,513	952,277
Eurasian Natural Resources Corp.	66,568	1,043,087
GlaxoSmithKline PLC	1,691,073	31,352,205
Home Retail Group PLC	531,814	2,068,479
HSBC Holdings PLC	703,910	7,732,025
Imperial Tobacco Group PLC	42,386	1,322,714
Kazakhmys PLC (I)	116,942	2,392,955
Kingfisher PLC	552,485	1,811,790
Ladbrokes PLC	138,357	307,762
Lloyds TSB Group PLC (I)	2,912,174	2,339,121
Marks & Spencer Group PLC	233,243	1,174,384
National Express Group PLC (I)	54,643	169,125
Next PLC	98,533	2,817,928
Old Mutual PLC (I)	348,761	603,992
Pearson PLC	85,141	1,188,729
Petrofac, Ltd.	100,902	1,580,683
Punch Taverns PLC (I)	438,630	514,128

See notes to financial statements

20  International Core Fund | Annual report 

	Shares	Value
United Kingdom (continued)
Reckitt Benckiser Group PLC	118,607	$6,238,410
Reed Elsevier PLC	273,609	2,055,974
Rentokil Initial PLC (I)	348,983	686,254
Rio Tinto PLC	111,184	5,756,509
Royal Dutch Shell PLC, A Shares	564,758	15,420,403
Royal Dutch Shell PLC, B Shares	302,563	7,922,219
SABMiller PLC	131,123	3,438,728
Sage Group PLC	435,309	1,572,211
Scottish & Southern Energy PLC	95,281	1,628,575
Signet Jewelers, Ltd. (I)	42,715	1,230,196
Smith & Nephew PLC	204,619	2,105,063
Standard Chartered PLC	329,075	7,856,079
Taylor Woodrow PLC (I)	1,732,643	941,091
Tesco PLC	381,121	2,439,556
Travis Perkins PLC (I)	84,443	861,689
Trinity Mirror PLC (I)	132,918	267,800
Tullow Oil PLC	96,818	1,755,120
Unilever PLC	57,321	1,682,081
United Utilities Group PLC	145,337	1,204,607
Vedanta Resources PLC	43,285	1,682,743
Vodafone Group PLC	5,036,205	10,864,658
William Hill PLC	399,545	1,188,590
Wolseley PLC (I)	133,103	3,147,406
Xstrata PLC (I)	506,166	7,956,790
	Shares	Value
Preferred Stocks 0.23%		$2,702,944
(Cost $2,284,065)
Germany 0.23%		2,702,944
Bayerische Motoren Werke (BMW) AG	10,493	320,688
Fresenius SE	7,940	558,143
Henkel AG & Company KGaA	35,414	1,824,113
Rights 0.05%		$511,524
(Cost $529,350)
Italy 0.05%		511,524
Finmeccanica SpA	39,548	511,524
Short-Term Investments 12.26%		$142,844,278
(Cost $142,843,664)

Issuer, description, maturity date	Yield*	Maturity date	Par value	Value
U.S. Government 1.83%				$21,299,547
U.S. Treasury Bills	0.010%	03-18-10	$21,300,000	21,299,547

See notes to financial statements

Annual report | International Core Fund  21 

		Par value	Value
Repurchase Agreement 5.30%			$61,707,000
Repurchase Agreement with State Street Corp. dated 2-26-10 at
0.01% to be repurchased at $61,707,051 on 3-1-10, collateralized
by $62,390,000 Federal Home Loan Mortgage Corp., 2.00% due
6-15-2012 (valued at $62,401,230, including interest)		$61,707,000	61,707,000
		Shares	Value
Securities Lending Collateral 5.13%			$59,837,731
John Hancock Collateral Investment Trust (W)	0.1869% (Y)	5,977,736	59,837,731
Total investments (Cost $1,296,310,004)† 103.90%		$1,210,219,945
Other assets and liabilities, net (3.90%)			($45,460,436)
Total net assets 100.00%		$1,164,759,509

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

* Yield represents either the annualized yield at the date of purchase, the stated coupon rate or, for floating rate securities, the rate at period end.

REIT Real Estate Investment Trust

(I) Non-income producing security.

(L) All or a portion of this security is on loan as of February 28, 2010.

(W) Investment is an affiliate of the Fund, the adviser and/or subadviser and represents the investment of securities lending collateral received.

(Y) The rate shown is the annualized seven-day yield as of February 28, 2010.

† At February 28, 2010, the aggregate cost of investment securities for federal income tax purposes was $1,313,072,452. Net unrealized depreciation aggregated $102,852,507, of which $62,708,844 related to appreciated investment securities and $165,561,351 related to depreciated investment securities.

See notes to financial statements

22  International Core Fund | Annual report 

F I N A N C I A L   S T A T E M E N T S

Financial statements

Statement of assets and liabilities 2-28-10

This Statement of Assets and Liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum public offering price per share.

Assets
Investments in unaffiliated issuers, at value (Cost $1,174,765,887)
including $57,483,078 of securities loaned (Note 2)	$1,088,675,214
Investments in affiliated issuers, at value (Cost $59,837,117) (Note 2)	59,837,731
Repurchase agreement, at value (Cost $61,707,000) (Note 2)	61,707,000
Total investments, at value (Cost $1,296,310,004)	1,210,219,945
Cash	612
Foreign currency, at value (Cost $383,795)	383,110
Cash held at broker for futures contracts	8,531,405
Receivable for forward foreign currency exchange contracts (Note 3)	968,978
Receivable for fund shares sold	2,595,645
Dividends and interest receivable	3,117,485
Receivable for securities lending income	35,695
Receivable for futures variation margin	874,051
Receivable due from adviser	168,581
Other receivables and prepaid assets	31,036
Total assets	1,226,926,543
Liabilities
Payable for forward foreign currency exchange contracts (Note 3)	1,180,767
Payable for fund shares repurchased	534,571
Payable upon return of securities loaned (Note 2)	59,782,343
Payable to affiliates
Accounting and legal services fees	14,751
Transfer agent fees	137,106
Trustees’ fees	23,536
Other liabilities and accrued expenses	493,960
Total liabilities	62,167,034
Net assets
Capital paid-in	$1,478,552,679
Accumulated distributions in excess of net investment income	(3,293,725)
Accumulated net realized loss on investments, futures contracts and
foreign currency transactions	(222,364,797)
Net unrealized depreciation on investments, futures contracts and
translation of assets and liabilities in foreign currencies	(88,134,648)
Net assets	$1,164,759,509

See notes to financial statements

Annual report | International Core Fund  23 

F I N A N C I A L   S T A T E M E N T S

Statement of assets and liabilities (continued)

Net asset value per share
Based on net asset values and shares outstanding — the Fund has an
unlimited number of shares authorized with no par value
Class A ($225,386,758 ÷ 8,757,273 shares)	$25.74
Class B ($6,406,787 ÷ 250,101 shares)1	$25.62
Class C ($5,252,490 ÷ 205,021 shares)1	$25.62
Class I ($83,511,948 ÷ 3,236,722 shares)	$25.80
Class R1 ($163,031 ÷ 6,352 shares)	$25.67
Class R3 ($27,652 ÷ 1,071.582 shares)	$25.80
Class R4 ($27,644 ÷ 1,071.582 shares)	$25.80
Class R5 ($32,268 ÷ 1,251 shares)	$25.79
Class 1 ($43,507,727 ÷ 1,683,919 shares)	$25.84
Class NAV ($800,443,204 ÷ 30,997,199 shares)	$25.82
Maximum offering price per share
Class A (net asset value per share ÷ 95%)2	$27.09

¹ Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

² On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements

24  International Core Fund | Annual report 

F I N A N C I A L   S T A T E M E N T S

Statement of operations For the year ended 2-28-10

This Statement of Operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income
Dividends	$29,195,208
Securities lending	1,446,528
Interest	24,850
Less foreign taxes withheld	(2,331,282)
Total investment income	28,335,304
Expenses
Investment management fees (Note 5)	8,688,063
Distribution and service fees (Note 5)	514,062
Accounting and legal services fees (Note 5)	77,956
Transfer agent fees (Note 5)	836,819
Trustees’ fees (Note 5)	69,285
State registration fees (Note 5)	82,326
Printing and postage fees (Note 5)	35,168
Professional fees	54,582
Custodian fees	802,177
Registration and filing fees (Note 5)	52,093
Proxy fees	261,016
Other	52,908
Total expenses	11,526,455
Less expense reductions (Note 5)	(620,273)
Net expenses	10,906,182
Net investment income	17,429,122
Realized and unrealized gain (loss)
Net realized gain (loss) on
Investments in unaffiliated issuers	(138,633,114)
Investments in affiliated issuers	54,775
Futures contracts (Note 3)	(251,627)
Foreign currency transactions	308,245
	(138,521,721)
Change in net unrealized appreciation (depreciation) of
Investments in unaffiliated issuers	414,308,964
Investments in affiliated issuers	614
Futures contracts (Note 3)	3,840,277
Translation of assets and liabilities in foreign currencies	1,903,565
	420,053,420
Net realized and unrealized gain	281,531,699
Increase in net assets from operations	$298,960,821

See notes to financial statements

Annual report | International Core Fund  25 

F I N A N C I A L   S T A T E M E N T S

Statements of changes in net assets

These Statements of Changes in Net Assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

	Year	Year
	ended	ended
	2-28-10	2-28-09
Increase (decrease) in net assets
From operations
Net investment income	$17,429,122	$34,161,710
Net realized loss	(138,521,721)	(69,102,099)
Change in net unrealized appreciation (depreciation)	420,053,420	(562,464,980)
Increase (decrease) in net assets resulting from operations	298,960,821	(597,405,369)
Distributions to shareholders
From net investment income
Class A	(3,861,204)	(4,321,830)
Class B	(95,282)	(472,033)
Class C	(73,557)	(317,559)
Class I	(1,997,302)	(74,417)
Class R1	(2,466)	(6,065)
Class R3	(477)	—
Class R4	(554)	—
Class R5	(631)	—
Class 1	(1,080,309)	(2,869,724)
Class NAV	(18,258,674)	(47,361,960)
From net realized gain
Class A	—	(3,282,454)
Class B	—	(430,078)
Class C	—	(289,334)
Class I	—	(50,482)
Class R1	—	(4,617)
Class 1	—	(1,934,564)
Class NAV	—	(31,534,234)
Total distributions	(25,370,456)	(92,949,351)
From Fund share transactions (Note 6)	188,583,389	(263,717,872)
Total increase (decrease)	462,173,754	(954,072,592)
Net assets
Beginning of year	702,585,755	1,656,658,347
End of year	$1,164,759,509	$702,585,755
Undistributed (accumulated distributions in excess of)
net investment income	($3,293,725)	$4,080,890

See notes to financial statements

26  International Core Fund | Annual report 

Financial highlights

The Financial Highlights show how the Fund’s net asset value for a share has changed since the end of the previous period.

CLASS A SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071	2-28-062
Per share operating performance
Net asset value, beginning of year	$18.43	$39.06	$43.30	$36.26	$32.60
Net investment income3	0.24	0.76	0.35	0.63	0.19
Net realized and unrealized gain (loss) on investments	7.59	(18.65)	(0.35)	6.79	3.47
Total from investment operations	7.83	(17.89)	—	7.42	3.66
Less distributions
From net investment income	(0.52)	(1.56)	(0.45)	—	—
From net realized gain	—	(1.18)	(3.79)	(0.38)	—
Total distributions	(0.52)	(2.74)	(4.24)	(0.38)	—
Net asset value, end of year	$25.74	$18.43	$39.06	$43.30	$36.26
Total return (%)4,5	42.33	(47.16)	(0.76)	20.48	11.236
Ratios and supplemental data
Net assets, end of year (in millions)	$225	$54	$130	$12	$17
Ratios (as a percentage of average net assets):
Expenses before reductions	1.957	1.75	1.68	2.23	2.228
Expenses net of fee waivers	1.667	1.75	1.65	1.40	0.558
Expenses net of fee waivers and credits	1.627	1.70	1.65	1.40	0.558
Net investment income	0.94	2.33	0.78	1.58	1.238
Portfolio turnover (%)	44	54	509	37	22

¹ Effective June 12, 2006, shareholders of the former GMO International Disciplined Equity Fund (the Predecessor Fund) became owners of an equal number of full and fractional Class A shares of the John Hancock International Core Fund. Additionally, the accounting and performance history of the former GMO International Disciplined Equity Fund was redesignated as that of John Hancock International Core Fund Class A.

² The inception date for Class A shares is 9-16-05.

³ Based on the average daily shares outstanding.

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Assumes dividend reinvestment (if applicable).

⁶ Not annualized.

⁷ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

⁸ Annualized.

⁹ Excludes merger activity.

See notes to financial statements

Annual report | International Core Fund  27 

CLASS B SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$18.36	$38.80	$43.08	$35.92
Net investment income (loss)2	0.17	0.53	—3	(0.25)
Net realized and unrealized gain (loss) on investments	7.44	(18.49)	(0.33)	7.79
Total from investment operations	7.61	(17.96)	(0.33)	7.54
Less distributions
From net investment income	(0.35)	(1.30)	(0.16)	—
From net realized gain	—	(1.18)	(3.79)	(0.38)
Total distributions	(0.35)	(2.48)	(3.95)	(0.38)
Net asset value, end of year	$25.62	$18.36	$38.80	$43.08
Total return (%)4,5	41.35	(47.53)	(1.48)	21.016
Ratios and supplemental data
Net assets, end of year (in millions)	$6	$7	$20	$1
Ratios (as a percentage of average net assets):
Expenses before reductions	3.077	2.75	2.48	6.838
Expenses net of fee waivers	2.367	2.63	2.41	2.398
Expenses net of fee waivers and credits	2.337	2.40	2.40	2.398
Net investment income (loss)	0.69	1.64	—9	(0.84)8
Portfolio turnover (%)	44	54	5010	37

¹ The inception date for Class B shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Less than $0.01 per share.

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Assumes dividend reinvestment (if applicable).

⁶ Not annualized.

⁷ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁸ Annualized.

⁹ Less than 0.01%.

¹⁰ Excludes merger activity.

CLASS C SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$18.36	$38.81	$43.09	$35.92
Net investment income (loss)2	0.15	0.55	0.13	(0.24)
Net realized and unrealized gain (loss) on investments	7.46	(18.52)	(0.46)	7.79
Total from investment operations	7.61	(17.97)	(0.33)	7.55
Less distributions
From net investment income	(0.35)	(1.30)	(0.16)	—
From net realized gain	—	(1.18)	(3.79)	(0.38)
Total distributions	(0.35)	(2.48)	(3.95)	(0.38)
Net asset value, end of year	$25.62	$18.36	$38.81	$43.09
Total return (%)3,4	41.35	(47.55)	(1.48)	21.045
Ratios and supplemental data
Net assets, end of year (in millions)	$5	$4	$15	$4
Ratios (as a percentage of average net assets):
Expenses before reductions	2.696	2.59	2.49	3.727
Expenses net of fee waivers	2.366	2.43	2.40	2.397
Expenses net of fee waivers and credits	2.336	2.40	2.40	2.397
Net investment income (loss)	0.60	1.69	0.28	(0.79)7
Portfolio turnover (%)	44	54	508	37

¹ The inception date for Class C shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁴ Assumes dividend reinvestment (if applicable).

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁷ Annualized.

⁸ Excludes merger activity.

See notes to financial statements

28  International Core Fund | Annual report 

CLASS I SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$18.45	$39.20	$43.43	$35.92
Net investment income2	0.35	0.94	0.55	0.16
Net realized and unrealized gain (loss) on investments	7.63	(18.77)	(0.35)	7.73
Total from investment operations	7.98	(17.83)	0.20	7.89
Less distributions
From net investment income	(0.63)	(1.74)	(0.64)	—
From net realized gain	—	(1.18)	(3.79)	(0.38)
Total distributions	(0.63)	(2.92)	(4.43)	(0.38)
Net asset value, end of year	$25.80	$18.45	$39.20	$43.43
Total return (%)3,4	43.10	(46.91)	(0.33)	21.995
Ratios and supplemental data
Net assets, end of year (in millions)	$84	$1	$3	—6
Ratios (as a percentage of average net assets):
Expenses before reductions	1.06	2.37	2.34	12.527
Expenses net of fee waivers	1.06	1.18	1.18	1.207
Expenses net of fee waivers and credits	1.06	1.18	1.18	1.207
Net investment income	1.34	2.87	1.24	0.567
Portfolio turnover (%)	44	54	508	37

¹ The inception date for Class I shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁴ Assumes dividend reinvestment (if applicable).

⁵ Not annualized.

⁶ Less than $500,000.

⁷ Annualized.

⁸ Excludes merger activity.

CLASS R1 SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$18.36	$38.94	$43.19	$35.92
Net investment income (loss)2	0.23	0.69	0.66	(0.03)
Net realized and unrealized gain (loss) on investments	7.50	(18.54)	(0.69)	7.68
Total from investment operations	7.73	(17.85)	(0.03)	7.65
Less distributions
From net investment income	(0.42)	(1.55)	(0.43)	—
From net realized gain	—	(1.18)	(3.79)	(0.38)
Total distributions	(0.42)	(2.73)	(4.22)	(0.38)
Net asset value, end of year	$25.67	$18.36	$38.94	$43.19
Total return (%)3,4	42.00	(47.16)	(0.82)	21.325
Ratios and supplemental data
Net assets, end of year (in millions)	—6	—6	—6	—6
Ratios (as a percentage of average net assets):
Expenses before reductions	8.857	15.16	13.85	20.408
Expenses net of fee waivers	1.927	2.10	1.70	1.948
Expenses net of fee waivers and credits	1.927	1.70	1.70	1.948
Net investment income (loss)	0.92	2.21	1.48	(0.10)8
Portfolio turnover (%)	44	54	509	37

¹ The inception date for Class R1 shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Total return would have been lower had certain expenses not been reduced during the periods shown.

⁴ Assumes dividend reinvestment (if applicable).

⁵ Not annualized.

⁶ Less than $500,000.

⁷ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

⁸ Annualized.

⁹ Excludes merger activity.

See notes to financial statements

Annual report | International Core Fund  29 

CLASS R3 SHARES Period ended	2-28-101
Per share operating performance
Net asset value, beginning of year	$23.33
Net investment income2	0.02
Net realized and unrealized gain on investments	2.90
Total from investment operations	2.92
Less distributions
From net investment income	(0.45)
Net asset value, end of year	$25.80
Total return (%)3,4	12.405
Ratios and supplemental data
Net assets, end of year (in millions)	—6
Ratios (as a percentage of average net assets):
Expenses before reductions	10.977
Expenses net of fee waivers	1.917
Expenses net of fee waivers and credits	1.917
Net investment income	0.107
Portfolio turnover (%)	44

¹ The inception date for Class R3 shares is 5-22-09.

² Based on the average daily shares outstanding.

³ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁴ Assumes dividend reinvestment (if applicable).

⁵ Not annualized.

⁶ Less than $500,000.

⁷ Annualized.

CLASS R4 SHARES Period ended	2-28-101
Per share operating performance
Net asset value, beginning of year	$23.33
Net investment income2	0.08
Net realized and unrealized gain on investments	2.91
Total from investment operations	2.99
Less distributions
From net investment income	(0.52)
Net asset value, end of year	$25.80
Total return (%)3,4	12.695
Ratios and supplemental data
Net assets, end of year (in millions)	—6
Ratios (as a percentage of average net assets):
Expenses before reductions	10.717
Expenses net of fee waivers	1.617
Expenses net of fee waivers and credits	1.617
Net investment loss	0.407
Portfolio turnover (%)	44

¹ The inception date for Class R4 shares is 5-22-09.

² Based on the average daily shares outstanding.

³ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁴ Assumes dividend reinvestment (if applicable).

⁵ Not annualized.

⁶ Less than $500,000.

⁷ Annualized.

See notes to financial statements

30  International Core Fund | Annual report 

CLASS R5 SHARES Period ended	2-28-101
Per share operating performance
Net asset value, beginning of year	$23.33
Net investment income2	0.14
Net realized and unrealized gain on investments	2.91
Total from investment operations	3.05
Less distributions
From net investment income	(0.59)
Net asset value, end of year	$25.79
Total return (%)3,4	12.955
Ratios and supplemental data
Net assets, end of year (in millions)	—6
Ratios (as a percentage of average net assets):
Expenses before reductions	10.507
Expenses net of fee waivers	1.317
Expenses net of fee waivers and credits	1.317
Net investment income	0.707
Portfolio turnover (%)	44

¹ The inception date for Class R5 shares is 5-22-09.

² Based on the average daily shares outstanding.

³ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁴ Assumes dividend reinvestment (if applicable).

⁵ Not annualized.

⁶ Less than $500,000.

⁷ Annualized.

CLASS 1 SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$18.48	$39.22	$43.43	$40.56
Net investment income2	0.46	0.93	0.95	0.02
Net realized and unrealized gain (loss) on investments	7.54	(18.74)	(0.72)	3.26
Total from investment operations	8.00	(17.81)	0.23	3.28
Less distributions
From net investment income	(0.64)	(1.75)	(0.65)	(0.03)
From net realized gain	—	(1.18)	(3.79)	(0.38)
Total distributions	(0.64)	(2.93)	(4.44)	(0.41)
Net asset value, end of year	$25.84	$18.48	$39.22	$43.43
Total return (%)3,4	43.11	(46.83)	(0.25)	8.115
Ratios and supplemental data
Net assets, end of year (in millions)	$44	$34	$74	$82
Ratios (as a percentage of average net assets):
Expenses before reductions	1.086	1.10	1.16	1.237
Expenses net of fee waivers	1.076	1.10	1.14	1.177
Expenses net of fee waivers and credits	1.076	1.10	1.14	1.177
Net investment income	1.83	2.88	2.09	0.167
Portfolio turnover (%)	44	54	508	37

¹ The inception date for Class 1 shares is 11-6-06.

² Based on the average daily shares outstanding.

³ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁴ Assumes dividend reinvestment (if applicable).

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁷ Annualized.

⁸ Excludes merger activity.

See notes to financial statements

Annual report | International Core Fund  31 

CLASS NAV Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$18.47	$39.21	$43.42	$39.18
Net investment income2	0.49	0.99	0.95	0.08
Net realized and unrealized gain (loss) on investments	7.51	(18.78)	(0.70)	4.58
Total from investment operations	8.00	(17.79)	0.25	4.66
Less distributions
From net investment income	(0.65)	(1.77)	(0.67)	(0.04)
From net realized gain	—	(1.18)	(3.79)	(0.38)
Total distributions	(0.65)	(2.95)	(4.46)	(0.42)
Net asset value, end of year	$25.82	$18.47	$39.21	$43.42
Total return (%)3,4	43.14	(46.80)	(0.20)	11.905
Ratios and supplemental data
Net assets, end of year (in millions)	$800	$603	$1,415	$1,244
Ratios (as a percentage of average net assets):
Expenses before reductions	1.046	1.04	1.11	1.087
Expenses net of fee waivers	1.026	1.04	1.08	1.087
Expenses net of fee waivers and credits	1.026	1.04	1.08	1.087
Net investment income	1.99	3.06	2.09	0.387
Portfolio turnover (%)	44	54	508	37

¹ The inception date for Class NAV shares is 8-29-06.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁷ Annualized.

⁸ Excludes merger activity.

See notes to financial statements

32  International Core Fund | Annual report 

Notes to financial statements

Note 1 — Organization

John Hancock International Core Fund (the Fund) is a diversified series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek high total return.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of Assets and Liabilities. Class A, Class B and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Class R1, Class R3, Class R4 and Class R5 shares are available to certain retirement plans. Class 1 shares are sold only to certain affiliates of Manulife Financial Corporation (MFC). Class NAV shares are sold to affiliated funds of funds. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees and transfer agent fees for each class may differ. Class B shares convert to Class A shares eight years after purchase.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of the regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these techniques are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the values by input classification of the Fund’s investments as of February 28, 2010, by major security category or type:

Annual report | International Core Fund  33 

			LEVEL 2	LEVEL 3
	TOTAL MARKET	LEVEL 1	SIGNIFICANT	SIGNIFICANT
	VALUE AT	QUOTED	OBSERVABLE	UNOBSERV-
	02-28-10	PRICE	INPUTS	ABLE INPUTS
Common Stocks
Japan	$275,954,919	—	$275,954,919	—
United Kingdom	231,833,082	—	231,833,082	—
France	94,459,314	—	94,459,314	—
Switzerland	73,493,999	—	73,493,999	—
Italy	57,525,030	—	57,525,030	—
Australia	47,372,125	—	47,372,125	—
Germany	44,074,409	—	44,074,409	—
Spain	40,830,145	—	40,830,145	—
Sweden	39,671,977	—	39,671,977	—
Canada	30,193,935	$30,193,935	—	—
Netherlands	28,076,990	—	28,076,990	—
Singapore	21,220,056	—	21,220,056	—
Belgium	19,047,768	—	19,047,768	—
Hong Kong	15,412,616	—	15,412,616	—
Ireland	8,620,193	—	8,620,193	—
Finland	8,392,486	—	8,392,486	—
Greece	6,660,930	—	6,660,930	—
Denmark	5,924,038	—	5,924,038	—
New Zealand	3,854,205	—	3,854,205	—
Austria	2,981,979	—	2,981,979	—
Luxembourg	2,897,303	—	2,897,303	—
Bermuda	2,731,912	—	2,731,912	—
Norway	1,683,591	—	1,683,591	—
Portugal	1,248,197	—	1,248,197	—
Preferred Stocks
Germany	2,702,944	—	2,702,944	—
Rights
Italy	511,524	—	511,524	—
Short Term Investments	142,844,278	59,837,731	83,006,547	—
Total Investments in
Securities	$1,210,219,945	$90,031,666	$1,120,188,279	—
Other Financial
Instruments	(2,029,729)	(1,817,940)	(211,789)	—
Totals	$1,208,190,216	$88,213,726	$1,119,976,490	—

In order to value the securities, the Fund uses the following valuation techniques. Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. John Hancock Collateral Investment Trust (JHCIT), an affiliate of the Fund, is valued at its closing net asset value. JHCIT is a non stable value fund investing in short-term investments as part of a securities lending program.

Other portfolio securities and assets, where market quotations are not readily available, are valued at fair value, as determined in good faith by the Fund’s Pricing Committee, following procedures established by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various times prior to the close of trading on the NYSE. The values of

34  International Core Fund | Annual report 

non-U.S. securities, used in computing the net asset value of the Fund’s shares, are generally determined at these times. Significant market events that affect the values of non-U.S. securities may occur after the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees.

Repurchase agreements. The Fund may enter into repurchase agreements. When a Fund enters into a repurchase agreement it receives collateral which is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation. Dividend income is recorded on the ex-dividend date except for certain foreign dividends where the ex-date may have passed, which are recorded when the Fund becomes aware of the dividends. Interest income includes coupon interest and amortization/accretion of discounts/premiums on debt securities.

Securities lending. A Fund may lend its securities to earn additional income. It receives and maintains cash collateral received from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, which is not a stable value fund. As a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral. Income received from JHCIT is a component of securities lending income as recorded on the Statement of Operatio ns.

Foreign currency translation. Assets, including investments and liabilities denominated in foreign currencies are translated into U.S. dollar values each day at the prevailing exchange rate. Purchases and sales of securities, income, and expenses are translated into U.S. dollars at the prevailing exchange rate on the date of the transaction. The effect of changes in foreign currency exchange rates on realized and unrealized securities gains and losses is reflected as a component of securities gains and losses.

Funds that invest internationally generally carry more risk than Funds that invest strictly in U.S. securities. Funds investing in a single country or in a limited geographic region tend to be riskier than funds that invest more broadly. Risks can result from differences in economic and political conditions, regulations, market practices (including higher transaction costs) and accounting standards. Foreign investments are also subject to a decline in the value of a foreign currency versus the U.S. dollar, which reduces the dollar value of securities denominated in that currency.

Expenses. The majority of expenses are directly attributable to an individual Fund. Expenses that are not readily attributable to a specific fund are allocated among all Funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the Funds’ relative assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual report | International Core Fund  35 

Class allocations. Income, common expenses, and realized and unrealized gains (losses) are determined at the Fund level and allocated daily to each class of shares based on the net asset value of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage fees, for all classes are calculated daily at the class level based on the appropriate net asset value of each class and the specific expense rates applicable to each class.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to a Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian has a lien, security interest or security entitlement in any Fund property that is not segregated, to the maximum extent permitted by law for any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with the custodian which enables them to participate in a $150 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis based on their relative average net assets. For the year ended February 28, 2010, there were no significant borrowings under the line of credit by the Fund. Effective March 31, 2010, the amount of the line of credit changed to $100 million.

Federal income taxes. The Fund intends to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

For federal income tax purposes, the Fund has a capital loss carryforward of $201,183,192 available to offset future net realized capital gains. The following table details the capital loss carryforward available as of February 28, 2010. Availability of a certain amount of the loss carryforward, which was acquired in a merger, may be limited in a given year. Net capital losses of $7,346,222 and net currency losses of $404,484, that are a result of securities and currency transactions occurring after October 31, 2009 are treated as occurring on March 1, 2010, the first day of the Fund’s next taxable year.

At February 28, 2010, capital loss carryforward available to offset future realized gains was as follows:

CAPITAL LOSS CARRYFORWARD
EXPIRING AT FEBRUARY 28
2017	2018
$18,555,069	$182,628,123

As of February 28, 2010, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition or disclosure. The Fund’s federal tax return is subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-dividend date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the years ended February 28, 2010 and February 28, 2009 was as follows:

	FEBRUARY 28, 2010	FEBRUARY 28, 2009
Ordinary Income	$25,370,456	$55,423,590
Long-Term Capital Gain	—	37,525,761

36  International Core Fund | Annual report 

Distributions paid by the Fund with respect to each series of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of expenses that may be applied differently to each class. As of February 28, 2010, the Fund has no distributable earnings on a tax basis.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book/tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book/tax differences will reverse in a subsequent period. Permanent book/tax differences are primarily attributable to foreign currency transactions, investments in passive foreign investment companies, expiration of capital loss carryforward and differing treatment of capital gain/loss transactions.

Note 3 — Derivative instruments

The Fund may invest in derivatives, including futures contracts and forward foreign currency contracts in order to meet its investment objectives. The Fund may use derivatives to manage against anticipated changes in currency rates, gain exposure to securities or indexes, access certain securities markets, and enhance potential gains.

The use of derivative may involve risks different from, or potentially greater than, the risks associated with investing directly in securities. Specifically, derivatives expose a Fund to the risk that the counterparty to an over-the-counter (OTC) derivatives contract will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. OTC derivatives transactions typically can only be closed out with the other party to the transaction. If the counterparty defaults, the Fund will have contractual remedies, but there is no assurance that the counterparty will meet its contractual obligations or the Fund will succeed in enforcing them.

For more information regarding the Fund’s use of derivatives, please refer to the Fund’s Prospectuses and Statement of Additional Information.

Futures. A future is a contractual agreement to buy or sell a particular commodity, currency, or financial instrument at a pre-determined price in the future. Risks related to the use of futures contracts include possible illiquidity of the futures markets, contract prices that can be highly volatile and imperfectly correlated to movements in hedged security values and/or interest rates and potential losses in excess of the fund’s initial investment.

Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. Upon entering into a futures contract, the Fund is required to deposit initial margin with the broker in the form of cash or securities. The amount of required margin is generally based on a percentage of the contract value; this amount is the initial margin for the trade. The margin deposit must then be maintained at the established level over the life of the contract. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund.

Annual report | International Core Fund  37 

During the year ended February 28, 2010 the Fund used futures contracts to enhance potential gain, maintain diversification and liquidity, and adjust exposure to foreign currencies. The following table summarizes the contracts held at February 28, 2010. The range of futures contracts notional amounts held by the Fund during the year ended February 28, 2010 was $69.9 million to $114.5 million.

					UNREALIZED
OPEN	NUMBER OF			NOTIONAL VALUE	APPRECIATION
CONTRACTS	CONTRACTS	POSITION	EXPIRATION DATE	(USD)	(DEPRECIATION)
AEX Index Futures	13	Long	Mar 2010	$1,127,229	($20,132)
ASX SPI 200 Index
Futures	4	Long	Mar 2010	412,521	(6,747)
CAC 40 Index Futures	267	Long	Mar 2010	13,484,463	(28,514)
DAX Index Futures	70	Long	Mar 2010	13,331,066	(378,580)
FTSE 100 Index
Futures	130	Long	Mar 2010	10,578,219	158,358
FTSE MIB Index
Futures	149	Long	Mar 2010	21,376,057	(1,336,164)
Hang Seng Index
Futures	10	Long	Mar 2010	1,322,894	27,524
IBEX 35 Index Futures	13	Long	Mar 2010	1,829,976	(52,706)
OMX 30 Index
Futures	92	Long	Mar 2010	1,225,841	(723)
SGX MSCI Singapore
Index Futures	255	Long	Mar 2010	11,998,079	20,310
Topix Index Futures	145	Long	Mar 2010	14,541,617	(78,327)
S&P TSE 60 Index
Futures	180	Short	Mar 2010	23,258,696	(122,239)
				$114,486,658	($1,817,940)

Forward foreign currency contracts. A forward foreign currency contract is an agreement between two parties to buy and sell a specific currency at a price that is set on the date of the contract. The forward contract calls for delivery of the currency on a future date that is specified in the contract. Risks related to the use of forwards include the possible failure of counterparties to meet the terms of the forward agreement, the failure of the counterparties to timely post collateral, the risk that currency movements will not occur thereby reducing the fund’s total return, and the potential for losses in excess of the fund’s initial investment.

The market value of a forward foreign currency contract fluctuates with changes in foreign currency exchange rates. Forward foreign currency contracts are marked to market daily and the change in value is recorded by a Fund as an unrealized gain or loss. Realized gains or losses, equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed, are recorded upon delivery or receipt of the currency.

During the year ended February 28, 2010 the Fund used forward foreign currency contracts to enhance potential gain, manage against anticipated currency exchange rates, maintain diversifications and liquidity, and adjust exposure to foreign currencies. The following table summarizes the contracts held at February 28, 2010. The range of forward foreign currency contracts notional amounts held by the Fund during the year ended February 28, 2010 was $52.8 million to $142.7 million.

38  International Core Fund | Annual report 

		PRINCIPAL		PRINCIPAL AMOUNT		UNREALIZED
		AMOUNT COVERED		COVERED BY	SETTLEMENT	APPRECIATION
CURRENCY		BY CONTRACT		CONTRACT (USD)	DATE	(DEPRECIATION)
Buy
Australian Dollar	6,534,000		$5,817,364		4/23/10	$6,589
Euro	9,390,000		12,714,717		4/23/10	70,166
Japanese Yen	678,816,000		7,526,444		4/23/10	116,001
Norwegian Krone	12,888,056		2,191,362		4/23/10	(15,606)
Pound Sterling	7,805,155		12,286,797		4/23/10	(389,811)
Pound Sterling	5,121,000		7,906,204		4/23/10	(100,535)
Swedish Krona	129,294,270		18,001,667		4/23/10	134,623
Swedish Krona	129,294,270		18,046,643		4/23/10	89,646
Swiss Franc	27,718,238		25,817,550		4/23/10	(6,197)
Swiss Franc	7,067,000		6,534,957		4/23/10	45,867
Swiss Franc	27,718,238		25,897,029		4/23/10	(85,677)
			$142,740,734			($134,934)
Sells
Canadian Dollar	7,552,751		$7,225,909		4/23/10	$48,155
Euro	4,384,328		6,027,789		4/23/10	58,340
Euro	659,010		898,636		4/23/10	1,366
Pound Sterling	7,433,431		11,721,621		4/23/10	391,235
Hong Kong Dollar	35,758,435		4,605,494		4/23/10	(2,904)
Japanese Yen	141,147,673		1,565,300		4/23/10	(23,810)
Japanese Yen	2,043,008,729		22,444,972		4/23/10	(556,227)
Singapore Dollar	12,403,425		8,826,666		4/23/10	6,990
			$63,316,387			($76,855)

Fair value of derivative instruments by risk category.

The table below summarizes the fair values of derivatives held by the Fund at February 28, 2010, by risk category:

		FINANCIAL	ASSET	LIABILITY
	STATEMENT OF ASSETS AND	INSTRUMENTS	DERIVATIVES FAIR	DERIVATIVES
RISK	LIABILITIES LOCATION	LOCATION	VALUE	FAIR VALUE
Equity Contracts	Receivable for futures	Futures†	$206,192	($2,024,132)
	variation margin; Net
	unrealized apprecia-
	tion (depreciation) on
	investments
Foreign Exchange	Receivable/Payable	Foreign for-	968,978	(1,180,767)
Contracts	for foreign forward	ward currency
	currency exchange	contracts
	contracts
Total			$1,175,170	($3,204,899)

†Reflects cumulative appreciation/depreciation of futures as disclosed in Note 3. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

Effect of derivative instruments on the Statement of Operations.

The table below summarizes the realized gain (loss) recognized in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category for the year ended February 28, 2010:

Annual report | International Core Fund  39 

	STATEMENT OF		FUTURES		FOREIGN CURRENCY
RISK	OPERATIONS LOCATION		CONTRACTS		TRANSACTIONS*		TOTAL
Equity Contracts	Net realized loss	($251,627)		—		($251,627)
Foreign Exchange Contracts	Net realized loss	—		($96,234)		($96,234)
Total		($251,627)		($96,234)		($347,861)

*Realized gain/loss associated with forward foreign currency contracts is included in the caption on the Statement of Operations.

The table below summarizes the change in unrealized appreciation (depreciation) recognized in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category for the year ended February 28, 2010:

			FORWARD FOREIGN
	STATEMENT OF		CURRENCY
RISK	OPERATIONS LOCATION	FUTURES CONTRACTS	CONTRACTS*		TOTAL
			Translation
			of assets
			and liabilities
			in foreign
		Futures contracts	currencies
Equity Contracts	Change in unrealized
	appreciation
	(depreciation)	$3,840,277	—	$3,840,277
Foreign Exchange	Change in unrealized
Contracts	appreciation
	(depreciation)	—	$1,816,756	1,816,756
Total		$3,840,277	$1,816,756	$5,657,033

*Change in unrealized appreciation/depreciation associated with forward foreign currency contracts is included in the caption on the Statement of Operations.

Note 4 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred.

Note 5 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Adviser) serves as investment adviser for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Adviser, serves as principal underwriter of the Trust. The Adviser and the Distributor are indirect wholly owned subsidiaries of MFC.

Management fee. The Fund has an investment management contract with the Adviser under which the Fund pays a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.92% of the first $100,000,000 of the Fund’s aggregate daily net assets; (b) 0.895% of the next $900,000,000 of the Fund’s average daily net assets; (c) 0.88% of the next $1,000,000,000 of the Fund’s aggregate daily net assets; (d) 0.85% of the next $1,000,000,000 of the Fund’s average daily net assets; (e) 0.825% of the next $1,000,000,000 of the Fund’s average daily net assets; and (f) 0.80% of the Fund’s average daily net assets in excess of $4,000,000,000. The Adviser has a subadvisory agreement with Grantham, Mayo, Van Otterloo & Co. LLC. The Fund is not responsible for payment of the subadvisory fees.

40  International Core Fund | Annual report 

Prior to October 1, 2009, the Fund had an investment management contract with the Adviser under which the Fund paid a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.92% of the first $100,000,000 of the Fund’s aggregate daily net assets; (b) 0.895% of the next $900,000,000 of the Fund’s aggregate daily net assets; and (c) 0.88% of the Fund’s aggregate daily net assets in excess of $1,000,000,000.

The investment management fees incurred for the year ended February 28, 2010 were equivalent to an annual effective rate of 0.89% of the Fund’s average daily net assets.

Effective July 1, 2009, the Adviser has agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest, litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits are such that these expenses will not exceed 1.60% for Class A shares, 2.30% for Class B, 2.30% for Class C, 1.12% for Class I, 2.00% for Class R1, 1.90% for Class R3, 1.60% for Class R4, 1.30% for Class R5, 1.10% for Class 1 and 1.05% for Class NAV. The expense reimbursements and limits will continue in effect until June 30, 2010 and thereafter until terminated by the Adviser on notice to the Trust.

Prior to June 30, 2009, the Adviser has contractually agreed to reimburse or limit certain Fund level expenses to 0.20% of the Fund’s average annual net assets which are allocated pro rata to all share classes. This agreement excludes taxes, portfolio brokerage commissions, interest, advisory fees, distribution and service fees, transfer agent fees, state registration fees, printing and postage fees, litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded.

Prior to June 30, 2009, the Adviser agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits were such that these expenses will not exceed 1.70% for Class A shares, 2.40% for Class B, 2.40% for Class C, 1.18% for Class I, 1.70% for Class R1, 1.95% for Class R3, 1.65% for Class R4, 1.35% for Class R5, 1.15% for Class 1 and 1.12% for Class NAV.

Accordingly, the expense reductions or reimbursements related to these agreements were $354,491, $53,667, $17,667, $2,205, $9,784, $1,969, $1,980, $2,001, $6,630 and $123,333 for Class A, Class B, Class C, Class I, Class R1, Class R3, Class R4, Class R5, Class 1 and Class NAV, respectively for the year ended February 28, 2010.

Accounting and legal services. Pursuant to the Service Agreement, the Fund reimburses the Adviser for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services of the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports amongst other services. These expenses are allocated to each share class based on relative net assets at the time the expense was incurred. The accounting and legal services fees incurred for the year ended February 28, 2010, amounted to an approximate annual rate of 0.01% of the Fund’s average daily net assets.

Annual report | International Core Fund  41 

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B, Class C, Class R1, Class R3, Class R4, Class R5 and Class 1, pursuant to Rule 12b-1 of the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. The following table shows the contractual rates of distribution and services fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

Class	12b-1 Fees	Service Fee
Class A	0.30%	0.00%
Class B	1.00%	0.00%
Class C	1.00%	0.00%
Class R1	0.50%	0.25%
Class R3	0.50%	0.15%
Class R4	0.25%	0.10%
Class R5	0.00%	0.05%
Class 1	0.05%	0.00%

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $59,343 for the year ended February 28, 2010. Of this amount, $9,283 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $42,228 was paid as sales commissions to broker-dealers and $7,832 was paid as sales commissions to sales personnel of Signator Investors, Inc. (Signator Investors), a broker-dealer affiliate of the Adviser.

Class B and Class C shares are subject to contingent deferred sales charges (CDSC). Class B shares that are redeemed within six years of purchase are subject to CDSC, at declining rates, beginning at 5.00% of the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC on the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended February 28, 2010, CDSCs amounts received by the Distributor amounted to $29,205 and $329 for Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (“Signature Services” or “Transfer Agent”), an affiliate of the Adviser. The transfer agent fees are made up of three components:

• The Fund pays a monthly transfer agent fee at an annual rate of 0.05% for Class A, Class B, Class C, Class R1, Class R3, Class R4, Class R5 shares and 0.04% for Class I shares, based on each class’s average daily net assets.

• The Fund pays a monthly fee based on an annual rate of $16.50 per shareholder account.

• Signature Services is reimbursed for certain out-of-pocket expenses.

• Additionally, Class NAV shares do not pay transfer agent fees.

Certain investor accounts that maintain small balances are charged an annual small accounts fee by Signature Services. Amounts related to these fees are credited by Signature Services to the Fund. For the year ended February 28, 2010, these fees totaled $46,546.

42  International Core Fund | Annual report 

Class level expenses for year ended February 28, 2010 were:

	Distribution	Transfer	State	Printing
Class	and service fees	agent fees	registration fees	and postage
A	$362,039	$718,870	$27,921	$22,112
B	75,380	52,644	21,688	2,962
C	54,163	23,727	9,204	2,273
I	—	38,881	9,651	6,312
R1	706	1,013	9,431	—
R3	108	558	1,477	31
R4	54	558	1,477	31
R5	—	568	1,477	32
1	21,612	—	—	1,415
Total	$514,062	$836,819	$82,326	$35,168

Affiliated share ownership. Affiliates of the Fund owned 3,461, 1,072, 1,072 and 1,072 shares of beneficial interest of Class R1, Class R3, Class R4 and Class R5, respectively, on February 28, 2010.

Trustee expenses. The Trust compensates each Trustee who is not an employee of the Adviser or its affiliates. The Trustees may, for tax purposes, elect to defer receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan. Deferred amounts are invested in various John Hancock Funds and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting liability are included in the accompanying Statement of Assets and Liabilities.

Note 6 — Fund share transactions

Transactions in Fund shares for the years ended February 28, 2010 and February 28, 2009 were as follows:

	Year ended 2-28-101		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class A shares
Sold	6,631,074	$175,433,435	868,006	$31,009,566
Distributions reinvested	127,968	3,461,527	312,601	7,133,545
Repurchased	(937,289)	(23,342,208)	(1,574,957)	(51,354,224)
Net increase (decrease)	5,821,753	$155,552,754	(394,350)	($13,211,113)
Class B shares
Sold	34,238	$822,466	44,605	$1,365,379
Distributions reinvested	3,234	87,218	35,129	799,788
Repurchased	(157,836)	(3,860,326)	(213,470)	(6,559,803)
Net decrease	(120,364)	($2,950,642)	(133,736)	($4,394,636)
Class C shares
Sold	33,391	$831,273	34,564	$1,073,646
Distributions reinvested	2,024	54,586	19,420	442,188
Repurchased	(70,882)	(1,706,967)	(209,982)	(6,645,314)
Net decrease	(35,467)	($821,108)	(155,998)	($5,129,480)
Class I shares
Sold	3,684,749	$84,068,147	35,930	$1,090,861
Distributions reinvested	69,850	1,892,236	4,317	98,505
Repurchased	(566,742)	(14,806,818)	(64,731)	(2,262,026)
Net increase (decrease)	3,187,857	$71,153,565	(24,484)	($1,072,660)

Annual report | International Core Fund  43 

	Year ended 2-28-101		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class R1 shares
Sold	2,549	$60,268	621	$16,272
Distributions reinvested	91	2,466	470	10,681
Repurchased	(897)	(22,016)	(717)	(25,761)
Net increase	1,743	$40,718	374	$1,192
Class R3 shares
Sold	1,072	$25,000	—	—
Net increase	1,072	$25,000	—	—
Class R4 shares
Sold	1,072	$25,000	—	—
Net increase	1,072	$25,000	—	—
Class R5 shares
Sold	1,425	$34,030	—	—
Repurchased	(174)	(4,500)	—	—
Net increase	1,251	$29,530	—	—
Class 1 shares
Sold	125,633	$3,081,025	97,067	$2,952,539
Distributions reinvested	39,820	1,080,309	210,437	4,804,287
Repurchased	(306,337)	(7,335,607)	(366,172)	(11,643,597)
Net decrease	(140,884)	($3,174,273)	(58,668)	($3,886,771)
Class NAV shares
Sold	4,768,948	$118,536,541	6,143,850	$168,517,274
Distributions reinvested	673,503	18,258,674	3,457,327	78,896,195
Repurchased	(7,076,676)	(168,092,370)	(13,054,397)	(483,437,873)
Net decrease	(1,634,225)	($31,297,155)	(3,453,220)	($236,024,404)
Net increase (decrease)	7,083,808	$188,583,389	(4,220,082)	($263,717,872)

¹ The inception date for Class R3, Class R4 and Class R5 shares is 5-22-09.

Note 7 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities and U.S. Treasury obligations, aggregated $532,018,613 and $409,106,574, respectively for the year ended February 28, 2010.

44  International Core Fund | Annual report 

Auditors’ report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock International Core Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock International Core Fund (the “Fund”) at February 28, 2010, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 28, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
April 15, 2010

Annual report | International Core Fund  45 

Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended February 28, 2010.

The Fund hereby designates the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. This amount will be reflected on Form 1099-DIV for the calendar year 2010.

Shareholders will be mailed a 2010 Form 1099-DIV in January 2011. This will reflect the total of all distributions that are taxable for calendar year 2010.

46  International Core Fund | Annual report 

Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Patti McGill Peterson, Born: 1943	2006	47
Chairperson (since 2008); Principal, PMP Globalinc (consulting) (since 2007); Senior Associate, Institute
for Higher Education Policy (since 2007); Executive Director, CIES (international education agency)
(until 2007); Vice President, Institute of International Education (until 2007); Senior Fellow, Cornell
University Institute of Public Affairs, Cornell University (1997–1998); Former President Wells College,
St. Lawrence University and the Association of Colleges and Universities of the State of New York.
Director of the following: Niagara Mohawk Power Corporation (until 2003); Security Mutual Life
(insurance) (until 1997); ONBANK (until 1993). Trustee of the following: Board of Visitors, The University
of Wisconsin, Madison (since 2007); Ford Foundation, International Fellowships Program (until 2007);
UNCF, International Development Partnerships (until 2005); Roth Endowment (since 2002); Council for
International Educational Exchange (since 2003).
James F. Carlin, Born: 1940	2006	47
Chief Executive Officer, Director and Treasurer, Alpha Analytical Laboratories (environmental,
chemical and pharmaceutical analysis) (since 1985); Part Owner and Treasurer, Lawrence Carlin
Insurance Agency, Inc. (since 1995); Chairman and Chief Executive Officer, Carlin Consolidated, Inc.
(management/investments) (since 1987).
William H. Cunningham, Born: 1944	2006	47
Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas System
and former President of the University of Texas, Austin, Texas; Director of the following: LIN Television
(since 2009); Lincoln National Corporation (insurance) (Chairman since 2009 and Director since 2006);
Resolute Energy Corporation (since 2009); Nanomedical Systems, Inc. (biotechnology company)
(Chairman since 2008); Yorktown Technologies, LP (tropical fish) (Chairman since 2007); Greater Austin
Crime Commission (since 2001); Southwest Airlines (since 2000); former Director of the following:
Introgen (manufacturer of biopharmaceuticals) (until 2008); Hicks Acquisition Company I, Inc. (until
2007); Jefferson-Pilot Corporation (diversified life insurance company) (until 2006); and former Advisory
Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) (until 2009).
Deborah C. Jackson,2 Born: 1952	2008	47
Chief Executive Officer, American Red Cross of Massachusetts Bay (since 2002); Board of Directors
of Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation
(since 2001); Board of Directors of American Student Association Corp. (since 1996); Board of Directors
of Boston Stock Exchange (2002-2008); Board of Directors of Harvard Pilgrim Healthcare (health
benefits company) (since 2007).

Annual report | International Core Fund  47 

Independent Trustees (continued)

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Charles L. Ladner, Born: 1938	2006	47
Chairman and Trustee, Dunwoody Village, Inc. (retirement services) (since 2008); Director, Philadelphia
Archdiocesan Educational Fund (since 2009); Senior Vice President and Chief Financial Officer, UGI
Corporation (public utility holding company) (retired 1998); Vice President and Director for AmeriGas,
Inc. (retired 1998); Director of AmeriGas Partners, L.P. (gas distribution) (until 1997); Director,
EnergyNorth, Inc. (until 1995); Director, Parks and History Association (Cooperating Association,
National Park Service) (until 2005).
Stanley Martin,2 Born: 1947	2008	47
Senior Vice President/Audit Executive, Federal Home Loan Mortgage Corporation (2004–2006);
Executive Vice President/Consultant, HSBC Bank USA (2000–2003); Chief Financial Officer/Executive
Vice President, Republic New York Corporation & Republic National Bank of New York (1998-2000);
Partner, KPMG LLP (1971–1998).
Dr. John A. Moore, Born: 1939	2006	47
President and Chief Executive Officer, Institute for Evaluating Health Risks, (nonprofit institution)
(until 2001); Senior Scientist, Sciences International (health research) (until 2003); Former
Assistant Administrator & Deputy Administrator, Environmental Protection Agency; Principal,
Hollyhouse (consulting) (since 2000); Director, CIIT Center for Health Science Research (nonprofit
research) (until 2007).
Steven R. Pruchansky,2 Born: 1944	2006	47
Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First
American Bank (since 2008); Managing Director, Jon James, LLC (real estate) (since 2000); Director,
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President,
Maxwell Building Corp. (until 1991).
Gregory A. Russo, Born: 1949	2008	47
Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman,
Industrial Markets, KPMG (1998–2002).

Non-Independent Trustees³

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
James R. Boyle, Born: 1959	2006	244
Senior Executive Vice President, U.S. Division, Manulife Financial Corporation (since 2009), Executive
Vice President (1999–2009); Chairman and Director, John Hancock Advisers, LLC and John Hancock
Funds, LLC (since 2005); Chairman and Director, John Hancock Investment Management Services, LLC
(since 2006); Trustee of John Hancock Trust (since 2005), John Hancock Funds II (since 2005) and the
John Hancock retail funds (since 2006).

48  International Core Fund | Annual report 

Non-Independent Trustees³ (continued)

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
John G. Vrysen, Born: 1955	2009	47
Senior Vice President, Strategic Initiatives (since 2006), Vice President (until 2006), Manulife Financial
Corporation; Director, Executive Vice President and Chief Operating Officer, John Hancock Advisers,
LLC, The Berkeley Financial Group, LLC, John Hancock Investment Management Services, LLC
and John Hancock Funds, LLC (since 2007); Chief Operating Officer, John Hancock Funds II and
John Hancock Trust (since 2007); Chief Operating Officer, John Hancock retail funds (2007–2009);
Director, John Hancock Signature Services, Inc. (since 2005); Chief Financial Officer, John Hancock
Advisers, LLC, The Berkeley Financial Group, LLC, MFC Global Investment Management (U.S.), LLC,
John Hancock Investment Management Services, LLC, John Hancock Funds, LLC, John Hancock retail
funds, John Hancock Funds II and John Hancock Trust (2005-2007).

Principal officers who are not Trustees

Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Keith F. Hartstein, Born: 1956	2006
President and Chief Executive Officer
Senior Vice President, Manulife Financial Corporation (since 2004); Director, President and Chief
Executive Officer, John Hancock Advisers, LLC, The Berkeley Financial Group, LLC, John Hancock Funds,
LLC (since 2005); Director, MFC Global Investment Management (U.S.), LLC (since 2005); Chairman and
Director, Signature Services (since 2005); Director, President and Chief Executive Officer, John Hancock
Investment Management Services, LLC (since 2006); President and Chief Executive Officer,
John Hancock retail funds (since 2005); President and Chief Executive Officer (until 2009), John Hancock
Funds II and John Hancock Trust; Director, Chairman and President, NM Capital Management, Inc.
(since 2005); Member and former Chairman, Investment Company Institute Sales Force Marketing
Committee (since 2003); President and Chief Executive Officer, MFC Global (U.S.) (2005–2006).
Andrew G. Arnott, Born: 1971	2009
Chief Operating Officer
Senior Vice President, Manulife Financial Corporation (since 2009); Senior Vice President (since 2007),
Vice President (2005–2007), John Hancock Advisers, LLC; Senior Vice President (since 2008), Vice
President (2006–2008), John Hancock Investment Management Services, LLC; Senior Vice President
(since 2006), Vice President (2005–2006), 2nd Vice President (2004–2005), John Hancock Funds,
LLC; Chief Operating Officer (since 2009), Vice President (2007–2009), John Hancock retail funds;
Vice President (since 2006), John Hancock Funds II and John Hancock Trust; Senior Vice President
(2005–2009), Product Management and Development for John Hancock Funds, LLC; Vice President and
Director (1998–2005), Marketing and Product Management for John Hancock Funds, LLC.

Annual report | International Core Fund  49 

Principal officers who are not Trustees (continued)

Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Thomas M. Kinzler, Born: 1955	2006
Secretary and Chief Legal Officer
Secretary and Chief Legal Officer, John Hancock retail funds, John Hancock Funds II and John Hancock
Trust (since 2006); Secretary and Chief Legal Counsel (since 2008) and Secretary (2007–2008),
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC; Secretary,
John Hancock Funds, LLC and The Berkeley Financial Group, LLC (since 2007); Vice President and
Associate General Counsel for Massachusetts Mutual Life Insurance Company (1999–2006); Secretary
and Chief Legal Counsel for MML Series Investment Fund (2000–2006); Secretary and Chief Legal
Counsel for MassMutual Select Funds and MassMutual Premier Funds (2004–2006).
Francis V. Knox, Jr., Born: 1947	2006
Chief Compliance Officer
Chief Compliance Officer, John Hancock retail funds, John Hancock Funds II, John Hancock Trust,
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC (since 2005);
Vice President, John Hancock Advisers, LLC, John Hancock Investment Management Services, LLC and
MFC Global Investment Management (U.S.), LLC (2005–2008).
Charles A. Rizzo, Born: 1957	2007
Chief Financial Officer
Senior Vice President, John Hancock Advisers, LLC and John Hancock Investment Management
Services, LLC (since 2008); Chief Financial Officer, John Hancock retail funds, John Hancock Funds II and
John Hancock Trust (since 2007); Assistant Treasurer, Goldman Sachs Mutual Fund Complex (registered
investment companies) (2005–2007); Vice President, Goldman Sachs (2005–2007); Managing Director
and Treasurer of Scudder Funds, Deutsche Asset Management (2003–2005).
Michael J. Leary, Born: 1965	2007
Treasurer
Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust (since 2009);
Assistant Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust
(2007–2009); Vice President and Director of Fund Administration, JP Morgan (2004–2007).

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Fund and is available without charge, upon request, by calling 1-800-225-5291 or by visiting our Web site www.jhfunds.com.

¹ Each Trustee serves until resignation, retirement age or until his or her successor is elected.

² Member of Audit Committee.

³ Non-Independent Trustees hold positions with the Fund’s investment adviser, underwriter and certain other affiliates.

50  International Core Fund | Annual report 

More information

Trustees	Investment adviser
Patti McGill Peterson, Chairperson	John Hancock Investment Management
James R. Boyle†	Services, LLC
James F. Carlin
William H. Cunningham	Subadviser
Deborah C. Jackson*	Grantham, Mayo, Van Otterloo & Co. LLC
Charles L. Ladner
Stanley Martin*	Principal distributor
Dr. John A. Moore	John Hancock Funds, LLC
Steven R. Pruchansky*
Gregory A. Russo	Custodian
John G. Vrysen†	State Street Bank and Trust Company
Officers	Transfer agent
Keith F. Hartstein	John Hancock Signature Services, Inc.
President and Chief Executive Officer
	Legal counsel
Andrew G. Arnott	K&L Gates LLP
Chief Operating Officer
	Independent registered
Thomas M. Kinzler	public accounting firm
Secretary and Chief Legal Officer	PricewaterhouseCoopers LLP
Francis V. Knox, Jr.
Chief Compliance Officer	The report is certified under the Sarbanes-Oxley
	Act, which requires mutual funds and other public
Charles A. Rizzo	companies to affirm that, to the best of their
Chief Financial Officer	knowledge, the information in their financial reports
	is fairly and accurately stated in all material respects.
Michael J. Leary
Treasurer

*Member of the Audit Committee
†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:
1-800-225-5291	Regular mail:	Express mail:
jhfunds.com	John Hancock Signature Services, Inc.	John Hancock Signature Services, Inc.
	P.O. Box 55913	Mutual Fund Image Operations
	Boston, MA 02205-5913	30 Dan Road
		Canton, MA 02021

Annual report | International Core Fund  51 

1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com

Now available: electronic delivery
www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock International Core Fund.	6600A 2/10
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.	4/10

Management’s discussion of
Fund performance

By Grantham, Mayo, Van Otterloo & Co. LLC

U.S. stocks posted exceptionally strong gains during the 12 months ended February 28, 2010, with mid- and small-cap stocks leading the way. The government’s stimulative fiscal and monetary policies helped push the market sharply higher in the first half of the period. Upward momentum waned thereafter, as investors took some profits and waited to see whether the economic recovery would gain traction. While healthy economic growth later in 2009 helped bolster investors’ confidence, unemployment remained persistently high and home prices continued to decline. Additionally, credit concerns about Greece briefly spooked the market late in the period. During the period, the Fund’s benchmark, the Russell 2500 Growth Index, delivered a robust 66.26% return.

During the past year, John Hancock Growth Opportunities Fund’s Class A shares returned 46.57% at net asset value, trailing its benchmark. The Fund also lagged the 60.01% mark of the Morningstar, Inc. small growth funds’ average. Performance was curbed by stock selection in information technology, consumer discretionary and health care. In technology, performance suffered due to our position in Mantech International Corp., a provider of technology solutions for government security programs. The stock’s defensive, countercyclical status hurt its relative performance. Other detractors in the tech sector included InterDigital, Inc., a provider of digital wireless technologies for the cellular industry, and Palm, Inc., a smart phone supplier. Consumer discretionary holdings ITT Educational Services, Inc. and Corinthian Colleges, Inc. also underperformed, as did health care positions in Myriad Genetics, Inc., a provider of molecular diagnostic prod ucts, and Abraxis Bioscience, Inc. We sold all four of these companies. Conversely, contributors included mattress maker Tempur-Pedic International Inc., whose stock was boosted when the company announced a share buyback program, media and marketing holding Valassis Communications, Inc., and character-based entertainment company Marvel Entertainment, which was bought by Disney. We sold our stake in Disney after the buyout. Mortgage insurance provider Genworth Financial, Inc. and asset manager Eaton Vance, which we sold, also added value.

This commentary reflects the views of the portfolio management team through the end of the Fund’s period discussed in this report. The team’s statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

The Fund is non-diversified, which means that it may invest a greater percentage of its total assets in the securities of fewer issuers than a diversified fund. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

6  Growth Opportunities Fund | Annual report 

A look at performance

For the period ended February 28, 2010

	Average annual returns (%)				Cumulative total returns (%)
	with maximum sales charge (POP)				with maximum sales charge (POP)
	1-year	5-year	10-year	inception Since 1	1-year	5-year	10-year	inception Since 1
Class A2	39.21	—	—	–6.27	39.21	—	—	–25.04
Class B2	40.54	—	—	–6.21	40.54	—	—	–24.81
Class C2	44.67	—	—	–5.77	44.67	—	—	–23.26
Class I2,3	47.34	—	—	–4.72	47.34	—	—	–19.38

Performance figures assume all distributions are reinvested. Public offering price (POP) figures reflect maximum sales charges on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B shares and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable for Class I shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. The waivers and expense limitations are contractual at least until June 30, 2010. The net expenses are as follows: Class A — 1.50%, Class B — 2.20%, Class C — 2.20% and Class I — 1.02%. Had the fee waivers and expense limitations not been in place, the gross expenses would be as follows: Class A — 1.85%, Class B — 2.91%, Class C — 3.29% and Class I — 121.80%.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month-end performance data, please call 1–800–225–5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

The Fund’s performance results reflect any applicable expense reductions, without which the expenses would increase and results would have been less favorable.

¹ From September 16, 2005.

² On June 9, 2006, through a reorganization the Fund acquired all of the assets of the GMO Small/Mid Cap Growth Fund (the predecessor fund). The predecessor fund offered its Class III shares, inception date September 16, 2005, in exchange for Class A shares, which were first offered on June 12, 2006. The predecessor fund’s Class III shares returns have been recalculated to reflect the gross fees and expenses of Class A shares. The inception date for Class B, Class C and Class I shares is June 12, 2006; the returns prior to this date are those of Class A shares that have been recalculated to apply the gross fees and expenses of Class B, Class C and Class I shares, respectively.

³ For certain types of investors, as described in the Fund’s Class I share prospectus.

Annual report | Growth Opportunities Fund  7 

A look at performance

Growth of $10,000

This chart shows what happened to a hypothetical $10,000 investment in John Hancock Growth Opportunities Fund Class A shares¹ for the period indicated. For comparison, we’ve shown the same investment in the Russell 2500 Growth Index.

Assuming all distributions were reinvested for the period indicated, the table above shows the value of a $10,000 investment in the Fund’s Class B, Class C and Class I shares, respectively, as of February 28, 2010. Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

Russell 2500 Growth Index is an unmanaged index containing those securities in the Russell 2500 Index with a greater-than-average growth orientation.

It is not possible to invest directly in an index. Index figures do not reflect sales charges, which would have resulted in lower values if they did.

¹ On June 9, 2006, through a reorganization the Fund acquired all of the assets of the GMO Small/Mid Cap Growth Fund (the predecessor fund). The predecessor fund offered its Class III shares, inception date September 16, 2005, in exchange for Class A shares, which were first offered on June 12, 2006. The predecessor fund’s Class III shares returns have been recalculated to reflect the gross fees and expenses of Class A shares. The inception date for Class B, Class C and Class I shares is June 12, 2006; the returns prior to this date are those of Class A shares that have been recalculated to apply the gross fees and expenses of Class B, Class C and Class I shares, respectively.

² NAV represents net asset value and POP represents public offering price.

³ The contingent deferred sales charge, if any, is not applicable.

⁴ For certain types of investors, as described in the Fund’s Class I share prospectus.

8  Growth Opportunities Fund | Annual report 

Your expenses

These examples are intended to help you understand your ongoing operating expenses.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

■ Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

■ Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about your fund’s actual ongoing operating expenses, and is based on your fund’s actual return. It assumes an account value of $1,000.00 on September 1, 2009 with the same investment held until February 28, 2010.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,138.00	$9.28
Class B	1,000.00	1,134.10	11.96
Class C	1,000.00	1,134.10	12.33
Class I	1,000.00	1,140.80	5.41

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at February 28, 2010, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Annual report | Growth Opportunities Fund  9 

Your expenses

Hypothetical example for comparison purposes

This table allows you to compare your fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not your fund’s actual return). It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,016.10	8.75
Class B	1,000.00	1,013.60	11.28
Class C	1,000.00	1,013.20	11.63
Class I	1,000.00	1,019.70	5.11

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

¹ Expenses are equal to the Fund’s annualized expense ratio of 1.75%, 2.26%, 2.33% and 1.02%, for Class A, Class B, Class C, and Class I, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

10  Growth Opportunities Fund | Annual report 

Portfolio summary

Top 10 Holdings1
Walter Energy, Inc.	2.7%	J. Crew Group, Inc.	1.8%
Lubrizol Corp.	2.3%	Mettler-Toledo International, Inc.	1.7%
Genworth Financial, Inc., Class A	2.3%	Tupperware Brands Corp.	1.6%
Human Genome Sciences, Inc.	2.0%	Tempur-Pedic International, Inc.	1.5%
F5 Networks, Inc.	1.9%	Chico’s FAS, Inc.	1.5%
Sector Composition2,3
Information Technology	23%	Materials	7%
Consumer Discretionary	20%	Consumer Staples	5%
Health Care	17%	Energy	4%
Industrials	11%	Short-Term Investments & Other	5%
Financials	8%

¹ As a percentage of net assets on February 28, 2010. Excludes cash and cash equivalents.

² Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

³ As a percentage of net assets on February 28, 2010.

Annual report | Growth Opportunities Fund  11 

Fund’s investments

As of 2-28-10

	Shares	Value
Common Stocks 96.06%		$51,485,998
(Cost $46,370,833)
Consumer Discretionary 19.84%		10,630,988
Auto Components 1.28%
ArvinMeritor, Inc. (I)(L)	2,600	30,316
China Automotive Systems, Inc. (I)	1,300	26,247
Cooper Tire & Rubber Company	4,000	70,160
Goodyear Tire & Rubber Company (I)	20,500	266,295
Standard Motor Products, Inc.	1,300	10,543
TRW Automotive Holdings Corp. (I)	8,000	214,960
Wonder Auto Technology, Inc. (I)	6,800	67,388
Automobiles 0.21%
Thor Industries, Inc.	3,300	111,969
Diversified Consumer Services 0.20%
CPI Corp.	400	5,028
Pre-Paid Legal Services, Inc. (I)(L)	2,000	83,280
Universal Technical Institute, Inc. (I)	800	20,208
Hotels, Restaurants & Leisure 2.50%
Ambassadors Group, Inc.	1,400	15,806
BJ’s Restaurants, Inc. (I)(L)	800	17,120
California Pizza Kitchen, Inc. (I)	2,000	31,080
Carrols Restaurant Group, Inc. (I)	1,400	8,890
CEC Entertainment, Inc. (I)	700	24,535
Cheesecake Factory, Inc. (I)	11,500	271,975
Cracker Barrel Old Country Store, Inc.	4,600	200,928
DineEquity, Inc. (I)	500	14,670
Interval Leisure Group, Inc. (I)	4,400	63,184
P.F. Chang’s China Bistro, Inc. (I)	1,800	76,392
Universal Travel Group. (I)	1,300	12,857
WMS Industries, Inc. (I)	800	30,344
Wyndham Worldwide Corp.	24,900	572,451
Household Durables 3.71%
Harman International Industries, Inc. (I)	6,200	267,468
National Presto Industries, Inc.	500	63,080
Tempur-Pedic International, Inc. (I)	28,700	815,080
Tupperware Brands Corp.	18,000	841,140
Internet & Catalog Retail 0.02%
1-800-Flowers.com, Inc., Class A (I)	5,900	11,977

See notes to financial statements

12  Growth Opportunities Fund | Annual report 

	Shares	Value
Leisure Equipment & Products 0.12%
Polaris Industries, Inc. (L)	1,400	$64,036
Media 2.05%
CTC Media, Inc.	27,300	466,830
Arbitron, Inc. (L)	1,000	21,500
Valassis Communications, Inc. (I)	23,800	609,756
Specialty Retail 7.25%
Abercrombie & Fitch Company, Class A	1,800	65,556
Aeropostale, Inc. (I) (L)	4,300	152,048
Cato Corp., Class A	300	5,880
Chico’s FAS, Inc.	59,200	802,160
Finish Line, Inc. (L)	6,200	74,958
Guess?, Inc.	18,200	742,378
Gymboree Corp. (I)(L)	3,600	156,600
hhgregg, Inc. (I)	2,800	58,436
J. Crew Group, Inc. (I)(L)	22,500	946,800
Jo-Ann Stores, Inc. (I)	600	22,710
Jos. A. Bank Clothiers, Inc. (I)	1,800	80,514
Kirklands, Inc. (I)	7,100	117,576
Monro Muffler Brake, Inc.	300	10,458
Office Depot, Inc. (I)	10,700	77,254
OfficeMax, Inc. (I)	3,000	47,910
Sonic Automotive, Inc. (I)(L)	2,500	25,750
Stein Mart, Inc. (I)	8,600	70,262
Tiffany & Company	5,900	261,901
Williams-Sonoma, Inc. (L)	7,800	167,388
Textiles, Apparel & Luxury Goods 2.50%
Crocs, Inc. (I)	10,600	74,730
Fossil, Inc. (I)	12,000	435,000
Oxford Industries, Inc.	800	15,568
Phillips-Van Heusen Corp.	7,200	313,344
Steven Madden, Ltd. (I)	600	25,206
True Religion Apparel, Inc. (I)(L)	5,000	122,800
Warnaco Group, Inc. (I)	7,600	317,224
Wolverine World Wide, Inc.	1,200	33,084
Consumer Staples 5.66%		3,035,393
Beverages 0.19%
Boston Beer Company, Inc. (I)	1,000	47,320
Coca-Cola Bottling Company	1,000	55,650
Food & Staples Retailing 1.24%
United Natural Foods, Inc. (I)	1,200	35,244
Whole Foods Market, Inc. (I)(L)	17,700	628,173
Food Products 0.91%
B&G Foods, Inc.	1,700	15,827
Cal-Maine Foods, Inc.	2,400	76,944
Darling International, Inc. (I)	7,300	58,838
Green Mountain Coffee Roasters, Inc. (I)(L)	4,000	337,560

See notes to financial statements

Annual report | Growth Opportunities Fund  13 

	Shares	Value
Household Products 0.12%
WD-40 Company	2,100	$65,772
Personal Products 3.20%
Bare Escentuals, Inc. (I)	1,100	19,998
Herbalife, Ltd.	8,300	332,415
Medifast, Inc. (I)(L)	5,000	105,700
NBTY, Inc. (I)	17,600	799,040
Nu Skin Enterprises, Inc., Class A	17,100	456,912
Energy 4.55%		2,436,519
Energy Equipment & Services 2.94%
Atwood Oceanics, Inc. (I)	9,000	301,140
Dresser-Rand Group, Inc. (I)	4,500	139,095
Dril-Quip, Inc. (I)	6,200	339,264
Hercules Offshore, Inc. (I)	2,000	7,320
Lufkin Industries, Inc.	1,400	102,270
Oceaneering International, Inc. (I)	10,000	604,500
PHI, Inc. (I)	1,600	31,232
Rowan Companies, Inc.	1,900	49,438
Oil, Gas & Consumable Fuels 1.61%
Atlas Energy Inc. (I)	5,400	176,256
ATP Oil & Gas Corp. (I)	1,000	18,060
Brigham Exploration Company (I)(L)	10,100	165,842
Enbridge Energy Management LLC (I)	100	4,999
Golar LNG, Ltd. (I)	2,500	28,000
Holly Corp.	6,900	177,192
International Coal Group, Inc. (I)	100	436
Massey Energy Company	5,900	254,113
Ship Finance International, Ltd. (L)	1,700	27,030
Venoco, Inc. (I)	900	10,332
Financials 7.80%		4,181,286
Capital Markets 1.86%
GFI Group, Inc.	17,400	95,874
International Assets Holding Corp. (I)	500	7,805
Janus Capital Group, Inc.	9,300	116,250
Knight Capital Group, Inc. (I)	4,100	66,174
optionsXpress Holdings, Inc. (I)	4,500	71,145
SEI Investments Company	6,000	105,720
Teton Advisors, Inc., Class A	20	220
Waddell & Reed Financial, Inc., Class A	16,200	532,656
Commercial Banks 0.05%
Comerica, Inc.	100	3,608
Great Southern Bancorp, Inc.	1,000	22,850
SunTrust Banks, Inc.	100	2,381
Consumer Finance 1.49%
Advance America Cash Advance Centers, Inc.	10,800	67,716
AmeriCredit Corp. (I)(L)	9,300	206,925
Cardtronics, Inc. (I)	8,600	84,968

See notes to financial statements

14  Growth Opportunities Fund | Annual report 

	Shares	Value
Consumer Finance (continued)
Credit Acceptance Corp. (I)(L)	6,200	$249,054
Dollar Financial Corp. (I)	4,400	98,736
First Cash Financial Services, Inc. (I)	4,300	91,246
Diversified Financial Services 0.15%
Interactive Brokers Group, Inc., Class A (I)	100	1,723
MSCI, Inc. (I)	2,700	80,946
Insurance 2.88%
Axis Capital Holdings, Ltd.	4,600	144,670
Endurance Specialty Holdings, Ltd.	2,300	88,458
FBL Financial Group, Inc., Class A	2,800	56,896
Genworth Financial, Inc., Class A (I)(L)	77,700	1,238,538
Universal Insurance Holdings, Inc.	2,300	13,915
Real Estate Investment Trusts 0.39%
American Capital Agency Corp.	200	5,064
Anworth Mortgage Asset Corp.	100	676
Apollo Commercial Real Estate Finance, Inc. (I)	300	5,322
Colony Financial, Inc.	200	3,988
Crexus Investment Corp. (I)	300	4,149
DuPont Fabros Technology, Inc.	8,700	170,520
MFA Mortgage Investments, Inc.	100	724
Pennymac Mortgage Investment Trust (I)	200	3,298
Starwood Property Trust, Inc.	500	9,355
Walter Investment Management Corp.	392	5,676
Real Estate Management & Development 0.98%
CB Richard Ellis Group, Inc. (I)(L)	39,700	524,040
Health Care 16.85%		9,031,868
Biotechnology 2.63%
Emergent Biosolutions, Inc. (I)	5,500	80,630
Human Genome Sciences, Inc. (I)	38,400	1,080,960
Immunogen, Inc. (I)	100	661
Mannkind Corp. (I)(L)	10,800	107,892
NPS Pharmaceuticals, Inc. (I)	100	334
Protalix BioTherapeutics, Inc. (I)(L)	14,500	98,020
Rigel Pharmaceuticals, Inc. (I)	5,100	38,505
Health Care Equipment & Supplies 4.13%
American Medical Systems Holdings, Inc. (I)(L)	5,700	103,284
ArthroCare Corp. (I)	200	5,314
Beckman Coulter, Inc.	6,200	406,472
Exactech, Inc. (I)	1,900	36,841
Hill-Rom Holdings, Inc.	6,600	173,184
ICU Medical, Inc. (I)	1,900	65,303
IDEXX Laboratories, Inc. (I)(L)	5,500	290,455
Kensey Nash Corp. (I)	2,900	64,003
Kinetic Concepts, Inc. (I)	5,100	213,792
Merit Medical Systems, Inc. (I)	7,000	103,040
Orthofix International NV (I)	7,300	248,857
Sirona Dental Systems, Inc. (I)	13,800	495,282
Somanetics Corp. (I)	300	5,058

See notes to financial statements

Annual report | Growth Opportunities Fund  15 

	Shares	Value
Health Care Providers & Services 5.63%
Air Methods Corp. (I)	500	$13,305
AMN Healthcare Services, Inc. (I)	1,200	11,064
BioScrip, Inc. (I)	10,800	79,812
Catalyst Health Solutions, Inc. (I)	4,000	150,760
Chemed Corp.	1,800	96,408
Community Health Systems, Inc. (I)	3,700	126,799
CorVel Corp. (I)	5,300	170,660
Emergency Medical Services Corp., Class A (I)	2,100	109,326
Health Management Associates, Inc. (I)	105,600	769,824
Healthways, Inc. (I)	400	6,008
HMS Holdings Corp. (I)	3,400	156,536
inVentiv Health, Inc. (I)	4,100	60,188
Lincare Holdings, Inc. (I)	4,200	168,672
MEDNAX, Inc. (I)	3,700	197,950
Odyssey HealthCare, Inc. (I)	1,100	19,283
Owens & Minor, Inc.	100	4,465
Patterson Companies, Inc. (I)	12,800	379,904
Providence Service Corp. (I)	2,600	31,486
Tenet Healthcare Corp. (I)	80,800	425,816
Universal Health Services, Inc., Class B	1,000	31,020
US Physical Therapy, Inc. (I)	500	8,200
WellCare Health Plans, Inc. (I)	100	2,670
Health Care Technology 0.05%
Computer Programs & Systems, Inc.	800	28,752
Life Sciences Tools & Services 3.99%
Affymetrix, Inc. (I)	4,500	32,895
Albany Molecular Research, Inc. (I)	100	898
Bio-Rad Laboratories, Inc. (I)	500	46,695
Bruker BioSciences Corp. (I)	7,300	91,250
Charles River Laboratories International, Inc. (I)	2,800	106,176
Dionex Corp. (I)	2,400	163,920
eResearch Technology, Inc. (I)	10,900	65,945
Kendle International, Inc. (I)	1,200	20,436
Mettler-Toledo International, Inc. (I)	9,000	894,690
Millipore Corp. (I)(L)	5,200	490,932
Parexel International Corp. (I)	4,200	84,630
PerkinElmer, Inc.	2,400	53,304
Varian, Inc. (I)(L)	1,700	87,856
Pharmaceuticals 0.42%
Cadence Pharmaceuticals, Inc. (I)(L)	5,600	48,048
Hi-Tech Pharmacal Company, Inc. (I)	800	17,208
MAP Pharmaceuticals, Inc. (I)(L)	800	10,976
Medicis Pharmaceutical Corp., Class A	2,500	56,250
Perrigo Company	1,800	89,226
ViroPharma, Inc. (I)	300	3,738

See notes to financial statements

16  Growth Opportunities Fund | Annual report 

	Shares	Value
Industrials 10.85%		$5,816,734
Aerospace & Defense 1.42%
AAR Corp. (I)	900	20,412
Aerovironment, Inc. (I)(L)	2,200	53,350
American Science & Engineering, Inc.	500	37,155
Applied Signal Technology, Inc.	1,000	18,470
BE Aerospace, Inc. (I)	9,400	243,460
DigitalGlobe, Inc. (I)	19	453
Esterline Technologies Corp. (I)	1,200	49,380
TransDigm Group, Inc.	6,800	341,496
Airlines 0.87%
Alaska Air Group, Inc. (I)	100	3,500
Copa Holdings SA, Class A	8,400	456,876
Hawaiian Holdings, Inc. (I)	500	3,890
SkyWest, Inc.	100	1,476
Building Products 0.61%
Armstrong World Industries, Inc. (I)	2,500	92,050
Lennox International, Inc.	3,800	160,360
Masco Corp.	100	1,337
Quanex Building Products Corp.	3,800	59,204
Trex Company, Inc. (I)(L)	800	15,992
Commercial Services & Supplies 1.32%
ATC Technology Corp. (I)	600	13,446
Corrections Corp. of America (I)	1,100	23,540
Deluxe Corp.	4,100	73,595
EnerNOC, Inc. (I)	4,100	108,404
Healthcare Services Group, Inc.	2,000	43,920
Herman Miller, Inc.	1,900	34,580
HNI Corp. (L)	11,900	282,863
Knoll, Inc.	4,100	49,282
R.R. Donnelley & Sons Company	200	3,978
Standard Parking Corp. (I)	300	4,926
Team, Inc. (I)	1,400	25,382
U.S. Ecology, Inc.	2,800	41,692
Construction & Engineering 0.13%
Michael Baker Corp. (I)	1,800	60,912
Orion Marine Group, Inc. (I)	400	7,024
Electrical Equipment 0.47%
AZZ, Inc.	1,700	53,397
GrafTech International, Ltd. (I)	3,200	39,968
Harbin Electric, Inc. (I)(L)	1,000	18,930
Hubbell, Inc.	800	37,480
Polypore International, Inc. (I)	5,400	80,838
Powell Industries, Inc. (I)	800	23,040
Industrial Conglomerates 0.20%
Carlisle Companies, Inc.	2,400	82,320
Raven Industries, Inc.	900	26,370

See notes to financial statements

Annual report | Growth Opportunities Fund  17 

	Shares	Value
Machinery 3.19%
Actuant Corp., Class A	1,200	$21,732
Badger Meter, Inc. (L)	1,700	61,081
Bucyrus International, Inc.	5,900	369,104
Chart Industries, Inc. (I)	2,100	42,756
China Fire & Security Group, Inc. (I)(L)	600	8,442
Colfax Corp. (I)	1,800	20,394
Crane Company	5,100	161,517
Dynamic Materials Corp.	2,900	52,548
Force Protection, Inc. (I)	13,400	71,824
Freightcar America, Inc.	200	4,234
Graco, Inc.	900	24,669
Harsco Corp.	3,000	90,060
Middleby Corp. (I)	800	37,112
Nordson Corp.	2,100	138,180
Oshkosh Corp. (I)	100	3,812
Pall Corp.	10,200	402,594
Sauer-Danfoss, Inc. (I)	3,400	40,902
Toro Company	600	26,412
WABCO Holdings, Inc. (I)	5,000	133,700
Professional Services 0.76%
Administaff, Inc.	2,200	39,644
Diamond Management & Technology Consultants, Inc.	5,700	41,325
Equifax, Inc.	1,600	51,616
Exponent, Inc. (I)	2,500	66,575
ICF International, Inc. (I)	2,400	56,232
Robert Half International, Inc. (L)	4,600	128,340
The Advisory Board Company (I)	700	22,232
Road & Rail 1.26%
Avis Budget Group, Inc. (I)(L)	46,900	493,388
Con-way, Inc.	1,900	61,731
Dollar Thrifty Automotive Group, Inc. (I)	200	6,008
J.B. Hunt Transport Services, Inc.	2,100	74,508
Kansas City Southern (I)	1,100	37,730
Trading Companies & Distributors 0.62%
Titan Machinery, Inc. (I)(L)	4,300	51,213
Watsco, Inc. (I)(L)	2,300	133,032
WESCO International, Inc. (I)	5,100	147,339
Information Technology 22.86%		12,249,903
Communications Equipment 3.77%
Acme Packet, Inc. (I)	10,300	171,701
ADTRAN, Inc. (L)	5,700	133,266
Airvana, Inc. (I)	2,100	16,023
Arris Group, Inc. (I)	200	2,064
Aruba Networks, Inc. (I)	3,200	37,536
Blue Coat Systems, Inc. (I)	6,100	176,778
Brocade Communications Systems, Inc. (I)	29,000	168,780
F5 Networks, Inc. (I)	17,800	993,240
NETGEAR, Inc. (I)	1,100	27,885

See notes to financial statements

18  Growth Opportunities Fund | Annual report 

	Shares	Value
Communications Equipment (continued)
Plantronics, Inc.	3,300	$93,819
Polycom, Inc. (I)	7,000	182,770
Tekelec, Inc. (I)	800	13,216
Tellabs, Inc.	300	2,073
Computers & Peripherals 0.73%
Novatel Wireless, Inc. (I)	1,200	7,992
QLogic Corp. (I)	5,000	91,000
Silicon Graphics International Corp. (I)	200	2,148
STEC, Inc. (I)(L)	14,600	150,088
Stratasys, Inc. (I)	5,300	139,761
Electronic Equipment, Instruments & Components 2.03%
Arrow Electronics, Inc. (I)	3,800	107,198
Avnet, Inc. (I)	10,000	276,100
AVX Corp.	2,300	28,290
Benchmark Electronics, Inc. (I)	700	13,860
Comverge, Inc. (I)	1,100	10,670
FARO Technologies, Inc. (I)	3,100	74,214
Insight Enterprises, Inc. (I)	1,100	14,069
Jabil Circuit, Inc.	23,600	358,012
Multi-Fineline Electronix, Inc. (I)	2,000	43,600
Plexus Corp. (I)	2,600	89,674
Rofin-Sinar Technologies, Inc. (I)	1,500	30,735
SYNNEX Corp. (I)	1,300	37,232
Tech Data Corp. (I)	100	4,284
Internet Software & Services 0.47%
Earthlink, Inc.	100	834
MercadoLibre, Inc. (I)(L)	3,100	127,534
ModusLink Global Solutions, Inc. (I)	500	4,950
Travelzoo, Inc. (I)	800	9,120
ValueClick, Inc. (I)	11,800	111,982
IT Services 3.83%
Broadridge Financial Solutions, Inc.	6,500	136,760
CSG Systems International, Inc. (I)	5,600	112,672
Exlservice Holdings, Inc. (I)	1,300	22,360
Global Cash Access, Inc. (I)	14,700	110,103
Global Payments, Inc.	5,700	244,017
Heartland Payment Systems, Inc.	1,900	29,051
Hewitt Associates, Inc. (I)	6,100	231,739
MAXIMUS, Inc.	4,000	230,320
NeuStar, Inc., Class A (I)	1,700	39,406
Sapient Corp.	6,900	62,238
Syntel, Inc. (L)	7,600	257,640
TeleTech Holdings, Inc. (I)(L)	9,500	166,155
TNS, Inc. (I)	3,200	75,616
Unisys Corp. (I)	1,000	34,910
VeriFone Holdings, Inc. (I)	4,100	79,130
Virtusa Corp. (I)	2,300	20,930
Wright Express Corp. (I)	7,000	198,240

See notes to financial statements

Annual report | Growth Opportunities Fund  19 

	Shares	Value
Office Electronics 0.13%
Zebra Technologies Corp., Class A (I)	2,400	$68,568
Semiconductors & Semiconductor Equipment 4.82%
Cree, Inc. (I)	5,000	339,150
Cymer, Inc. (I)	100	3,132
Cypress Semiconductor Corp. (I)(L)	14,500	171,680
Diodes, Inc. (I)	12,600	247,086
Intersil Corp.	2,400	35,616
Micrel, Inc.	2,960	29,156
MKS Instruments, Inc. (I)	100	1,803
Monolithic Power Systems, Inc. (I)	500	10,155
Netlogic Microsystems, Inc. (I)	500	27,095
NVE Corp. (I)(L)	1,100	48,906
OmniVision Technologies, Inc. (I)	400	5,812
ON Semiconductor Corp. (I)	61,900	492,724
Power Integrations, Inc.	3,000	107,880
Silicon Laboratories, Inc. (I)	7,400	336,256
Skyworks Solutions, Inc. (I)(L)	12,700	193,929
Supertex, Inc. (I)	1,500	35,865
Teradyne, Inc. (I)(L)	4,200	41,958
Tessera Technologies, Inc. (I)	5,100	91,596
Veeco Instruments, Inc. (I)	6,800	231,880
Volterra Semiconductor Corp. (I)	6,000	130,980
Software 7.08%
Actuate Corp. (I)	4,500	24,120
ArcSight, Inc. (I)	2,100	56,280
Blackbaud, Inc.	2,200	51,216
Cadence Design Systems, Inc. (I)	10,700	60,990
FactSet Research Systems, Inc. (L)	7,900	522,980
Informatica Corp. (I)	5,900	150,568
Jack Henry & Associates, Inc.	1,600	36,128
Manhattan Associates, Inc. (I)	800	20,216
MICROS Systems, Inc. (I)	12,000	360,480
MicroStrategy, Inc., Class A (I)	4,300	381,367
Net 1 UEPS Technologies, Inc. (I)	2,100	37,065
Pegasystems, Inc.	5,600	201,600
Radiant Systems, Inc. (I)	5,000	55,850
Red Hat, Inc. (I)	20,100	563,805
Renaissance Learning, Inc.	5,700	79,515
Rovi Corp. (I)	21,800	730,300
Smith Micro Software, Inc. (I)	9,100	79,716
Sourcefire, Inc. (I)	4,200	98,112
Sybase, Inc. (I)	700	31,073
Synchronoss Technologies, Inc. (I)	3,300	57,453
TIBCO Software, Inc. (I)	9,300	85,281
Tyler Technologies, Inc. (I)	6,100	110,776

See notes to financial statements

20  Growth Opportunities Fund | Annual report 

	Shares	Value
Materials 7.04%		$3,775,046
Chemicals 3.80%
Ashland, Inc.	2,400	112,992
International Flavors & Fragrances, Inc.	4,700	197,917
LSB Industries, Inc. (I)	1,800	25,578
Lubrizol Corp.	15,700	1,240,457
NewMarket Corp.	3,700	329,485
Omnova Solutions, Inc. (I)	4,200	25,705
Stepan Company	400	19,016
W.R. Grace & Company (I)	2,900	83,984
Containers & Packaging 0.47%
AEP Industries, Inc. (I)	1,100	38,390
Boise, Inc. (I)	8,000	38,000
Bway Holding Company (I)	800	12,056
Crown Holdings, Inc. (I)	6,000	163,920
Metals & Mining 2.77%
Allied Nevada Gold Corp. (I)(L)	1,900	26,144
Walter Energy, Inc.	18,600	1,461,402
Telecommunication Services 0.61%		328,261
Diversified Telecommunication Services 0.33%
AboveNet, Inc. (I)	1,600	97,792
Cogent Communications Group, Inc. (I)	2,100	20,664
Global Crossing, Ltd. (I)	4,100	58,425
Wireless Telecommunication Services 0.28%
Syniverse Holdings, Inc. (I)	9,000	151,380
Short-Term Investments 16.68%		$8,937,814
(Cost $8,934,839)

		Maturity
	Yield*	date	Par value	Value
U.S. Government 1.42%				759,983
U.S. Treasury Bills	0.010%	03-18-10	760,000	759,983
Repurchase Agreement 2.68%				1,434,000
Repurchase Agreement with State Street Corp.
dated 2-26-10 at 0.01% to be repurchased
at $1,431,001 on 3-1-10, collateralized by
$1,450,000 Federal Home Loan Mortgage
Corp., 2.00% due 06-15-12 (valued at
$1,457,076, including interest)			1,434,000	1,434,000
			Shares	Value
Securities Lending Collateral 12.58%				6,743,831
John Hancock Collateral Investment Trust (W)	0.1869% (Y)		673,703	6,743,831
Total investments (Cost $55,305,672)† 112.74%				$60,423,812
Other assets and liabilities, net (12.74%)				($6,828,982)
Total net assets 100.00%				$53,594,830

The percentage shown for each investment category is the total value of that category as a percentage of the net assets of the Fund.

See notes to financial statements

Annual report | Growth Opportunities Fund  21 

Notes to Schedule of Investments

(I) Non-income producing security.

(L) All or a portion of this security is on loan as of February 28, 2010.

(W) Investment is an affiliate of the Fund, the adviser and/or subadviser and represents the investment of securities lending collateral received.

(Y) The rate shown is the annualized seven-day yield as of February 28, 2010.

* Yield represents the annualized yield at the date of purchase.

† At February 28, 2010, the aggregate cost of investment securities for federal income tax purposes was $55,406,075. Net unrealized appreciation aggregated $5,017,737, of which $7,268,922 related to appreciated investment securities and $2,251,185 related to depreciated investment securities.

See notes to financial statements

22  Growth Opportunities Fund | Annual report 

F I N A N C I A L  S T A T E M E N T S

Financial statements

Statement of assets and liabilities 2-28-10

This Statement of Assets and Liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum public offering price per share.

Assets
Investments in unaffiliated issuers, at value (Cost $47,130,816) including
$6,594,716 of securities loaned (Note 2)	$52,245,981
Investments in affiliated issuers, at value (Cost $6,740,856) (Note 2)	6,743,831
Repurchase agreements, at value (Cost $1,434,000) (Note 2)	1,434,000
Total investments, at value (Cost $55,305,672)	60,423,812
Cash	968
Cash held at broker for futures contracts	180,800
Receivable for investments sold	756,860
Receivable for fund shares sold	22,055
Dividends and interest receivable	28,295
Receivable for securities lending income	3,744
Other receivables and prepaid assets	1,540
Total assets	61,418,074
Liabilities
Payable for investments purchased	773,108
Payable for fund shares repurchased	147,929
Payable upon return of securities loaned (Note 2)	6,741,138
Payable for futures variation margin	1,440
Payable to affiliates
Accounting and legal services fees	822
Transfer agent fees	24,193
Distribution and service fees	53
Trustees’ fees	1,126
Investment management fees	58,970
Other liabilities and accrued expenses	74,465
Total liabilities	7,823,244
Net assets
Capital paid-in	$89,482,971
Accumulated net investment loss	(942)
Accumulated net realized loss on investments and futures contracts	(41,117,437)
Net unrealized appreciation on investments and futures contracts	5,230,238
Net assets	$53,594,830

See notes to financial statements

Annual report | Growth Opportunities Fund  23 

F I N A N C I A L  S T A T E M E N T S

Statement of assets and liabilities (continued)

Net asset value per share
Based on net asset values and shares outstanding — the Fund has an
unlimited number of shares authorized with no par value
Class A ($46,830,367 ÷ 2,770,544 shares)	$16.90
Class B ($4,665,630 ÷ 282,962 shares)1	$16.49
Class C ($2,066,638 ÷ 125,356 shares)1	$16.49
Class I ($32,195 ÷ 1,874 shares)	$17.18
Maximum offering price per share
Class A (net asset value per share ÷ 95%)2	$17.79

¹ Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

² On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements

24  Growth Opportunities Fund | Annual report 

F I N A N C I A L  S T A T E M E N T S

Statement of operations For the year ended 2-28-10

This Statement of Operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income
Dividends	$360,228
Securities lending	52,652
Interest	908
Total investment income	413,788
Expenses
Investment management fees (Note 5)	400,052
Distribution and service fees (Note 5)	197,084
Accounting and legal services fees (Note 5)	5,121
Transfer agent fees (Note 5)	346,206
Trustees’ fees (Note 5)	4,281
State registration fees (Note 5)	46,980
Printing and postage fees	38,209
Professional fees	40,297
Custodian fees	25,525
Registration and filing fees	28,796
Proxy fees	16,110
Other	2,712
Total expenses	1,151,373
Less expense reductions (Note 5)	(348,025)
Net expenses	803,348
Net investment loss	(389,560)
Realized and unrealized gain (loss)
Net realized gain (loss) on
Investments in unaffiliated issuers	(9,398,702)
Investments in affiliated issuers	(282)
Futures contracts (Note 3)	634,782
	(8,764,202)
Change in net unrealized appreciation (depreciation) of
Investments in unaffiliated issuers	27,405,587
Investments in affiliated underlying funds	2,975
Futures contracts (Note 3)	218,524
	27,627,086
Net realized and unrealized gain	18,862,884
Increase in net assets from operations	$18,473,324

See notes to financial statements

Annual report | Growth Opportunities Fund  25 

F I N A N C I A L  S T A T E M E N T S

Statements of changes in net assets

These Statements of Changes in Net Assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

	Year	Year
	ended	ended
	2-28-10	2-28-09
Increase (decrease) in net assets
From operations
Net investment loss	($389,560)	($454,855)
Net realized loss	(8,764,202)	(18,261,575)
Change in net unrealized appreciation (depreciation)	27,627,086	(16,758,580)
Increase (decrease) in net assets resulting from operations	18,473,324	(35,475,010)
From Fund share transactions (Note 6)	(7,035,680)	(9,877,514)
Total increase (decrease)	11,437,644	(45,352,524)
Net assets
Beginning of year	42,157,186	87,509,710
End of year	$53,594,830	$42,157,186
Accumulated net investment loss	($942)	($769)

See notes to financial statements

26  Growth Opportunities Fund | Annual report 

Financial highlights

CLASS A SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071	2-28-062
Per share operating performance
Net asset value, beginning of year	$11.53	$20.76	$24.34	$23.29	$21.31
Net investment income (loss)3	(0.10)	(0.10)	(0.15)	(0.07)4	0.04
Net realized and unrealized gain (loss) on investments	5.47	(9.13)	(3.43)	1.36	1.94
Total from investment operations	5.37	(9.23)	(3.58)	1.29	1.98
Less distributions
From net realized gain	—	—	—5	(0.24)	—
Net asset value, end of year	$16.90	$11.53	$20.76	$24.34	$23.29
Total return (%)6,7	46.57	(44.46)	(14.69)	5.57	9.298
Ratios and supplemental data
Net assets, end of year (in millions)	$47	$36	$72	$5	$2
Ratios (as a percentage of average net assets):
Expenses before reductions	2.1210	2.01	1.81	5.59	5.459
Expenses net of fee waivers	1.6410	1.81	1.55	1.32	0.489
Expenses net of fee waivers and credits	1.5110	1.54	1.54	1.32	0.489
Net investment income (loss)	(0.68)	(0.52)	(0.64)	(0.34)4	0.419
Portfolio turnover (%)	125	140	26211	96	43

¹ Effective June 12, 2006, shareholders of the former GMO Small/Mid Cap Growth Fund (the Predecessor Fund) became owners of an equal number of full and fractional Class A shares of the John Hancock Growth Opportunities Fund. Additionally, the accounting and performance history of the former GMO Small/Mid Cap Growth Fund was redesignated as that of John Hancock Growth Opportunities Fund Class A.

² The inception date for Class A shares is 9-16-05.

³ Based on the average daily shares outstanding.

⁴ Net investment loss per share and ratio of net investment loss to average net assets reflects a special dividend received by the Fund, which amounted to $0.03 per share and 0.14% of average net assets.

⁵ Less than $0.005 per share.

⁶ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁷ Assumes dividend reinvestment (if applicable).

⁸ Not annualized.

⁹ Annualized.

¹⁰ Includes proxy fees. The impact of this expense to the gross and net expense ratios was 0.03%.

¹¹ Excludes merger activity.

See notes to financial statements

Annual report | Growth Opportunities Fund  27 

CLASS B SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$11.33	$20.52	$24.23	$22.17
Net investment loss2	(0.20)	(0.23)	(0.31)	(0.20)3
Net realized and unrealized gain (loss) on investments	5.36	(8.96)	(3.40)	2.50
Total from investment operations	5.16	(9.19)	(3.71)	2.30
Less distributions
From net realized gain	—	—	—4	(0.24)
Net asset value, end of year	$16.49	$11.33	$20.52	$24.23
Total return (%)5,6	45.54	(44.79)	(15.29)	10.407
Ratios and supplemental data
Net assets, end of year (in millions)	$5	$5	$13	—8
Ratios (as a percentage of average net assets):
Expenses before reductions	3.1910	3.07	2.61	$14.629
Expenses net of fee waivers	2.2410	2.72	2.25	2.229
Expenses net of fee waivers and credits	2.2110	2.24	2.24	2.229
Net investment loss	(1.38)	(1.24)	(1.34)	(1.21)3,9
Portfolio turnover (%)	125	140	26211	96

¹ The inception date for Class B shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Net investment loss per share and ratio of net investment loss to average net assets reflects a special dividend received by the Fund, which amounted to $0.02 per share and 0.11% of average net assets.

⁴ Less than $0.005 per share.

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Assumes dividend reinvestment (if applicable).

⁷ Not annualized.

⁸ Less than $500,000.

⁹ Annualized.

¹⁰ Includes proxy fees. The impact of this expense to the gross and net expense ratios was 0.04%.

¹¹ Excludes merger activity.

CLASS C SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$11.32	$20.53	$24.23	$22.17
Net investment loss2	(0.20)	(0.21)	(0.32)	(0.19)3
Net realized and unrealized gain (loss) on investments	5.37	(9.00)	(3.38)	2.49
Total from investment operations	5.17	(9.21)	(3.70)	2.30
Less distributions
From net realized gain	—	—	—4	(0.24)
Net asset value, end of year	$16.49	$11.32	$20.53	$24.23
Total return (%)5,6	45.67	(44.86)	(15.25)	10.407
Ratios and supplemental data
Net assets, end of year (in millions)	$2	$2	$3	$1
Ratios (as a percentage of average net assets):
Expenses before reductions	3.279	3.45	3.14	10.438
Expenses net of fee waivers	2.289	2.55	2.25	2.228
Expenses net of fee waivers and credits	2.219	2.24	2.24	2.228
Net investment loss	(1.39)	(1.21)	(1.35)	(1.15)3,8
Portfolio turnover (%)	125	140	26210	96

¹ The inception date for Class C shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Net investment loss per share and ratio of net investment loss to average net assets reflects a special dividend received by the Fund, which amounted to $0.03 per share and 0.11% of average net assets.

⁴ Less than $0.005 per share.

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Assumes dividend reinvestment (if applicable).

⁷ Not annualized.

⁸ Annualized.

⁹ Includes proxy fees. The impact of this expense to the gross and net expense ratios was 0.04%.

¹⁰ Excludes merger activity.

See notes to financial statements

28  Growth Opportunities Fund | Annual report 

CLASS I SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$11.66	$20.90	$24.41	$22.17
Net investment loss2	(0.04)	(0.01)	(0.07)	(0.02)3
Net realized and unrealized gain (loss) on investments	5.56	(9.23)	(3.44)	2.50
Total from investment operations	5.52	(9.24)	(3.51)	2.48
Less distributions
From net realized gain	—	—	—4	(0.24)
Net asset value, end of year	$17.18	$11.66	$20.90	$24.41
Total return (%)5,6	47.34	(44.21)	(14.36)	11.227
Ratios and supplemental data
Net assets, end of year (in millions)	—8	—8	—8	—8
Ratios (as a percentage of average net assets):
Expenses before reductions	26.9910	121.96	12.17	16.269
Expenses net of fee waivers	1.0710	1.09	1.04	1.139
Expenses net of fee waivers and credits	1.0710	1.09	1.04	1.139
Net investment loss	(0.27)	(0.04)	(0.30)	(0.10)3,9
Portfolio turnover (%)	125	140	26211	96

¹ The inception date for Class I shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Net investment loss per share and ratio of net investment loss to average net assets reflects a special dividend received by the Fund, which amounted to $0.03 per share and 0.11% of average net assets.

⁴ Less than $0.005 per share.

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Assumes dividend reinvestment (if applicable).

⁷ Not annualized.

⁸ Less than $500,000.

⁹ Annualized.

¹⁰ Includes proxy fees. The impact of this expense to the gross and net expense ratios was 0.01%.

¹¹ Excludes merger activity.

See notes to financial statements

Annual report | Growth Opportunities Fund  29 

Notes to financial statements

Note 1 — Organization

John Hancock Growth Opportunities Fund (the Fund) is a diversified series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek long-term capital growth.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of Assets and Liabilities. Class A, Class B and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees and transfer agent fees for each class may differ. Class B shares convert to Class A shares eight years after purchase. Class R1 shares converted into Class A shares on August 21, 2009.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of the regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these techniques are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

30  Growth Opportunities Fund | Annual report 

The following is a summary of the values by input classification of the Fund’s investments as of February 28, 2010, by major security category or type.

			LEVEL 2	LEVEL 3
	TOTAL MARKET		SIGNIFICANT	SIGNIFICANT
INVESTMENTS	VALUE AT	LEVEL 1	OBSERVABLE	UNOBSERVABLE
IN SECURITIES	2-28-10	QUOTED PRICE	INPUTS	INPUTS
Common Stocks
Consumer Discretionary	$10,630,988	$10,630,988	—	—
Consumer Staples	3,035,393	3,035,393	—	—
Energy	2,436,519	2,436,519	—	—
Financials	4,181,286	4,181,286	—	—
Health Care	9,031,868	9,031,868	—	—
Industrials	5,816,734	5,816,734	—	—
Information Technology	12,249,903	12,249,903	—	—
Materials	3,775,046	3,775,046	—	—
Telecommunication	328,261	328,261	—	—
Services
Short-Term Investments	8,937,814	6,743,831	$2,193,983	—
Total investments in
securities	$60,423,812	$58,229,829	$2,193,983	—
Other Financial
Instruments	112,098	112,098	—	—
Totals	$60,535,910	$58,341,927	$2,193,983	—

In order to value the securities, the Fund uses the following valuation techniques. Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. John Hancock Collateral Investment Trust (JHCIT), an affiliate of the Fund, is valued at its closing net asset value. JHCIT is a non stable value fund investing in short-term investments as part of a securities lending program.

Other portfolio securities and assets, where market quotations are not readily available, are valued at fair value, as determined in good faith by the Fund’s Pricing Committee, following procedures established by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various times prior to the close of trading on the NYSE. The values of non-U.S. securities, used in computing the net asset value of the Fund’s shares, are generally determined at these times. Significant market events that affect the values of non-U.S. securities may occur after the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees.

Repurchase agreements. The Fund may enter into repurchase agreements. When a Fund enters into a repurchase agreement it receives collateral which is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Annual report | Growth Opportunities Fund  31 

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation. Dividend income is recorded on the ex-dividend date except for certain foreign dividends where the ex-date may have passed, which are recorded when the Fund becomes aware of the dividends. Interest income includes coupon interest and amortization/accretion of discounts/premiums on debt securities.

Securities lending. A Fund may lend its securities to earn additional income. It receives and maintains cash collateral received from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, which is not a stable value fund. As a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral. Income received from JHCIT is a component of securities lending income as recorded on the Statement of Operatio ns.

Foreign currency translation. Assets, including investments and liabilities denominated in foreign currencies are translated into U.S. dollar values each day at the prevailing exchange rate. Purchases and sales of securities, income, and expenses are translated into U.S. dollars at the prevailing exchange rate on the date of the transaction. The effect of changes in foreign currency exchange rates on realized and unrealized securities gains and losses is reflected as a component of securities gains and losses.

Funds that invest internationally generally carry more risk than Funds that invest strictly in U.S. securities. Funds investing in a single country or in a limited geographic region tend to be riskier than funds that invest more broadly. Risks can result from differences in economic and political conditions, regulations, market practices (including higher transaction costs) and accounting standards. Foreign investments are also subject to a decline in the value of a foreign currency versus the U.S. dollar, which reduces the dollar value of securities denominated in that currency.

Expenses. The majority of expenses are directly attributable to an individual Fund. Expenses that are not readily attributable to a specific fund are allocated among all Funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the Funds’ relative assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses, and realized and unrealized gains (losses) are determined at the Fund level and allocated daily to each class of shares based on the net asset value of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage fees for all classes are calculated daily at the class level based on the appropriate net asset value of each class and the specific expense rates applicable to each class.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to a Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian has a lien, security interest or security entitlement in any Fund property that is not segregated, to the maximum extent permitted by law for any overdraft.

32  Growth Opportunities Fund | Annual report 

In addition, the Fund and other affiliated funds have entered into an agreement with the custodian which enables them to participate in a $150 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis based on their relative average net assets. For the year ended February 28, 2010, there were no significant borrowings under the line of credit by the Fund. Effective March 31, 2010, the amount of the line of credit changed to $100 million.

Federal income taxes. The Fund intends to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

For federal income tax purposes, the Fund has a capital loss carryforward of $40,904,812 available to offset future net realized capital gains. The following table details the capital loss carryforward available as of February 28, 2010. Availability of a certain amount of the loss carryforward, which was acquired in a merger, may be limited in a given year.

At February 28, 2010, capital loss carryforward available to offset future realized gains was as follows:

CAPITAL LOSS CARRYFORWARD
EXPIRING AT FEBRUARY 28
2017	2018
$21,165,220	$19,739,592

As of February 28, 2010, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition or disclosure. The Fund’s federal tax return is subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-dividend date. The Fund generally declares and pays dividends and capital gain distributions, if any, at least annually. There were no distributions during the years ended February 28, 2010 and 2009.

Distributions paid by the Fund with respect to each series of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of expenses that may be applied differently to each class. As of February 28, 2010, the Fund has no distributable earnings on a tax basis.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book/tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book/ tax differences will reverse in a subsequent period. Permanent book/tax differences are primarily attributable to net operating losses and expiration of capital loss carryforward.

Note 3 — Derivative instruments

The Fund may invest in derivatives, including futures contracts, in order to meet its investment objectives. The Fund may use derivatives to maintain diversity and liquidity of the portfolio.

Annual report | Growth Opportunities Fund  33 

The use of derivatives may involve risks different from, or potentially greater than, the risks associated with investing directly in securities. Specifically, derivatives expose a Fund to the risk that the counterparty to an over-the-counter (OTC) derivatives contract will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. OTC derivatives transactions typically can only be closed out with the other party to the transaction. If the counterparty defaults, the Fund will have contractual remedies, but there is no assurance that the counterparty will meet its contractual obligations or the Fund will succeed in enforcing them.

For more information regarding the Fund’s use of derivatives, please refer to the Fund’s Prospectuses and Statement of Additional Information.

Futures. A future is a contractual agreement to buy or sell a particular commodity, currency, or financial instrument at a pre-determined price in the future. Risks related to the use of futures contracts include possible illiquidity of the futures markets, contract prices that can be highly volatile and imperfectly correlated to movements in hedged security values and/or interest rates and potential losses in excess of the fund’s initial investment.

Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. Upon entering into a futures contract, the Fund is required to deposit initial margin with the broker in the form of cash or securities. The amount of required margin is generally based on a percentage of the contract value; this amount is the initial margin for the trade. The margin deposit must then be maintained at the established level over the life of the contract. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund.

During the year ended February 28, 2010 the Fund used futures contracts to gain exposure to certain securities markets and to enhance potential gain. The following table summarizes the contracts held at February 28, 2010. The range of futures contracts notional amounts held by the Fund during the year ended February 28, 2010 was $1,200,000 to $2,200,000.

OPEN	NUMBER OF				UNREALIZED
CONTRACTS	CONTRACTS	POSITION	EXPIRATION DATE	NOTIONAL VALUE	DEPRECIATION
Russell 2000 Mini
Index Futures	16	Long	Mar 2010	$1,004,640	$53,003
S&P Midcap 400
E-Mini Index Futures	16	Long	Mar 2010	1,180,320	59,095
				$2,184,960	$112,098

Fair value of derivative instruments by risk category. The table below summarizes the fair values of derivatives held by the Fund at February 28, 2010, by risk category:

	STATEMENT OF ASSETS	FINANCIAL		LIABILITY
	AND LIABILITIES	INSTRUMENTS	ASSET DERIVATIVES	DERIVATIVES
RISK	LOCATION	LOCATION	FAIR VALUE	FAIR VALUE
Equity contracts	Receivable/Pay-	Futures†	$112,098	—
	able for futures
	variation margin;
	Net unrealized
	(appreciation)
	depreciation on
	investments
Total			$112,098	—

†Reflects cumulative appreciation/depreciation on Futures as disclosed in Note 3. Only the year end variation margin is separately disclosed on the Statement of Assets and Liabilities.

34  Growth Opportunities Fund | Annual report 

Effect of derivative instruments on the Statement of Operations. The table below summarizes the realized gain (loss) recognized in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category for the period ended February 28, 2010:

RISK	STATEMENT OF OPERATIONS LOCATION	FUTURES
	Net realized gain (loss)	Futures contracts
Equity contracts		$634,782
Total		$634,782

The table below summarizes the change in unrealized appreciation (depreciation) recognized in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category for the year ended February 28, 2010:

RISK	STATEMENT OF OPERATIONS LOCATION	FUTURES
	Change in unrealized appreciation
	(depreciation)	Futures contracts
Equity contracts		$218,524
Total		$218,524

Note 4 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred.

Note 5 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Adviser) serves as investment adviser for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Adviser, serves as principal underwriter of the Trust. The Adviser and the Distributor are indirect wholly owned subsidiaries of Manulife Financial Corporation.

Management fee. The Fund has an investment management contract with the Adviser under which the Fund pays a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.80% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.78% of the next $500,000,000 of the Fund’s average daily net assets; (c) 0.77% of the next $1,500,000,000 of the Fund’s average daily net assets; and (d) 0.76% of the Fund’s average daily net assets in excess of $2,500,000,000. The Adviser has a subadvisory agreement with Grantham, Mayo, Van Otterloo & Co. LLC. The Fund is not responsible for payment of the subadvisory fees. The investment management fees incurred for the year ended February 28, 2010 were equivalent to an annual effective rate of 0.80% of the Fund’s average daily net assets.

Effective July 1, 2009, the Adviser has agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits are such that these expenses will not exceed 1.50% for Class A shares, 2.20% for Class B, 2.20% for Class C and 1.02% for Class I. The

Annual report | Growth Opportunities Fund  35 

expense reimbursements and limits will continue in effect until June 30, 2010 and thereafter until terminated by the Adviser on notice to the Trust.

Prior to June 30, 2009, the Adviser contractually agreed to reimburse or limit certain Fund level expenses to 0.24% of the Fund’s average annual net assets which are allocated pro rata to all share classes. The agreements excluded taxes, portfolio brokerage commissions, interest, advisory fees, distribution and service fees, transfer agent fees, state registration fees, printing and postage fees, litigation and indemnification expenses, and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, were excluded.

In addition, the Adviser agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits were such that these expenses will not exceed 1.54% for Class A, 2.24% for Class B, 2.24% for Class C, 1.14% for Class I and 1.64% for Class R1.

Accordingly, the expense reductions or reimbursements related to these agreements were $207,100, $46,565, $17,996, $10,433 and $7,854 for Class A, Class B, Class C, Class I and Class R1, respectively for the year ended February 28, 2010.

Accounting and legal services. Pursuant to the Service Agreement, the Fund reimburses the Adviser for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services of the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports amongst other services. These expenses are allocated to each share class based on relative net assets at the time the expense was incurred. The accounting and legal services fees incurred for the year ended February 28, 2010, amounted to an approximate annual rate of 0.01% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B, Class C and Class R1 pursuant to Rule 12b-1 of the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R1 shares, the Fund pays the Distributor for certain other services. The following table shows the contractual rates of distribution and service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

Class	12b-1 Fees	Service Fee
Class A	0.30%	—
Class B	1.00%	—
Class C	1.00%	—
Class R1	0.50%	0.25%

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $32,223 for the year ended February 28, 2010. Of this amount, $4,929 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $20,710 was paid as sales commissions to broker-dealers and $6,584 was paid as sales commissions to sales personnel of Signator Investors, Inc. (Signator Investors), a broker-dealer affiliate of the Adviser.

36  Growth Opportunities Fund | Annual report 

Class B and Class C shares are subject to contingent deferred sales charges (CDSC). Class B shares that are redeemed within six years of purchase are subject to CDSC, at declining rates, beginning at 5.00% of the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC on the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended February 28, 2010, CDSCs amounts received by the Distributor amounted to $15,838 and $33 for Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (“Signature Services” or “Transfer Agent”), an affiliate of the Adviser. The transfer agent fees are made up of three components:

• Fund level fees: The Fund pays a monthly transfer agent fee at an annual rate of 0.05% for Class A, Class B, Class C and Class R1 shares, and 0.04% for Class I shares, based on each class’s average daily net assets.

• Class level fees: The Fund pays a monthly fee based on an annual rate of $16.50 per shareholder account.

• In addition, Signature Services is reimbursed for certain out-of-pocket expenses.

Certain investor accounts that maintain small balances are charged an annual small accounts fee by Signature Services. Amounts related to these fees are credited by Signature Services to the Fund. For the year ended February 28, 2010, these fees totaled $58,077.

Class Level expenses for year ended February 28, 2010 were:

	Distribution	Transfer	State	Printing and
Share class	and service fees	agent fees	registration fees	postage fees
Class A	$129,585	$289,360	$10,267	$35,476
Class B	49,011	44,999	9,497	1,186
Class C	18,277	10,626	10,297	1,397
Class I	—	781	9,523	131
Class R1	211	440	7,396	19
Total	$197,084	$346,206	$46,980	$38,209

Affiliated share ownership. Affiliates of the Fund owned 4,532 shares of beneficial interest of Class A on February 28, 2010.

Trustee expenses. The Trust compensates each Trustee who is not an employee of the Adviser or its affiliates. The Trustees may, for tax purposes, elect to defer receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan. Deferred amounts are invested in various John Hancock Funds and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting liability are included in the accompanying Statement of Assets and Liabilities.

Annual report | Growth Opportunities Fund  37 

Note 6 — Fund share transactions

Transactions in Fund shares for the years ended February 28, 2010 and February 28, 2009 were as follows:

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class A shares
Sold	239,627	$3,485,927	285,278	$5,486,281
Exchanged from Class R1	6,731	100,417	—	—
Repurchased	(581,309)	(8,514,817)	(636,610)	(11,366,953)
Net decrease	(334,951)	($4,928,473)	(351,332)	($5,880,672)
Class B shares
Sold	33,636	$477,682	57,810	$983,527
Repurchased	(152,890)	(2,199,177)	(270,041)	(4,747,515)
Net decrease	(119,254)	($1,721,495)	(212,231)	($3,763,988)
Class C shares
Sold	20,040	$295,286	79,427	$1,149,503
Repurchased	(45,542)	(585,976)	(50,955)	(852,266)
Net increase (decrease)	(25,502)	($290,690)	28,472	$297,237
Class I shares
Sold	5,869	$76,363	697	$9,715
Repurchased	(5,195)	(76,017)	(101)	(1,566)
Net increase	674	$346	596	$8,149
Class R1 shares
Sold	381	$5,049	1,028	$15,651
Exchanged for Class A	(6,769)	(100,417)	—	—
Repurchased	—	—	(424)	(7,795)
Net increase (decrease)	(6,388)	($95,368)	604	$7,856
Class 1 shares
Sold	—	—	31,389	$678,084
Repurchased	—	—	(55,658)	(1,224,180)
Net decrease	—	—	(24,269)	($546,096)
Net decrease	(485,421)	($7,035,680)	(558,160)	($9,877,514)

Note 7 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities and U.S. Treasury obligations, aggregated $59,660,281 and $67,019,657, respectively, for the year ended February 28, 2010.

38  Growth Opportunities Fund | Annual report 

Auditors’ report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Growth Opportunities Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Growth Opportunities Fund (the “Fund”) at February 28, 2010, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversig ht Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 28, 2010 by correspondence with the custodian and brokers, and the application of alternative auditing procedures where confirmations had not been received, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
April 15, 2010

Annual report | Growth Opportunities Fund  39 

Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Patti McGill Peterson, Born: 1943	2006	47
Chairperson (since 2008); Principal, PMP Globalinc (consulting) (since 2007); Senior Associate, Institute
for Higher Education Policy (since 2007); Executive Director, CIES (international education agency)
(until 2007); Vice President, Institute of International Education (until 2007); Senior Fellow, Cornell
University Institute of Public Affairs, Cornell University (1997–1998); Former President Wells College,
St. Lawrence University and the Association of Colleges and Universities of the State of New York.
Director of the following: Niagara Mohawk Power Corporation (until 2003); Security Mutual Life
(insurance) (until 1997); ONBANK (until 1993). Trustee of the following: Board of Visitors, The University
of Wisconsin, Madison (since 2007); Ford Foundation, International Fellowships Program (until 2007);
UNCF, International Development Partnerships (until 2005); Roth Endowment (since 2002); Council for
International Educational Exchange (since 2003).
James F. Carlin, Born: 1940	2006	47
Chief Executive Officer, Director and Treasurer, Alpha Analytical Laboratories (environmental,
chemical and pharmaceutical analysis) (since 1985); Part Owner and Treasurer, Lawrence Carlin
Insurance Agency, Inc. (since 1995); Chairman and Chief Executive Officer, Carlin Consolidated, Inc.
(management/investments) (since 1987).
William H. Cunningham, Born: 1944	2006	47
Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas System
and former President of the University of Texas, Austin, Texas; Director of the following: LIN Television
(since 2009); Lincoln National Corporation (insurance) (Chairman since 2009 and Director since 2006);
Resolute Energy Corporation (since 2009); Nanomedical Systems, Inc. (biotechnology company)
(Chairman since 2008); Yorktown Technologies, LP (tropical fish) (Chairman since 2007); Greater Austin
Crime Commission (since 2001); Southwest Airlines (since 2000); former Director of the following:
Introgen (manufacturer of biopharmaceuticals) (until 2008); Hicks Acquisition Company I, Inc. (until
2007); Jefferson-Pilot Corporation (diversified life insurance company) (until 2006); and former Advisory
Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) (until 2009).
Deborah C. Jackson,2 Born: 1952	2008	47
Chief Executive Officer, American Red Cross of Massachusetts Bay (since 2002); Board of Directors
of Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation
(since 2001); Board of Directors of American Student Association Corp. (since 1996); Board of Directors
of Boston Stock Exchange (2002-2008); Board of Directors of Harvard Pilgrim Healthcare (health
benefits company) (since 2007).

40  Growth Opportunities Fund | Annual report 

Independent Trustees (continued)

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Charles L. Ladner, Born: 1938	2006	47
Chairman and Trustee, Dunwoody Village, Inc. (retirement services) (since 2008); Director, Philadelphia
Archdiocesan Educational Fund (since 2009); Senior Vice President and Chief Financial Officer, UGI
Corporation (public utility holding company) (retired 1998); Vice President and Director for AmeriGas,
Inc. (retired 1998); Director of AmeriGas Partners, L.P. (gas distribution) (until 1997); Director,
EnergyNorth, Inc. (until 1995); Director, Parks and History Association (Cooperating Association,
National Park Service) (until 2005).
Stanley Martin,2 Born: 1947	2008	47
Senior Vice President/Audit Executive, Federal Home Loan Mortgage Corporation (2004–2006);
Executive Vice President/Consultant, HSBC Bank USA (2000–2003); Chief Financial Officer/Executive
Vice President, Republic New York Corporation & Republic National Bank of New York (1998-2000);
Partner, KPMG LLP (1971–1998).
Dr. John A. Moore, Born: 1939	2006	47
President and Chief Executive Officer, Institute for Evaluating Health Risks, (nonprofit institution)
(until 2001); Senior Scientist, Sciences International (health research) (until 2003); Former
Assistant Administrator & Deputy Administrator, Environmental Protection Agency; Principal,
Hollyhouse (consulting) (since 2000); Director, CIIT Center for Health Science Research (nonprofit
research) (until 2007).
Steven R. Pruchansky,2 Born: 1944	2006	47
Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First
American Bank (since 2008); Managing Director, Jon James, LLC (real estate) (since 2000); Director,
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President,
Maxwell Building Corp. (until 1991).
Gregory A. Russo, Born: 1949	2008	47
Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman,
Industrial Markets, KPMG (1998–2002).
Non-Independent Trustees3
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
James R. Boyle, Born: 1959	2006	244
Senior Executive Vice President, U.S. Division, Manulife Financial Corporation (since 2009), Executive
Vice President (1999–2009); Chairman and Director, John Hancock Advisers, LLC and John Hancock
Funds, LLC (since 2005); Chairman and Director, John Hancock Investment Management Services, LLC
(since 2006); Trustee of John Hancock Trust (since 2005), John Hancock Funds II (since 2005) and the
John Hancock retail funds (since 2006).

Annual report | Growth Opportunities Fund  41 

Non-Independent Trustees³ (continued)

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
John G. Vrysen, Born: 1955	2009	47
Senior Vice President, Strategic Initiatives (since 2006), Vice President (until 2006), Manulife Financial
Corporation; Director, Executive Vice President and Chief Operating Officer, John Hancock Advisers,
LLC, The Berkeley Financial Group, LLC, John Hancock Investment Management Services, LLC
and John Hancock Funds, LLC (since 2007); Chief Operating Officer, John Hancock Funds II and
John Hancock Trust (since 2007); Chief Operating Officer, John Hancock retail funds (2007–2009);
Director, John Hancock Signature Services, Inc. (since 2005); Chief Financial Officer, John Hancock
Advisers, LLC, The Berkeley Financial Group, LLC, MFC Global Investment Management (U.S.), LLC,
John Hancock Investment Management Services, LLC, John Hancock Funds, LLC, John Hancock retail
funds, John Hancock Funds II and John Hancock Trust (2005-2007).
Principal officers who are not Trustees
Name, Year of Birth		Officer
Position(s) held with Fund		of the
Principal occupation(s) and other		Trust
Directorships during past 5 years		since
Keith F. Hartstein, Born: 1956		2006
President and Chief Executive Officer
Senior Vice President, Manulife Financial Corporation (since 2004); Director, President and Chief
Executive Officer, John Hancock Advisers, LLC, The Berkeley Financial Group, LLC, John Hancock Funds,
LLC (since 2005); Director, MFC Global Investment Management (U.S.), LLC (since 2005); Chairman and
Director, Signature Services (since 2005); Director, President and Chief Executive Officer, John Hancock
Investment Management Services, LLC (since 2006); President and Chief Executive Officer,
John Hancock retail funds (since 2005); President and Chief Executive Officer (until 2009), John Hancock
Funds II and John Hancock Trust; Director, Chairman and President, NM Capital Management, Inc.
(since 2005); Member and former Chairman, Investment Company Institute Sales Force Marketing
Committee (since 2003); President and Chief Executive Officer, MFC Global (U.S.) (2005–2006).
Andrew G. Arnott, Born: 1971		2009
Chief Operating Officer
Senior Vice President, Manulife Financial Corporation (since 2009); Senior Vice President (since 2007),
Vice President (2005–2007), John Hancock Advisers, LLC; Senior Vice President (since 2008), Vice
President (2006–2008), John Hancock Investment Management Services, LLC; Senior Vice President
(since 2006), Vice President (2005–2006), 2nd Vice President (2004–2005), John Hancock Funds,
LLC; Chief Operating Officer (since 2009), Vice President (2007–2009), John Hancock retail funds;
Vice President (since 2006), John Hancock Funds II and John Hancock Trust; Senior Vice President
(2005–2009), Product Management and Development for John Hancock Funds, LLC; Vice President and
Director (1998–2005), Marketing and Product Management for John Hancock Funds, LLC.

42  Growth Opportunities Fund | Annual report 

Principal officers who are not Trustees (continued)

Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Thomas M. Kinzler, Born: 1955	2006
Secretary and Chief Legal Officer
Secretary and Chief Legal Officer, John Hancock retail funds, John Hancock Funds II and John Hancock
Trust (since 2006); Secretary and Chief Legal Counsel (since 2008) and Secretary (2007–2008),
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC; Secretary,
John Hancock Funds, LLC and The Berkeley Financial Group, LLC (since 2007); Vice President and
Associate General Counsel for Massachusetts Mutual Life Insurance Company (1999–2006); Secretary
and Chief Legal Counsel for MML Series Investment Fund (2000–2006); Secretary and Chief Legal
Counsel for MassMutual Select Funds and MassMutual Premier Funds (2004–2006).
Francis V. Knox, Jr., Born: 1947	2006
Chief Compliance Officer
Chief Compliance Officer, John Hancock retail funds, John Hancock Funds II, John Hancock Trust,
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC (since 2005);
Vice President, John Hancock Advisers, LLC, John Hancock Investment Management Services, LLC and
MFC Global Investment Management (U.S.), LLC (2005–2008).
Charles A. Rizzo, Born: 1957	2007
Chief Financial Officer
Senior Vice President, John Hancock Advisers, LLC and John Hancock Investment Management
Services, LLC (since 2008); Chief Financial Officer, John Hancock retail funds, John Hancock Funds II and
John Hancock Trust (since 2007); Assistant Treasurer, Goldman Sachs Mutual Fund Complex (registered
investment companies) (2005–2007); Vice President, Goldman Sachs (2005–2007); Managing Director
and Treasurer of Scudder Funds, Deutsche Asset Management (2003–2005).
Michael J. Leary, Born: 1965	2007
Treasurer
Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust (since 2009);
Assistant Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust
(2007–2009); Vice President and Director of Fund Administration, JP Morgan (2004–2007).

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Fund and is available without charge, upon request, by calling 1-800-225-5291 or by visiting our Web site www.jhfunds.com.

¹ Each Trustee serves until resignation, retirement age or until his or her successor is elected.

² Member of Audit Committee.

³ Non-Independent Trustees hold positions with the Fund’s investment adviser, underwriter and certain other affiliates.

Annual report | Growth Opportunities Fund  43 

More information

Trustees	Investment adviser
Patti McGill Peterson, Chairperson	John Hancock Investment Management
James R. Boyle†	Services, LLC
James F. Carlin
William H. Cunningham	Subadviser
Deborah C. Jackson*	Grantham, Mayo, Van Otterloo & Co. LLC
Charles L. Ladner
Stanley Martin*	Principal distributor
Dr. John A. Moore	John Hancock Funds, LLC
Steven R. Pruchansky*
Gregory A. Russo	Custodian
John G. Vrysen†	State Street Bank and Trust Company
Officers	Transfer agent
Keith F. Hartstein	John Hancock Signature Services, Inc.
President and Chief Executive Officer
	Legal counsel
Andrew G. Arnott	K&L Gates LLP
Chief Operating Officer
	Independent registered
Thomas M. Kinzler	public accounting firm
Secretary and Chief Legal Officer	PricewaterhouseCoopers LLP
Francis V. Knox, Jr.
Chief Compliance Officer	The report is certified under the Sarbanes-Oxley
	Act, which requires mutual funds and other public
Charles A. Rizzo	companies to affirm that, to the best of their
Chief Financial Officer	knowledge, the information in their financial reports is
	fairly and accurately stated in all material respects.
Michael J. Leary
Treasurer

*Member of the Audit Committee
†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:
1-800-225-5291	Regular mail:	Express mail:
jhfunds.com	John Hancock Signature Services, Inc.	John Hancock Signature Services, Inc.
	P.O. Box 55913	Mutual Fund Image Operations
	Boston, MA 02205-5913	30 Dan Road
		Canton, MA 02021

44  Growth Opportunities Fund | Annual report 

1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com

Now available: electronic delivery
www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock Growth Opportunities Fund.	8400A 2/10
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.	4/10

Management’s discussion of
Fund performance

By Grantham, Mayo, Van Otterloo & Co. LLC

Global stock markets posted exceptionally strong gains during the 12 months ended February 28, 2010. Stimulative fiscal and monetary policies helped push the markets sharply higher in the first half of the period, with essentially flat performance thereafter, as investors took some profits and credit concerns about Greece arose near the end of 2009. During the period, the Fund’s benchmark, the MSCI EAFE Growth Index, returned 49.44%, while the S&P 500 Index, a measure of U.S. large-cap stocks, delivered a 53.62% result.

During the past year, John Hancock International Growth Fund’s Class A shares returned 40.07% at net asset value. That result trailed the MSCI index, which the Fund is now measured against because it better reflects the Fund’s strategy than its old benchmark, the S&P/Citigroup PMI EPAC Growth Style Index. That index returned 56.65% in the same period. The Fund also lagged the 54.04% mark of the Morningstar, Inc. foreign large blend fund average. Two key factors hurting relative performance were an underweighting in financials and an overweighting in health care. The combination of stock picking and an underweighting in materials further detracted. Among individual holdings, underweighting two strong-performing Anglo/Australian mining stocks, BHP Billiton, Ltd. and Rio Tinto, Ltd. held back performance, as both stocks posted triple-digit gains. An overweighted position in U.K.-based drug maker GlaxoSmithKline PLC posted a healthy gain but substantially lagged our benchmark, as did an out-of-benchmark position in Japan’s Takeda Pharmaceutical Co., Ltd. Underweighting Australian bank Westpac Banking Corp. was counterproductive, given the stock’s outstanding performance. Contributors to relative results included poorly performing German automaker and benchmark component Volkswagen AG, which the Fund didn’t own. Denmark’s Vestas Wind Systems A/S, a provider of wind-based power systems, and German fertilizer producer K+S AG were flagged by our momentum screens and sold profitably around the middle of 2009. Belgian brewer Anheuser-Busch InBev performed well, reflecting the successful merger of two industry giants, Anheuser-Busch and InBev.

This commentary reflects the views of the portfolio management team through the end of the Fund’s period discussed in this report. The team’s statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

International investing involves special risks such as political, economic and currency risks and differences in accounting standards and financial reporting. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

6  International Growth Fund | Annual report 

 

A look at performance

For the period ended February 28, 2010
	Average annual returns (%)				Cumulative total returns (%)
	with maximum sales charge (POP)				with maximum sales charge (POP)
				Since				Since
	1-year	5-year	10-year	inception	1-year	5-year	10-year	inception
Class A	33.02	—	—	–1.751	33.02	—	—	–6.361
Class B	34.10	—	—	–1.841	34.10	—	—	–6.671
Class C	38.05	—	—	–1.141	38.05	—	—	–4.171
Class I2	40.76	—	—	0.071	40.76	—	—	0.271
Class 12	40.73	—	—	0.091	40.73	—	—	0.321
Class NAV2	40.81	—	—	–5.853	40.81	—	—	–17.403

Performance figures assume all distributions are reinvested. Public offering price (POP) figures reflect maximum sales charges on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B shares and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable for Class I, Class 1 and Class NAV shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. The waivers and expense limitations are contractual at least until June 30, 2010. The net expenses are as follows: Class A — 1.70%, Class B — 2.40%, Class C — 2.40%, Class I — 1.22%, Class 1 — 1.20% and Class NAV — 1.15%. Had the fee waivers and expense limitations not been in place, the gross expenses would be as follows: Class A — 1.71%, Class B — 4.45%, Class C — 3.58%, Class I — 1.44%, Class 1 — 1.28% and Class NAV — 1.18%.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month-end performance data, please call 1–800–225–5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

The Fund’s performance results reflect any applicable expense reductions, without which the expenses increase and results would have been less favorable.

¹ From June 12, 2006.

² For certain types of investors, as described in the Fund’s Class I, Class 1 and Class NAV share prospectuses.

³ From December 27, 2006.

Annual report | International Growth Fund  7 

A look at performance

Growth of $10,000

This chart shows what happened to a hypothetical $10,000 investment in John Hancock International Growth Fund Class A shares for the period indicated. For comparison, we’ve shown the same investment in three separate indexes.

	Period	Without sales	With maximum
	beginning	charge	sales charge	Index 1	Index 2	Index 3
Class B4	6-12-06	$9,593	$9,333	$9,265	$9,429	$9,707
Class C3,4	6-12-06	9,583	9,583	9,265	9,429	9,707
Class I4,5	6-12-06	10,027	10,027	9,265	9,429	9,707
Class 14,5	6-12-06	10,032	10,032	9,265	9,429	9,707
Class NAV4,5	12-27-06	8,260	8,260	8,267	7,891	8,292

Assuming all distributions were reinvested for the period indicated, the table above shows the value of a $10,000 investment in the Fund’s Class B, Class C, Class I, Class 1 and Class NAV shares, respectively, as of February 28, 2010. Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

MSCI EAFE Growth Index — Index 1 — is a free float-adjusted market capitalization index that is designed to measure the performance of growth-oriented developed market stocks within Europe, Australasia and the Far East. The Index consists of 21 developed market country indexes.

MSCI EAFE Index — Index 2 — is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. The index consists of 21 developed market country indexes.

S&P/Citigroup Primary Market Index (PMI) Europe, Pacific, Asia Composite (EPAC) Growth Style Index —Index 3 — is an independently maintained and published index composed of stocks in the Europe and Pacific Asia regions of the PMI that have a growth style. The PMI is the large-capitalization stock component of the S&P/Citigroup Broad Market Index (BMI), representing the top 80% of available capital of the BMI in each country.

It is not possible to invest directly in an index. Index figures do not reflect sales charges, which would have resulted in lower values if they did.

¹ NAV represents net asset value and POP represents public offering price.

² Effective September 1, 2009, the fund replaced the S&P/Citigroup PMI EPAC Growth Style Index with the MSCI EAFE Growth Index, which better reflects the fund’s investment strategy.

³ The contingent deferred sales charge, if any, is not applicable.

⁴ Index 1 figure as of closest month end to fund inception date.

⁵ For certain types of investors, as described in the Fund’s Class I, Class 1 and Class NAV share prospectuses.

8  International Growth Fund | Annual report 

Your expenses

These examples are intended to help you understand your ongoing operating expenses.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

■ Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

■ Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about your fund’s actual ongoing operating expenses, and is based on your fund’s actual return. It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010.

	Account value	Ending value on	Expenses paid during
	on 9-1-09	2-28-10	period ended 2-28-101
Class A	$1,000.00	$1,037.00	$8.03
Class B	1,000.00	1,033.30	12.50
Class C	1,000.00	1,032.80	12.20
Class I	1,000.00	1,039.40	6.12
Class 1	1,000.00	1,039.00	6.07
Class NAV	1,000.00	1,039.00	5.76

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at February 28, 2010, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Annual report | International Growth Fund  9 

Your expenses

Hypothetical example for comparison purposes

This table allows you to compare your fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not your fund’s actual return). It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses.

	Account value	Ending value on	Expenses paid during
	on 9-1-09	2-28-10	period ended 2-28-101
Class A	$1,000.00	$1,016.90	7.95
Class B	1,000.00	1,012.50	12.37
Class C	1,000.00	1,012.80	12.08
Class I	1,000.00	1,018.80	6.06
Class 1	1,000.00	1,018.80	6.01
Class NAV	1,000.00	1,019.10	5.71

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

¹ Expenses are equal to the Fund’s annualized expense ratio of 1.59%, 2.48%, 2.42%, 1.21%, 1.20% and 1.14% for Class A, Class B, Class C, Class I, Class 1 and Class NAV shares, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

10  International Growth Fund | Annual report 

Portfolio summary

Top 10 Holdings1
GlaxoSmithKline PLC	4.0%	Hennes & Mauritz AB, B Shares	1.7%
Novartis AG	3.0%	Banco Santander SA	1.7%
Nestle SA	2.6%	Anglo American PLC	1.6%
Roche Holdings AG	2.3%	Standard Chartered PLC	1.5%
Xstrata PLC	1.8%	Telefonica SA	1.5%
Sector Composition2,3
Health Care	17%	Industrials	8%
Consumer Staples	14%	Telecommunication Services	6%
Financials	12%	Energy	5%
Materials	12%	Utilities	1%
Consumer Discretionary	10%	Short-Term Investments & Other	6%
Information Technology	9%

TOP FIVE COUNTRIES^1,3

 

¹ As a percentage of net assets on February 28, 2010. Excludes cash and cash equivalents.

² As a percentage of net assets on February 28, 2010.

³ Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors. International investing invovles special risks such as political, economic and currency risks and differences in accounting standards and financial reporting.

Annual report | International Growth Fund  11 

Fund’s investments

As of 2-28-10

	Shares	Value
Common Stocks 94.43%		$157,686,289
(Cost $151,765,027)
Australia 5.00%		8,354,283
AMP, Ltd. (L)	33,532	178,184
Australia & New Zealand Banking Group, Ltd.	14,459	299,128
BHP Billiton, Ltd.	27,335	1,003,229
Brambles, Ltd.	25,788	160,188
Cochlear, Ltd.	3,748	212,901
Commonwealth Bank of Australia	43,021	2,074,423
JB Hi-Fi, Ltd.	13,316	232,024
Macquarie Group, Ltd.	5,847	236,404
Rio Tinto, Ltd.	11,850	745,722
Telstra Corp., Ltd.	193,663	515,079
Westpac Banking Corp.	4,564	106,655
Woodside Petroleum, Ltd.	16,953	657,647
Woolworths, Ltd.	71,848	1,726,805
WorleyParsons, Ltd.	9,369	205,894
Austria 0.44%		740,617
Andritz AG	1,316	74,717
Erste Group Bank AG	8,222	310,339
Immofinanz AG (I)(L)	49,581	161,805
Voestalpine AG	5,497	193,756
Belgium 2.16%		3,601,661
Anheuser-Busch InBev NV	40,132	2,006,158
Belgacom SA	11,130	416,762
Colruyt SA	1,857	464,143
Dexia SA (I)	23,425	127,002
Groupe Bruxelles Lambert SA	740	64,858
Mobistar SA	3,863	228,469
Nyrstar (I)	7,027	90,889
Umicore	6,786	203,380
Bermuda 0.64%		1,068,713
Alliance Oil Company, Ltd. SADR (I)	12,075	169,363
Golden Ocean Group, Ltd. (I)(L)	63,400	114,697
Seadrill, Ltd.	34,100	784,653
Canada 4.10%		6,843,338
Canadian National Railway Company	13,600	714,769
Enbridge, Inc.	3,900	172,872

See notes to financial statements

12  International Growth Fund | Annual report 

	Shares	Value
Canada (continued)
First Quantum Minerals, Ltd.	7,400	$576,696
HudBay Minerals, Inc. (I)	14,000	176,830
Imperial Oil, Ltd.	3,900	143,628
Pacific Rubiales Energy Corp. (I)	7,900	125,760
Petrobank Energy & Resources, Ltd. (I)	2,900	150,071
Research In Motion, Ltd. (I)	14,400	1,020,262
Rogers Communications, Inc.	10,100	332,795
Royal Bank of Canada	3,500	188,971
Shaw Communications, Inc., Class B	11,800	223,956
Shoppers Drug Mart Corp.	11,700	489,261
Teck Resources, Ltd., Class B (I)	47,000	1,728,664
The Toronto-Dominion Bank	12,500	798,803
Denmark 1.85%		3,087,402
Carlsberg A/S, B Shares	4,003	309,533
Danske Bank A/S (I)	18,337	418,025
Novo Nordisk A/S	33,409	2,359,844
Finland 0.33%		559,492
Metso Oyj	5,413	167,941
Nokia AB Oyj	29,069	391,551
France 3.47%		5,790,832
BNP Paribas	14,333	1,039,261
Compagnie Generale des Etablissements Michelin, Class B	1,407	98,198
Danone SA	5,325	311,529
Dassault Systemes SA	3,681	212,101
Essilor International SA	4,567	275,441
Hermes International SA	3,372	454,638
L’Oreal SA	6,487	671,136
Neopost SA	2,001	162,338
Publicis Groupe SA	1,993	78,636
Renault SA (I)	3,893	160,208
Sanofi-Aventis SA	8,809	644,491
Schneider Electric SA	1,653	176,657
Societe Generale	6,063	334,477
Technip SA	7,355	523,721
Total SA	9,361	522,572
Vallourec SA	656	125,428
Germany 3.83%		6,389,833
Aixtron AG	10,413	306,022
BASF SE	22,968	1,289,338
Bayerische Motoren Werke (BMW) AG	4,064	164,747
Beiersdorf AG	4,055	248,520
Deutsche Bank AG	18,484	1,173,099
HeidelbergCement AG	3,231	164,588
Infineon Technologies AG (I)	101,108	549,725
SAP AG	51,373	2,290,990
Suedzucker AG	8,736	202,804

See notes to financial statements

Annual report | International Growth Fund  13 

	Shares	Value
Greece 0.95%		$1,582,343
Alpha Bank AE .	28,592	270,741
EFG Eurobank Ergasias SA (I)	14,671	117,530
National Bank of Greece SA (I)	32,096	611,309
OPAP SA	21,369	440,464
Piraeus Bank SA	16,953	142,299
Hong Kong 2.05%		3,428,393
BOC Hong Kong Holdings, Ltd.	43,500	97,994
CLP Holdings, Ltd.	110,500	763,864
Esprit Holdings, Ltd.	56,563	404,676
Genting Singapore PLC (I)(L)	265,000	168,643
Hang Seng Bank, Ltd.	27,900	408,067
Hong Kong & China Gas Company, Ltd.	230,500	519,792
Hong Kong Electric Holdings, Ltd.	79,500	446,064
Hong Kong Exchanges & Clearing, Ltd.	11,100	185,981
Hutchison Whampoa, Ltd.	13,000	93,151
Li & Fung, Ltd.	30,000	139,637
Sun Hung Kai Properties, Ltd.	8,000	111,051
Swire Pacific, Ltd., Class A	8,000	89,473
Ireland 0.29%		477,229
CRH PLC	5,641	129,269
Experian PLC	37,597	347,960
Italy 0.45%		748,820
ENI SpA	6,161	139,011
Intesa Sanpaolo SpA (I)	28,943	101,763
Parmalat SpA	66,982	168,962
Saipem SpA	6,078	201,006
Tenaris SA	6,663	138,078
Japan 19.86%		33,160,479
Aisin Seiki Company, Ltd.	11,300	296,272
Asahi Glass Company, Ltd.	43,000	428,922
Astellas Pharma, Inc.	20,900	786,404
Canon, Inc.	11,700	485,811
Chugai Pharmaceutical Company, Ltd.	18,300	353,143
Daiichi Sankyo Company, Ltd.	11,100	224,534
Daito Trust Construction Company, Ltd.	5,200	254,244
Dena Company, Ltd.	33	255,257
Denso Corp.	15,300	414,279
Disco Corp.	2,500	137,422
Eisai Company, Ltd.	13,000	506,654
Elpida Memory, Inc. (I)	14,500	260,007
FamilyMart Company, Ltd.	3,800	121,831
Fanuc, Ltd.	3,300	321,988
Fast Retailing Company, Ltd.	5,000	843,589
FUJIFILM Holdings Corp.	4,000	127,396
Fujitsu, Ltd.	89,000	579,035
Hirose Electric Company, Ltd.	2,700	287,535
Hisamitsu Pharmaceutical Company, Inc.	6,100	223,123

See notes to financial statements

14  International Growth Fund | Annual report 

	Shares	Value
Japan (continued)
Hitachi Construction Machinery Company, Ltd.	9,200	$188,112
Hitachi, Ltd.	42,000	138,339
Honda Motor Company, Ltd.	21,600	748,370
Hoya Corp.	19,800	495,041
Ibiden Company, Ltd.	9,200	309,554
Inpex Corp.	25	183,134
Itochu Corp.	10,000	80,494
Japan Tobacco, Inc.	36	130,849
JFE Holdings, Inc.	6,400	237,772
Kao Corp.	38,700	989,866
KDDI Corp.	64	341,283
Keyence Corp.	2,400	527,645
Koito Manufacturing Company, Ltd.	8,000	100,667
Komatsu, Ltd.	40,100	804,275
Kurita Water Industries, Ltd.	5,300	145,916
Lawson, Inc.	6,100	266,808
Makita Corp.	7,500	240,640
Marubeni Corp.	31,000	185,054
Mitsubishi Corp.	22,000	548,974
Mitsubishi Electric Corp. (I)	68,000	557,443
Mizuho Financial Group, Inc.	141,000	275,115
Murata Manufacturing Company, Ltd.	4,600	243,685
NHK Spring Company, Ltd.	13,000	107,328
Nidec Corp.	9,900	965,552
Nikon Corp.	9,000	197,768
Nintendo Company, Ltd.	4,200	1,143,551
Nippon Electric Glass Company, Ltd.	34,000	442,614
Nippon Mining Holdings, Inc.	56,500	281,382
Nissan Motor Company, Ltd. (I)	104,000	827,090
Nissha Printing Company, Ltd. (L)	2,400	84,860
Nitori Company, Ltd.	5,800	464,823
Nitto Denko Corp.	13,500	498,513
NSK, Ltd.	31,000	218,124
NTT DoCoMo, Inc.	554	856,572
Odakyu Electric Railway Company, Ltd.	42,000	356,809
Olympus Corp.	9,000	277,636
Oriental Land Company, Ltd.	2,500	178,954
ORIX Corp.	1,570	120,819
Pacific Metals Company, Ltd.	20,000	146,087
Rakuten, Inc.	259	199,631
Resona Holdings, Inc.	12,700	153,730
SANKYO Company, Ltd.	2,600	125,478
Santen Pharmaceutical Company, Ltd.	2,800	90,051
Secom Company, Ltd.	6,600	302,651
Seven & I Holdings Company, Ltd.	22,700	510,295
Sharp Corp.	30,000	347,204
Shimamura Company, Ltd.	1,600	139,367
Shin-Etsu Chemical Company, Ltd.	13,300	714,872

See notes to financial statements

Annual report | International Growth Fund  15 

	Shares	Value
Japan (continued)
Shinko Electric Industries Company, Ltd.	11,600	$167,869
Shionogi & Company, Ltd.	12,600	257,264
Shiseido Company, Ltd.	12,000	265,744
Softbank Corp.	13,500	353,298
Stanley Electric Company, Ltd.	12,400	227,588
Sumitomo Electric Industries, Ltd.	31,800	381,838
Sumitomo Metal Mining Company, Ltd.	34,000	481,593
Suzuki Motor Corp.	12,500	265,704
Taiyo Nippon Sanso Corp.	18,000	163,546
Takeda Pharmaceutical Company, Ltd.	38,500	1,743,774
TDK Corp.	2,100	129,361
Terumo Corp.	15,700	850,613
Tokyo Electron, Ltd.	10,300	635,638
Toshiba Corp. (I)	243,000	1,215,636
Toyoda Gosei Company, Ltd.	6,300	163,175
Toyota Boshoku Corp.	7,900	136,263
Trend Micro, Inc.	7,300	251,047
Tsumura & Company, Ltd.	6,200	190,522
Unicharm Corp.	3,500	335,525
Yahoo! Japan Corp.	1,116	417,496
Yamada Denki Company, Ltd.	1,850	128,742
Luxembourg 0.44%		733,714
Millicom International Cellular SA	3,087	261,155
Oriflame Cosmetics SA	4,734	276,233
SES SA	8,103	196,326
Netherlands 2.76%		4,607,117
ASML Holding NV	16,956	519,339
Fugro NV	4,794	278,514
Heineken NV	4,296	210,983
Koninklijke (Royal) KPN NV	53,566	853,600
Koninklijke Philips Electronics NV	27,097	792,571
Randstad Holdings NV (I)	2,879	120,588
Reed Elsevier NV	24,800	284,065
TNT NV	10,099	261,512
Unilever NV (L)	42,717	1,285,945
Norway 1.70%		2,843,081
Aker Solutions ASA	10,400	137,700
DnB NOR ASA (I)	33,800	367,369
Marine Harvest (I)	388,000	338,979
Norsk Hydro ASA (I)	45,200	304,603
Petroleum Geo-Services ASA (I)	20,800	263,477
Schibsted ASA (I)	3,000	74,136
Statoil ASA	8,050	180,735
Telenor ASA	45,400	574,145
TGS Nopec Geophysical Company ASA (I)	11,200	214,491
Yara International ASA	9,400	387,446

See notes to financial statements

16  International Growth Fund | Annual report 

	Shares	Value
Portugal 0.35%		$589,683
Jeronimo Martins SGPS SA	9,077	87,133
Portugal Telecom SGPS SA	47,748	502,550
Singapore 2.06%		3,443,240
Ezra Holdings, Ltd.	103,000	164,041
Golden Agri-Resources, Ltd. (I)	664,000	250,223
Keppel Corp., Ltd.	53,000	317,001
Keppel Land, Ltd.	40,000	93,298
Midas Holdings, Ltd.	131,000	93,149
Olam International, Ltd.	62,000	107,466
Oversea-Chinese Banking Corp., Ltd.	17,000	102,647
SembCorp Marine, Ltd.	86,000	226,886
Singapore Exchange, Ltd.	79,000	433,951
Singapore Press Holdings, Ltd.	176,000	464,681
Singapore Technologies Engineering, Ltd.	103,000	229,285
Singapore Telecommunications, Ltd.	321,000	696,626
Wilmar International, Ltd.	57,000	263,986
Spain 4.52%		7,552,472
ACS Actividades de Construccion y Servicios SA	2,646	117,591
Banco Bilbao Vizcaya Argentaria SA	45,675	593,867
Banco Santander SA	217,859	2,840,816
Bankinter SA	16,438	134,228
EDP Renovaveis SA (I)	8,140	65,601
Iberdrola SA	10,654	85,788
Inditex SA	14,339	845,551
Indra Sistemas SA	4,234	86,647
Mapfre SA	17,577	63,299
Obrascon Huarte Lain SA	3,531	78,216
Tecnicas Reunidas SA	2,941	165,464
Telefonica SA	105,391	2,475,404
Sweden 4.77%		7,958,388
Alfa Laval AB	17,338	245,975
Assa Abloy AB, Series B	11,745	220,492
Atlas Copco AB, Series A	18,134	256,731
Atlas Copco AB, Series B	17,602	227,231
Boliden AB	47,865	585,664
Electrolux AB, Series B (I)	18,300	388,820
Elekta AB, Series B	2,919	73,619
Hennes & Mauritz AB, B Shares	47,451	2,878,190
Hexagon AB	15,807	212,263
Kinnevik Investment AB	13,798	225,438
Lundin Petroleum AB (I)	22,874	173,748
Modern Times Group AB, B Shares	7,299	400,918
Nordea Bank AB	78,570	767,309
Sandvik AB	36,827	396,386
Scania AB, Series B	8,603	121,552
Skandinaviska Enskilda Banken AB, Series A	11,103	67,267
Swedish Match AB	19,019	433,147
Tele2 AB, Series B	19,071	283,638

See notes to financial statements

Annual report | International Growth Fund  17 

	Shares	Value
Switzerland 10.53%		$17,591,038
Actelion, Ltd. (I)	5,176	263,849
Compagnie Financiere Richemont SA, BR Shares	14,800	498,738
Credit Suisse Group AG	8,292	369,172
Geberit AG	2,173	372,184
Holcim, Ltd. (I)	3,813	252,292
Nestle SA	87,540	4,355,322
Nobel Biocare Holding AG (L)	7,730	196,571
Novartis AG (L)	90,136	4,999,816
Roche Holdings AG	23,020	3,845,399
SGS SA	386	516,825
Sonova Holding AG (L)	3,962	494,180
Swatch Group AG, BR Shares	1,640	456,207
Swisscom AG	674	231,568
Syngenta AG	779	201,669
Synthes AG (L)	4,504	537,246
United Kingdom 21.88%		36,534,121
Acergy SA	15,000	247,375
Admiral Group PLC	17,685	334,762
Anglo American PLC (I)	72,920	2,659,068
Antofagasta PLC	38,944	524,926
AstraZeneca PLC	37,345	1,644,382
Autonomy Corp. PLC (I)	11,783	274,963
Barclays PLC	60,468	289,475
BG Group PLC	32,326	564,310
British American Tobacco PLC	50,292	1,709,627
Burberry Group PLC	47,747	455,524
Capita Group PLC	40,873	446,206
Centrica PLC	77,052	328,601
Cobham PLC	85,258	314,199
Diageo PLC	118,981	1,934,725
Drax Group PLC	13,172	80,336
Eurasian Natural Resources Corp.	32,151	503,790
GlaxoSmithKline PLC	356,262	6,605,037
HSBC Holdings PLC	46,186	507,325
Inmarsat PLC	27,790	310,586
Intertek Group PLC	15,146	296,169
Kazakhmys PLC	28,096	574,921
Man Group PLC	22,806	78,171
Marks & Spencer Group PLC	27,610	139,017
Next PLC	17,268	493,844
Petrofac, Ltd.	29,271	458,546
Petropavlovsk PLC	5,679	81,789
Randgold Resources, Ltd.	2,119	152,279
Reckitt Benckiser Group PLC	40,386	2,124,195
Reed Elsevier PLC	71,603	538,045
Rio Tinto PLC	24,357	1,261,074
Royal Dutch Shell PLC, A Shares	12,777	348,869
Royal Dutch Shell PLC, B Shares	10,243	268,200

See notes to financial statements

18  International Growth Fund | Annual report 

	Shares	Value
United Kingdom (continued)
SABMiller PLC	38,475	$1,009,015
Shire PLC	27,566	592,291
Smith & Nephew PLC	35,154	361,655
Smiths Group PLC	20,396	323,240
Standard Chartered PLC	106,588	2,544,598
Subsea 7, Inc. (I)	6,000	110,421
The Weir Group PLC	8,061	95,987
Tullow Oil PLC	31,593	572,719
Unilever PLC	7,092	208,114
Vedanta Resources PLC	15,269	593,596
Vodafone Group PLC	295,454	637,386
Xstrata PLC (I)	186,693	2,934,763
Short-Term Investments 8.49%		$14,185,444

(Cost $14,185,235)
		Maturity
	Yield*	date	Par value	Value
U.S. Government 1.85%				3,099,934
U.S. Treasury Bills	0.010%	03-18-10	$3,100,000	3,099,934
			Par value	Value
Repurchase Agreement 2.66%				4,436,000
Repurchase Agreement with State Street Corp. dated 2-26-10 at
0.01% to be repurchased at $4,436,004 on 3-1-10, collateralized
by $4,485,000 Federal Home Loan Mortgage Corp., 2.00% due
6-15-12 (valued at $4,529,850, including interest)			4,436,000	4,436,000

		Shares	Value
Securities Lending Collateral 3.98%			6,649,510
John Hancock Collateral Investment Trust (W)	0.1869% (Y)	664,280	6,649,510
Total investments (Cost $165,950,262)† 102.92%			$171,871,733
Other assets and liabilities, net (2.92%)			($4,870,855)
Total net assets 100.00%			$167,000,878

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

SADR Sponsored American Depositary Receipts

(I) Non-income producing security.

(L) All or a portion of this security is on loan as of February 28, 2010.

(W) Investment is an affiliate of the Fund, the adviser and/or subadviser and represents the investment of securities lending collateral received.

(Y) The rate shown is the annualized seven-day yield as of February 28, 2010.

† At February 28, 2010, the aggregate cost of investment securities for federal income tax purposes was $166,849,861. Net unrealized appreciation aggregated $5,021,872, of which $11,784,804 related to appreciated investment securities and $6,762,932 related to depreciated investment securities.

* Yield represents either the annualized yield at the date of purchase, the stated coupon rate or, for floating rate securities, the rate at period end.

See notes to financial statements

Annual report | International Growth Fund  19 

F I N A N C I A L  S T A T E M E N T S

Financial statements

Statement of assets and liabilities 2-28-10

This Statement of Assets and Liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum public offering price per share.

Assets
Investments in unaffiliated issuers, at value (Cost $154,864,962) including
$6,421,292 of securities loaned (Note 2)	$160,786,223
Investments in affiliated issuers, at value (Cost $6,649,300) (Note 2)	$6,649,510
Repurchase agreement, at value (Cost $4,436,000) (Note 2)	4,436,000
Total investments, at value (Cost $165,950,262)	171,871,733
Cash	867
Foreign currency, at value (Cost $101,012)	100,982
Cash held at broker for futures contracts	990,641
Receivable for forward foreign currency exchange contracts (Note3)	190,623
Receivable for fund shares sold	331,481
Dividends and interest receivable	394,156
Receivable for securities lending income	3,405
Receivable for futures variation margin	87,469
Receivable from affiliates	4,955
Total assets	173,976,312
Liabilities
Payable for forward foreign currency exchange contracts (Note 3)	132,197
Payable for fund shares repurchased	52,033
Payable upon return of securities loaned (Note 2)	6,649,025
Payable to affiliates
Accounting and legal services fees	1,900
Transfer agent fees	7,825
Distribution and service fees	161
Investment management fees	5,767
Other liabilities and accrued expenses	126,526
Total liabilities	6,975,434
Net assets
Capital paid-in	$172,577,764
Accumulated distributions in excess of net investment income	(423,376)
Accumulated net realized loss on investments, futures contracts and
foreign currency transactions	(11,145,395)
Net unrealized appreciation on investments, futures contracts and
translation of assets and liabilities in foreign currencies	5,991,885
Net assets	$167,000,878

See notes to financial statements

20  International Growth Fund | Annual report 

F I N A N C I A L  S T A T E M E N T S

Statement of assets and liabilities (continued)

Net asset value per share
Based on net asset values and shares outstanding — the Fund has an
unlimited number of shares authorized with no parvalue
Class A ($22,599,325 ÷ 1,301,927shares)	$17.36
Class B ($565,134 ÷ 32,561shares)1	$17.36
Class C ($885,032 ÷ 51,048shares)1	$17.34
Class I ($133,634,718 ÷ 7,681,662shares)	$17.40
Class 1 ($4,802,284 ÷ 276,310shares)	$17.38
Class NAV ($4,514,385 ÷ 260,357shares)	$17.34
Maximum offering price pershare
Class A (net asset value per share ÷ 95%)2	$18.27

¹ Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

² On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements

Annual report | International Growth Fund  21 

F I N A N C I A L  S T A T E M E N T S

Statement of operations For the year ended 2-28-10

This Statement of Operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income
Dividends	$2,412,965
Securities lending	56,767
Interest	2,885
Less foreign taxes withheld	(160,403)
Total investment income	2,312,214
Expenses
Investment management fees (Note 5)	977,119
Distribution and service fees (Note 5)	69,458
Accounting and legal services fees (Note 5)	9,971
Transfer agent fees (Note 5)	65,502
Trustees’ fees (Note 5)	7,728
State registration fees (Note 5)	45,679
Printing and postage fees	9,470
Professional fees	51,511
Custodian fees	137,927
Registration and filing fees	44,165
Proxy fees	15,351
Other	4,400
Total expenses	1,438,281
Less expense reductions (Note 5)	(61,525)
Net expenses	1,376,756
Net investment income	935,458
Realized and unrealized gain (loss)
Net realized gain (loss) on
Investments in unaffiliated issuers	(4,815,507)
Investments in affiliated issuers	276
Futures contracts (Note 3)	1,291,133
Foreign currency transactions	(320,394)
	(3,844,492)
Change in net unrealized appreciation (depreciation) of
Investments in unaffiliated issuers	24,789,742
Investments in affiliated issuers	210
Futures contracts (Note 3)	144,426
Translation of assets and liabilities in foreign currencies	251,704
	25,186,082
Net realized and unrealized gain	21,341,590
Increase in net assets from operations	$22,277,048

See notes to financial statements

22  International Growth Fund | Annual report 

F I N A N C I A L  S T A T E M E N T S

Statements of changes in net assets

These Statements of Changes in Net Assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

	Year	Year
	ended	ended
	2-28-10	2-28-09
Increase (decrease) in net assets
From operations
Net investment income	$935,458	$667,706
Net realized loss	(3,844,492)	(5,974,115)
Change in net unrealized appreciation (depreciation)	25,186,082	(19,437,598)
Increase (decrease) in net assets resulting from operations	22,277,048	(24,744,007)
Distributions to shareholders
From net investment income
Class A	(118,341)	(403,668)
Class B	—	(9,683)
Class C	—	(11,598)
Class I	(1,187,527)	(737,756)
Class R1	—	(2,249)
Class 1	(48,594)	(82,042)
Class NAV	(45,290)	(129,737)
Total distributions	(1,399,752)	(1,376,733)
From Fund share transactions (Note 6)	103,903,777	27,353,569
Total increase (decrease)	124,781,073	1,232,829
Net assets
Beginning of year	42,219,805	40,986,976
End of year	$167,000,878	$42,219,805
Undistributed (distributions in excess of) net investment income	($423,376)	$385,420

See notes to financial statements

Annual report | International Growth Fund  23 

Financial highlights

The Financial Highlights show how the Fund’s net asset value for a share has changed since the end of the previous period.

CLASS A SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.46	$22.86	$23.94	$20.00
Net investment income (loss)2	0.14	0.31	0.26	(0.01)
Net realized and unrealized gain (loss) on investments	4.86	(10.31)	0.53	4.44
Total from investment operations	5.00	(10.00)	0.79	4.43
Less distributions
From net investment income	(0.10)	(0.40)	(0.18)	(0.09)
From net realized gain	—	—	(1.69)	(0.40)
Total distributions	(0.10)	(0.40)	(1.87)	(0.49)
Net asset value, end of year	$17.36	$12.46	$22.86	$23.94
Total return (%)3,4	40.07	(44.00)	2.85	22.185
Ratios and supplemental data
Net assets, end of year (in millions)	$23	$13	$26	$20
Ratios (as a percentage of average net assets):
Expenses before reductions	1.686	1.94	2.21	2.287
Expenses net of fee waivers	1.646	1.62	1.56	1.667
Expenses net of fee waivers and credits	1.636	1.62	1.56	1.667
Net investment income (loss)	0.86	1.59	1.02	(0.06)7
Portfolio turnover (%)	37	59	97	41

¹ The inception date for Class A shares is 6-12- 06.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁷ Annualized.

See notes to financial statements

24  International Growth Fund | Annual report 

CLASS B SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.48	$22.81	$23.91	$20.00
Net investment income (loss)2	0.05	0.15	(0.01)	(0.16)
Net realized and unrealized gain (loss) on investments	4.83	(10.25)	0.60	4.48
Total from investment operations	4.88	(10.10)	0.59	4.32
Less distributions
From net investment income	—	(0.23)	—	(0.01)
From net realized gain	—	—	(1.69)	(0.40)
Total distributions	—	(0.23)	(1.69)	(0.41)
Net asset value, end of year	$17.36	$12.48	$22.81	$23.91
Total return (%)3,4	39.10	(44.43)	2.03	21.645
Ratios and supplemental data
Net assets, end of year (in millions)	$1	$1	$1	$1
Ratios (as a percentage of average net assets):
Expenses before reductions	4.836	4.68	4.62	10.947
Expenses net of fee waivers	2.446	2.65	2.41	2.397
Expenses net of fee waivers and credits	2.406	2.40	2.40	2.397
Net investment income (loss)	0.29	0.80	(0.03)	(0.94)7
Portfolio turnover (%)	37	59	97	41

¹ The inception date for Class B shares is 6-12- 06.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁷ Annualized.

CLASS C SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.47	$22.79	$23.90	$20.00
Net investment income (loss)2	(0.01)	0.20	0.05	(0.16)
Net realized and unrealized gain (loss) on investments	4.88	(10.29)	0.53	4.47
Total from investment operations	4.87	(10.09)	0.58	4.31
Less distributions
From net investment income	—	(0.23)	—	(0.01)
From net realized gain	—	—	(1.69)	(0.40)
Total distributions	—	(0.23)	(1.69)	(0.41)
Net asset value, end of year	$17.34	$12.47	$22.79	$23.90
Total return (%)3,4	39.05	(44.43)	1.99	21.595
Ratios and supplemental data
Net assets, end of year (in millions)	$1	$1	$2	$2
Ratios (as a percentage of average net assets):
Expenses before reductions	3.956	3.81	3.73	6.717
Expenses net of fee waivers	2.416	2.42	2.40	2.397
Expenses net of fee waivers and credits	2.406	2.40	2.40	2.397
Net investment income (loss)	(0.06)	1.03	0.21	(0.98)7
Portfolio turnover (%)	37	59	97	41

¹ The inception date for Class C shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

⁷ Annualized.

See notes to financial statements

Annual report | International Growth Fund  25 

CLASS I SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.48	$22.90	$23.97	$20.00
Net investment income2	0.14	0.18	0.36	0.07
Net realized and unrealized gain (loss) on investments	4.95	(10.12)	0.54	4.45
Total from investment operations	5.09	(9.94)	0.90	4.52
Less distributions
From net investment income	(0.17)	(0.48)	(0.28)	(0.15)
From net realized gain	—	—	(1.69)	(0.40)
Total distributions	(0.17)	(0.48)	(1.97)	(0.55)
Net asset value, end of year	$17.40	$12.48	$22.90	$23.97
Total return (%)3,4	40.76	(43.74)	3.27	22.605
Ratios and supplemental data
Net assets, end of year (in millions)	$134	$23	$1	—
Ratios (as a percentage of average net assets):
Expenses before reductions	1.236	1.67	5.07	17.207
Expenses net of fee waivers	1.216	1.20	1.20	1.197
Expenses net of fee waivers and credits	1.216	1.20	1.20	1.197
Net investment income	0.84	1.16	1.43	0.427
Portfolio turnover (%)	37	59	97	41
1 The inception date for Class I shares is 6-12-06.
2 Based on the average daily shares outstanding.
3 Assumes dividend reinvestment (if applicable).
4 Total returns would have been lower had certain expenses not been reduced during the periods shown.
5 Not annualized.
6 Includes the impact of proxy expenses, which amounted to 0.01% of average net assets.
7 Annualized.
CLASS 1 SHARES Periodended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.47	$22.89	$23.97	$20.00
Net investment income2	0.20	0.36	0.29	0.07
Net realized and unrealized gain (loss) on investments	4.89	(10.29)	0.61	4.45
Total from investment operations	5.09	(9.93)	0.90	4.52
Less distributions
From net investment income	(0.18)	(0.49)	(0.29)	(0.15)
From net realized gain	—	—	(1.69)	(0.40)
Total distributions	(0.18)	(0.49)	(1.98)	(0.55)
Net asset value, end of year	$17.38	$12.47	$22.89	$23.97
Total return (%)3,4	40.73	(43.72)	3.28	22.635
Ratios and supplemental data
Net assets, end of year (in millions)	$5	$3	$3	$1
Ratios (as a percentage of average net assets):
Expenses before reductions	1.246	1.51	1.83	2.007
Expenses net of fee waivers	1.196	1.15	1.15	1.157
Expenses net of fee waivers and credits	1.196	1.15	1.15	1.157
Net investment income	1.23	1.94	1.14	0.417
Portfolio turnover (%)	37	59	97	41

¹ The inception date for Class 1 shares is 6-12-06.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

⁷ Annualized.

See notes to financial statements

26  International Growth Fund | Annual report 

CLASS NAV Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$12.44	$22.84	$23.92	$23.73
Net investment income2	0.22	0.41	0.33	0.01
Net realized and unrealized gain (loss) on investments	4.87	(10.31)	0.59	0.18
Total from investment operations	5.09	(9.90)	0.92	0.19
Less distributions
From net investment income	(0.19)	(0.50)	(0.31)	—
From net realized gain	—	—	(1.69)	—
Total distributions	(0.19)	(0.50)	(2.00)	—
Net asset value, end of year	$17.34	$12.44	$22.84	$23.92
Total return (%)3,4	40.81	(43.69)	3.34	0.805
Ratios and supplemental data
Net assets, end of year (in millions)	$5	$3	$8	$1
Ratios (as a percentage of average net assets):
Expenses before reductions	1.176	1.41	1.77	2.757
Expenses net of fee waivers	1.136	1.10	1.10	1.137
Expenses net of fee waivers and credits	1.136	1.10	1.10	1.137
Net investment income	1.38	2.11	1.33	0.147
Portfolio turnover (%)	37	59	97	41

¹ The inception date for Class NAV shares is 12-27-06.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

⁷ Annualized.

See notes to financial statements

Annual report | International Growth Fund  27 

Notes to financial statements

Note 1 — Organization

John Hancock International Growth Fund (the Fund) is a diversified series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek high total return primarily through capital appreciation.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of Assets and Liabilities. Class A, Class B and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Class 1 shares are sold only to certain affiliates of Manulife Financial Corporation (MFC). Class NAV shares are sold to affiliated funds of funds. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees and transfer agent fees for each class may differ. Class B shares convert to Class A shares eight years after purchase. Class R1 shares converted to Class A shares on August 21, 2009.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of the regular trading on the New York Stock Exchange (NYSE), normally at 4:00 p.m., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes quoted prices in active markets for identical securities. Level2 includes significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these techniques are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

28  International Growth Fund | Annual report 

The following is a summary of the values by input classification of the Fund’s investments as of February 28, 2010, by major security category or type:

			LEVEL 2	LEVEL 3
	TOTAL MARKET		SIGNIFICANT	SIGNIFICANT
INVESTMENTS	VALUE AT	LEVEL 1	OBSERVABLE	UNOBSERVABLE
IN SECURITIES	2-28-10	QUOTED PRICE	INPUTS	INPUTS
Common Stocks
United Kingdom	$36,534,121	—	$36,534,121	—
Japan	33,160,479	—	33,160,479	—
Switzerland	17,591,038	—	17,591,038	—
Australia	8,354,283	—	8,354,283	—
Sweden	7,958,388	—	7,958,388	—
Spain	7,552,472	—	7,552,472	—
Canada	6,843,338	$6,843,338	—	—
Germany	6,389,833	—	6,389,833	—
France	5,790,832	—	5,790,832	—
Netherlands	4,607,117	—	4,607,117	—
Belgium	3,601,661	—	3,601,661	—
Singapore	3,443,240	—	3,443,240	—
Hong Kong	3,428,393	—	3,428,393	—
Denmark	3,087,402	—	3,087,402	—
Norway	2,843,081	—	2,843,081	—
Greece	1,582,343	—	1,582,343	—
Bermuda	1,068,713	—	1,068,713	—
Italy	748,820	—	748,820	—
Austria	740,617	—	740,617	—
Luxembourg	733,714	—	733,714	—
Portugal	589,683	—	589,683	—
Finland	559,492	—	559,492	—
Ireland	477,229	—	477,229	—
Short-Term Investments	14,185,444	6,649,510	7,535,934	—
Total investments in
securities	$171,871,733	$13,492,848	$158,378,885	—
Other Financial
Instruments	73,098	14,672	58,426	—
Totals	$171,944,831	$13,507,520	$158,437,311	—

In order to value the securities, the Fund uses the following valuation techniques. Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. John Hancock Collateral Investment Trust (JHCIT), an affiliate of the Fund, is valued at its closing net asset value. JHCIT is a non stable value fund investing in short-term investments as part of a securities lending program.

Other portfolio securities and assets, where market quotations are not readily available, are valued at fair value, as determined in good faith by the Fund’s Pricing Committee, following procedures established by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various times prior to the close of trading on the NYSE. The values of non-U.S. securities, used in computing the net asset value of the Fund’s shares, are generally

Annual report | International Growth Fund  29 

determined at these times. Significant market events that affect the values of non-U.S. securities may occur after the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees.

Repurchase agreements. The Fund may enter into repurchase agreements. When a Fund enters into a repurchase agreement it receives collateral which is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation. Dividend income is recorded on the ex-dividend date except for certain foreign dividends where the ex-date may have passed, which are recorded when the Fund becomes aware of the dividends. Interest income includes coupon interest and amortization/accretion of discounts/premiums on debt securities.

Securities lending. A Fund may lend its securities to earn additional income. It receives and maintains cash collateral received from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, which is not a stable value fund. As a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral. Income received from JHCIT is a component of securities lending income as recorded on the Statement of Operatio ns.

Foreign currency translation. Assets, including investments and liabilities denominated in foreign currencies are translated into U.S. dollar values each day at the prevailing exchange rate. Purchases and sales of securities, income, and expenses are translated into U.S. dollars at the prevailing exchange rate on the date of the transaction. The effect of changes in foreign currency exchange rates on realized and unrealized securities gains and losses is reflected as a component of securities gains and losses.

Funds that invest internationally generally carry more risk than Funds that invest strictly in U.S. securities. Funds investing in a single country or in a limited geographic region tend to be riskier than funds that invest more broadly. Risks can result from differences in economic and political conditions, regulations, market practices (including higher transaction costs) and accounting standards. Foreign investments are also subject to a decline in the value of a foreign currency versus the U.S. dollar, which reduces the dollar value of securities denominated in that currency.

Expenses. The majority of expenses are directly attributable to an individual Fund. Expenses that are not readily attributable to a specific fund are allocated among all Funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the Funds’ relative assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses, and realized and unrealized gains (losses) are determined at the Fund level and allocated daily to each class of shares based on the net asset value of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state

30  International Growth Fund | Annual report 

registration fees and printing and postage fees, for all classes are calculated daily at the class level based on the appropriate net asset value of each class and the specific expense rates applicable to each class.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to a Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian has a lien, security interest or security entitlement in any Fund property that is not segregated, to the maximum extent permitted by law for any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with the custodian which enables them to participate in a $150 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis based on their relative average net assets. For the year ended February 28, 2010, there were no significant borrowings under the line of credit by the Fund. Effective March 31, 2010, the amount of the line of credit changed to $100 million.

Federal income taxes. The Fund intends to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

For federal income tax purposes, the Fund has a capital loss carryforward of $10,274,841 available to offset future net realized capital gains. The following table details the capital loss carryforward available as of February 28, 2010. Net currency losses of $361,441, that are a result of currency transactions occurring after October 31, 2009 are treated as occurring on March 1, 2010, the first day of the Fund’s next taxable year.

At February 28, 2010, capital loss carryforward available to offset future realized gains was as follows:

CAPITAL LOSS CARRYFORWARD
EXPIRING AT FEBRUARY 28
2017	2018
$4,155,616	$6,119,225

As of February 28, 2010, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition or disclosure. The Fund’s federal tax return is subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-dividend date. The Fund generally declares and pays dividends and capital gain distributions, if any, at least annually. The tax character of distributions for the years ended February 28, 2010 and February 28, 2009 was as follows:

	FEBRUARY 28, 2010	FEBRUARY 28, 2009
Ordinary Income	$1,399,752	$1,376,733

Distributions paid by the Fund with respect to each series of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of expenses that may be applied differently to each class. As of February 28, 2010, the Fund has no distributable earnings on a tax basis.

Annual report | International Growth Fund  31 

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book/tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book/tax differences will reverse in a subsequent period. Permanent book/tax differences are primarily attributable to foreign currency transactions.

Note 3 — Derivative instruments

The Fund may invest in derivatives, including futures contract and forward foreign currency contracts in order to meet its investment objectives. The Fund may use derivatives to manage against anticipated changes in securities markets or currency rates, access certain securities markets and enhance potential gains.

The use of derivatives may involve risks different from, or potentially greater than, the risks associated with investing directly in securities. Specifically, derivatives expose a Fund to the risk that the counterparty to an over-the-counter (OTC) derivatives contract will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. OTC derivatives transactions typically can only be closed out with the other party to the transaction. If the counterparty defaults, the Fund will have contractual remedies, but there is no assurance that the counterparty will meet its contractual obligations or the Fund will succeed in enforcing them.

For more information regarding the Fund’s use of derivatives, please refer to the Fund’s Prospectuses and Statement of Additional Information.

Futures. A future is a contractual agreement to buy or sell a particular commodity, currency, or financial instrument at a pre-determined price in the future. Risks related to the use of futures contracts include possible illiquidity of the futures markets, contract prices that can be highly volatile and imperfectly correlated to movements in hedged security values and/or interest rates and potential losses in excess of the fund’s initial investment.

Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. Upon entering into a futures contract, the Fund is required to deposit initial margin with the broker in the form of cash or securities. The amount of required margin is generally based on a percentage of the contract value; this amount is the initial margin for the trade. The margin deposit must then be maintained at the established level over the life of the contract. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund.

32  International Growth Fund | Annual report 

During the year ended February 28, 2010 the Fund used futures contracts to enhance potential gains, maintain diversity and liquidity of the portfolio and adjust exposure to foreign currencies. The following table summarizes the contracts held at February 28, 2010. The range of futures contracts notional amounts held by the Fund during the year ended February 28, 2010 was $1.6 million to $12.3 million.

					UNREALIZED
OPEN	NUMBER OF				APPRECIATION
CONTRACTS	CONTRACTS	POSITION	EXPIRATION DATE	NOTIONAL VALUE	(DEPRECIATION)
FTSE 100 Index
Futures	17	Long	March 2010	$1,383,306	$3,167
MSCI EAFE Index
Futures	37	Long	March 2010	2,769,450	(18,259)
OMX 30 Index
Futures	229	Long	March 2010	3,051,278	29,951
Hang Seng Index
Futures	5	Long	March 2010	661,447	13,762
SGX MSCI Singapore
Index Futures	35	Long	March 2010	1,646,795	2,788
ASX SPI 200 Index
Futures	2	Short	March 2010	206,261	(1,537)
S&P TSE 60 Index
Futures	20	Short	March 2010	2,584,300	(15,200)
				$12,302,837	$14,672

Forward foreign currency contracts. A forward foreign currency contract is an agreement between two parties to buy and sell a specific currency at a price that is set on the date of the contract. The forward contract calls for delivery of the currency on a future date that is specified in the contract. Risks related to the use of forwards include the possible failure of counterparties to meet the terms of the forward agreement, the failure of the counterparties to timely post collateral, the risk that currency movements will not occur thereby reducing the fund’s total return, and the potential for losses in excess of the fund’s initial investment.

The market value of a forward foreign currency contract fluctuates with changes in foreign currency exchange rates. Forward foreign currency contracts are marked to market daily and the change in value is recorded by a Fund as an unrealized gain or loss. Realized gains or losses, equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed, are recorded upon delivery or receipt of the currency.

During the year ended February 28, 2010 the Fund used forward foreign currency contracts to enhance potential gains, hedge against anticipated currency exchange rates, maintain diversity and liquidity of the portfolio and adjust exposure to foreign currencies. The following table summarizes the contracts held at February 28, 2010. The range of forward foreign currency contracts notional amounts held by the Fund during the year ended February 28, 2010 was $7.6 million to $16.3 million.

	PRINCIPAL	PRINCIPAL AMOUNT		UNREALIZED
	AMOUNT COVERED	COVERED BY	SETTLEMENT	APPRECIATION
CURRENCY	BY CONTRACT	CONTRACT (USD)	DATE	(DEPRECIATION)
Buy
Euro	444,027	$608,021	4/23/2010	($3,460)
Euro	96,406	132,544	4/23/2010	(1,283)
Japanese Yen	492,853,607	5,414,605	4/23/2010	134,184
Pound Sterling	1,460,307	2,298,801	4/23/2010	(72,932)
Pound Sterling	93,567	147,018	4/23/2010	(4,398)
Swedish Krona	23,837,848	3,329,825	4/23/2010	13,944
Swiss Franc	1,987,402	1,857,199	4/23/2010	(6,521)
		$13,788,013		$59,534

Annual report | International Growth Fund  33 

	PRINCIPAL	PRINCIPAL AMOUNT		UNREALIZED
	AMOUNT COVERED	COVERED BY	SETTLEMENT	APPRECIATION
CURRENCY	BY CONTRACT	CONTRACT (USD)	DATE	(DEPRECIATION)
Sells
Australian Dollar	2,555,710	$2,290,274	4/23/2010	$12,292
Australian Dollar	723,406	622,333	4/23/2010	(22,461)
Canadian Dollar	4,246,070	4,062,323	4/23/2010	27,072
Hong Kong Dollar	3,116,000	401,324	4/23/2010	(253)
Japanese Yen	123,832,833	1,373,282	4/23/2010	(20,889)
Norwegian Krone	2,167,635	368,564	4/23/2010	2,625
Singapore Dollar	1,868,078	1,328,836	4/23/2010	506
		$10,446,936		($1,108)

Fair value of derivative instruments by risk category. The table below summarizes the fair values of derivatives held by the Fund at February 28, 2010, by risk category:

		FINANCIAL	ASSET	LIABILITY
	STATEMENT OF ASSETS AND	INSTRUMENTS	DERIVATIVES	DERIVATIVES
RISK	LIABILITIES LOCATION	LOCATION	FAIR VALUE	FAIR VALUE
	Receivable for futures
	variation margin; Net
	unrealized appreciation
	(depreciation) on
Equity Contracts	investments	Futures contracts†	$49,668	($34,996)
	Receivable/Payable
	for foreign forward
Foreign Exchange	currency exchange	Forward foreign
Contracts	contracts	currency contracts	190,623	(132,197)
Total			$240,291	($167,193)

† Reflects cumulative appreciation/depreciation of futures as disclosed in Note 3. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

Effect of derivative instruments on the Statement of Operations. The table below summarizes the realized gain (loss) recognized in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category for the period ended February 28, 2010:

			FORWARD FOREIGN
	STATEMENT OF	FUTURES	CURRENCY
RISK	OPERATIONS LOCATION	CONTRACTS	CONTRACTS*	TOTAL
Equity Contracts	Net realized gain	$1,291,133	—	$1,291,133
Foreign Exchange
Contracts	Net realized loss	—	($347,632)	(347,632)
Total		$1,291,133	($347,632)	$943,501

* Realized gain/loss associated with forward foreign current contracts is included in the caption on the Statement of Operations.

34  International Growth Fund | Annual report 

The table below summarizes the change in unrealized appreciation (depreciation) recognized in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category for the year ended February 28, 2010:

	STATEMENT OF	FUTURES	FORWARD FOREIGN
RISK	OPERATIONS LOCATION	CONTRACTS	CURRENCY CONTRACTS *	TOTAL
			Translation
			of assets and
		Futures	liabilities in
		contracts	foreign currencies
Equity Contracts	Change in
	unrealized
	appreciation
	(depreciation)	$144,426	—	$144,426
Foreign Exchange	Change in
Contracts	unrealized
	appreciation
	(depreciation)	—	$249,194	249,194
Total		$144,426	$249,194	$393,620

* Change in unrealized appreciation/depreciation associated with forward foreign currency contracts is included in the caption on the Statement of Operations.

Note 4 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred.

Note 5 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Adviser) serves as investment adviser for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Adviser, serves as principal underwriter of the Trust. The Adviser and the Distributor are indirect wholly owned subsidiaries of MFC.

Management fee. The Fund has an investment management contract with the Adviser under which the Fund pays a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.92% of the first $100,000,000 of the Fund’s average daily net assets; (b) 0.895% of the next $900,000,000 of the Fund’s average daily net assets; (c) 0.88% of the next $1,000,000,000 of the Fund’s average daily net assets; (d) 0.85% of the next $1,000,000,000 of the Fund’s average daily net assets; (e) 0.825% of the next $1,000,000,000 of the Fund’s average daily net assets; and (f) 0.80% of the Fund’s average daily net assets in excess of $4,000,000,000. The Adviser has a subadvisory agreement with Grantham, Mayo, Van Otterloo & Co. LLC. The Fund is not responsible for payment of the subadvisory fees.

Prior to October 1, 2009, the Fund had an investment management contract with the Adviser under which the Fund paid a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.92% of the first $100,000,000 of the Fund’s average daily net assets; (b) 0.895% of the next $900,000,000 of the Fund’s average daily net assets; and (c) 0.88% of the Fund’s average daily net assets in excess of $1,000,000,000.

The investment management fees incurred for the year ended February 28, 2010 were equivalent to an annual effective rate of 0.91% of the Fund’s average daily net assets.

Annual report | International Growth Fund  35 

Effective July 1, 2009, the Adviser has agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits are such that these expenses will not exceed 1.70% for Class A shares, 2.40% for Class B, 2.40% for Class C, 1.22% for Class I, 1.20% for Class 1 and 1.15% for Class NAV. The expense reimbursements and limits will continue in effect until June 30, 2010 and thereafter until terminated by the Adviser on notice to the Trust.

Prior to June 30, 2009, the Adviser contractually agreed to reimburse or limit certain Fund level expenses to 0.18% of the Fund’s average annual net assets which are allocated pro rata to all share classes. The agreements excluded taxes, portfolio brokerage commissions, interest, advisory fees, distribution and service fees, transfer agent fees, state registration fees, printing and postage fees, litigation and indemnification expenses, and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, were excluded.

In addition, the Adviser agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits were such that these expenses will not exceed 1.70% for Class A shares, 2.40% for Class B, 2.40% for Class C, 1.20% for Class I, 1.70% for Class R1, 1.15% for Class 1 and 1.10% for Class NAV.

Accordingly, the expense reductions or reimbursements related to these agreements were $8,050, $13,143, $11,567, $15,084, $7,865, $1,942 and $2,012 for Class A, Class B, Class C, Class I, Class R1, Class 1 and Class NAV, respectively for the year ended February 28, 2010.

Accounting and legal services. Pursuant to the Service Agreement, the Fund reimburses the Adviser for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services of the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports amongst other services. These expenses are allocated to each share class based on relative net assets at the time the expense was incurred. The accounting and legal services fees incurred for the year ended February 28, 2010, amounted to an approximate annual rate of 0.01% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B, Class C, Class 1 and R1 shares pursuant to Rule 12b-1 of the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R1 shares, the Fund pays the Distributor for certain other services. The following table shows the contractual rates of distribution and service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

Class	12b-1 Fees	Service Fee
Class A	0.30%	—
Class B	1.00%	—
Class C	1.00%	—
Class 1	0.05%	—
Class R1	0.50%	0.25%

36  International Growth Fund | Annual report 

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $31,306 for the year ended February 28, 2010. Of this amount, $5,244 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $26,026 was paid as sales commissions to broker-dealers and $36 was paid as sales commissions to sales personnel of Signator Investors, Inc. (Signator Investors), a broker-dealer affiliate of the Adviser.

Class B and Class C shares are subject to contingent deferred sales charges (CDSC). Class B shares that are redeemed within six years of purchase are subject to CDSC, at declining rates, beginning at 5.00% of the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC on the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended February 28, 2010, CDSCs amounts received by the Distributor amounted to $4,888 and $215 for Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (“Signature Services” or “Transfer Agent”), an affiliate of the Adviser. The transfer agent fees are made up of three components:

• The Fund pays a monthly transfer agent fee at an annual rate of 0.05% for Class A, Class B, Class C and Class R1 shares and 0.04% for Class I shares, based on each class’s average daily net assets.

• The Fund pays a monthly fee based on an annual rate of $16.50 per shareholder account.

• In addition, Signature Services is reimbursed for certain out-of-pocket expenses.

• Additionally, Class NAV shares do not pay transfer agent fees.

Certain investor accounts that maintain small balances are charged an annual small accounts fee by Signature Services. Amounts related to these fees are credited by Signature Services to the Fund. For the year ended February 28, 2010, these fees totaled $1,862.

Class level expenses for the year ended February 28, 2010 were:

	Distribution		State	Printing
Class	and service fees	Transfer agent fees	registration fees	and postage fees
Class A	$54,159	$23,046	$10,818	$976
Class B	5,503	5,144	9,020	311
Class C	7,524	3,971	9,020	321
Class I	—	32,839	9,457	7,491
Class 1	2,023	—	—	317
Class R1	249	502	7,364	54
Total	$69,458	$65,502	$45,679	$9,470

Affiliated share ownership. Affiliates of the Fund owned 828,882 shares of beneficial interest of Class A on February 28, 2010.

Trustee expenses. The Trust compensates each Trustee who is not an employee of the Adviser or its affiliates. The Trustees may, for tax purposes, elect to defer receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan. Deferred amounts are invested in various John Hancock Funds and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting liability are included in the accompanying Statement of Assets and Liabilities.

Annual report | International Growth Fund  37 

Note 6 — Fund share transactions

Transactions in Fund shares for the years ended February 28, 2010 and 2009 were as follows:

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class A shares
Sold	368,180	$6,341,223	135,017	$2,639,354
Exchanged from Class R1	7,263	121,989	—	—
Distributions reinvested	6,431	116,714	26,368	389,191
Repurchased	(105,391)	(1,656,573)	(287,397)	(5,278,555)
Net increase (decrease)	276,483	$4,923,353	(126,012)	($2,250,010)
Class B shares
Sold	11,882	$200,465	11,954	$225,925
Distributions reinvested	—	—	430	6,370
Repurchased	(20,091)	(318,226)	(23,572)	(418,103)
Net decrease	(8,209)	($117,761)	(11,188)	($185,808)
Class C shares
Sold	43,030	$684,156	7,289	$123,129
Distributions reinvested	—	—	694	10,259
Repurchased	(40,666)	(591,385)	(62,826)	(1,257,189)
Net increase (decrease)	2,364	$92,771	(54,843)	($1,123,801)
Class I shares
Sold	6,511,940	$108,774,330	2,138,964	$36,027,363
Distributions reinvested	499	9,073	3,347	49,405
Repurchased	(638,236)	(10,431,836)	(360,763)	(5,435,317)
Net increase	5,874,203	$98,351,567	1,781,548	$30,641,451
Class R1 shares
Sold	1,969	$26,066	429	$8,405
Exchanged for Class A	(7,270)	(121,989)	—	—
Distributions reinvested	—	—	153	2,249
Repurchased	(897)	(12,532)	(379)	(6,321)
Net increase (decrease)	(6,198)	($108,455)	203	$4,333
Class 1 shares
Sold	155,089	$2,534,636	143,982	$2,662,289
Distributions reinvested	2,674	48,594	5,562	82,042
Repurchased	(84,600)	(1,398,184)	(69,425)	(1,269,588)
Net increase	73,163	$1,185,046	80,119	$1,474,743
Class NAV shares
Sold	194,492	$2,950,895	34,844	$786,414
Distributions reinvested	2,499	45,290	8,820	129,737
Repurchased	(191,058)	(3,418,929)	(120,906)	(2,123,490)
Net increase (decrease)	5,933	($422,744)	(77,242)	($1,207,339)
Net increase	6,217,739	$103,903,777	1,592,585	$27,353,569

Note 7 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities and U.S. Treasury obligations, aggregated $133,341,190 and $35,938,107, respectively for the year ended February 28, 2010.

38  International Growth Fund | Annual report 

Auditors’ report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of John Hancock Funds III and Shareholders of
John Hancock International Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock International Growth Fund (the “Fund”) at February 28, 2010, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversig ht Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 28, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
April 15, 2010

Annual report | International Growth Fund  39 

Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended February 28, 2010.

The Fund hereby designates the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. This amount will be reflected on Form 1099-DIV for the calendar year 2010.

Shareholders will be mailed a 2010 Form 1099-DIV in January 2011. This will reflect the total of all distributions that are taxable for calendar year 2010.

40  International Growth Fund | Annual report 

Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Patti McGill Peterson, Born: 1943	2006	47
Chairperson (since 2008); Principal, PMP Globalinc (consulting) (since 2007); Senior Associate, Institute
for Higher Education Policy (since 2007); Executive Director, CIES (international education agency)
(until 2007); Vice President, Institute of International Education (until 2007); Senior Fellow, Cornell
University Institute of Public Affairs, Cornell University (1997–1998); Former President Wells College,
St. Lawrence University and the Association of Colleges and Universities of the State of New York.
Director of the following: Niagara Mohawk Power Corporation (until 2003); Security Mutual Life
(insurance) (until 1997); ONBANK (until 1993). Trustee of the following: Board of Visitors, The University
of Wisconsin, Madison (since 2007); Ford Foundation, International Fellowships Program (until 2007);
UNCF, International Development Partnerships (until 2005); Roth Endowment (since 2002); Council for
International Educational Exchange (since 2003).
James F. Carlin, Born: 1940	2006	47
Chief Executive Officer, Director and Treasurer, Alpha Analytical Laboratories (environmental,
chemical and pharmaceutical analysis) (since 1985); Part Owner and Treasurer, Lawrence Carlin
Insurance Agency, Inc. (since 1995); Chairman and Chief Executive Officer, Carlin Consolidated, Inc.
(management/investments) (since 1987).
William H. Cunningham, Born: 1944	2006	47
Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas System
and former President of the University of Texas, Austin, Texas; Director of the following: LIN Television
(since 2009); Lincoln National Corporation (insurance) (Chairman since 2009 and Director since 2006);
Resolute Energy Corporation (since 2009); Nanomedical Systems, Inc. (biotechnology company)
(Chairman since 2008); Yorktown Technologies, LP (tropical fish) (Chairman since 2007); Greater Austin
Crime Commission (since 2001); Southwest Airlines (since 2000); former Director of the following:
Introgen (manufacturer of biopharmaceuticals) (until 2008); Hicks Acquisition Company I, Inc. (until
2007); Jefferson-Pilot Corporation (diversified life insurance company) (until 2006); and former Advisory
Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) (until 2009).
Deborah C. Jackson,2 Born: 1952	2008	47
Chief Executive Officer, American Red Cross of Massachusetts Bay (since 2002); Board of Directors
of Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation
(since 2001); Board of Directors of American Student Association Corp. (since 1996); Board of Directors
of Boston Stock Exchange (2002-2008); Board of Directors of Harvard Pilgrim Healthcare (health
benefits company) (since 2007).

Annual report | International Growth Fund  41 

Independent Trustees (continued)
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Charles L. Ladner, Born: 1938	2006	47
Chairman and Trustee, Dunwoody Village, Inc. (retirement services) (since 2008); Director, Philadelphia
Archdiocesan Educational Fund (since 2009); Senior Vice President and Chief Financial Officer, UGI
Corporation (public utility holding company) (retired 1998); Vice President and Director for AmeriGas,
Inc. (retired 1998); Director of AmeriGas Partners, L.P. (gas distribution) (until 1997); Director,
EnergyNorth, Inc. (until 1995); Director, Parks and History Association (Cooperating Association,
National Park Service) (until 2005).
Stanley Martin,2 Born: 1947	2008	47
Senior Vice President/Audit Executive, Federal Home Loan Mortgage Corporation (2004–2006);
Executive Vice President/Consultant, HSBC Bank USA (2000–2003); Chief Financial Officer/Executive
Vice President, Republic New York Corporation & Republic National Bank of New York (1998-2000);
Partner, KPMG LLP (1971–1998).
Dr. John A. Moore, Born: 1939	2006	47
President and Chief Executive Officer, Institute for Evaluating Health Risks, (nonprofit institution)
(until 2001); Senior Scientist, Sciences International (health research) (until 2003); Former
Assistant Administrator & Deputy Administrator, Environmental Protection Agency; Principal,
Hollyhouse (consulting) (since 2000); Director, CIIT Center for Health Science Research (nonprofit
research) (until 2007).
Steven R. Pruchansky,2 Born: 1944	2006	47
Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First
American Bank (since 2008); Managing Director, Jon James, LLC (real estate) (since 2000); Director,
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President,
Maxwell Building Corp. (until 1991).
Gregory A. Russo, Born: 1949	2008	47
Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman,
Industrial Markets, KPMG (1998–2002).
Non-Independent Trustees3
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
James R. Boyle, Born: 1959	2006	244
Senior Executive Vice President, U.S. Division, Manulife Financial Corporation (since 2009), Executive
Vice President (1999–2009); Chairman and Director, John Hancock Advisers, LLC and John Hancock
Funds, LLC (since 2005); Chairman and Director, John Hancock Investment Management Services, LLC
(since 2006); Trustee of John Hancock Trust (since 2005), John Hancock Funds II (since 2005) and the
John Hancock retail funds (since 2006).

42  International Growth Fund | Annual report 

Non-Independent Trustees3 (continued)
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
John G. Vrysen, Born: 1955	2009	47
Senior Vice President, Strategic Initiatives (since 2006), Vice President (until 2006), Manulife Financial
Corporation; Director, Executive Vice President and Chief Operating Officer, John Hancock Advisers,
LLC, The Berkeley Financial Group, LLC, John Hancock Investment Management Services, LLC
and John Hancock Funds, LLC (since 2007); Chief Operating Officer, John Hancock Funds II and
John Hancock Trust (since 2007); Chief Operating Officer, John Hancock retail funds (2007–2009);
Director, John Hancock Signature Services, Inc. (since 2005); Chief Financial Officer, John Hancock
Advisers, LLC, The Berkeley Financial Group, LLC, MFC Global Investment Management (U.S.), LLC,
John Hancock Investment Management Services, LLC, John Hancock Funds, LLC, John Hancock retail
funds, John Hancock Funds II and John Hancock Trust (2005-2007).
Principal officers who are not Trustees
Name, Year of Birth		Officer
Position(s) held with Fund		of the
Principal occupation(s) and other		Trust
Directorships during past 5 years		since
Keith F. Hartstein, Born: 1956		2006
President and Chief Executive Officer
Senior Vice President, Manulife Financial Corporation (since 2004); Director, President and Chief
Executive Officer, John Hancock Advisers, LLC, The Berkeley Financial Group, LLC, John Hancock Funds,
LLC (since 2005); Director, MFC Global Investment Management (U.S.), LLC (since 2005); Chairman and
Director, Signature Services (since 2005); Director, President and Chief Executive Officer, John Hancock
Investment Management Services, LLC (since 2006); President and Chief Executive Officer,
John Hancock retail funds (since 2005); President and Chief Executive Officer (until 2009), John Hancock
Funds II and John Hancock Trust; Director, Chairman and President, NM Capital Management, Inc.
(since 2005); Member and former Chairman, Investment Company Institute Sales Force Marketing
Committee (since 2003); President and Chief Executive Officer, MFC Global (U.S.) (2005–2006).
Andrew G. Arnott, Born: 1971		2009
Chief Operating Officer
Senior Vice President, Manulife Financial Corporation (since 2009); Senior Vice President (since 2007),
Vice President (2005–2007), John Hancock Advisers, LLC; Senior Vice President (since 2008), Vice
President (2006–2008), John Hancock Investment Management Services, LLC; Senior Vice President
(since 2006), Vice President (2005–2006), 2nd Vice President (2004–2005), John Hancock Funds,
LLC; Chief Operating Officer (since 2009), Vice President (2007–2009), John Hancock retail funds;
Vice President (since 2006), John Hancock Funds II and John Hancock Trust; Senior Vice President
(2005–2009), Product Management and Development for John Hancock Funds, LLC; Vice President and
Director (1998–2005), Marketing and Product Management for John Hancock Funds, LLC.

Annual report | International Growth Fund  43 

Principal officers who are not Trustees (continued)
Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Thomas M. Kinzler, Born: 1955	2006
Secretary and Chief Legal Officer
Secretary and Chief Legal Officer, John Hancock retail funds, John Hancock Funds II and John Hancock
Trust (since 2006); Secretary and Chief Legal Counsel (since 2008) and Secretary (2007–2008),
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC; Secretary,
John Hancock Funds, LLC and The Berkeley Financial Group, LLC (since 2007); Vice President and
Associate General Counsel for Massachusetts Mutual Life Insurance Company (1999–2006); Secretary
and Chief Legal Counsel for MML Series Investment Fund (2000–2006); Secretary and Chief Legal
Counsel for MassMutual Select Funds and MassMutual Premier Funds (2004–2006).
Francis V. Knox, Jr., Born: 1947	2006
Chief Compliance Officer
Chief Compliance Officer, John Hancock retail funds, John Hancock Funds II, John Hancock Trust,
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC (since 2005);
VicePresident, John Hancock Advisers, LLC, John Hancock Investment Management Services, LLC and
MFC Global Investment Management (U.S.), LLC (2005–2008).
Charles A. Rizzo, Born: 1957	2007
Chief Financial Officer
Senior Vice President, John Hancock Advisers, LLC and John Hancock Investment Management
Services, LLC (since 2008); Chief Financial Officer, John Hancock retail funds, John Hancock Funds II and
John Hancock Trust (since 2007); Assistant Treasurer, Goldman Sachs Mutual Fund Complex (registered
investment companies) (2005–2007); Vice President, Goldman Sachs (2005–2007); Managing Director
and Treasurer of Scudder Funds, Deutsche Asset Management (2003–2005).
Michael J. Leary, Born: 1965	2007
Treasurer
Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust (since 2009);
Assistant Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust
(2007–2009); Vice President and Director of Fund Administration, JP Morgan (2004–2007).

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Fund and is available without charge, upon request, by calling 1-800-225-5291 or by visiting our Web sitewww.jhfunds.com.

¹ Each Trustee serves until resignation, retirement age or until his or her successor is elected.

² Member of Audit Committee.

³ Non-Independent Trustees hold positions with the Fund’s investment adviser, underwriter and certain other affiliates.

44  International Growth Fund | Annual report 

More information

Trustees	Investment adviser
Patti McGill Peterson,Chairperson	John Hancock Investment Management
James R. Boyle†	Services, LLC
James F. Carlin
William H. Cunningham	Subadviser
Deborah C. Jackson*	Grantham, Mayo, Van Otterloo & Co. LLC
Charles L. Ladner
Stanley Martin*	Principal distributor
Dr. John A. Moore	John Hancock Funds, LLC
Steven R. Pruchansky*
Gregory A. Russo	Custodian
John G. Vrysen†	State Street Bank and Trust Company
Officers	Transfer agent
Keith F. Hartstein	John Hancock Signature Services, Inc.
President and Chief Executive Officer
	Legal counsel
Andrew G. Arnott	K&L Gates LLP
Chief Operating Officer
	Independent registered
Thomas M. Kinzler	public accounting firm
Secretary and Chief Legal Officer	PricewaterhouseCoopers LLP
Francis V. Knox, Jr.	The report is certified under the Sarbanes-Oxley
Chief Compliance Officer	Act, which requires mutual funds and other public
	companies to affirm that, to the best of their
Charles A. Rizzo	knowledge, the information in their financial reports
Chief Financial Officer	is fairly and accurately stated in all material respects.
Michael J. Leary
Treasurer
*Member of the Audit Committee
†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 toreceive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:
1-800-225-5291	Regular mail:	Express mail:
jhfunds.com	John Hancock Signature Services, Inc.	John Hancock Signature Services, Inc.
	P.O. Box 55913	Mutual Fund Image Operations
	Boston, MA 02205-5913	30 Dan Road
		Canton, MA 02021

Annual report | International Growth Fund  45 

1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com

Now available: electronic delivery
www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock International Growth Fund.	8700A 2/10
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.	4/10

Management’s discussion of
Fund performance

By mFC Global Investment management (U.S.A.) Limited

During the 12 months ended February 28, 2010, international stock markets produced extraordinary gains. All sectors within the MSCI EAFE Index delivered double-digit returns, led by materials and financials. Within the index some of the strongest returns were experienced in Australia, Singapore and Sweden. International small-cap equities bested their large-cap counterparts and emerging-market equities advanced even more strongly during the period. Emerging markets’ performance was driven by exceptionally strong returns in the consumer discretionary, materials and financial sectors. From a country perspective, Hungary, Indonesia, Russia and India made significant positive contributions. Currency movements had a large favorable impact on the returns of international stocks during the period. As foreign currencies appreciated versus the U.S. dollar, this translated into gains for U.S. investors as profits were w orth more when converted back to dollars.

During the period, John Hancock International Allocation Portfolio’s Class A shares returned 59.59% at net asset value (NAV), beating the 55.32% return of the MSCI EAFE Index, the Fund’s benchmark, and the 54.04% return of the Morningstar, Inc. foreign large blend category average. The Fund’s outperformance was driven by both its asset allocation mix and its manager allocations. The Fund’s exposures to international small-cap, emerging-market and Chinese equities contributed positively to relative performance.

Within the manager allocations, the strongest positive contributor to relative performance was the International Value Fund (Templeton). This fund benefited from skillful stock selection in the consumer discretionary, industrials and technology sectors as well as an underweight to the lagging utilities sector. The Emerging Markets Value Fund (DFA) added to relative performance due to the fund’s value approach and small-cap bias. Conversely, the International Growth Fund (GMO) negatively impacted performance due to its bias towards high-quality stocks and its currency allocations.

This commentary reflects the views of the portfolio management team through the end of the Fund’s period discussed in this report. The team’s statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

International investing involves special risks such as political, economic and currency risks and differences in accounting standards and financial reporting.

6  International Allocation Portfolio | Annual report 

A look at performance

For the period ended February 28, 2010

	Average annual returns (%)				Cumulative total returns (%)
	with maximum sales charge (POP)				with maximum sales charge (POP)
				Since				Since
	1-year	5-year	10-year	inception1	1-year	5-year	10-year	inception1
Class A	51.50	—	—	–8.68	51.50	—	—	–25.01
Class B	53.73	—	—	–8.59	53.73	—	—	–24.77
Class C	57.73	—	—	–7.81	57.73	—	—	–22.73
Class I2	60.62	—	—	–6.76	60.62	—	—	–19.89

Performance figures assume all distributions are reinvested. Public offering price (POP) figures reflect maximum sales charges on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B shares and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable for Class I shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. The waivers and expense limitations are contractual at least until June 30, 2010. The following expense ratios include expenses of the underlying affiliated funds in which the Fund invests. The net expenses are as follows: Class A — 1.72%, Class B — 2.42%, Class C — 2.42% and Class I — 1.24%. Had the fee waivers and expense limitations not been in place, the gross expenses would be as follows: Class A — 1.96%, Class B — 4.07%, Class C — 2.96% and Class I — 2.39%.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month-end performance data, please call 1–800–225–5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

The Fund’s performance results reflect any applicable expense reductions, without which the expenses increase and results would have been less favorable.

¹ From December 29, 2006.

² For certain types of investors, as described in the Fund’s Class I share prospectus.

Annual report | International Allocation Portfolio  7 

A look at performance

Growth of $10,000

This chart shows what happened to a hypothetical $10,000 investment in John Hancock International Allocation Portfolio Class A shares for the period indicated. For comparison, we’ve shown in the MSCI EAFE Index.

	Period	Without sales	With maximum
	beginning	charge	sales charge	Index2
Class B	12-29-06	$7,728	$7,523	$7,993
Class C3	12-29-06	7,727	7,727	7,993
Class I4	12-29-06	8,011	8,011	7,993

Assuming all distributions were reinvested for the period indicated, the table above shows the value of a $10,000 investment in the Fund’s Class B, Class C and Class I shares, respectively, as of February 28, 2010. Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

MSCI EAFE Index (Europe, Australasia, Far East) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada.

It is not possible to invest directly in an index. Index figures do not reflect sales charges, which would have resulted in lower values if they did.

¹ NAV represents net asset value and POP represents public offering price.

² Index figure as of closest month end to fund inception date.

³ The contingent deferred sales charge, if any, is not applicable.

⁴ For certain types of investors, as described in the Fund’s Class I share prospectus.

8  International Allocation Portfolio | Annual report 

Your expenses

These examples are intended to help you understand your ongoing operating expenses.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

▪ Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

▪ Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about your fund’s actual ongoing operating expenses, and is based on your fund’s actual return. It assumes an account value of $1,000.00 on September 1, 2009 with the same investment held until February 28, 2010.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101,2
Class A	$1,000.00	$1,034.30	$3.58
Class B	1,000.00	1,031.10	7.55
Class C	1,000.00	1,031.10	7.20
Class I	1,000.00	1,037.00	1.01

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at February 28, 2010, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Annual report | International Allocation Portfolio  9 

Your expenses

Hypothetical example for comparison purposes

This table allows you to compare your fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not your fund’s actual return). It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101,2
Class A	$1,000.00	$1,021.30	$3.56
Class B	1,000.00	1,017.40	7.50
Class C	1,000.00	1,017.70	7.15
Class I	1,000.00	1,023.80	1.00

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

¹ Expenses are equal to the Fund’s annualized expense ratio of 0.71%, 1.50%, 1.43% and 0.20% for Class A, Class B, Class C and Class I respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

² The Fund’s expense ratios do not include fees and expenses indirectly incurred by the underlying funds, whose ratios can vary based on the mix of underlying funds. The range of expense ratios of the underlying funds held were 0.91% to 1.13%.

10  International Allocation Portfolio | Annual report 

Portfolio summary

Asset Allocation1
International Large Cap	79%
International Small Cap	10%
Emerging Markets	6%
Other	5%

¹ As a percentage of net assets on February 28, 2010.

Annual report | International Allocation Portfolio  11 

Fund’s investments

Investment companies
Underlying Funds’ Investment Manager
Dimensional Fund Advisors L.P.	(DFA)
Templeton Investment Counsel, LLC	(Templeton)
Grantham, Mayo, Van Otterloo & Co. LLC	(GMO)
Marsico Capital Management, LLC	(Marsico)
MFC Global Investment Management (U.S.A.) Limited	(MFC Global U.S.A.)

Securities owned by the Fund on 2-28-10

	Shares	Value
Affiliated Investment Companies 100.29% (G)		$17,132,155
(Cost $17,690,864)
John Hancock Funds 5.01%		856,289
Greater China Opportunities (MFC Global U.S.A.) (F)	48,847	856,289
John Hancock Funds II 68.85%		11,761,278
Emerging Markets Value (DFA)	108,864	1,114,765
International Opportunities (Marsico)	373,636	4,509,782
International Small Company (DFA)	230,120	1,626,949
International Value (Templeton)	347,977	4,509,782
John Hancock Funds III 26.43%		4,514,588
International Growth (GMO)	260,357	4,514,588
Total investments (Cost $17,690,864)† 100.29%		$17,132,155
Other assets and liabilities, net (0.29%)		($49,493)
Total net assets 100.00%		$17,082,662

The percentage shown for each investment category is the total value of that category as a percentage of the net assets applicable to common shareholders.

(F) The subadviser is an affiliate of the adviser and/or the Fund.

(G) The underlying fund’s subadviser is shown parenthetically.

† At February 28, 2010, the aggregate cost of investment securities for federal income tax purposes was $20,885,157. Net unrealized depreciation aggregated $3,753,002, of which $417,870 related to appreciated investment securities and $4,170,872 related to depreciated investment securities.

See notes to financial statements

12  International Allocation Portfolio | Annual report 

F I N A N C I A L  S T A T E M E N TS

Financial statements

Statement of assets and liabilities 2-28-10

This Statement of Assets and Liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum public offering price per share.

Assets
Investments in affiliated funds, at value (Note 7)	$17,132,155
Total investments, at value (Cost $17,690,864)	17,132,155
Cash	71,810
Receivable for fund shares sold	17,067
Receivable from affiliates	437
Receivable due from adviser	2,796
Other receivables and prepaid assets	2,230
Total assets	17,226,495
Liabilities
Payable for investments purchased	17,395
Payable for fund shares repurchased	73,997
Payable to affiliates
Accounting and legal services fees	236
Transfer agent fees	4,200
Trustees fees	486
Other liabilities and accrued expenses	47,519
Total liabilities	143,833
Net assets
Capital paid-in	$33,319,439
Accumulated distributions in excess of net investment income	(408)
Accumulated net realized loss on investments	(15,677,660)
Net unrealized depreciation on investments	(558,709)
Net assets	$17,082,662
Net asset value per share
Based on net asset values and shares outstanding — the Fund has an
unlimited number of shares authorized with no par value
Class A ($10,278,111 ÷ 1,505,967 shares)	$6.82
Class B ($1,292,127 ÷ 189,037 shares)1	$6.84
Class C ($5,210,151 ÷ 761,669 shares)1	$6.84
Class I ($302,273 ÷ 44,313 shares)	$6.82
Maximum offering price per share
Class A (net asset value per share ÷ 95%)2	$7.18

¹ Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

² On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements

Annual report | International Allocation Portfolio  13 

F I N A N C I A L  S T A T E M E N TS

Statement of operations For the year ended 2-28-10

This Statement of Operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income
Income distributions received from affiliated underlying funds	$260,046
Total investment income	260,046
Expenses
Investment management fees (Note 4)	17,064
Distribution and service fees (Note 4)	104,473
Accounting and legal services fees (Note 4)	1,688
Transfer agent fees (Note 4)	55,679
Trustees’ fees (Note 4)	1,681
State registration fees (Note 4)	38,010
Printing and postage fees (Note 4)	14,254
Professional fees	39,721
Custodian fees	11,785
Registration and filing fees	21,375
Proxy fees	6,666
Other	978
Total expenses	313,374
Less expense reductions (Note 4)	(128,832)
Net expenses	184,542
Net investment income	75,504
Realized and unrealized gain (loss)
Net realized gain (loss) on
Investments in affiliated underlying funds	(10,071,009)
Capital gain distributions received from affiliated underlying funds	4,102
	(10,066,907)
Change in net unrealized appreciation (depreciation) of
Investments in affiliated underlying funds	20,230,923
	20,230,923
Net realized and unrealized gain	10,164,016
Increase in net assets from operations	$10,239,520

See notes to financial statements

14  International Allocation Portfolio | Annual report 

F I N A N C I A L  S T A T E M E N TS

Statements of changes in net assets

These Statements of Changes in Net Assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

	Year	Year
	ended	ended
	2-28-10	2-28-09
Increase (decrease) in net assets
From operations
Net investment income	$75,504	$440,964
Net realized loss	(10,066,907)	(4,956,429)
Change in net unrealized appreciation (depreciation)	20,230,923	(15,945,899)
Increase (decrease) in net assets resulting from operations	10,239,520	(20,461,364)
Distributions to shareholders
From net investment income
Class A	(83,517)	(386,518)
Class B	(2,809)	(10,843)
Class C	(12,136)	(56,884)
Class I	(3,728)	(8,745)
From net realized gain
Class A	(2,419)	(855,134)
Class B	(300)	(43,749)
Class C	(1,298)	(229,507)
Class I	(72)	(14,994)
Total distributions	(106,279)	(1,606,374)
From Fund share transactions (Note 5)	(10,301,661)	(1,703,968)
Total decrease	(168,420)	(23,771,706)
Net assets
Beginning of year	17,251,082	41,022,788
End of year	$17,082,662	$17,251,082
Accumulated distributions in excess of net investment income	($408)	($331)

See notes to financial statements

Annual report | International Allocation Portfolio  15 

Financial highlights

The Financial Highlights show how the Fund’s net asset value for a share has changed since the end of the previous period.

CLASS A SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$4.31	$9.48	$9.96	$10.00
Net investment income (loss)2,3	0.02	0.12	0.13	(0.01)
Net realized and unrealized gain (loss) on investments	2.55	(4.86)	(0.03)	(0.03)
Total from investment operations	2.57	(4.74)	0.10	(0.04)
Less distributions
From net investment income	(0.06)	(0.14)	(0.13)	—
From net realized gain	—4	(0.29)	(0.45)	—
Total distributions	(0.06)	(0.43)	(0.58)	—
Net asset value, end of year	$6.82	$4.31	$9.48	$9.96
Total return (%)5,6	59.59	(50.67)	0.70	(0.40)7
Ratios and supplemental data
Net assets, end of year (in millions)	$10	$13	$30	$3
Ratios (as a percentage of average net assets):
Expenses before reductions	1.068,9	0.928	1.118	8.5310
Expenses net of fee waivers	0.678,9	0.618	0.588	0.6010
Expenses net of fee waivers and credits	0.668,9	0.618	0.588	0.6010
Net investment income (loss)3	0.29	1.56	1.21	(0.60)10
Portfolio turnover (%)	41	23	23	3

¹ The inception date for Class A shares is 12-29-06.

² Based on the average daily shares outstanding.

³ Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.

⁴ Less than ($0.01) per share.

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Assumes dividend reinvestment (if applicable).

⁷ Not annualized.

⁸ Ratios do not include expenses incurred from underlying funds whose annualized expense ratios were 0.91% to 1.17%, 0.99% to 1.17% and 1.02% for the years ended 2-28-10, 2-28-09 and 2-29-08, respectively, based on the mix of underlying funds by the Fund.

⁹ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

¹⁰ Annualized.

See notes to financial statements

16  International Allocation Portfolio | Annual report 

CLASS B SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$4.32	$9.46	$9.95	$10.00
Net investment income (loss)2,3	0.03	0.06	0.07	(0.02)
Net realized and unrealized gain (loss) on investments	2.51	(4.83)	(0.06)	(0.03)
Total from investment operations	2.54	(4.77)	0.01	(0.05)
Less distributions
From net investment income	(0.02)	(0.08)	(0.05)	—
From net realized gain	—4	(0.29)	(0.45)	—
Total distributions	(0.02)	(0.37)	(0.50)	—
Net asset value, end of year	$6.84	$4.32	$9.46	$9.95
Total return (%)5,6	58.73	(51.01)	(0.13)	(0.50)7
Ratios and supplemental data
Net assets, end of year (in millions)	$1	$1	$2	$—8
Ratios (as a percentage of average net assets):
Expenses before reductions	3.069,10	3.039	4.029	28.5811
Expenses net of fee waivers	1.449,10	1.539	1.349	1.2611
Expenses net of fee waivers and credits	1.379,10	1.319	1.339	1.2611
Net investment income (loss)3	0.48	0.80	0.70	(1.26)11
Portfolio turnover (%)	41	23	23	3

¹ The inception date for Class B shares is 12-29-06.

² Based on the average daily shares outstanding.

³ Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.

⁴ Less than ($0.01) per share.

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Assumes dividend reinvestment (if applicable).

⁷ Not annualized.

⁸ Less than $500,000.

⁹ Ratios do not include expenses incurred from underlying funds whose annualized expense ratios were 0.91% to 1.17%, 0.99% to 1.17% and 1.02% for the years ended 2-28-10, 2-28-09 and 2-29-08, respectively, based on the mix of underlying funds by the Fund.

¹⁰ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

¹¹ Annualized.

See notes to financial statements

Annual report | International Allocation Portfolio  17 

CLASS C SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$4.32	$9.46	$9.95	$10.00
Net investment income (loss)2,3	0.03	0.06	0.08	(0.02)
Net realized and unrealized gain (loss) on investments	2.51	(4.83)	(0.07)	(0.03)
Total from investment operations	2.54	(4.77)	0.01	(0.05)
Less distributions
From net investment income	(0.02)	(0.08)	(0.05)	—
From net realized gain	—4	(0.29)	(0.45)	—
Total distributions	(0.02)	(0.37)	(0.50)	—
Net asset value, end of year	$6.84	$4.32	$9.46	$9.95
Total return (%)5,6	58.73	(51.01)	(0.13)	(0.50)7
Ratios and supplemental data
Net assets, end of year (in millions)	$5	$3	$8	$1
Ratios (as a percentage of average net assets):
Expenses before reductions	2.118,9	1.928	2.318	18.6210
Expenses net of fee waivers	1.408,9	1.318	1.338	1.2710
Expenses net of fee waivers and credits	1.378,9	1.318	1.338	1.2710
Net investment income (loss)3	0.44	0.76	0.79	(1.27)10
Portfolio turnover (%)	41	23	23	3

¹ The inception date for Class C shares is 12-29-06.

² Based on the average daily shares outstanding.

³ Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.

⁴ Less than ($0.01) per share.

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Assumes dividend reinvestment (if applicable).

⁷ Not annualized.

⁸ Ratios do not include expenses incurred from underlying funds whose annualized expense ratios were 0.91% to 1.17%, 0.99% to 1.17% and 1.02% for the years ended 2-28-10, 2-28-09 and 2-29-08, respectively, based on the mix of underlying funds by the Fund.

⁹ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

¹⁰ Annualized.

See notes to financial statements

18  International Allocation Portfolio | Annual report 

CLASS I SHARES Period ended	2-28-10	2-28-09	2-29-08	2-28-071
Per share operating performance
Net asset value, beginning of year	$4.30	$9.49	$9.97	$10.00
Net investment income2,3	0.09	0.11	0.16	—4
Net realized and unrealized gain (loss) on investments	2.52	(4.84)	(0.03)	(0.03)
Total from investment operations	2.61	(4.73)	0.13	(0.03)
Less distributions
From net investment income	(0.09)	(0.17)	(0.16)	—
From net realized gain	—4	(0.29)	(0.45)	—
Total distributions	(0.09)	(0.46)	(0.61)	—
Net asset value, end of year	$6.82	$4.30	$9.49	$9.97
Total return (%)5,6	60.62	(50.48)	1.02	(0.30)7
Ratios and supplemental data
Net assets, end of year (in millions)	$—8	$—8	$1	$—8
Ratios (as a percentage of average net assets):
Expenses before reductions	4.689,10	1.359	7.179	25.0111
Expenses net of fee waivers	0.199,10	0.169	0.189	0.1711
Expenses net of fee waivers and credits	0.199,10	0.169	0.189	0.1711
Net investment income (loss)3	1.46	1.44	1.55	(0.17)11
Portfolio turnover (%)	41	23	23	3

¹ The inception date for Class I shares is 12-29-06.

² Based on the average daily shares outstanding.

³ Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.

⁴ Less than ($0.01) per share.

⁵ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁶ Assumes dividend reinvestment (if applicable).

⁷ Not annualized.

⁸ Less than $500,000.

⁹ Ratios do not include expenses incurred from underlying funds whose annualized expense ratios were 0.91% to 1.17%, 0.99% to 1.17% and 1.02% for the years ended 2-28-10, 2-28-09 and 2-29-08, respectively, based on the mix of underlying funds by the Fund.

¹⁰ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

¹¹ Annualized.

See notes to financial statements

Annual report | International Allocation Portfolio  19 

Notes to financial statements

Note 1 — Organization

John Hancock International Allocation Portfolio (the Fund) is a diversified series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek high long-term growth of capital. The Fund is designed to provide diversification of investments within the international asset class.

The Fund operates as a “fund of funds”, investing in Class NAV shares of affiliated underlying funds of the Trust and John Hancock Funds II (JHF II) and other permitted investments.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of Assets and Liabilities. Class A, Class B and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees and transfer agent fees for each class may differ. Class B shares convert to Class A shares eight years after purchase.

The accounting policies of the underlying funds of the Fund are outlined in the underlying funds’ shareholder reports, available without charge by calling 1-800-344-1029, on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or at the SEC’s public reference room in Washington, D.C. The underlying funds are not covered by this report.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of the regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these techniques are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

For the year ended February 28, 2010, all investments of the Fund are Level 1 under the hierarchy described above.

In order to value the securities, the Fund uses the following valuation techniques. Investments by the Fund in underlying affiliated funds are valued at their respective net asset value each business

20  International Allocation Portfolio | Annual report 

day. All other securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation. Dividend income is recorded on the ex-dividend date except for certain foreign dividends where the ex-date may have passed, which are recorded when the Fund becomes aware of the dividends. Interest income includes coupon interest and amortization/accretion of discounts/premiums on debt securities.

Expenses. The majority of expenses are directly attributable to an individual Fund. Expenses that are not readily attributable to a specific fund are allocated among all Funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the Funds’ relative assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses, and realized and unrealized gains (losses) are determined at the Fund level and allocated daily to each class of shares based on the net asset value of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage fees, for all classes are calculated daily at the class level based on the appropriate net asset value of each class and the specific expense rates applicable to each class.

Overdrafts. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to a Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian has a lien, security interest or security entitlement in any Fund property that is not segregated, to the maximum extent permitted by law for any overdraft.

Federal income taxes. The Fund intends to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

For federal income tax purposes, the Fund has a capital loss carryforward of $8,833,465 available to offset future net realized capital gains. The following table details the capital loss carryforward available as of February 28, 2010. Net capital losses of $3,649,902, that are a result of securities transactions occurring after October 31, 2009, are treated as occurring on March 1, 2010, the first day of the Fund’s next taxable year.

At February 28, 2010, capital loss carryforward available to offset future realized gains was as follows:

CAPITAL LOSS CARRYFORWARD
EXPIRING AT FEBRUARY 28
2017	2018
$1,965,278	$6,868,187

Annual report | International Allocation Portfolio  21 

As of February 28, 2010, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition or disclosure. The Fund’s federal tax return is subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-dividend date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the years ended February 28, 2010 and February 28, 2009 was as follows:

	FEBRUARY 28, 2010	FEBRUARY 28, 2009
Ordinary Income	$106,279	$511,459
Long-Term Capital Gain	—	1,094,915

Distributions paid by the Fund with respect to each series of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of expenses that may be applied differently to each class. As of February 28, 2010, the Fund has no distributable earnings on a tax basis.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book/tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book/tax differences will reverse in a subsequent period.

Note 3 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred.

Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Adviser) serves as investment adviser for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Adviser, serves as principal underwriter of the Trust. The Adviser and the Distributor are indirect wholly owned subsidiaries of Manulife Financial Corporation.

Management fee. The Fund has an investment management contract with the Adviser under which the Fund pays the Adviser a management fee that has two components: (a) a fee on assets invested in the funds of JHF II and III (Fund Assets) and (b) a fee on assets invested in investments other than JHF II and III (Other Assets). The Fund pays a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.05% of the first $500,000,000 of the Fund Assets; (b) 0.04% of the Fund Assets in excess of $500,000,000, (c) 0.50% of the first $500,000,000 of the Other Assets and (d) 0.49% of the Other Assets in excess of $500,000,000. The Adviser has a subadvisory agreement with MFC Global Investment Management (U.S.A.). The Fund is not responsible for payment of the subadvisory fees. The investment management fees incurred for the year ended February 28, 2010 were equivalent to an annual effective rate of 0.08% of the Fund’s average daily net assets, which includes a voluntary waiver by the Adviser of 0.04% of the Fund’s average daily net assets.

22  International Allocation Portfolio | Annual report 

Effective July 1, 2009, the Adviser has agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits are such that these expenses will not exceed 0.68% for Class A shares, 1.38% for Class B, 1.38% for Class C and 0.20% for Class I. The expense reimbursements and limits will continue in effect until June 30, 2010 and thereafter until terminated by the Adviser on notice to the Trust.

Prior to June 30, 2009, the Adviser contractually agreed to reimburse or limit certain Fund level expenses to 0.09% of the Fund’s average annual net assets which are allocated pro rata to all share classes. The agreements excluded the indirect expenses of the underlying funds, taxes, portfolio brokerage commissions, interest, advisory fees, distribution and service fees, transfer agent fees, state registration fees, printing and postage fees, litigation and indemnification expenses, and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, were excluded.

In addition, the Adviser agreed to reimburse or limit certain expenses for each share class. This agreement includes distribution fees, transfer agent fees, state registration fees, printing and postage and fees under any agreements or plans of the Fund dealing with services for the shareholders and others with beneficial interests in shares of the Fund. The reimbursements and limits were such that these expenses will not exceed 0.50% for Class A shares, 1.20% for Class B, 1.20% for Class C and 0.05% for Class I.

Accordingly, the expense reductions or reimbursements related to these agreements were $62,530, $16,699, $32,603 and $12,838 for Class A, Class B, Class C and Class I, respectively for the year ended February 28, 2010.

Accounting and legal services. Pursuant to the Service Agreement, the Fund reimburses the Adviser for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services of the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports amongst other services. These expenses are allocated to each share class based on relative net assets at the time the expense was incurred. The accounting and legal services fees incurred for the year ended February 28, 2010, amounted to an approximate annual rate of 0.01% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B and Class C, pursuant to Rule 12b-1 of the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. The following table shows the contractual rates of distribution and services fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

Class	12b-1 Fees
Class A	0.30%
Class B	1.00%
Class C	1.00%

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $27,152 for the year ended February 28, 2010. Of this amount, $4,406 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $21,774 was paid as sales commissions to broker-dealers and $972 was paid as sales

Annual report | International Allocation Portfolio  23 

commissions to sales personnel of Signator Investors, Inc. (Signator Investors), a broker-dealer affiliate of the Adviser.

Class B and Class C shares are subject to contingent deferred sales charges (CDSC). Class B shares that are redeemed within six years of purchase are subject to CDSC, at declining rates, beginning at 5.00% of the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC on the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended February 28, 2010, CDSCs amounts received by the Distributor amounted to $4,321 and $873 for Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (“Signature Services” or “Transfer Agent”), an affiliate of the Adviser. The transfer agent fees are made up of three components:

• The Fund pays a monthly transfer agent fee at an annual rate of 0.05% for Class A, Class B, Class C shares and 0.04% for Class I shares, based on each class’s average daily net assets.

• The Fund pays a monthly fee based on an annual rate of $16.50 per shareholder account.

• In addition, Signature Services is reimbursed for certain out-of-pocket expenses.

Certain investor accounts that maintain small balances are charged an annual small accounts fee by Signature Services. Amounts related to these fees are credited by Signature Services to the Fund. For the year ended February 28, 2010, these fees totaled $4,162.

Class level expenses for year ended February 28, 2010 were:
			State
	Distribution and	Transfer	registration	Printing and
Share class	service fees	agent fees	fees	postage
Class A	$48,627	$31,491	$9,345	$9,263
Class B	10,307	6,642	8,966	861
Class C	45,539	16,299	9,225	3,830
Class I	—	1,247	10,474	300
Total	$104,473	$55,679	$38,010	$14,254

Trustee expenses. The Trust compensates each Trustee who is not an employee of the Adviser or its affiliates. The Trustees may, for tax purposes, elect to defer receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan. Deferred amounts are invested in various John Hancock Funds and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting liability are included in the accompanying Statement of Assets and Liabilities.

Note 5 — Fund share transactions

Transactions in Fund shares for the years ended February 28, 2010 and 2009 were as follows:

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class A shares
Sold	522,788	$3,506,036	606,136	$4,968,547
Distributions reinvested	10,629	75,571	227,669	1,138,347
Repurchased	(2,065,514)	(14,287,346)	(982,767)	(7,059,785)
Net decrease	(1,532,097)	($10,705,739)	(148,962)	($952,891)

24  International Allocation Portfolio | Annual report 

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class B shares
Sold	82,988	$561,962	36,795	$305,972
Distributions reinvested	385	2,746	9,049	45,424
Repurchased	(49,422)	(311,321)	(72,141)	(558,121)
Net increase (decrease)	33,951	$253,387	(26,297)	($206,725)
Class C shares
Sold	232,661	$1,591,552	212,725	$1,927,775
Distributions reinvested	1,523	10,860	46,809	234,980
Repurchased	(225,150)	(1,384,944)	(377,734)	(2,470,977)
Net increase (decrease)	9,034	$217,468	(118,200)	($308,222)
Class I shares
Sold	23,320	$141,232	182,165	$1,624,011
Distributions reinvested	355	2,524	4,337	21,640
Repurchased	(33,711)	(210,533)	(221,252)	(1,881,781)
Net decrease	(10,036)	($66,777)	(34,750)	($236,130)
Net decrease	(1,499,148)	($10,301,661)	(328,209)	($1,703,968)

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities and U.S. Treasury obligations, aggregated $8,665,746 and $18,985,539, respectively for the year ended February 28, 2010.

Annual report | International Allocation Portfolio  25 

Auditors’ report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock International Allocation Portfolio:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock International Allocation Portfolio (the “Portfolio”) at February 28, 2010, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Portfolio’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 28, 2010 by correspondence with the transfer agent, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
April 15, 2010

26  International Allocation Portfolio | Annual report 

Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended February 28, 2010.

The Fund hereby designates the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. This amount will be reflected on Form 1099-DIV for the calendar year 2010.

Shareholders will be mailed a 2010 Form 1099-DIV in January 2011. This will reflect the total of all distributions that are taxable for calendar year 2010.

Annual report | International Allocation Portfolio  27 

Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Patti McGill Peterson, Born: 1943	2006	47
Chairperson (since 2008); Principal, PMP Globalinc (consulting) (since 2007); Senior Associate, Institute
for Higher Education Policy (since 2007); Executive Director, CIES (international education agency)
(until 2007); Vice President, Institute of International Education (until 2007); Senior Fellow, Cornell
University Institute of Public Affairs, Cornell University (1997–1998); Former President Wells College,
St. Lawrence University and the Association of Colleges and Universities of the State of New York.
Director of the following: Niagara Mohawk Power Corporation (until 2003); Security Mutual Life
(insurance) (until 1997); ONBANK (until 1993). Trustee of the following: Board of Visitors, The University
of Wisconsin, Madison (since 2007); Ford Foundation, International Fellowships Program (until 2007);
UNCF, International Development Partnerships (until 2005); Roth Endowment (since 2002); Council for
International Educational Exchange (since 2003).
James F. Carlin, Born: 1940	2006	47
Chief Executive Officer, Director and Treasurer, Alpha Analytical Laboratories (environmental,
chemical and pharmaceutical analysis) (since 1985); Part Owner and Treasurer, Lawrence Carlin
Insurance Agency, Inc. (since 1995); Chairman and Chief Executive Officer, Carlin Consolidated, Inc.
(management/investments) (since 1987).
William H. Cunningham, Born: 1944	2006	47
Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas System
and former President of the University of Texas, Austin, Texas; Director of the following: LIN Television
(since 2009); Lincoln National Corporation (insurance) (Chairman since 2009 and Director since 2006);
Resolute Energy Corporation (since 2009); Nanomedical Systems, Inc. (biotechnology company)
(Chairman since 2008); Yorktown Technologies, LP (tropical fish) (Chairman since 2007); Greater Austin
Crime Commission (since 2001); Southwest Airlines (since 2000); former Director of the following:
Introgen (manufacturer of biopharmaceuticals) (until 2008); Hicks Acquisition Company I, Inc. (until
2007); Jefferson-Pilot Corporation (diversified life insurance company) (until 2006); and former Advisory
Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) (until 2009).
Deborah C. Jackson,2 Born: 1952	2008	47
Chief Executive Officer, American Red Cross of Massachusetts Bay (since 2002); Board of Directors
of Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation
(since 2001); Board of Directors of American Student Association Corp. (since 1996); Board of Directors
of Boston Stock Exchange (2002-2008); Board of Directors of Harvard Pilgrim Healthcare (health
benefits company) (since 2007).

28  International Allocation Portfolio | Annual report 

Independent Trustees (continued)
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Charles L. Ladner, Born: 1938	2006	47
Chairman and Trustee, Dunwoody Village, Inc. (retirement services) (since 2008); Director, Philadelphia
Archdiocesan Educational Fund (since 2009); Senior Vice President and Chief Financial Officer, UGI
Corporation (public utility holding company) (retired 1998); Vice President and Director for AmeriGas,
Inc. (retired 1998); Director of AmeriGas Partners, L.P. (gas distribution) (until 1997); Director,
EnergyNorth, Inc. (until 1995); Director, Parks and History Association (Cooperating Association,
National Park Service) (until 2005).
Stanley Martin,2 Born: 1947	2008	47
Senior Vice President/Audit Executive, Federal Home Loan Mortgage Corporation (2004–2006);
Executive Vice President/Consultant, HSBC Bank USA (2000–2003); Chief Financial Officer/Executive
Vice President, Republic New York Corporation & Republic National Bank of New York (1998-2000);
Partner, KPMG LLP (1971–1998).
Dr. John A. Moore, Born: 1939	2006	47
President and Chief Executive Officer, Institute for Evaluating Health Risks, (nonprofit institution)
(until 2001); Senior Scientist, Sciences International (health research) (until 2003); Former
Assistant Administrator & Deputy Administrator, Environmental Protection Agency; Principal,
Hollyhouse (consulting) (since 2000); Director, CIIT Center for Health Science Research (nonprofit
research) (until 2007).
Steven R. Pruchansky,2 Born: 1944	2006	47
Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First
American Bank (since 2008); Managing Director, Jon James, LLC (real estate) (since 2000); Director,
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President,
Maxwell Building Corp. (until 1991).
Gregory A. Russo, Born: 1949	2008	47
Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman,
Industrial Markets, KPMG (1998–2002).
Non-Independent Trustees3
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
James R. Boyle, Born: 1959	2006	244
Senior Executive Vice President, U.S. Division, Manulife Financial Corporation (since 2009), Executive
Vice President (1999–2009); Chairman and Director, John Hancock Advisers, LLC and John Hancock
Funds, LLC (since 2005); Chairman and Director, John Hancock Investment Management Services, LLC
(since 2006); Trustee of John Hancock Trust (since 2005), John Hancock Funds II (since 2005) and the
John Hancock retail funds (since 2006).

Annual report | International Allocation Portfolio  29 

Non-Independent Trustees3 (continued)
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
John G. Vrysen, Born: 1955	2009	47
Senior Vice President, Strategic Initiatives (since 2006), Vice President (until 2006), Manulife Financial
Corporation; Director, Executive Vice President and Chief Operating Officer, John Hancock Advisers,
LLC, The Berkeley Financial Group, LLC, John Hancock Investment Management Services, LLC
and John Hancock Funds, LLC (since 2007); Chief Operating Officer, John Hancock Funds II and
John Hancock Trust (since 2007); Chief Operating Officer, John Hancock retail funds (2007–2009);
Director, John Hancock Signature Services, Inc. (since 2005); Chief Financial Officer, John Hancock
Advisers, LLC, The Berkeley Financial Group, LLC, MFC Global Investment Management (U.S.), LLC,
John Hancock Investment Management Services, LLC, John Hancock Funds, LLC, John Hancock retail
funds, John Hancock Funds II and John Hancock Trust (2005-2007).
Principal officers who are not Trustees
Name, Year of Birth		Officer
Position(s) held with Fund		of the
Principal occupation(s) and other		Trust
Directorships during past 5 years		since
Keith F. Hartstein, Born: 1956		2006
President and Chief Executive Officer
Senior Vice President, Manulife Financial Corporation (since 2004); Director, President and Chief
Executive Officer, John Hancock Advisers, LLC, The Berkeley Financial Group, LLC, John Hancock Funds,
LLC (since 2005); Director, MFC Global Investment Management (U.S.), LLC (since 2005); Chairman and
Director, Signature Services (since 2005); Director, President and Chief Executive Officer, John Hancock
Investment Management Services, LLC (since 2006); President and Chief Executive Officer,
John Hancock retail funds (since 2005); President and Chief Executive Officer (until 2009), John Hancock
Funds II and John Hancock Trust; Director, Chairman and President, NM Capital Management, Inc.
(since 2005); Member and former Chairman, Investment Company Institute Sales Force Marketing
Committee (since 2003); President and Chief Executive Officer, MFC Global (U.S.) (2005–2006).
Andrew G. Arnott, Born: 1971		2009
Chief Operating Officer
Senior Vice President, Manulife Financial Corporation (since 2009); Senior Vice President (since 2007),
Vice President (2005–2007), John Hancock Advisers, LLC; Senior Vice President (since 2008), Vice
President (2006–2008), John Hancock Investment Management Services, LLC; Senior Vice President
(since 2006), Vice President (2005–2006), 2nd Vice President (2004–2005), John Hancock Funds,
LLC; Chief Operating Officer (since 2009), Vice President (2007–2009), John Hancock retail funds;
Vice President (since 2006), John Hancock Funds II and John Hancock Trust; Senior Vice President
(2005–2009), Product Management and Development for John Hancock Funds, LLC; Vice President and
Director (1998–2005), Marketing and Product Management for John Hancock Funds, LLC.

30  International Allocation Portfolio | Annual report 

Principal officers who are not Trustees (continued)
Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Thomas M. Kinzler, Born: 1955	2006
Secretary and Chief Legal Officer
Secretary and Chief Legal Officer, John Hancock retail funds, John Hancock Funds II and John Hancock
Trust (since 2006); Secretary and Chief Legal Counsel (since 2008) and Secretary (2007–2008),
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC; Secretary,
John Hancock Funds, LLC and The Berkeley Financial Group, LLC (since 2007); Vice President and
Associate General Counsel for Massachusetts Mutual Life Insurance Company (1999–2006); Secretary
and Chief Legal Counsel for MML Series Investment Fund (2000–2006); Secretary and Chief Legal
Counsel for MassMutual Select Funds and MassMutual Premier Funds (2004–2006).
Francis V. Knox, Jr., Born: 1947	2006
Chief Compliance Officer
Chief Compliance Officer, John Hancock retail funds, John Hancock Funds II, John Hancock Trust,
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC (since 2005);
Vice President, John Hancock Advisers, LLC, John Hancock Investment Management Services, LLC and
MFC Global Investment Management (U.S.), LLC (2005–2008).
Charles A. Rizzo, Born: 1957	2007
Chief Financial Officer
Senior Vice President, John Hancock Advisers, LLC and John Hancock Investment Management
Services, LLC (since 2008); Chief Financial Officer, John Hancock retail funds, John Hancock Funds II and
John Hancock Trust (since 2007); Assistant Treasurer, Goldman Sachs Mutual Fund Complex (registered
investment companies) (2005–2007); Vice President, Goldman Sachs (2005–2007); Managing Director
and Treasurer of Scudder Funds, Deutsche Asset Management (2003–2005).
Michael J. Leary, Born: 1965	2007
Treasurer
Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust (since 2009);
Assistant Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust
(2007–2009); Vice President and Director of Fund Administration, JP Morgan (2004–2007).

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Fund and is available without charge, upon request, by calling 1-800-225-5291 or by visiting our Web site www.jhfunds.com.

¹ Each Trustee serves until resignation, retirement age or until his or her successor is elected.

² Member of Audit Committee.

³ Non-Independent Trustees hold positions with the Fund’s investment adviser, underwriter and certain other affiliates.

Annual report | International Allocation Portfolio  31 

More information

Trustees	Investment adviser
Patti McGill Peterson, Chairperson	John Hancock Investment Management
James R. Boyle†	Services, LLC
James F. Carlin
William H. Cunningham	Subadviser
Deborah C. Jackson*	MFC Global Investment
Charles L. Ladner	Management (U.S.A.), Limited
Stanley Martin*
Dr. John A. Moore	Principal distributor
Steven R. Pruchansky*	John Hancock Funds, LLC
Gregory A. Russo
John G. Vrysen†	Custodian
	State Street Bank and Trust Company
Officers
Keith F. Hartstein	Transfer agent
President and Chief Executive Officer	John Hancock Signature Services, Inc.
Andrew G. Arnott	Legal counsel
Chief Operating Officer	K&L Gates LLP
Thomas M. Kinzler	Independent registered
Secretary and Chief Legal Officer	public accounting firm
	PricewaterhouseCoopers LLP
Francis V. Knox, Jr.
Chief Compliance Officer	The report is certified under the Sarbanes-Oxley
	Act, which requires mutual funds and other public
Charles A. Rizzo	companies to affirm that, to the best of their
Chief Financial Officer	knowledge, the information in their financial reports
	is fairly and accurately stated in all material respects.
Michael J. Leary
Treasurer
*Member of the Audit Committee
†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:
1-800-225-5291	Regular mail:	Express mail:
jhfunds.com	John Hancock Signature Services, Inc.	John Hancock Signature Services, Inc.
	P.O. Box 55913	Mutual Fund Image Operations
	Boston, MA 02205-5913	30 Dan Road
		Canton, MA 02021

32  International Allocation Portfolio | Annual report 

 

1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com

Now available: electronic delivery
www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock International Allocation Portfolio.	3180A 2/10
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.	4/10

Management’s discussion of
Fund performance

By Epoch Investment Partners, Inc.

The 12 months ended February 28, 2010, coincided with a dramatic rebound in global financial markets from the depths of the credit crisis. Gains were concentrated in what had been the poorest-performing, lowest-quality and most economically sensitive segments of the market.

For the 12 months ended February 28, 2010, John Hancock Global Shareholder Yield Fund’s Class A shares posted total returns of 37.19% at net asset value. That compares with the 58.83% return of the Fund’s old benchmark index — the S&P Developed BMI Index — and the 54.30% return of the new benchmark, the MSCI World Index. Going forward, the Fund’s performance will be presented against the MSCI World Index because, as a firm, the subadviser changed its benchmark provider to MSCI. The MSCI World Index is comparable to the S&P Developed BMI Index. In the same period, the average return of world stock funds tracked by Morningstar, Inc. was 55.76%.

The Fund’s underperformance relative to its benchmark is because our process naturally points us toward high-quality, dividend-paying stocks. The higher-quality stocks we favored generally held up better during the credit crisis, but lagged the lower-quality, higher-beta, cyclical names that did remarkably well beginning in March 2009. Our overweight positions in the lower-volatility, dividend-paying utilities sector detracted from performance compared with the benchmark. The leading relative detractors were overweight positions in stocks that had positive but relatively poor returns, such as Southern Company, NSTAR, National Grid PLC and Duke Energy Corp. It was a similar story in the telecommunication services segment, where the leading relative detractors were larger-than-benchmark positions that all managed positive absolute results, but lagged the overall benchmark return by a wide margin. Examples included Swisscom AG, France Telecom SA, Verizon Communications, Inc and Belgacom SA, which we sold. The other key source of underperformance relative to the benchmark was an underweight position in financial shares. The Fund’s overall exposure to financial stocks was comparatively low due to our lingering concerns about asset quality and the need for banks to repair their capital base. Here again, many of the stocks we owned performed well but lagged the returns of more speculative financials. Stock selection made the consumer staples sector a positive contributor to relative results, as did an underweight position in the lagging health care segment.

This commentary reflects the views of the portfolio management team through the end of the Fund’s period discussed in this report. The team’s statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

International investing involves special risks such as political, economic and currency risks and differences in accounting standards and financial reporting. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

6  Global Shareholder Yield Fund | Annual report 

A look at performance

For the period ended February 28, 2010

										SEC		SEC
										30-day		30-day
										yield (%)		yield (%)
	Average annual returns (%)				Cumulative total returns (%)					(subsi-		(unsubsi-
	with maximum sales charge (POP)				with maximum sales charge (POP)					dized)		dized)1
				Since				Since	as of		as of
	1-year	5-year	10-year	inception	1-year	5-year	10-year	inception	2-28-10		2-28-10
Class A	30.35	—	—	–5.592	30.35	—	—	–15.862	2.53		2.53
Class B	31.49	—	—	–5.502	31.49	—	—	–15.602	1.97		1.97
Class C	35.27	—	—	–4.602	35.27	—	—	–13.172	1.97		1.97
Class I3	38.08	—	—	–3.452	38.08	—	—	–9.992	3.13		2.74
Class NAv3	38.16	—	—	–5.934	38.16	—	—	–10.634	3.21		3.05

Performance figures assume all distributions are reinvested. Public offering price (POP) figures reflect maximum sales charges on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B shares and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable for Class I and Class NAV shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. The waivers and expense limitations are contractual at least until June 30, 2010. The net expenses are as follows: Class A — 1.55%, Class B — 2.25%, Class C — 2.25%, Class I — 1.07% and Class NAV —1.00%. Had the fee waivers and expense limitations not been in place, the gross expenses would be as follows: Class A — 1.72%, Class B — 3.94%, Class C — 2.72%, Class I — 1.21% and Class NAV — 1.11%.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month-end performance data, please call 1–800–225–5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

The Fund’s performance results reflect any applicable expense reductions, without which the expenses increase and results would have been less favorable.

¹ Unsubsidized yields reflect what the yield would have been without the effect of reimbursements and waivers.

² From March 1, 2007.

³ For certain types of investors, as described in the Fund’s Class I and Class NAV share prospectuses.

⁴ From April 28, 2008.

Annual report | Global Shareholder Yield Fund  7 

A look at performance

Growth of $10,000

This chart shows what happened to a hypothetical $10,000 investment in John Hancock Global Shareholder Yield Fund Class A shares for the period indicated. For comparison, we’ve shown the same investment in two separate indexes.

 

	Period	Without sales	With maximum
	beginning	charge	sales charge	Index 1	Index 2
Class B	3-1-07	$8,683	$8,440	$8,116	$8,303
Class C3	3-1-07	8,683	8,683	8,116	8,303
Class I4	3-1-07	9,001	9,001	8,116	8,303
Class NAV4	4-28-08	8,937	8,937	7,782	7,955

Assuming all distributions were reinvested for the period indicated, the table above shows the value of a $10,000 investment in the fund’s Class B, Class C, Class I and Class NAV shares, respectively, as of February 28, 2010. Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

MSCI World Index — Index 1 — is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets. The total return for this index is calculated reinvesting net dividends.

S&P Developed BMI Index — Index 2 — is an unmanaged subset of the Global BMI Index that reflects the stock markets of over 30 countries and over 9,000 securities with values expressed in U.S. dollars. The Developed BMI Index represents the developed market portion of the broader index.

It is not possible to invest directly in an index. Index figures do not reflect sales charges, which would have resulted in lower values if they did.

¹ NAV represents net asset value and POP represents public offering price.

² Prior to June 10, 2009, the fund compared its performance to the S&P Developed BMI Index. The fund changed the index to which it compares its performance to the MSCI World Index because, as a firm, the subadviser changed its benchmark provider to MSCI. The MSCI World Index is a comparable index to the S&P Developed BMI Index.

³ The contingent deferred sales charge, if any, is not applicable.

⁴ For certain types of investors, as described in the Fund’s Class I and Class NAV share prospectuses.

8  Global Shareholder Yield Fund | Annual report 

Your expenses

These examples are intended to help you understand your ongoing operating expenses.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

▪ Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

▪ Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about your fund’s actual ongoing operating expenses, and is based on your fund’s actual return. It assumes an account value of $1,000.00 on September 1, 2009 with the same investment held until February 28, 2010.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,067.50	$8.00
Class B	1,000.00	1,063.90	11.82
Class C	1,000.00	1,063.90	11.67
Class I	1,000.00	1,071.10	5.49
Class NAV	1,000.00	1,071.50	5.03

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at February 28, 2010, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Annual report | Global Shareholder Yield Fund  9 

Your expenses

Hypothetical example for comparison purposes

This table allows you to compare your fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not your fund’s actual return). It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,017.10	$7.80
Class B	1,000.00	1,013.60	11.53
Class C	1,000.00	1,013.60	11.38
Class I	1,000.00	1,019.50	5.36
Class NAV	1,000.00	1,019.90	4.91

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

¹ Expenses are equal to the Fund’s annualized expense ratio of 1.56%, 2.31%, 2.28%, 1.07% and 0.98% for Class A, Class B, Class C, Class I and Class NAV, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

10  Global Shareholder Yield Fund | Annual report 

Portfolio summary

Top 10 Holdings1
Nestle SA	1.9%	BCE, Inc.	1.7%
Anheuser-Busch InBev NV	1.9%	Johnson & Johnson	1.6%
Imperial Tobacco Group PLC	1.8%	Lorillard, Inc.	1.6%
Altria Group, Inc.	1.8%	Verizon Communications, Inc.	1.4%
Philip Morris International, Inc.	1.7%	Diageo PLC	1.4%
Sector Composition2,3
Consumer Staples	18%	Health Care	7%
Utilities	16%	Financials	6%
Telecommunication Services	14%	Information Technology	5%
Energy	9%	Materials	4%
Industrials	8%	Short-Term Investments & Other	5%
Consumer Discretionary	8%

¹ As a percentage of net assets on February 28, 2010. Excludes cash and cash equivalents.

² As a percentage of net assets on February 28, 2010.

³ International investing involves special risks such as political, economic and currency risks and differences in accounting standards and financial reporting. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

Annual report | Global Shareholder Yield Fund  11 

Fund’s investments

As of 2-28-10
	Shares	Value
Common Stocks 95.45%		$231,216,808
(Cost $213,264,784)
Australia 1.55%		3,761,024
BHP Billiton, Ltd., SADR	18,400	1,349,272
Toll Holdings, Ltd.	135,785	825,929
Westpac Banking Corp.	67,861	1,585,823
Belgium 2.45%		5,935,615
Anheuser-Busch InBev NV	89,620	4,480,701
Mobistar SA	24,600	1,454,914
Brazil 0.63%		1,517,909
Redecard SA	104,300	1,517,909
Canada 3.85%		9,313,546
BCE, Inc.	147,700	4,098,879
Canadian Oil Sands Trust	110,500	2,935,255
Shaw Communications, Inc., Class B	120,100	2,279,412
Finland 0.51%		1,233,341
Fortum Oyj (I)	48,400	1,233,341
France 6.09%		14,743,199
Air Liquide SA	26,600	3,178,003
France Telecom SA	134,500	3,155,475
SCOR SE	65,800	1,607,258
Total SA	38,000	2,121,328
Vinci SA	53,200	2,788,638
Vivendi SA	75,100	1,892,497
Germany 1.80%		4,365,199
BASF SE	38,800	2,178,087
RWE AG	25,800	2,187,112
Italy 0.84%		2,033,349
Terna Rete Elettrica Nazionale SpA	494,900	2,033,349
Netherlands 1.15%		2,791,740
Royal Dutch Shell PLC, ADR	51,000	2,791,740
Norway 0.45%		1,087,548
StatoilHydro ASA, SADR	48,400	1,087,548
Philippines 0.53%		1,286,511
Philippine Long Distance Telephone Company, SADR	22,851	1,286,511

See notes to financial statements

12  Global Shareholder Yield Fund | Annual report 

	Shares	Value
Spain 1.91%		$4,612,486
Banco Santander SA (I)	114,700	1,495,654
Telefonica SA	132,700	3,116,832
Sweden 0.80%		1,946,788
Assa Abloy AB, Series B	103,700	1,946,788
Switzerland 4.29%		10,390,909
Nestle SA	93,500	4,651,846
Roche Holdings AG	14,200	2,372,053
Swisscom AG	9,800	3,367,010
Taiwan 1.35%		3,274,947
Chunghwa Telecom Company, Ltd., ADR	57,392	1,072,083
Taiwan Semiconductor Manufacturing Company, Ltd.	567,000	1,039,689
Taiwan Semiconductor Manufacturing Company, Ltd., SADR	119,300	1,163,175
United Kingdom 17.02%		41,237,256
AstraZeneca PLC, SADR	75,300	3,322,236
BAE Systems PLC	413,300	2,359,535
BP PLC, SADR	53,400	2,841,414
British American Tobacco PLC	75,700	2,573,346
Compass Group PLC	272,800	2,028,838
Diageo PLC, SADR	52,300	3,414,144
FirstGroup PLC (I)	280,000	1,518,091
Imperial Tobacco Group PLC	141,900	4,428,185
Meggitt PLC	598,800	2,533,669
National Grid PLC	299,000	2,973,591
Next PLC	74,300	2,124,892
Pearson PLC	203,500	2,841,245
Scottish & Southern Energy PLC	127,700	2,182,691
United Utilities Group PLC	324,663	2,690,927
Vodafone Group PLC	1,578,100	3,404,452
United States 50.23%		121,685,441
Abbott Laboratories	33,400	1,812,952
Altria Group, Inc.	214,200	4,309,704
Arthur J. Gallagher & Company	113,900	2,702,847
AT&T, Inc.	132,300	3,282,363
Automatic Data Processing, Inc.	29,000	1,206,690
Bemis Company, Inc.	44,200	1,293,734
Bristol-Myers Squibb Company	123,300	3,022,083
CenturyTel, Inc.	86,500	2,964,355
Chevron Corp.	22,600	1,633,980
Coca-Cola Enterprises, Inc.	61,000	1,558,550
Diamond Offshore Drilling, Inc.	30,800	2,689,456
Duke Energy Corp.	204,900	3,350,115
E.I. Du Pont de Nemours & Company	74,300	2,505,396
Emerson Electric Company	49,300	2,333,862
Exxon Mobil Corp.	16,000	1,040,000
Federated Investors, Inc., Class B	41,600	1,040,416
First Niagara Financial Group, Inc.	87,700	1,231,308
Genuine Parts Company	60,800	2,453,888

See notes to financial statements

Annual report | Global Shareholder Yield Fund  13 

	Shares	Value
United States (continued)
H.J. Heinz Company	42,000	$1,927,800
Honeywell International, Inc.	47,300	1,899,568
Hudson City Bancorp, Inc.	88,500	1,196,520
Johnson & Johnson	63,000	3,969,000
Kellogg Company	34,100	1,778,315
Kimberly-Clark Corp.	50,400	3,061,296
Kinder Morgan Energy Partners LP	42,600	2,739,180
Lorillard, Inc.	51,600	3,768,864
McDonald’s Corp.	29,200	1,864,420
Merck & Company, Inc.	79,500	2,931,960
MetLife, Inc.	31,800	1,157,202
Microchip Technology, Inc.	112,500	3,044,250
Microsoft Corp.	89,700	2,570,802
Nicor, Inc.	43,400	1,807,610
NiSource, Inc.	133,300	2,002,166
NSTAR	36,800	1,244,576
NYSE Euronext	76,900	2,028,622
OGE Energy Corp.	73,700	2,694,472
ONEOK, Inc.	53,000	2,349,490
Oracle Corp.	73,100	1,801,915
Philip Morris International, Inc.	84,300	4,129,014
Pitney Bowes, Inc.	85,500	1,957,950
Progress Energy, Inc.	30,400	1,164,016
Qwest Communications International, Inc.	282,000	1,285,920
Reynolds American, Inc.	26,600	1,404,480
SCANA Corp.	30,400	1,095,920
Southern Company	72,100	2,290,617
Spectra Energy Corp.	120,100	2,618,180
TECO Energy, Inc.	152,700	2,340,891
The Coca-Cola Company	22,600	1,191,472
Tupperware Brands Corp.	45,400	2,121,542
Vectren Corp.	45,800	1,064,850
Verizon Communications, Inc.	119,100	3,445,563
VF Corp.	23,200	1,795,216
Wal-Mart Stores, Inc.	23,200	1,254,424
Waste Management, Inc.	54,400	1,796,288
Westar Energy, Inc.	81,300	1,739,820
WGL Holdings, Inc.	46,800	1,537,380
Windstream Corp.	116,700	1,182,171
Preferred Stocks 0.49%		$1,202,920
(Cost $1,111,013)
United States 0.49%		1,202,920
MetLife, Inc., 6.50%, Series B	48,800	1,202,920

See notes to financial statements

14  Global Shareholder Yield Fund | Annual report 

	Yield*	Shares	Value
Short-Term Investments 3.59%			$8,690,358
(Cost $8,690,358)
Cash Equivalents 3.59%			8,690,358
State Street Institutional Investment Treasury Money Market Fund	0.0255%	8,690,358	8,690,358
Total investments (Cost $223,066,155)† 99.53%			$241,110,086
Other assets and liabilities, net 0.47%			$1,132,069
Total net assets 100.00%			$242,242,155

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

ADR American Depositary Receipts

SADR Sponsored American Depositary Receipts

* Yield represents the annualized yield at the date of purchase.

(I) Non-income producing security.

† At February 28, 2010, the aggregate cost of investment securities for federal income tax purposes was $224,541,755. Net unrealized appreciation aggregated $16,568,331, of which $23,981,578 related to appreciated investment securities and $7,413,247 related to depreciated investment securities.

See notes to financial statements

Annual report | Global Shareholder Yield Fund  15 

F I N A N C I A L   S T A T E M E N T S

Financial statements

Statement of assets and liabilities 2-28-10

This Statement of Assets and Liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum public offering price per share.

Assets
Investments in unaffiliated issuers, at value (Cost $223,066,155)	$241,110,086
Foreign currency, at value (Cost $37,754)	37,975
Receivable for fund shares sold	421,874
Dividends and interest receivable	865,613
Receivable from affiliates	6,511
Receivable due from adviser	27,762
Other receivables and prepaid assets	1,741
Total assets	242,471,562
Liabilities
Payable for fund shares repurchased	122,489
Payable to affiliates
Accounting and legal services fees	2,700
Transfer agent fees	7,920
Trustees’ fees	1,598
Distribution and service fees	146
Other liabilities and accrued expenses	94,554
Total liabilities	229,407
Net assets
Capital paid-in	$266,626,586
Undistributed net investment income	709,494
Accumulated net realized loss on investments and foreign
currency transactions	(43,131,852)
Net unrealized appreciation on investments and translation of assets and
liabilities in foreign currencies	18,037,927
Net assets	$242,242,155
Net asset value per share
Based on net asset values and shares outstanding — the Fund has an
unlimited number of shares authorized with no par value
Class A ($21,868,728 ÷ 2,698,541 shares)	$8.10
Class B ($1,234,598 ÷ 152,393 shares)1	$8.10
Class C ($4,139,994 ÷ 511,012 shares)1	$8.10
Class I ($86,256,850 ÷ 10,615,324 shares)	$8.13
Class NAV ($128,741,985 ÷ 15,844,903 shares)	$8.13
Maximum offering price per share
Class A (net asset value per share ÷ 95%)2	$8.53

¹ Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

² On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements

16  Global Shareholder Yield Fund | Annual report 

F I N A N C I A L S T A T E M E N T S

Statement of operations For the year ended 2-28-10

This Statement of Operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income
Dividends	$10,382,900
Securities lending	121,163
Interest	4,385
Less foreign taxes withheld	(507,799)
Total investment income	10,000,649
Expenses
Investment management fees (Note 4)	1,861,656
Distribution and service fees (Note 4)	88,895
Accounting and legal services fees (Note 4)	17,189
Transfer agent fees (Note 4)	91,715
Trustees’ fees (Note 4)	21,353
State registration fees (Note 4)	45,331
Printing and postage fees	53,906
Professional fees	47,402
Custodian fees	99,135
Registration and filing fees	36,274
Proxy fees	48,750
Other	10,518
Total expenses	2,422,124
Less expense reductions (Note 4)	(185,678)
Net expenses	2,236,446
Net investment income	7,764,203
Realized and unrealized gain (loss)
Net realized gain (loss) on
Investments in unaffiliated issuers	(16,682,420)
Investments in affiliated issuers	3,357
Foreign currency transactions	(252,223)
	(16,931,286)
Change in net unrealized appreciation (depreciation) of
Investments in unaffiliated issuers	69,079,800
Translation of assets and liabilities in foreign currencies	20,521
	69,100,321
Net realized and unrealized gain	52,169,035
Increase in net assets from operations	$59,933,238

See notes to financial statements

Annual report | Global Shareholder Yield Fund  17 

F I N A N C I A L S T A T E M E N T S

Statements of changes in net assets

These Statements of Changes in Net Assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

	Year	Year
	ended	ended
	2-28-10	2-28-09
Increase (decrease) in net assets
From operations
Net investment income	$7,764,203	$5,364,696
Net realized loss	(16,931,286)	(26,271,262)
Change in net unrealized appreciation (depreciation)	69,100,321	(48,407,577)
Increase (decrease) in net assets resulting from operations	59,933,238	(69,314,143)
Distributions to shareholders
From net investment income
Class A	(492,495)	(397,940)
Class B	(22,183)	(16,648)
Class C	(78,356)	(72,084)
Class I	(2,859,421)	(1,756,639)
Class R1	(1,490)	(2,174)
Class NAV	(3,900,810)	(2,166,650)
Total distributions	(7,354,755)	(4,412,135)
From Fund share transactions (Note 5)	51,057,676	175,978,604
Total increase	103,636,159	102,252,326
Net assets
Beginning of year	138,605,996	36,353,670
End of year	$242,242,155	$138,605,996
Undistributed net investment income	$709,494	$551,419

See notes to financial statements

18  Global Shareholder Yield Fund | Annual report 

Financial highlights

The Financial Highlights show how the Fund’s net asset value for a share has changed since inception.

CLASS A SHARES Period ended	2-28-10	2-28-09	2-29-081
Per share operating performance
Net asset value, beginning of year	$6.10	$9.52	$10.00
Net investment income2	0.25	0.36	0.35
Net realized and unrealized gain (loss) on investments	1.99	(3.57)	(0.51)
Total from investment operations	2.24	(3.21)	(0.16)
Less distributions
From net investment income	(0.24)	(0.21)	(0.29)
From net realized gain	—	—	(0.03)
Total distributions	(0.24)	(0.21)	(0.32)
Net asset value, end of year	$8.10	$6.10	$9.52
Total return (%)3,4	37.19	(34.21)	(1.84)
Ratios and supplemental data
Net assets, end of year (in millions)	$22	$11	$27
Ratios (as a percentage of average net assets):
Expenses before reductions	1.665	1.72	1.79
Expenses net of fee waivers	1.565	1.56	1.45
Expenses net of fee waivers and credits	1.555	1.55	1.45
Net investment income	3.34	4.28	3.31
Portfolio turnover (%)	53	54	24

¹ The inception date for Class A shares is 3-1-07.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

See notes to financial statements

Annual report | Global Shareholder Yield Fund  19 

CLASS B SHARES Period ended	2-28-10	2-28-09	2-29-081
Per share operating performance
Net asset value, beginning of year	$6.09	$9.51	$10.00
Net investment income2	0.20	0.29	0.22
Net realized and unrealized gain (loss) on investments	2.00	(3.56)	(0.45)
Total from investment operations	2.20	(3.27)	(0.23)
Less distributions
From net investment income	(0.19)	(0.15)	(0.23)
From net realized gain	—	—	(0.03)
Total distributions	(0.19)	(0.15)	(0.26)
Net asset value, end of year	$8.10	$6.09	$9.51
Total return (%)3,4	36.49	(34.72)	(2.54)
Ratios and supplemental data
Net assets, end of year (in millions)	$1	$1	$1
Ratios (as a percentage of average net assets):
Expenses before reductions	3.545	3.94	3.89
Expenses net of fee waivers	2.295	2.43	2.23
Expenses net of fee waivers and credits	2.255	2.25	2.23
Net investment income	2.68	3.50	2.11
Portfolio turnover (%)	53	54	24

¹ The inception date for Class B shares is 3-1-07.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

CLASS C SHARES Period ended	2-28-10	2-28-09	2-29-081
Per share operating performance
Net asset value, beginning of year	$6.10	$9.51	$10.00
Net investment income2	0.20	0.29	0.22
Net realized and unrealized gain (loss) on investments	1.99	(3.55)	(0.45)
Total from investment operations	2.19	(3.26)	(0.23)
Less distributions
From net investment income	(0.19)	(0.15)	(0.23)
From net realized gain	—	—	(0.03)
Total distributions	(0.19)	(0.15)	(0.26)
Net asset value, end of year	$8.10	$6.10	$9.51
Total return (%)3,4	36.27	(34.62)	(2.54)
Ratios and supplemental data
Net assets, end of year (in millions)	$4	$3	$5
Ratios (as a percentage of average net assets):
Expenses before reductions	2.635	2.72	3.00
Expenses net of fee waivers	2.275	2.28	2.23
Expenses net of fee waivers and credits	2.255	2.25	2.22
Net investment income	2.66	3.50	2.08
Portfolio turnover (%)	53	54	24

¹ The inception date for Class C shares is 3-1-07.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

See notes to financial statements

20  Global Shareholder Yield Fund | Annual report 

CLASS I SHARES Period ended	2-28-10	2-28-09	2-29-081
Per share operating performance
Net asset value, beginning of year	$6.11	$9.53	$10.00
Net investment income2	0.30	0.29	0.33
Net realized and unrealized gain (loss) on investments	2.00	(3.46)	(0.44)
Total from investment operations	2.30	(3.17)	(0.11)
Less distributions
From net investment income	(0.28)	(0.25)	(0.33)
From net realized gain	—	—	(0.03)
Total distributions	(0.28)	(0.25)	(0.36)
Net asset value, end of year	$8.13	$6.11	$9.53
Total return (%)3,4	38.08	(33.87)	(1.43)
Ratios and supplemental data
Net assets, end of year (in millions)	$86	$57	$3
Ratios (as a percentage of average net assets):
Expenses before reductions	1.195	1.21	2.16
Expenses net of fee waivers	1.085	1.10	1.09
Expenses net of fee waivers and credits	1.085	1.10	1.09
Net investment income	3.96	3.78	3.14
Portfolio turnover (%)	53	54	24

¹ The inception date for Class I shares is 3-1-07.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

CLASS NAV Period ended	2-28-10	2-28-091
Per share operating performance
Net asset value, beginning of period	$6.11	$9.71
Net investment income2	0.29	0.29
Net realized and unrealized gain (loss) on investments	2.01	(3.67)
Total from investment operations	2.30	(3.38)
Less distributions
From net investment income	(0.28)	(0.22)
Net asset value, end of period	$8.13	$6.11
Total return (%)3,4	38.16	(35.32)5
Ratios and supplemental data
Net assets, end of year (in millions)	$129	$67
Ratios (as a percentage of average net assets):
Expenses before reductions	1.056	1.097
Expenses net of fee waivers	1.006	1.057
Expenses net of fee waivers and credits	1.006	1.057
Net investment income	3.84	4.277
Portfolio turnover (%)	53	54

¹ The inception date for Class NAV shares is 4-28-08.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Not annualized.

⁶ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

⁷ Annualized.

See notes to financial statements

Annual report | Global Shareholder Yield Fund  21 

Notes to financial statements

Note 1 — Organization

John Hancock Global Shareholder Yield Fund (the Fund) is a diversified series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to provide a high level of income. Capital appreciation is a secondary investment objective.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of Assets and Liabilities. Class A, Class B and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Class NAV shares are sold to John Hancock affiliated funds of funds. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, transfer agent fees, printing and postage fees and state registration fees for each class may differ. Class B shares convert to Class A shares eight years after purchase. Effective at the close of business on August 21, 2009, Class R1 shares converted into Class A shares.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of the regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these techniques are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

22  Global Shareholder Yield Fund | Annual report 

The following is a summary of the values by input classification of the Fund’s investments as of February 28, 2010, by major security category or type:

			LEVEL 2	LEVEL 3
	TOTAL MARKET		SIGNIFICANT	SIGNIFICANT
INVESTMENTS	VALUE AT	LEVEL 1	OBSERVABLE	UNOBSERVABLE
IN SECURITIES	2-28-10	QUOTED PRICE	INPUTS	INPUTS
Common Stocks
United States	$122,888,361	$122,888,361	—	—
United Kingdom	41,237,256	9,577,794	$31,659,462	—
France	14,743,199	—	14,743,199	—
Switzerland	10,390,909	—	10,390,909	—
Canada	9,313,546	9,313,546	—	—
Belgium	5,935,615	—	5,935,615	—
Spain	4,612,486	—	4,612,486	—
Germany	4,365,199	—	4,365,199	—
Australia	3,761,024	1,349,272	2,411,752	—
Taiwan	3,274,947	2,235,258	1,039,689	—
Netherlands	2,791,740	2,791,740	—	—
Italy	2,033,349	—	2,033,349	—
Sweden	1,946,788	—	1,946,788	—
Brazil	1,517,909	1,517,909	—	—
Philippines	1,286,511	1,286,511	—	—
Finland	1,233,341	—	1,233,341	—
Norway	1,087,548	1,087,548	—	—
Short-Term Investments	8,690,358	8,690,358	—	—
Total investments in
securities	$241,110,086	$160,738,297	$80,371,789	—

In order to value the securities, the Fund uses the following valuation techniques. Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. John Hancock Collateral Investment Trust (JHCIT), an affiliate of the Fund, is valued at its closing net asset value. JHCIT is a non stable value fund investing in short-term investments as part of a securities lending program.

Other portfolio securities and assets, where market quotations are not readily available, are valued at fair value, as determined in good faith by the Fund’s Pricing Committee, following procedures established by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various times prior to the close of trading on the NYSE. The values of non-U.S. securities, used in computing the net asset value of the Fund’s shares, are generally determined at these times. Significant market events that affect the values of non-U.S. securities may occur after the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Gains and losses on securities sold are determined on the basis of identified

Annual report | Global Shareholder Yield Fund  23 

cost and may include proceeds from litigation. Dividend income is recorded on the ex-dividend date except for certain foreign dividends where the ex-date may have passed, which are recorded when the Fund becomes aware of the dividends. Interest income includes coupon interest and amortization/accretion of discounts/premiums on debt securities. The Fund may be subject to foreign earnings and repatriation taxes which are accrued based upon net investment income, net realized gains or net unrealized appreciation.

Securities lending. A Fund may lend its securities to earn additional income. It receives and maintains cash collateral received from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, which is not a stable value fund. As a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral. Income received from JHCIT is a component of securities lending income as recorded on the Statement of Operatio ns.

Foreign currency translation. Assets, including investments and liabilities denominated in foreign currencies are translated into U.S. dollar values each day at the prevailing exchange rate. Purchases and sales of securities, income, and expenses are translated into U.S. dollars at the prevailing exchange rate on the date of the transaction. The effect of changes in foreign currency exchange rates on realized and unrealized securities gains and losses is reflected as a component of securities gains and losses.

Funds that invest internationally generally carry more risk than funds that invest strictly in U.S. securities. Funds investing in a single country or in a limited geographic region tend to be riskier than funds that invest more broadly. Risks can result from differences in economic and political conditions, regulations, market practices (including higher transaction costs) and accounting standards. Foreign investments are also subject to a decline in the value of a foreign currency versus the U.S. dollar, which reduces the dollar value of securities denominated in that currency.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to a Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian has a lien, security interest or security entitlement in any Fund property that is not segregated, to the maximum extent permitted by law for any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with the custodian which enables them to participate in a $150 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis based on their relative average net assets. For the year ended February 28, 2010, there were no significant borrowings under the line of credit by the Fund. Effective March 31, 2010, the amount of the line of credit changed to $100 million.

Expenses. The majority of expenses are directly attributable to an individual Fund. Expenses that are not readily attributable to a specific fund are allocated among all Funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the Funds’ relative assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

24  Global Shareholder Yield Fund | Annual report 

Class allocations. Income, common expenses, and realized and unrealized gains (losses) are determined at the Fund level and allocated daily to each class of shares based on the net asset value of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage fees, for all classes are calculated daily at the class level based on the appropriate net asset value of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

For federal income tax purposes, the Fund has a capital loss carryforward of $39,855,644 available to offset future net realized capital gains. The following table details the capital loss carryforward available as of February 28, 2010. Net capital losses of $1,503,386 that are a result of securities transactions occurring after October 31, 2009 are treated as occurring on March 1, 2010, the first day of the Fund’s next taxable year.

At February 28, 2010, capital loss carryforward available to offset future realized gains was as follows:

CAPITAL LOSS CARRYFORWARD
EXPIRING AT FEBRUARY 28
2017	2018
$10,606,127	$29,249,517

As of February 28, 2010, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition or disclosure. The Fund’s federal tax return is subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-dividend date. The Fund generally declares and pays dividends at least quarterly and capital gain distributions, if any, annually. The tax character of distributions for the years ended February 28, 2010 and February 28, 2009 was as follows:

	2010	2009
Ordinary Income	$7,354,755	$4,412,135

Distributions paid by the Fund with respect to each series of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of expenses that may be applied differently to each class. As of February 28, 2010, the components of distributable earnings on a tax basis included $585,319 of undistributed ordinary income.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book/tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book/tax differences will reverse in a subsequent period. Permanent book/tax differences are primarily attributable to foreign currency transactions.

Annual report | Global Shareholder Yield Fund  25 

Note 3 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred.

Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Adviser) serves as investment adviser for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Adviser, serves as principal underwriter of the Trust. The Adviser and the Distributor are indirect wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management Fee. The Fund has an investment management contract with the Adviser under which the Fund pays a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.875% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.850% of the next $500,000,000 of the Fund’s average daily net assets; and (c) 0.800% of the Fund’s average daily net assets in excess over $1,000,000,000. The Adviser has a subadvisory agreement with Epoch Investment Partners, Inc. The Fund is not responsible for payment of the subadvisory fees.

Prior to October 1, 2009, the Fund had an investment management contract with the Adviser under which the Fund paid a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.95% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.925% of the next $500,000,000 of the Fund’s average daily net assets; and (c) 0.900% of the Fund’s average daily net assets in excess over $1,000,000,000.

The investment management fees incurred for the year ended February 28, 2010, were equivalent to an annual effective rate of 0.92% of the Fund’s average daily net assets.

Effective July 1, 2009, the Adviser has agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits are such that these expenses will not exceed 1.55% for Class A shares, 2.25% for Class B, 2.25% for Class C, 1.07% for Class I, and 1.00% for Class NAV.

Prior to June 30, 2009, the Adviser contractually agreed to reimburse or limit certain Fund level expenses to 0.10% of the Fund’s average annual net assets which are allocated pro rata to all share classes. This agreement excluded taxes, portfolio brokerage commissions, interest, advisory fees, distribution and service fees, transfer agent fees, state registration fees, printing and postage fees, litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, were excluded.

In addition, the Adviser agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits were such that these expenses will not exceed 1.55% for

26  Global Shareholder Yield Fund | Annual report 

Class A shares, 2.25% for Class B, 2.25% for Class C, 1.10% for Class I, 1.60% for Class R1 and 1.05% for Class NAV.

Accordingly, the expense reductions or reimbursements related to these agreements were $15,756, $11,472, $11,464, $87,924, $50,420 and $6,840 for Class A, Class B, Class C, Class I, Class NAV and Class R1, respectively, for the year ended February 28, 2010. The expense reimbursements and limits will continue in effect until June 30, 2010 and thereafter until terminated by the Adviser on notice to the Trust.

Accounting and legal services. Pursuant to the Service Agreement, the Fund reimburses the Adviser for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services of the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports amongst other services. These expenses are allocated to each share class based on relative net assets at the time the expense was incurred. The accounting and legal services fees incurred for year ended February 28, 2010, amounted to an approximate annual rate of 0.01% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B, Class C and R1 shares pursuant to Rule 12b-1 of the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R1 shares, the Fund pays the Distributor for certain other services. The following table shows the contractual rates of distribution and service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

Class	12b-1 Fees	Service Fee
Class A	0.30%	—
Class B	1.00%	—
Class C	1.00%	—
Class R1	0.50%	0.25%

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $87,876 for the year ended February 28, 2010. Of this amount, $14,718 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $73,012 was paid as sales commissions to broker-dealers and $146 was paid as sales commissions to sales personnel of Signator Investors, Inc. (Signator Investors), a broker-dealer affiliate of the Adviser.

Class B and Class C shares are subject to contingent deferred sales charges (CDSC). Class B shares that are redeemed within six years of purchase are subject to CDSC, at declining rates, beginning at 5.00% of the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC on the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended February 28, 2010, CDSCs amounts received by the Distributor amounted to $5,491 and $2,629 for Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (“Signature Services” or “Transfer Agent”), an affiliate of the Adviser. The transfer agent fees are made up of three components:

• The Fund pays a monthly transfer agent fee at an annual rate of 0.05% for Classes A, B, C and R1 shares and 0.04% for Class I shares, based on each class’s average daily net assets.

• The Fund pays a monthly fee based on an annual rate of $16.50 per shareholder account.

Annual report | Global Shareholder Yield Fund  27 

• Signature Services is reimbursed for certain out-of-pocket expenses.

• Additionally, Class NAV shares do not pay transfer agent fees.

Certain investor accounts that maintain small balances are charged an annual small accounts fee by Signature Services. Amounts related to these fees are credited by Signature Services to the Fund. For the year ended February 28, 2010, these fees totaled $1,802.

Class level expenses for the year ended February 28, 2010 were:

			State
	Distribution and	Transfer	registration	Printing and
Share class	service fees	agent fees	fees	postage
Class A	$47,859	$33,593	$10,862	$2,571
Class B	9,158	4,119	9,042	416
Class C	31,675	8,727	8,183	1,056
Class I	—	44,828	10,837	49,843
Class R1	203	448	6,407	20
Total	$88,895	$91,715	$45,331	$53,906

Affiliated share ownership. Affiliates of the Fund owned 10,906 shares of beneficial interest of Class A on February 28, 2010.

Trustee expenses. The Trust compensates each Trustee who is not an employee of the Adviser or its affiliates. The Trustees may, for tax purposes, elect to defer receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan. Deferred amounts are invested in various John Hancock Funds and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting liability are included in the accompanying Statement of Assets and Liabilities.

Note 5 — Fund share transactions

Transactions in Fund shares for the years ended February 28, 2010 and 2009 were as follows:

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class A shares
Sold	1,434,058	$10,960,022	804,182	$6,338,657
Exchanged from Class R1	13,111	101,374	—	—
Distributions reinvested	52,831	394,297	40,117	330,458
Repurchased	(554,163)	(4,116,860)	(1,966,889)	(17,618,188)
Net increase (decrease)	945,837	$7,338,833	(1,122,590)	($10,949,073)
Class B shares
Sold	77,695	$606,655	13,064	$102,691
Distributions reinvested	2,748	20,403	1,953	15,447
Repurchased	(30,723)	(240,120)	(45,475)	(393,105)
Net increase (decrease)	49,720	$386,938	(30,458)	($274,967)
Class C shares
Sold	226,872	$1,757,846	174,700	$1,483,352
Distributions reinvested	6,336	47,012	5,758	45,647
Repurchased	(136,551)	(975,972)	(248,007)	(1,999,348)
Net increase (decrease)	96,657	$828,886	(67,549)	($470,349)

28  Global Shareholder Yield Fund | Annual report 

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class I shares
Sold	7,646,302	$56,063,766	11,908,076	$105,223,284
Distributions reinvested	360,676	2,669,843	215,383	1,712,667
Repurchased	(6,757,683)	(50,648,524)	(3,075,354)	(23,063,018)
Net increase	1,249,295	$8,085,085	9,048,105	$83,872,933
Class R1 shares
Sold	2,272	$14,473	63	$413
Exchanged for Class A	(13,113)	(101,374)	—	—
Distributions reinvested	215	1,490	270	2,174
Net increase (decrease)	(10,626)	($85,411)	333	$2,587
Class NAV shares
Sold	4,816,056	$34,847,758	10,826,531	$102,118,825
Distributions reinvested	521,545	3,900,810	272,805	2,166,650
Repurchased	(534,873)	(4,245,223)	(57,161)	(488,002)
Net increase	4,802,728	$34,503,345	11,042,175	$103,797,473
Net increase	7,133,611	$51,057,676	18,870,016	$175,978,604

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities and U.S. Treasury obligations, aggregated $159,398,821 and $101,630,793, respectively for the year ended February 28, 2010.

Annual report | Global Shareholder Yield Fund  29 

Auditors’ report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Global Shareholder Yield Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Global Shareholder Yield Fund (the “Fund”) at February 28, 2010, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Ove rsight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 28, 2010 by correspondence with the custodian, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
April 15, 2010

30  Global Shareholder Yield Fund | Annual report 

Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended February 28, 2010.

With respect to the ordinary dividends paid by the Fund for the fiscal year ended February 28, 2010, 65.26% of the dividends qualifies for the corporate dividends-received deduction.

The Fund hereby designates the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. This amount will be reflected on Form 1099-DIV for the calendar year 2010.

Shareholders will be mailed a 2010 U.S. Form 1099-DIV in January 2011. This will reflect the total of all distributions that are taxable for calendar year 2010.

Annual report | Global Shareholder Yield Fund  31 

Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Patti McGill Peterson, Born: 1943	2006	47
Chairperson (since 2008); Principal, PMP Globalinc (consulting) (since 2007); Senior Associate, Institute
for Higher Education Policy (since 2007); Executive Director, CIES (international education agency)
(until 2007); Vice President, Institute of International Education (until 2007); Senior Fellow, Cornell
University Institute of Public Affairs, Cornell University (1997–1998); Former President Wells College,
St. Lawrence University and the Association of Colleges and Universities of the State of New York.
Director of the following: Niagara Mohawk Power Corporation (until 2003); Security Mutual Life
(insurance) (until 1997); ONBANK (until 1993). Trustee of the following: Board of Visitors, The University
of Wisconsin, Madison (since 2007); Ford Foundation, International Fellowships Program (until 2007);
UNCF, International Development Partnerships (until 2005); Roth Endowment (since 2002); Council for
International Educational Exchange (since 2003).
James F. Carlin, Born: 1940	2006	47
Chief Executive Officer, Director and Treasurer, Alpha Analytical Laboratories (environmental,
chemical and pharmaceutical analysis) (since 1985); Part Owner and Treasurer, Lawrence Carlin
Insurance Agency, Inc. (since 1995); Chairman and Chief Executive Officer, Carlin Consolidated, Inc.
(management/investments) (since 1987).
William H. Cunningham, Born: 1944	2006	47
Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas System
and former President of the University of Texas, Austin, Texas; Director of the following: LIN Television
(since 2009); Lincoln National Corporation (insurance) (Chairman since 2009 and Director since 2006);
Resolute Energy Corporation (since 2009); Nanomedical Systems, Inc. (biotechnology company)
(Chairman since 2008); Yorktown Technologies, LP (tropical fish) (Chairman since 2007); Greater Austin
Crime Commission (since 2001); Southwest Airlines (since 2000); former Director of the following:
Introgen (manufacturer of biopharmaceuticals) (until 2008); Hicks Acquisition Company I, Inc. (until
2007); Jefferson-Pilot Corporation (diversified life insurance company) (until 2006); and former Advisory
Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) (until 2009).
Deborah C. Jackson,2 Born: 1952	2008	47
Chief Executive Officer, American Red Cross of Massachusetts Bay (since 2002); Board of Directors
of Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation
(since 2001); Board of Directors of American Student Association Corp. (since 1996); Board of Directors
of Boston Stock Exchange (2002-2008); Board of Directors of Harvard Pilgrim Healthcare (health
benefits company) (since 2007).

32  Global Shareholder Yield Fund | Annual report 

Independent Trustees (continued)

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Charles L. Ladner, Born: 1938	2006	47
Chairman and Trustee, Dunwoody Village, Inc. (retirement services) (since 2008); Director, Philadelphia
Archdiocesan Educational Fund (since 2009); Senior Vice President and Chief Financial Officer, UGI
Corporation (public utility holding company) (retired 1998); Vice President and Director for AmeriGas,
Inc. (retired 1998); Director of AmeriGas Partners, L.P. (gas distribution) (until 1997); Director,
EnergyNorth, Inc. (until 1995); Director, Parks and History Association (Cooperating Association,
National Park Service) (until 2005).
Stanley Martin,2 Born: 1947	2008	47
Senior Vice President/Audit Executive, Federal Home Loan Mortgage Corporation (2004–2006);
Executive Vice President/Consultant, HSBC Bank USA (2000–2003); Chief Financial Officer/Executive
Vice President, Republic New York Corporation & Republic National Bank of New York (1998-2000);
Partner, KPMG LLP (1971–1998).
Dr. John A. Moore, Born: 1939	2006	47
President and Chief Executive Officer, Institute for Evaluating Health Risks, (nonprofit institution)
(until 2001); Senior Scientist, Sciences International (health research) (until 2003); Former
Assistant Administrator & Deputy Administrator, Environmental Protection Agency; Principal,
Hollyhouse (consulting) (since 2000); Director, CIIT Center for Health Science Research (nonprofit
research) (until 2007).
Steven R. Pruchansky,2 Born: 1944	2006	47
Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First
American Bank (since 2008); Managing Director, Jon James, LLC (real estate) (since 2000); Director,
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President,
Maxwell Building Corp. (until 1991).
Gregory A. Russo, Born: 1949	2008	47
Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman,
Industrial Markets, KPMG (1998–2002).

Non-Independent Trustees³

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
James R. Boyle, Born: 1959	2006	244
Senior Executive Vice President, U.S. Division, Manulife Financial Corporation (since 2009), Executive
Vice President (1999–2009); Chairman and Director, John Hancock Advisers, LLC and John Hancock
Funds, LLC (since 2005); Chairman and Director, John Hancock Investment Management Services, LLC
(since 2006); Trustee of John Hancock Trust (since 2005), John Hancock Funds II (since 2005) and the
John Hancock retail funds (since 2006).

Annual report | Global Shareholder Yield Fund  33 

Non-Independent Trustees³ (continued)

Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
John G. Vrysen, Born: 1955	2009	47
Senior Vice President, Strategic Initiatives (since 2006), Vice President (until 2006), Manulife Financial
Corporation; Director, Executive Vice President and Chief Operating Officer, John Hancock Advisers,
LLC, The Berkeley Financial Group, LLC, John Hancock Investment Management Services, LLC
and John Hancock Funds, LLC (since 2007); Chief Operating Officer, John Hancock Funds II and
John Hancock Trust (since 2007); Chief Operating Officer, John Hancock retail funds (2007–2009);
Director, John Hancock Signature Services, Inc. (since 2005); Chief Financial Officer, John Hancock
Advisers, LLC, The Berkeley Financial Group, LLC, MFC Global Investment Management (U.S.), LLC,
John Hancock Investment Management Services, LLC, John Hancock Funds, LLC, John Hancock retail
funds, John Hancock Funds II and John Hancock Trust (2005-2007).

Principal officers who are not Trustees

Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Keith F. Hartstein, Born: 1956	2006
President and Chief Executive Officer
Senior Vice President, Manulife Financial Corporation (since 2004); Director, President and Chief
Executive Officer, John Hancock Advisers, LLC, The Berkeley Financial Group, LLC, John Hancock Funds,
LLC (since 2005); Director, MFC Global Investment Management (U.S.), LLC (since 2005); Chairman and
Director, Signature Services (since 2005); Director, President and Chief Executive Officer, John Hancock
Investment Management Services, LLC (since 2006); President and Chief Executive Officer,
John Hancock retail funds (since 2005); President and Chief Executive Officer (until 2009), John Hancock
Funds II and John Hancock Trust; Director, Chairman and President, NM Capital Management, Inc.
(since 2005); Member and former Chairman, Investment Company Institute Sales Force Marketing
Committee (since 2003); President and Chief Executive Officer, MFC Global (U.S.) (2005–2006).
Andrew G. Arnott, Born: 1971	2009
Chief Operating Officer
Senior Vice President, Manulife Financial Corporation (since 2009); Senior Vice President (since 2007),
Vice President (2005–2007), John Hancock Advisers, LLC; Senior Vice President (since 2008), Vice
President (2006–2008), John Hancock Investment Management Services, LLC; Senior Vice President
(since 2006), Vice President (2005–2006), 2nd Vice President (2004–2005), John Hancock Funds,
LLC; Chief Operating Officer (since 2009), Vice President (2007–2009), John Hancock retail funds;
Vice President (since 2006), John Hancock Funds II and John Hancock Trust; Senior Vice President
(2005–2009), Product Management and Development for John Hancock Funds, LLC; Vice President and
Director (1998–2005), Marketing and Product Management for John Hancock Funds, LLC.

34  Global Shareholder Yield Fund | Annual report 

Principal officers who are not Trustees (continued)

Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Thomas M. Kinzler, Born: 1955	2006
Secretary and Chief Legal Officer
Secretary and Chief Legal Officer, John Hancock retail funds, John Hancock Funds II and John Hancock
Trust (since 2006); Secretary and Chief Legal Counsel (since 2008) and Secretary (2007–2008),
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC; Secretary,
John Hancock Funds, LLC and The Berkeley Financial Group, LLC (since 2007); Vice President and
Associate General Counsel for Massachusetts Mutual Life Insurance Company (1999–2006); Secretary
and Chief Legal Counsel for MML Series Investment Fund (2000–2006); Secretary and Chief Legal
Counsel for MassMutual Select Funds and MassMutual Premier Funds (2004–2006).
Francis V. Knox, Jr., Born: 1947	2006
Chief Compliance Officer
Chief Compliance Officer, John Hancock retail funds, John Hancock Funds II, John Hancock Trust,
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC (since 2005);
Vice President, John Hancock Advisers, LLC, John Hancock Investment Management Services, LLC and
MFC Global Investment Management (U.S.), LLC (2005–2008).
Charles A. Rizzo, Born: 1957	2007
Chief Financial Officer
Senior Vice President, John Hancock Advisers, LLC and John Hancock Investment Management
Services, LLC (since 2008); Chief Financial Officer, John Hancock retail funds, John Hancock Funds II and
John Hancock Trust (since 2007); Assistant Treasurer, Goldman Sachs Mutual Fund Complex (registered
investment companies) (2005–2007); Vice President, Goldman Sachs (2005–2007); Managing Director
and Treasurer of Scudder Funds, Deutsche Asset Management (2003–2005).
Michael J. Leary, Born: 1965	2007
Treasurer
Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust (since 2009);
Assistant Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust
(2007–2009); Vice President and Director of Fund Administration, JP Morgan (2004–2007).

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Fund and is available without charge, upon request, by calling 1-800-225-5291 or by visiting our Web site www.jhfunds.com.

¹ Each Trustee serves until resignation, retirement age or until his or her successor is elected.

² Member of Audit Committee.

³ Non-Independent Trustees hold positions with the Fund’s investment adviser, underwriter and certain other affiliates.

Annual report | Global Shareholder Yield Fund  35 

More information

Trustees	Investment adviser
Patti McGill Peterson, Chairperson	John Hancock Investment Management
James R. Boyle†	Services, LLC
James F. Carlin
William H. Cunningham	Subadviser
Deborah C. Jackson*	Epoch Investment Partners, Inc.
Charles L. Ladner
Stanley Martin*	Principal distributor
Dr. John A. Moore	John Hancock Funds, LLC
Steven R. Pruchansky*
Gregory A. Russo	Custodian
John G. Vrysen†	State Street Bank and Trust Company
Officers	Transfer agent
Keith F. Hartstein	John Hancock Signature Services, Inc.
President and Chief Executive Officer
	Legal counsel
Andrew G. Arnott	K&L Gates LLP
Chief Operating Officer
	Independent registered
Thomas M. Kinzler	public accounting firm
Secretary and Chief Legal Officer	PricewaterhouseCoopers LLP
Francis V. Knox, Jr.
Chief Compliance Officer	The report is certified under the Sarbanes-Oxley
	Act, which requires mutual funds and other public
Charles A. Rizzo	companies to affirm that, to the best of their
Chief Financial Officer	knowledge, the information in their financial reports
	is fairly and accurately stated in all material respects.
Michael J. Leary
Treasurer

*Member of the Audit Committee
†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:
1-800-225-5291	Regular mail:	Express mail:
jhfunds.com	John Hancock Signature Services, Inc.	John Hancock Signature Services, Inc.
	P.O. Box 55913	Mutual Fund Image Operations
	Boston, MA 02205-5913	30 Dan Road
		Canton, MA 02021

36  Global Shareholder Yield Fund | Annual report 

1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com

Now available: electronic delivery
www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock Global Shareholder Yield Fund.	3200A 2/10
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.	4/10

Management’s discussion of
Fund performance

By Pzena Investment Management, LLC

The year ended February 28, 2010, was an extraordinary period for the U.S. stock market, which enjoyed its best 12-month return in 27 years. The catalyst for this robust performance was a dramatic shift in market sentiment from extreme pessimism to renewed optimism. As the period began, the major stock indexes had fallen to their lowest levels in 13 years as investors priced in a potential depression following the financial and economic meltdown in late 2008. However, the stock market bottomed soon thereafter and began a remarkable turnaround fueled by improving credit conditions, better-than-expected corporate profits and increasing signs of recovery in the economy. The major stock indexes finished the period with gains of more than 50%, and value stocks fared even better.

Fund performance

For the year ended February 28, 2010, John Hancock Classic Value Mega Cap Fund’s Class A shares posted a total return of 79.57% at net asset value. The Fund outpaced the 56.50% return of the Russell 1000 Value Index and the 54.22% return of the average large value fund, according to Morningstar, Inc.

The Fund outperformed its benchmark index and Morningstar peer group average thanks to investment opportunities we pursued when pessimism and risk aversion were at their peak. The market stress prevalent throughout the economy in late 2008 and early 2009 provided us with a broad range of high-quality investment opportunities at bargain-basement prices.

The Fund’s information technology and financial holdings contributed the most to the Fund’s outperformance. Leading contributors included electronics manufacturer Tyco Electronics, Ltd, wireless phone maker Motorola, Inc. and financial services firms Bank of America Corp. and Capital One Financial Corp. The few segments of the market where the Fund underperformed resulted largely from what it didn’t own. For example, the top-performing sector in the benchmark index was materials, a sector the Fund avoided.

This commentary reflects the views of the portfolio managers through the end of the Fund’s period discussed in this report. The managers’ statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

The Fund has been classified as non-diversified and may invest more than 5% of assets in securities of individual companies. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

6  Classic Value Mega Cap Fund | Annual report 

A look at performance

For the period ended February 28, 2010
	Average annual returns (%)				Cumulative total returns (%)
	with maximum sales charge (POP)				with maximum sales charge (POP)
				Since				Since
	1-year	5-year	10-year	inception1	1-year	5-year	10-year	inception1
Class A	70.66	—	—	–14.70	70.66	—	—	–37.94
Class B	72.74	—	—	–14.71	72.74	—	—	–37.96
Class C	77.03	—	—	–13.83	77.03	—	—	–36.01
Class I2	80.19	—	—	–12.84	80.19	—	—	–33.79

Performance figures assume all distributions are reinvested. Public offering price (POP) figures reflect maximum sales charges on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B shares and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable for Class I shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. The waivers and expense limitations are contractual at least until June 30, 2010. The net expenses are as follows: Class A — 1.37%, Class B — 2.12%, Class C — 2.12% and Class I — 0.94%. Had the fee waivers and expense limitations not been in place, the gross expenses would be as follows: Class A — 2.82%, Class B — 14.22%, Class C — 7.51% and Class I — 17.79%.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month end performance data, please call 1–800–225–5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

The Fund’s performance results reflect any applicable expense reductions, without which the expenses increase and results would have been less favorable.

¹ From March 1, 2007.

² For certain types of investors, as described in the Fund’s Class I share prospectus.

Annual report | Classic Value Mega Cap Fund  7 

A look at performance

Growth of $10,000

This chart shows what happened to a hypothetical $10,000 investment in John Hancock Classic Value Mega Cap Fund Class A shares for the period indicated. For comparison, we’ve shown the same investment in two separate indexes.

	Period	Without sales	With maximum
	beginning	charge	sales charge	Index 1	Index 2
Class B	3-1-07	$6,388	$6,204	$7,588	$7,432
Class C2	3-1-07	6,399	6,399	7,588	7,432
Class I3	3-1-07	6,621	6,621	7,588	7,432

Assuming all distributions were reinvested for the period indicated, the table above shows the value of a $10,000 investment in the Fund’s Class B, Class C and Class I shares, respectively, as of February 28, 2010. Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

Russell 1000 Value — Index 1 — is an unmanaged index containing those securities in the Russell 1000 Index with a less-than-average growth orientation.

Russell Top 200 Value — Index 2 — is an unmanaged index which measures the performance of the largest 200 companies within the Russell 3000 Index with a less-than-average growth orientation.

It is not possible to invest directly in an index. Index figures do not reflect sales charges, which would have resulted in lower values if they did.

¹ NAV represents net asset value and POP represents public offering price.

² The contingent deferred sales charge, if any, is not applicable.

³ For certain types of investors, as described in the Fund’s Class I share prospectus.

8  Classic Value Mega Cap Fund | Annual report 

Your expenses

These examples are intended to help you understand your ongoing operating expenses.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

■Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

■ Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about your fund’s actual ongoing operating expenses, and is based on your fund’s actual return. It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,053.60	$7.03
Class B	1,000.00	1,047.10	10.91
Class C	1,000.00	1,048.80	10.87
Class I	1,000.00	1,055.50	4.79

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at February 28, 2010, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Annual report | Classic Value Mega Cap Fund  9 

Your expenses

Hypothetical example for comparison purposes

This table allows you to compare your fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not your fund’s actual return). It assumes an account value of $1,000.00 on September 1, 2009, with the same investment held until February 28, 2010. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses.

	Account value	Ending value	Expenses paid during period
	on 9-1-09	on 2-28-10	ended 2-28-101
Class A	$1,000.00	$1,018.00	6.90
Class B	1,000.00	1,014.10	10.74
Class C	1,000.00	1,014.20	10.69
Class I	1,000.00	1,020.10	4.71

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

¹ Expenses are equal to the Fund’s annualized expense ratio of 1.38%, 2.15%, 2.14%, 0.94% for Class A, Class B, Class C and Class I shares, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

10  Classic Value Mega Cap Fund | Annual report 

Portfolio summary

Top 10 Holdings1
Allstate Corp.	4.3%	L-3 Communications Holdings, Inc.	3.7%
Tyco Electronics, Ltd.	4.2%	UBS AG	3.6%
Omnicom Group, Inc.	4.0%	Boeing Company	3.5%
Northrop Grumman Corp.	4.0%	MetLife, Inc.	3.0%
Exxon Mobil Corp.	3.8%	Viacom, Inc., Class B	3.0%
Sector Composition2,3
Financials	32%	Energy	9%
Information Technology	18%	Health Care	8%
Industrials	13%	Utilities	6%
Consumer Discretionary	9%	Consumer Staples	5%

¹ As a percentage of net assets on February 28, 2010. Excludes cash and cash equivalents.

² As a percentage of net assets on February 28, 2010.

³ Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors.

Annual report | Classic Value Mega Cap Fund  11 

Fund’s investments

As of 2-28-10

	Shares	Value
Common Stocks 100.03%		$4,134,338
(Cost $3,710,198)
Consumer Discretionary 9.17%		379,149
Media 7.02%
Omnicom Group, Inc.	4,525	165,706
Viacom, Inc., Class B (I)	4,200	124,530
Specialty Retail 2.15%
Lowe’s Companies, Inc.	3,750	88,913
Consumer Staples 4.78%		197,488
Food Products 2.99%
Kraft Foods, Inc., Class A	4,350	123,671
Personal Products 1.79%
Avon Products, Inc.	2,425	73,817
Energy 9.10%		375,951
Oil, Gas & Consumable Fuels 9.10%
Apache Corp.	575	59,593
BP PLC, SADR	1,425	75,824
Exxon Mobil Corp. (L)	2,400	156,000
Valero Energy Corp.	4,825	84,534
Financials 32.35%		1,337,182
Capital Markets 8.87%
Morgan Stanley	3,725	104,971
State Street Corp.	2,550	114,521
UBS AG (I)	10,625	147,263
Commercial Banks 2.54%
PNC Financial Services Group, Inc.	1,950	104,832
Consumer Finance 2.03%
Capital One Financial Corp.	2,225	83,994
Diversified Financial Services 7.77%
Bank of America Corp.	7,075	117,870
Citigroup, Inc. (I)	31,056	105,590
JPMorgan Chase & Company	2,325	97,580

See notes to financial statements

12  Classic Value Mega Cap Fund | Annual report 

	Shares	Value
Insurance 11.14%
ACE, Ltd.	2,200	$109,978
Allstate Corp.	5,700	178,125
Hartford Financial Services Group, Inc.	1,925	46,912
MetLife, Inc.	3,450	125,546
Health Care 8.53%		352,567
Health Care Equipment & Supplies 3.25%
Boston Scientific Corp. (I)	4,575	35,411
Zimmer Holdings, Inc. (I)	1,725	98,894
Health Care Providers & Services 2.88%
Aetna, Inc.	2,525	75,725
Cardinal Health, Inc.	1,275	43,312
Pharmaceuticals 2.40%
Johnson & Johnson	1,575	99,225
Industrials 12.97%		535,869
Aerospace & Defense 11.17%
Boeing Company	2,300	145,268
L-3 Communications Holdings, Inc.	1,650	150,843
Northrop Grumman Corp.	2,700	165,402
Industrial Conglomerates 1.80%
Tyco International, Ltd.	2,062	74,356
Information Technology 17.50%		723,508
Communications Equipment 3.68%
Alcatel-Lucent, SADR (I)	37,050	112,632
Motorola, Inc. (I)	5,850	39,546
Computers & Peripherals 2.91%
Dell, Inc. (I)	9,100	120,393
Electronic Equipment, Instruments & Components 4.24%
Tyco Electronics, Ltd.	6,837	175,232
IT Services 1.89%
Accenture PLC, Class A	1,950	77,942
Software 4.78%
CA, Inc.	5,400	121,500
Microsoft Corp.	2,661	76,263
Utilities 5.63%		232,624
Electric Utilities 2.74%
Edison International	3,475	113,388
Multi-Utilities 2.89%
Sempra Energy	2,425	119,236

See notes to financial statements

Annual report | Classic Value Mega Cap Fund  13 

		Shares	Value
Short-Term Investments 3.67%			$151,627
(Cost $151,624)
Securities Lending Collateral 3.67%			151,627
John Hancock Collateral Investment Trust (W)	0.1869% (Y)	15,147	151,627
Total investments (Cost $3,861,822)† 103.70%			$4,285,965
Other assets and liabilities, net (3.70%)			($152,933)
Total net assets 100.00%			$4,133,032

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

SADR Sponsored American Depositary Receipts

(I) Non-income producing security.

(L) All or a portion of this security is on loan as of February 28, 2010.

(W) Investment is an affiliate of the Fund, the adviser and/or subadviser and represents the investment of securities lending collateral received.

(Y) The rate shown is the annualized seven-day yield as of February 28, 2010.

† At February 28, 2010, the aggregate cost of investment securities for federal income tax purposes was $4,827,449. Net unrealized depreciation aggregated $541,484, of which $584,219, related to appreciated investment securities and $1,125,703 related to depreciated investment securities.

See notes to financial statements

14  Classic Value Mega Cap Fund | Annual report 

F I N A N C I A L  S T A T E M E N T S

Financial statements

Statement of assets and liabilities 2-28-10

This Statement of Assets and Liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum public offering price per share.

Assets
Investments in unaffiliated issuers, at value (Cost $3,710,198) including
$148,200 of securities loaned (Note 2)	$4,134,338
Investments in affiliated issuers, at value (Cost $151,624) (Note2)	151,627
Total investments, at value (Cost $3,861,822)	4,285,965
Cash	90,037
Receivable for fund shares sold	903
Dividends and interest receivable	7,344
Receivable for securities lending income	21
Other receivables and prepaid assets	1,851
Total assets	4,386,121
Liabilities
Payable for investments purchased	55,716
Payable upon return of securities loaned (Note 2)	151,620
Payable to affiliates
Accounting and legal services fees	49
Transfer agent fees	718
Distribution and service fees	225
Investment management fees	3,594
Trustees’ fees	87
Other liabilities and accrued expenses	41,080
Total liabilities	253,089
Net assets
Capital paid-in	$8,940,245
Accumulated distributions in excess of income	(73)
Accumulated net realized loss	(5,231,283)
Net unrealized appreciation on investments	424,143
Net assets	$4,133,032
Net asset value per share
Based on net asset values and shares outstanding — the Fund has an
unlimited number of shares authorized with no par value
Class A ($3,161,800 ÷ 514,370 shares)	$6.15
Class B ($206,901 ÷ 33,570 shares)1	$6.16
Class C ($371,317 ÷ 60,216 shares)1	$6.17
Class I ($393,014 ÷ 63,930 shares)	$6.15
Maximum offering price per share
Class A (net asset value per share ÷ 95%)2	$6.47

¹ Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

² On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements

Annual report | Classic Value Mega Cap Fund  15 

F I N A N C I A L  S T A T E M E N T S

Statement of operations For the year ended 2-28-10

This Statement of Operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income
Dividends	$69,474
Securities lending	7,259
Interest	14
Less foreign taxes withheld	(115)
Total investment income	76,632
Expenses
Investment management fees (Note 4)	32,350
Distribution and service fees (Note 4)	12,810
Accounting and legal services fees (Note 4)	302
Transfer agent fees (Note 4)	9,744
Trustees’ fees (Note 4)	433
State registration fees (Note 4)	45,209
Printing and postage fees	6,470
Professional fees	34,881
Custodian fees	12,371
Registration and filing fees	28,480
Proxy fees	1,577
Other	996
Total expenses	185,623
Less expense reductions (Note 4)	(128,516)
Net expenses	57,107
Net investment income	19,525
Realized and unrealized gain (loss)
Net realized gain (loss) on
Investments in unaffiliated issuers	(173,238)
Investments in affiliated issuers	26
	(173,212)
Change in net unrealized appreciation (depreciation) of
Investments in unaffiliated issuers	2,161,306
Investments in affiliated issuers	3
	2,161,309
Net realized and unrealized gain	1,988,097
Increase in net assets from operations	$2,007,622

See notes to financial statements

16  Classic Value Mega Cap Fund | Annual report 

F I N A N C I A L  S T A T E M E N T S

Statements of changes in net assets

These Statements of Changes in Net Assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

	Year	Year
	ended	ended
	2-28-10	2-28-09
Increase (decrease) in net assets
From operations
Net investment income	$19,525	$88,398
Net realized loss	(173,212)	(4,778,699)
Change in net unrealized appreciation (depreciation)	2,161,309	(289,161)
Increase (decrease) in net assets resulting from operations	2,007,622	(4,979,462)
Distributions to shareholders
From net investment income
Class A	(29,972)	(82,462)
Class B	(192)	(622)
Class C	(460)	(2,780)
Class I	(3,794)	(1,349)
Class R1	—	(837)
Total distributions	(34,418)	(88,050)
From Fund share transactions (Note 5)	(443,268)	2,309,307
Total increase (decrease)	1,529,936	(2,758,205)
Net assets
Beginning of year	2,603,096	5,361,301
End of year	$4,133,032	$2,603,096
Accumulated distributions in excess of income	($73)	$8,163

See notes to financial statements

Annual report | Classic Value Mega Cap Fund  17 

Financial highlights

The Financial Highlights show how the Fund’s net asset value for a share has changed since inception.

CLASS A SHARES Period ended	2-28-10	2-28-09	2-29-081
Per share operating performance
Net asset value, beginning of year	$3.45	$7.60	$10.00
Net investment income2	0.03	0.09	0.13
Net realized and unrealized gain (loss) on investments	2.72	(4.16)	(2.23)
Total from investment operations	2.75	(4.07)	(2.10)
Less distributions
From net investment income	(0.05)	(0.08)	(0.11)
From net realized gain	—	—	(0.19)
Total distributions	(0.05)	(0.08)	(0.30)
Net asset value, end of year	$6.15	$3.45	$7.60
Total return (%)3,4	79.57	(53.77)	(21.28)
Ratios and supplemental data
Net assets, end of year (in millions)	$3	$2	$5
Ratios (as a percentage of average net assets):
Expenses before reductions	3.705	2.82	2.52
Expenses net of fee waivers	1.395	1.37	1.37
Expenses net of fee waivers and credits	1.395	1.37	1.37
Net investment income	0.59	1.49	1.34
Portfolio turnover (%)	76	114	38

¹ The inception date for Class A shares is 3-1-07.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Includes the impact of proxy expenses, which amounted to 0.04% of average net assets.

See notes to financial statements

18  Classic Value Mega Cap Fund | Annual report 

CLASS B SHARES Period ended	2-28-10	2-28-09	2-29-081
Per share operating performance
Net asset value, beginning of year	$3.47	$7.60	$10.00
Net investment income (loss)2	(0.01)	0.05	0.05
Net realized and unrealized gain (loss) on investments	2.71	(4.15)	(2.21)
Total from investment operations	2.70	(4.10)	(2.16)
Less distributions
From net investment income	(0.01)	(0.03)	(0.05)
From net realized gain	—	—	(0.19)
Total distributions	(0.01)	(0.03)	(0.24)
Net asset value, end of year	$6.16	$3.47	$7.60
Total return (%)3,4	77.74	(54.01)	(21.85)
Ratios and supplemental data
Net assets, end of year (in millions)	—5	—5	—5
Ratios (as a percentage of average net assets):
Expenses before reductions	12.016	14.22	11.98
Expenses net of fee waivers	2.156	2.70	2.12
Expenses net of fee waivers and credits	2.136	2.12	2.12
Net investment income (loss)	(0.24)	0.80	0.58
Portfolio turnover (%)	76	114	38

¹ The inception date for Class B shares is 3-1-07.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Less than $500,000.

⁶ Includes the impact of proxy expenses, which amounted to 0.02% of average net assets.

CLASS C SHARES Period ended	2-28-10	2-28-09	2-29-081
Per share operating performance
Net asset value, beginning of year	$3.47	$7.61	$10.00
Net investment income2	(0.01)	0.05	0.06
Net realized and unrealized gain (loss) on investments	2.72	(4.16)	(2.21)
Total from investment operations	2.71	(4.11)	(2.15)
Less distributions
From net investment income	(0.01)	(0.03)	(0.05)
From net realized gain	—	—	(0.19)
Total distributions	(0.01)	(0.03)	(0.24)
Net asset value, end of year	$6.17	$3.47	$7.61
Total return (%)3,4	78.03	(54.07)	(21.75)
Ratios and supplemental data
Net assets, end of year (in millions)	—5	—5	—5
Ratios (as a percentage of average net assets):
Expenses before reductions	7.456	7.51	6.38
Expenses net of fee waivers	2.146	2.29	2.12
Expenses net of fee waivers and credits	2.136	2.12	2.12
Net investment income (loss)	(0.19)	0.78	0.68
Portfolio turnover (%)	76	114	38

¹ The inception date for Class C shares is 3-1-07.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Less than $500,000.

⁶ Includes the impact of proxy expenses, which amounted to 0.03% of average net assets.

See notes to financial statements

Annual report | Classic Value Mega Cap Fund  19 

CLASS I SHARES Period ended	2-28-10	2-28-09	2-29-081
Per share operating performance
Net asset value, beginning of year	$3.45	$7.61	$10.00
Net investment income2	0.05	0.12	0.17
Net realized and unrealized gain (loss) on investments	2.72	(4.17)	(2.23)
Total from investment operations	2.77	(4.05)	(2.06)
Less distributions
From net investment income	(0.07)	(0.11)	(0.14)
From net realized gain	—	—	(0.19)
Total distributions	(0.07)	(0.11)	(0.33)
Net asset value, end of year	$6.15	$3.45	$7.61
Total return (%)3,4	80.19	(53.56)	(20.87)
Ratios and supplemental data
Net assets, end of year (in millions)	—5	—5	—5
Ratios (as a percentage of average net assets):
Expenses before reductions	8.736	17.79	13.02
Expenses net of fee waivers	0.956	0.97	0.97
Expenses net of fee waivers and credits	0.956	0.97	0.97
Net investment income	0.80	1.96	1.80
Portfolio turnover (%)	76	114	38

¹ The inception date for Class I shares is 3-1-07.

² Based on the average daily shares outstanding.

³ Assumes dividend reinvestment (if applicable).

⁴ Total returns would have been lower had certain expenses not been reduced during the periods shown.

⁵ Less than $500,000.

⁶ Includes the impact of proxy expenses, which amounted to 0.01% of average net assets.

See notes to financial statements

20  Classic Value Mega Cap Fund | Annual report 

Notes to financial statements

Note 1 — Organization

John Hancock Classic Value Mega Cap Fund (the Fund) is a diversified series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek long-term growth of capital.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of Assets and Liabilities. Class A, Class B and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees and transfer agent fees for each class may differ. Class B shares convert to Class A shares eight years after purchase. Effective at the close of business on August 21, 2009, Class R1 shares converted into Class A shares.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of the regular trading on the New York Stock Exchange (NYSE), normally at 4:00 p.m., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these techniques are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes significant unobservable input s when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

At February 28, 2010, all of the Fund’s investments are classified as Level 1.

In order to value the securities, the Fund uses the following valuation techniques. Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. John Hancock Collateral Investment Trust (JHCIT), an affiliate of the Fund, is valued at its closing net asset value. JHCIT is a non stable value fund investing in short-term investments as part of a securities lending program.

Annual report | Classic Value Mega Cap Fund  21 

Other portfolio securities and assets, where market quotations are not readily available, are valued at fair value, as determined in good faith by the Fund’s Pricing Committee, following procedures established by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various times prior to the close of trading on the NYSE. The values of non-U.S. securities, used in computing the net asset value of the Fund’s shares, are generally determined at these times. Significant market events that affect the values of non-U.S. securities may occur after the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation. Dividend income is recorded on the ex-dividend date except for certain foreign dividends where the ex-date may have passed, which are recorded when the Fund becomes aware of the dividends.

Securities lending. A Fund may lend its securities to earn additional income. It receives and maintains cash collateral received from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, which is not a stable value fund. As a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral. Income received from JHCIT is a component of securities lending income as recorded on the Statement of Operatio ns.

Foreign currency translation. Assets, including investments and liabilities denominated in foreign currencies are translated into U.S. dollar values each day at the prevailing exchange rate. Purchases and sales of securities, income, and expenses are translated into U.S. dollars at the prevailing exchange rate on the date of the transaction. The effect of changes in foreign currency exchange rates on realized and unrealized securities gains and losses is reflected as a component of securities gains and losses.

Funds that invest internationally generally carry more risk than funds that invest strictly in U.S. securities. Funds investing in a single country or in a limited geographic region tend to be riskier than funds that invest more broadly. Risks can result from differences in economic and political conditions, regulations, market practices (including higher transaction costs) and accounting standards. Foreign investments are also subject to a decline in the value of a foreign currency versus the U.S. dollar, which reduces the dollar value of securities denominated in that currency.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to a Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian has a lien, security interest or security entitlement in any Fund property that is not segregated, to the maximum extent permitted by law for any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with the custodian which enables them to participate in a $150 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis based on

22  Classic Value Mega Cap Fund | Annual report 

their relative average net assets. For the year ended February 28, 2010, there were no significant borrowings under the line of credit by the Fund. Effective March 31, 2010, the amount of the line of credit changed to $100 million.

Expenses. The majority of expenses are directly attributable to an individual Fund. Expenses that are not readily attributable to a specific fund are allocated among all Funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the Funds’ relative assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses, and realized and unrealized gains (losses) are determined at the Fund level and allocated daily to each class of shares based on the net asset value of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage fees, for all classes are calculated daily at the class level based on the appropriate net asset value of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

For federal income tax purposes, the Fund has a capital loss carryforward of $4,202,970 available to offset future net realized capital gains. The following table details the capital loss carryforward available as of February 28, 2010. Net capital losses of $62,686 that are a result of securities occurring after October 31, 2009 are treated as occurring on March 1, 2010, the first day of the Fund’s next taxable year.

At February 28, 2010, capital loss carryforward available to offset future gains was as follows:

CAPITAL LOSS CARRYFORWARD
EXPIRING AT FEBRUARY 28
2017	2018
$1,275,193	$2,927,777

As of February 28, 2010, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition or disclosure. The Fund’s federal tax return is subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-dividend date. The Fund generally declares and pays dividends and capital gain distributions, if any, at least annually. The tax character of distributions for the years ended February 28, 2010 and February 28, 2009 was as follows:

	FEBRUARY 28, 2010	FEBRUARY 28, 2009
Ordinary Income	$34,418	$88,050

Distributions paid by the Fund with respect to each series of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of expenses that may be applied differently to each class. As of February 28, 2010, the Fund has no distributable earnings on a tax basis.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Annual report | Classic Value Mega Cap Fund  23 

Capital accounts within the financial statements are adjusted for permanent book/tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book/tax differences will reverse in a subsequent period. For the year ended February 28, 2010, the Fund had no material permanent book-tax differences.

Note 3 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred.

Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Adviser) serves as investment adviser for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Adviser, serves as principal underwriter of the Trust. The Adviser and the Distributor are indirect wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management contract with the Adviser under which the Fund pays a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.79% of the first $2,500,000,000 of the Fund’s average daily net assets; (b) 0.78% of the next $2,500,000,000 of the Fund’s average daily net assets; and (c) 0.77% of the Fund’s average daily net asset in excess of $5,000,000,000. The Adviser has a subadvisory agreement with Pzena Investment Management, LLC. The Fund is not responsible for payment of the subadvisory fees.

Prior to October 1, 2009, the Fund had an investment management contract with the Adviser under which the Fund paid a daily management fee to the Adviser equivalent, on an annual basis, to the sum of: (a) 0.85% of the first $2,500,000,000 of the Fund’s average daily net assets; (b) 0.825% of the next $2,500,000,000 of the Fund’s average daily net assets; and (c) 0.80% of the Fund’s average daily net assets in excess of $5,000,000,000.

The investment management fees incurred for the year ended February 28, 2010 were equivalent to an annual effective rate of 0.83% of the Fund’s average daily net assets.

Effective July 1, 2009, the Adviser has agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest and litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund, are excluded. The reimbursements and limits are such that these expenses will not exceed 1.37% for Class A shares, 2.12% for Class B, 2.12% for Class C, 0.94% for Class I and 1.82% for Class R1. The expense reimbursements and limits will continue in effect until June 30, 2010 and thereafter until terminated by the Adviser on notice to the Trust.

Effective as of May 1, 2009, the Adviser had voluntarily agreed to waive a portion of its management fee in the amount of 0.10% of the fund’s average daily net assets. The expense waiver was terminated by the Adviser on October 31, 2009.

Prior to June 30, 2009 the Adviser has contractually agreed to reimburse certain Fund level expenses to 0.07% of the Fund’s average annual net assets which are allocated pro rata to all share classes. This agreement excludes taxes, portfolio brokerage commissions, interest, advisory fees, distribution and service fees, transfer agent fees, state registration fees, printing and postage fees,

24  Classic Value Mega Cap Fund | Annual report 

litigation and indemnification expenses, and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund are excluded.

In addition, the Adviser agreed to reimburse or limit certain expenses for each share class. This agreement excludes taxes, portfolio brokerage commissions, interest, and litigation and indemnification expenses, and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. In addition, fees incurred under any agreement or plans of the Fund dealing with services for the shareholders and others with beneficial interest in shares of the Fund were excluded. The reimbursements and limits are such that these expenses will not exceed 1.37% for Class A shares, 2.12% for Class B, 2.12% for Class C, 0.97% for Class I and 1.47% for Class R1.

Accordingly, the expense reductions or reimbursements related to these agreements were $75,134, $13,329, $16,999, $15,835 and $7,058 for Class A, Class B, Class C, Class I and Class R1, respectively, for the year ended February 28, 2010.

Accounting and legal services. Pursuant to the Service Agreement, the Fund reimburses the Adviser for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services of the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports amongst other services. These expenses are allocated to each share class based on relative net assets at the time the expense was incurred. The accounting and legal services fees incurred for year ended February 28, 2010, amounted to an approximate annual rate of 0.01% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B, Class C and Class R1 shares pursuant to Rule 12b-1 of the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R1 shares, the Fund pays the distributor for certain other services. The following table shows the contractual rates of distribution and service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

Class	12b-1 Fees	Service Fee
Class A	0.30%	—
Class B	1.00%	—
Class C	1.00%	—
Class R1	0.50%	0.25%

Currently only 0.25% is charged to Class A for distribution fees.

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $4,987 for the year ended February 28, 2010. Of this amount, $829 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $4,107 was paid as sales commissions to broker-dealers and $51 was paid as sales commissions to sales personnel of Signator Investors, Inc. (Signator Investors), a broker-dealer affiliate of the Adviser.

Class B and Class C shares are subject to contingent deferred sales charges (CDSC). Class B shares that are redeemed within six years of purchase are subject to CDSC, at declining rates, beginning at 5.00% of the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC on the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate

Annual report | Classic Value Mega Cap Fund  25 

the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended February 28, 2010, CDSCs amounts received by the Distributor amounted to $4 and $36 for Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (“Signature Services” or “Transfer Agent”), an affiliate of the Adviser. The transfer agent fees are made up of three components:

• The Fund pays a monthly transfer agent fee at an annual rate of 0.05% for Classes A, B, C and R1 shares and 0.04% for Class I shares, based on each class’s average daily net assets.

• The Fund pays a monthly fee based on an annual rate of $16.50 per shareholder account.

• In addition, Signature Services is reimbursed for certain out-of-pocket expenses.

Certain investor accounts that maintain small balances are charged an annual small accounts fee by Signature Services. Amounts related to these fees are credited by Signature Services to the Fund. For the year ended February 28, 2010, these fees totaled $161.

Class level expenses for the year ended February 28, 2010 were:
	Distribution	Transfer	State	Printing and
Share class	and service fees	agent fees	registration fees	postage fees
A	$8,136	$4,727	$10,289	$4,733
B	1,352	1,796	8,996	300
C	3,203	1,904	8,995	792
I	—	898	10,791	526
R1	119	419	6,138	119
Total	$12,810	$9,744	$45,209	$6,470

Affiliated share ownership. Affiliates of the Fund owned 336,494, 10,371 and 10,766 shares of beneficial interest of Class A, Class B and Class I on February 28, 2010.

Trustee expenses. The Trust compensates each Trustee who is not an employee of the Adviser or its affiliates. The Trustees may, for tax purposes, elect to defer receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan. Deferred amounts are invested in various John Hancock Funds and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting liability are included in the accompanying Statement of Assets and Liabilities.

Note 5 — Fund share transactions

Transactions in Fund shares for the years ended February 28, 2010 and 2009 were as follows:

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class A shares
Sold	109,696	$629,324	1,270,681	$8,101,452
Exchanged from Class R1	10,510	61,586	—	—
Distributions reinvested	4,769	29,332	17,437	78,117
Repurchased	(256,886)	(1,470,756)	(1,239,119)	(5,817,179)
Net increase (decrease)	(131,911)	($750,514)	48,999	$2,362,390

26  Classic Value Mega Cap Fund | Annual report 

	Year ended 2-28-10		Year ended 2-28-09
	Shares	Amount	Shares	Amount
Class B shares
Sold	13,088	$77,435	8,590	$44,225
Distributions reinvested	31	192	138	622
Repurchased	(771)	(3,451)	(6,631)	(33,733)
Net increase	12,348	$74,176	2,097	$11,114
Class C shares
Sold	28,288	$160,131	54,917	$254,948
Distributions reinvested	57	349	486	2,185
Repurchased	(31,198)	(162,017)	(52,741)	(289,815)
Net increase (decrease)	(2,853)	($1,537)	2,662	($32,682)
Class I shares
Sold	58,081	$340,017	704	$5,171
Distributions reinvested	130	800	269	1,204
Repurchased	(6,705)	(42,023)	(5,748)	(37,971)
Net increase (decrease)	51,506	$298,794	(4,775)	($31,596)
Class R1 shares
Exchanged for Class A	(10,524)	($61,586)	—	—
Distributions reinvested	—	—	182	$816
Repurchased	(512)	(2,601)	(178)	(735)
Net increase (decrease)	(11,036)	($64,187)	4	$81
Net increase (decrease)	(81,946)	($443,268)	48,987	$2,309,307

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities and U.S. Treasury obligations, aggregated $2,900,984 and $3,348,173, respectively for the year ended February 28, 2010.

Annual report | Classic Value Mega Cap Fund  27 

Auditors’ report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Classic Value Mega Cap Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Classic Value Mega Cap Fund (the “Fund”) at February 28, 2010, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Overs ight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 28, 2010 by correspondence with the custodian and brokers, and the application of alternative auditing procedures where confirmations had not been received, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
April 15, 2010

28  Classic Value Mega Cap Fund | Annual report 

Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended February 28, 2010.

With respect to the ordinary dividends paid by the Fund for the fiscal year ended February 28, 2010, 100% of the dividends qualifes for the corporate dividends-received deduction.

The Fund hereby designates the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. This amount will be reflected on Form 1099-DIV for the calendar year 2010.

Shareholders will be mailed a 2010 U.S. Treasury Department Form 1099-DIV in January 2011. This will reflect the total of all distributions that are taxable for calendar year 2010.

Annual report | Classic Value Mega Cap Fund  29 

Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Patti McGill Peterson, Born: 1943	2006	47
Chairperson (since 2008); Principal, PMP Globalinc (consulting) (since 2007); Senior Associate, Institute
for Higher Education Policy (since 2007); Executive Director, CIES (international education agency)
(until 2007); Vice President, Institute of International Education (until 2007); Senior Fellow, Cornell
University Institute of Public Affairs, Cornell University (1997–1998); Former President Wells College,
St. Lawrence University and the Association of Colleges and Universities of the State of New York.
Director of the following: Niagara Mohawk Power Corporation (until 2003); Security Mutual Life
(insurance) (until 1997); ONBANK (until 1993). Trustee of the following: Board of Visitors, The University
of Wisconsin, Madison (since 2007); Ford Foundation, International Fellowships Program (until 2007);
UNCF, International Development Partnerships (until 2005); Roth Endowment (since 2002); Council for
International Educational Exchange (since 2003).
James F. Carlin, Born: 1940	2006	47
Chief Executive Officer, Director and Treasurer, Alpha Analytical Laboratories (environmental,
chemical and pharmaceutical analysis) (since 1985); Part Owner and Treasurer, Lawrence Carlin
Insurance Agency, Inc. (since 1995); Chairman and Chief Executive Officer, Carlin Consolidated, Inc.
(management/investments) (since 1987).
William H. Cunningham, Born: 1944	2006	47
Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas System
and former President of the University of Texas, Austin, Texas; Director of the following: LIN Television
(since 2009); Lincoln National Corporation (insurance) (Chairman since 2009 and Director since 2006);
Resolute Energy Corporation (since 2009); Nanomedical Systems, Inc. (biotechnology company)
(Chairman since 2008); Yorktown Technologies, LP (tropical fish) (Chairman since 2007); Greater Austin
Crime Commission (since 2001); Southwest Airlines (since 2000); former Director of the following:
Introgen (manufacturer of biopharmaceuticals) (until 2008); Hicks Acquisition Company I, Inc. (until
2007); Jefferson-Pilot Corporation (diversified life insurance company) (until 2006); and former Advisory
Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) (until 2009).
Deborah C. Jackson,2 Born: 1952	2008	47
Chief Executive Officer, American Red Cross of Massachusetts Bay (since 2002); Board of Directors
of Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation
(since2001); Board of Directors of American Student Association Corp. (since 1996); Board of Directors
of Boston Stock Exchange (2002-2008); Board of Directors of Harvard Pilgrim Healthcare (health
benefits company) (since 2007).

30  Classic Value Mega Cap Fund | Annual report 

Independent Trustees (continued)
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
Charles L. Ladner, Born: 1938	2006	47
Chairman and Trustee, Dunwoody Village, Inc. (retirement services) (since 2008); Director, Philadelphia
Archdiocesan Educational Fund (since 2009); Senior Vice President and Chief Financial Officer, UGI
Corporation (public utility holding company) (retired 1998); Vice President and Director for AmeriGas,
Inc. (retired 1998); Director of AmeriGas Partners, L.P. (gas distribution) (until 1997); Director,
EnergyNorth, Inc. (until 1995); Director, Parks and History Association (Cooperating Association,
National Park Service) (until 2005).
Stanley Martin,2 Born: 1947	2008	47
Senior Vice President/Audit Executive, Federal Home Loan Mortgage Corporation (2004–2006);
Executive Vice President/Consultant, HSBC Bank USA (2000–2003); Chief Financial Officer/Executive
Vice President, Republic New York Corporation & Republic National Bank of New York (1998-2000);
Partner, KPMG LLP (1971–1998).
Dr. John A. Moore, Born: 1939	2006	47
President and Chief Executive Officer, Institute for Evaluating Health Risks, (nonprofit institution)
(until 2001); Senior Scientist, Sciences International (health research) (until 2003); Former
Assistant Administrator & Deputy Administrator, Environmental Protection Agency; Principal,
Hollyhouse (consulting) (since 2000); Director, CIIT Center for Health Science Research (nonprofit
research) (until 2007).
Steven R. Pruchansky,2 Born: 1944	2006	47
Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First
American Bank (since 2008); Managing Director, Jon James, LLC (real estate) (since 2000); Director,
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President,
Maxwell Building Corp. (until 1991).
Gregory A. Russo, Born: 1949	2008	47
Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman,
Industrial Markets, KPMG (1998–2002).
Non-Independent Trustees3
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
James R. Boyle, Born: 1959	2006	244
Senior Executive Vice President, U.S. Division, Manulife Financial Corporation (since 2009), Executive
Vice President (1999–2009); Chairman and Director, John Hancock Advisers, LLC and John Hancock
Funds, LLC (since 2005); Chairman and Director, John Hancock Investment Management Services, LLC
(since 2006); Trustee of John Hancock Trust (since 2005), John Hancock Funds II (since 2005) and the
John Hancock retail funds (since 2006).
Annual report | Classic Value Mega Cap Fund			31

Non-Independent Trustees3 (continued)
Name, Year of Birth	Trustee	Number of John
Position(s) held with Fund	of the	Hancock funds
Principal occupation(s) and other	Trust	overseen by
Directorships during past 5 years	since1	Trustee
John G. Vrysen, Born: 1955	2009	47
Senior Vice President, Strategic Initiatives (since 2006), Vice President (until 2006), Manulife Financial
Corporation; Director, Executive Vice President and Chief Operating Officer, John Hancock Advisers,
LLC, The Berkeley Financial Group, LLC, John Hancock Investment Management Services, LLC
and John Hancock Funds, LLC (since 2007); Chief Operating Officer, John Hancock Funds II and
John Hancock Trust (since 2007); Chief Operating Officer, John Hancock retail funds (2007–2009);
Director, John Hancock Signature Services, Inc. (since 2005); Chief Financial Officer, John Hancock
Advisers, LLC, The Berkeley Financial Group, LLC, MFC Global Investment Management (U.S.), LLC,
John Hancock Investment Management Services, LLC, John Hancock Funds, LLC, John Hancock retail
funds, John Hancock Funds II and John Hancock Trust (2005-2007).
Principal officers who are not Trustees
Name, Year of Birth		Officer
Position(s) held with Fund		of the
Principal occupation(s) and other		Trust
Directorships during past 5 years		since
Keith F. Hartstein, Born: 1956		2006
President and Chief Executive Officer
Senior Vice President, Manulife Financial Corporation (since 2004); Director, President and Chief
Executive Officer, John Hancock Advisers, LLC, The Berkeley Financial Group, LLC, John Hancock Funds,
LLC (since 2005); Director, MFC Global Investment Management (U.S.), LLC (since 2005); Chairman and
Director, Signature Services (since 2005); Director, President and Chief Executive Officer, John Hancock
Investment Management Services, LLC (since 2006); President and Chief Executive Officer,
John Hancock retail funds (since 2005); President and Chief Executive Officer (until 2009), John Hancock
Funds II and John Hancock Trust; Director, Chairman and President, NM Capital Management, Inc.
(since 2005); Member and former Chairman, Investment Company Institute Sales Force Marketing
Committee (since 2003); President and Chief Executive Officer, MFC Global (U.S.) (2005–2006).
Andrew G. Arnott, Born: 1971		2009
Chief Operating Officer
Senior Vice President, Manulife Financial Corporation (since 2009); Senior Vice President (since 2007),
Vice President (2005–2007), John Hancock Advisers, LLC; Senior Vice President (since 2008), Vice
President (2006–2008), John Hancock Investment Management Services, LLC; Senior Vice President
(since 2006), Vice President (2005–2006), 2nd Vice President (2004–2005), John Hancock Funds,
LLC; Chief Operating Officer (since 2009), Vice President (2007–2009), John Hancock retail funds;
Vice President (since 2006), John Hancock Funds II and John Hancock Trust; Senior Vice President
(2005–2009), Product Management and Development for John Hancock Funds, LLC; Vice President and
Director (1998–2005), Marketing and Product Management for John Hancock Funds, LLC.

32  Classic Value Mega Cap Fund | Annual report 

Principal officers who are not Trustees (continued)
Name, Year of Birth	Officer
Position(s) held with Fund	of the
Principal occupation(s) and other	Trust
Directorships during past 5 years	since
Thomas M. Kinzler, Born: 1955	2006
Secretary and Chief Legal Officer
Secretary and Chief Legal Officer, John Hancock retail funds, John Hancock Funds II and John Hancock
Trust (since 2006); Secretary and Chief Legal Counsel (since 2008) and Secretary (2007–2008),
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC; Secretary,
John Hancock Funds, LLC and The Berkeley Financial Group, LLC (since 2007); Vice President and
Associate General Counsel for Massachusetts Mutual Life Insurance Company (1999–2006); Secretary
and Chief Legal Counsel for MML Series Investment Fund (2000–2006); Secretary and Chief Legal
Counsel for MassMutual Select Funds and MassMutual Premier Funds (2004–2006).
Francis V. Knox, Jr., Born: 1947	2006
Chief Compliance Officer
Chief Compliance Officer, John Hancock retail funds, John Hancock Funds II, John Hancock Trust,
John Hancock Advisers, LLC and John Hancock Investment Management Services, LLC (since 2005);
VicePresident, John Hancock Advisers, LLC, John Hancock Investment Management Services, LLC and
MFC Global Investment Management (U.S.), LLC (2005–2008).
Charles A. Rizzo, Born: 1957	2007
Chief Financial Officer
Senior Vice President, John Hancock Advisers, LLC and John Hancock Investment Management
Services, LLC (since 2008); Chief Financial Officer, John Hancock retail funds, John Hancock Funds II and
John Hancock Trust (since 2007); Assistant Treasurer, Goldman Sachs Mutual Fund Complex (registered
investment companies) (2005–2007); Vice President, Goldman Sachs (2005–2007); Managing Director
and Treasurer of Scudder Funds, Deutsche Asset Management (2003–2005).
Michael J. Leary, Born: 1965	2007
Treasurer
Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust (since 2009);
Assistant Treasurer, John Hancock retail funds, John Hancock Funds II and John Hancock Trust
(2007–2009); Vice President and Director of Fund Administration, JP Morgan (2004–2007).
The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Boardof Trustees of the Fund and is available without charge, upon request, by calling 1-800-225-5291 or by visiting ourWeb sitewww.jhfunds.com.

¹ Each Trustee serves until resignation, retirement age or until his or her successor is elected.

² Member of Audit Committee.

³ Non-Independent Trustees hold positions with the Fund’s investment adviser, underwriter and certain other affiliates. 

Annual report | Classic Value Mega Cap Fund  33 

More information

Trustees	Investment adviser
Patti McGill Peterson,Chairperson	John Hancock Investment Management
James R. Boyle†	Services, LLC
James F. Carlin
William H. Cunningham	Subadviser
Deborah C. Jackson*	Pzena Investment Management, LLC
Charles L. Ladner
Stanley Martin*	Principal distributor
Dr. John A. Moore	John Hancock Funds, LLC
Steven R. Pruchansky*
Gregory A. Russo	Custodian
John G. Vrysen†	State Street Bank and Trust Company
Officers	Transfer agent
Keith F. Hartstein	John Hancock Signature Services, Inc.
President and Chief Executive Officer
	Legal counsel
Andrew G. Arnott	K&L Gates LLP
Chief Operating Officer
	Independent registered
Thomas M. Kinzler	public accounting firm
Secretary and Chief Legal Officer	PricewaterhouseCoopers LLP
Francis V. Knox, Jr.	The report is certified under the Sarbanes-Oxley
Chief Compliance Officer	Act, which requires mutual funds and other public
	companies to affirm that, to the best of their
Charles A. Rizzo	knowledge, the information in their financial reports is
Chief Financial Officer	fairly and accurately stated in all material respects.
Michael J. Leary
Treasurer
*Member of the Audit Committee
†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:
1-800-225-5291	Regular mail:	Express mail:
jhfunds.com	John Hancock Signature Services, Inc.	John Hancock Signature Services, Inc.
	P.O. Box 55913	Mutual Fund Image Operations
	Boston, MA 02205-5913	30 Dan Road
		Canton, MA 02021

34  Classic Value Mega Cap Fund | Annual report 

1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com

Now available: electronic delivery
www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock Classic Value Mega Cap Fund.	3220A 2/10
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.	4/10

ITEM 2. CODE OF ETHICS.

As of the end of the period, February 28, 2010, the registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its Chief Executive Officer and Chief Financial Officer (respectively, the principal executive officer, the principal financial officer, the “Covered Officers”). A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

The Board of Trustees of the Registrant has determined that it has one “audit committee financial expert” as that term is defined in Item 3(b) of Form N-CSR: Stanley Martin who is “independent” as that term is defined in Item 3(a) (2) of Form N-CSR.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(a) Audit Fees

The aggregate fees billed for professional services rendered by the principal accountant, PricewaterhouseCoopers LLP (“PWC”) for the audits of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements amounted to $233,674 for the fiscal year ended February 28, 2010 (broken out as follows: John Hancock Classic Mega Cap Fund - $27,125, John Hancock Global Shareholder Yield Fund - $27,125, John Hancock Growth Opportunities Fund - $29,929, John Hancock International Growth Fund - $34,239, John Hancock Value Opportunities Fund -$27,641, John Hancock U.S. Core Fund - $27,641, John Hancock International Core Fund -$36,283 and John Hancock International Allocation Fund - $23,691) and $285,043 for the fiscal year ended February 29, 2009 (broken out as follows: John Hancock Classic Mega Cap Fund -$33,560, John Hancock Global Shareholder Y ield Fund - $33,560, John Hancock Intrinsic Value Fund - $0 (liquidated October 24, 2008), John Hancock Growth Opportunities Fund - $39,659, John Hancock Growth Fund - $0 (liquidated October 24, 2008), John Hancock International Growth Fund - $37,661, John Hancock Value Opportunities Fund - $33,562, John Hancock U.S. Core Fund - $33,560, John Hancock International Core Fund - $41,965 and John Hancock International Allocation Portfolio - $31,516).

(b) Audit-Related Services

Audit-related fees for assurance and related services by PWC amounted to $14,863 for the fiscal year ended February 28, 2010 (broken out as follows: John Hancock Classic Mega Cap Fund -$1,184, John Hancock Global Shareholder Yield Fund $1,184, John Hancock Growth Opportunities Fund - $1,184, John Hancock International Growth Fund - $1,184, John Hancock Value Opportunities Fund - $1,184, John Hancock U.S. Core Fund - $1,184, John Hancock International Core Fund - $1,184 and John Hancock International Allocation Fund - $6,575) and $5,391 for the fiscal year ended February 29, 2009 for the 17f-2 count for the John Hancock International Allocation Fund billed to the registrant or to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that pr ovides ongoing services to the registrant ("control affiliates"). The nature of the services comprising the out-of-pocket expenses was testing conversion of accounting records from one service provider to another involving multiple service providers in the registrant’s initial year.

(c) Tax Fees

The aggregate fees billed for professional services rendered by PWC for the tax compliance, tax advice and tax planning (“tax fees”) amounted to $26,887 for the fiscal year ended February 28, 2010 (broken out as follows: John Hancock Classic Mega Cap Fund - $2,841, John Hancock Global Shareholder Yield Fund - $2,841, John Hancock Growth Opportunities - $3,493, John Hancock International Growth Fund - $3,606, John Hancock Value Opportunities Fund - $2,841,

John Hancock U.S. Core Fund - $2,841, John Hancock International Core Fund - $5,925 and John Hancock International Allocation Portfolio - $2,499) and $29,740 for the fiscal year ended February 29, 2009 (broken out as follows: John Hancock Classic Mega Cap Fund - $3,680, John Hancock Global Shareholder Yield Fund - $3,680, John Hancock Growth Opportunities Fund -$3,810, John Hancock International Growth Fund - $3,810, John Hancock Value Opportunities Fund - $3,680, John Hancock U.S. Core Fund - $3,680, John Hancock International Core Fund -$3,910 and John Hancock International Allocation Portfolio - $3,490). The nature of the services comprising the tax fees was the review of the registrant’s income and excise tax returns and tax distribution requirements.

(d) All Other Fees

Other fees amounted to $440 for the fiscal year ended February 28, 2010 (broken out as follows: John Hancock Classic Mega Cap Fund - $55, John Hancock Global Shareholder Yield Fund -$55, John Hancock Growth Opportunities - $55, John Hancock International Growth Fund - $55, John Hancock Value Opportunities Fund - $55, John Hancock U.S. Core Fund - $55, John Hancock International Core Fund - $55 and John Hancock International Allocation Portfolio - $55) and $0 for the fiscal year ended February 29, 2009 billed to the registrant or to the control affiliates.

(e)(1) Audit Committee Pre-Approval Policies and Procedures:

The trust’s Audit Committee must pre-approve all audit and non-audit services provided by the independent registered public accounting firm (the “Auditor”) relating to the operations or financial reporting of the funds. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The trust’s Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee’s consideration of audit-related and non-audit services by the Auditor. The policies and procedures require that any audit-related and non-audit service provided by the Auditor and any non-audit service provided by the Auditor to a fund service provider that relates directly to the operations and financial reporting of a fund are subject to approval by the Audit Committee before such service is provided. Audit-related services provided by the Auditor that are expected to exceed $50,000 per year/per fund are subject to specific pre-approval by the Audit Committee. Tax services provided by the Auditor that are expected to exceed $50,000 per year/per fund are subject to specific pre-approval by the Audit Committee. Other services provided by the Auditor that are expected to exceed $10,000 per year/per fu nd are subject to specific pre-approval by the Audit Committee.

All audit services, as well as the audit-related and non-audit services that are expected to exceed the amounts stated above, must be approved in advance of provision of the service by formal resolution of the Audit Committee. At the regularly scheduled Audit Committee meetings, the Committee reviews a report summarizing the services, including fees, provided by the Auditor.

(e)(2) Services approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X:

Audit-Related Fees, Tax Fees and All Other Fees:

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.

(f) According to PWC for the Reporting Period, the percentage of hours spent on the audit of the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons who were not full-time, permanent employees of principal accountant was less than 50%.

(g) The aggregate non-audit fees billed by PWC for non-audit services rendered to the registrant and rendered to the registrant's control affiliates for the fiscal year ended February 28, 2010 were $5,696,633 and for the fiscal year ended February 29, 2009 were $8,372,083.

(h) The registrant’s audit committee of the Board of Trustees has considered the provision of non-audit services that were rendered by PWC to the investment adviser and any control affiliate that provides services that were not pre-approved pursuant to paragraph (c) (7) (ii) of Rule 2-01 of Regulation S-X, to be compatible with maintaining PWC’s independence.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

The registrant has a separately-designated standing audit committee comprised of independent trustees. The members of the audit committee are as follows:

Stanley Martin - Chairman
Deborah C. Jackson
Steven R. Pruchansky

ITEM 6. SCHEDULE OF INVESTMENTS.

(a) Not applicable.
(b) Not applicable.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The registrant has adopted procedures by which shareholders may recommend nominees to the registrant's Board of Trustees. A copy of the procedures is filed as an exhibit to this Form N-CSR. See attached “John Hancock Funds – Governance Committee Charter”.

ITEM 11. CONTROLS AND PROCEDURES.

(a) EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES. The registrant maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in this Form N-CSR is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission. Such disclosure controls and procedures include controls and procedures designed to ensure that such information is accumulated and communicated to the registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Within 90 days prior to the filing date of this Form N-CSR, the registrant had carried out an evaluation, under the supervision and with the participation of the registrant’s management, including the registrant's principal executive officer and the registrant’s principal financial officer, of the effectiveness of the design and operation of the registrant’s disclosure controls and procedures relating to information required to be disclosed on Form N-CSR. Based on such evaluation, the registrant’s principal executive officer and principal financial officer concluded that the registrant’s disclosure controls and procedures are operating effectively to ensure that:

(i) information required to be disclosed in this Form N-CSR is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission, and

(ii) information is accumulated and communicated to the registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

(b) CHANGE IN REGISTRANT’S INTERNAL CONTROL: Not applicable.

ITEM 12. EXHIBITS.

(a)(1) See attached Code of Ethics.

(a)(2)(i) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER.

(a)(2)(ii) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER.

(b) CERTIFICATION PURSUANT TO Rule 30a-2(b) OF THE INVESTMENT COMPANY ACT OF 1940.

(c)(1) Submission of Matters to a Vote of Security Holders is attached. See attached “John Hancock Funds – Governance Committee Charter”.

(c)(2) Contact person at the registrant.

SIGNATURES 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

John Hancock Funds III

By: /s/ Keith F. Hartstein
------------------------------
Keith F. Hartstein
President and
Chief Executive Officer

Date: April 19, 2010

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By: /s/ Keith F. Hartstein
-------------------------------
Keith F. Hartstein
President and
Chief Executive Officer

Date: April 19, 2010

By: /s/ Charles A. Rizzo
--------------------------------
Charles A. Rizzo
Chief Financial Officer

Date: April 19, 2010

EX-99.CERT

CERTIFICATION

I, Keith F. Hartstein, certify that:

1. I have reviewed this report on Form N-CSR of the John Hancock Funds III;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: April 19, 2010	/s/ Keith F. Hartstein ______
	Keith F. Hartstein
	President and Chief Executive Officer
	(Principal Executive Officer)

CERTIFICATION

I, Charles A. Rizzo, certify that:

1. I have reviewed this report on Form N-CSR of the John Hancock Funds III;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: April 19, 2010	/s/ Charles A. Rizzo_____
	Charles A. Rizzo
	Chief Financial Officer
	(Principal Financial Officer)

EX-99.906 CERT

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of 

the Sarbanes-Oxley Act of 2002

In connection with the attached Report of John Hancock Funds III (the “registrant”) on Form N-CSR to be filed with the Securities and Exchange Commission (the "Report"), each of the undersigned officers of the registrant does hereby certify that, to the best of such officer's knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the registrant as of, and for, the periods presented in the Report.

/s/ Keith F. Hartstein
--------------------------------
Keith F. Hartstein
President and Chief Executive Officer

Dated: April 19, 2010

/s/ Charles A. Rizzo
---------------------------------
Charles A. Rizzo
Chief Financial Officer

Dated: April 19, 2010

A signed original of this written statement, required by Section 906, has been provided to the registrant and will be retained by the registrant and furnished to the Securities and Exchange Commission or its staff upon request.

EX-99.CODE ETH

JOHN HANCOCK TRUST

JOHN HANCOCK FUNDS

JOHN HANCOCK FUNDS II

JOHN HANCOCK FUNDS III

SARBANES-OXLEY CODE OF ETHICS

FOR

PRINCIPAL EXECUTIVE, PRINCIPAL FINANCIAL OFFICERS & TREASURER 

I. Covered Officers/Purpose of the Code

This code of ethics (this “Code”) for John Hancock Trust, John Hancock Funds¹, John Hancock Funds II and John Hancock Funds III, each a registered management investment company under the Investment Company Act of 1940, as amended (“1940 Act”), which may issue shares in separate and distinct series (each investment company and series thereunder to be hereinafter referred to as a “Fund”), applies to each Fund’s Principal Executive Officer (“President”), Principal Financial Officer (“Chief Financial Officer”) and Treasurer (“Treasurer”) (the “Covered Officers” as set forth in Exhibit A) for the purpose of promoting:

► honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

► full, fair, accurate, timely and understandable disclosure in reports and documents that the Fund files with, or submits to, the Securities and Exchange Commission (“SEC”) and in other public communications made by the Fund;

► compliance with applicable laws and governmental rules and regulations;

► the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and

► accountability for adherence to the Code.

¹ John Hancock Funds includes the following trusts: John Hancock Bank and Thrift Opportunity Fund; John Hancock Bond Trust; John Hancock California Tax-Free Income Fund; John Hancock Capital Series; John Hancock Current Interest; John Hancock Equity Trust; John Hancock Income Securities Trust; John Hancock Investment Trust; John Hancock Investment Trust II; John Hancock Investment Trust III; John Hancock Investors Trust; John Hancock Municipal Securities Trust; John Hancock Patriot Premium Dividend Fund II; Trust; John Hancock Preferred Income Fund; John Hancock Preferred Income Fund II; John Hancock Preferred Income Fund III; John Hancock Series Trust; John Hancock Sovereign Bond Fund; John Hancock Strategic Series; John Hancock Tax-Exempt Series Fund; John Hancock World Fund; John Hancock Tax-Advantaged Dividend Income Fund and John Hancock Tax-Advantaged Global Shareholder Yield Fund.

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Each of the Covered Officers should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest.

II. Covered Officers Should Handle Ethically Actual and Apparent Conflicts of Interest

Overview

A “conflict of interest” occurs when a Covered Officer’s private interest interferes with the interests of, or his service to, the Fund. For example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of his position with the Fund. Certain conflicts of interest arise out of the relationships between the Covered Officers and the Fund and already are subject to conflict of interest provisions in the Investment Company Act of 1940, as amended (the “Investment Company Act”) and the Investment Advisers Act of 1940, as amended (the “Investment Advisers Act”). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Fund because of their status as “affiliated persons” of the Fund. Each of the Covered Officers is an officer or employee of the inves tment adviser or a service provider (“Service Provider”) to the Fund. The Fund’s, the investment adviser’s and the Service Provider’s compliance programs and procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code.

Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between the Fund and the investment adviser and the Service Provider of which the Covered Officers are also officers or employees. As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the Fund, for the investment adviser or for the Service Provider), be involved in establishing policies and implementing decisions which will have different effects on the investment adviser, the Service Provider and the Fund. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Fund and the investment adviser and the Service Provider and is consistent with the performance by the Covered Officers of their duties as officers of the Fund. Thus, if such participation is performed in conformity with th e provisions of the Investment Company Act and the Investment Advisers Act, it will be deemed to have been handled ethically. In addition, it is recognized by the Fund’s Board of Trustees/Directors (the “Board”) that the Covered Officers may also be officers or employees of one or more other investment companies covered by other Codes.

Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers Act. The following list provides examples of conflicts of interest under the Code, but the Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of an Covered Officer should not be placed improperly before the interest of the Fund.

*  *  * 

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Each Covered Officer must:

► not use his/her personal influence or personal relationships improperly to influence investment decisions or financial reporting by the Fund whereby the Covered Officer would benefit personally to the detriment of the Fund;

► not cause the Fund to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than for the benefit of the Fund; and

► not use material non-public knowledge of portfolio transactions made or contemplated for the Fund to trade personally or cause others to trade personally in contemplation of the market effect of such transactions.

Additionally, conflicts of interest may arise in other situations, the propriety of which may be discussed, if material, with the Fund’s Chief Compliance Officer (“CCO”). Examples of these include:

► service as a director/trustee on the board of any public or private company;

► the receipt of any non-nominal gifts;

► the receipt of any entertainment from any company with which the Fund has current or prospective business dealings unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety (or other formulation as the Fund already uses in another code of conduct);

► any ownership interest in, or any consulting or employment relationship with, any of the Fund’s service providers, other than its investment adviser, any sub-adviser, principal underwriter, administrator or any affiliated person thereof; and

► a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Fund for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Officer’s employment, such as compensation or equity ownership.

III. Disclosure & Compliance

► Each Covered Officer should familiarize himself or herself with the disclosure requirements generally applicable to the Fund;

► Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Fund to others, whether within or outside the Fund, including to the Fund’s directors and auditors, and to governmental regulators and self-regulatory organizations;

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► Each Covered Officer should, to the extent appropriate within his/her area of responsibility, consult with other officers and employees of the Fund and the Fund’s adviser or any sub-adviser with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Fund files with, or submits to, the SEC and in other public communications made by the Fund; and

► It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations.

IV. Reporting & Accountability

Each Covered Officer must:

► upon adoption of the Code (or thereafter as applicable, upon becoming an Covered Officer), affirm in writing to the Fund’s CCO that he/she has received, read, and understands the Code;

► annually thereafter affirm to the Fund’s CCO that he/she has complied with the requirements of the Code;

► not retaliate against any employee or Covered Officer or their affiliated persons for reports of potential violations that are made in good faith;

► notify the Fund’s CCO promptly if he/she knows of any violation of this Code (Note: failure to do so is itself a violation of this Code); and

► report at least annually any change in his/her affiliations from the prior year.

The Fund’s CCO is responsible for applying this Code to specific situations in which questions are presented under it and has the authority to interpret this Code in any particular situation. However, any approvals or waivers sought by the Principal Executive Officer will be considered by the Fund’s Board or the Compliance Committee thereof (the “Committee”).

The Fund will follow these procedures in investigating and enforcing this Code:

► the Fund’s CCO will take all appropriate action to investigate any potential violations reported to him/her;

► if, after such investigation, the CCO believes that no violation has occurred, the CCO is not required to take any further action;

► any matter that the CCO believes is a violation will be reported to the Board or, if applicable, Compliance Committee;

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► if the Board or, if applicable, Compliance Committee concurs that a violation has occurred, the Board, either upon its determination of a violation or upon recommendation of the Compliance Committee, if applicable, will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the Service Provider or the investment adviser or its board; or a recommendation to dismiss the Registrant’s Executive Officer;

► the Board, or if applicable the Compliance Committee, will be responsible for granting waivers, as appropriate; and

► any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules.

V. Other Policies & Procedures

This Code shall be the sole code of ethics adopted by the Fund for purposes of Section 406 of the Sarbanes-Oxley Act of 2002 and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Fund, the Fund’s adviser, any sub-adviser, principal underwriter or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code. The Fund’s and its investment adviser’s codes of ethics under Rule 204A-1 under the Investment Advisers Act and Rule 17j-1 under the Investment Company Act, respectively, are separate requirements applying to the Covered Officers and others, and are not part of this Code.

VI. Amendments

Any amendments to this Code, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the Fund’s Board, including a majority of independent directors.

VII. Confidentiality

All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the Fund’s Board and its counsel, the investment adviser and the relevant Service Providers.

VIII. Internal Use

The Code is intended solely for the internal use by the Fund and does not constitute an admission, by or on behalf of the Fund, as to any fact, circumstance, or legal conclusion.

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Exhibit A

Persons Covered by this Code of Ethics 

(As of December 2009)

John Hancock Trust
►  Principal Executive Officer and President – Hugh McHaffie
►  Principal Financial Officer and Chief Financial Officer – Charles Rizzo
►  Treasurer (Open-End Funds) – Michael J. Leary

John Hancock Funds
►  Principal Executive Officer and President – Keith Hartstein
►  Principal Financial Officer and Chief Financial Officer – Charles Rizzo
►  Treasurer (Open-End Funds) – Michael J. Leary
►  Treasurer (Closed-End Funds) – Salvatore Schiavone

John Hancock Funds II
►  Principal Executive Officer and President – Hugh McHaffie
►  Principal Financial Officer and Chief Financial Officer – Charles Rizzo
►  Treasurer (Open-End Funds) – Michael J. Leary

John Hancock Funds III
►  Principal Executive Officer and President – Keith Hartstein
►  Principal Financial Officer and Chief Financial Officer – Charles Rizzo
►  Treasurer (Open-End Funds) – Michael J. Leary
►  Treasurer (Closed-End Funds) – Salvatore Schiavone

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EX-99

JOHN HANCOCK FUNDS

NOMINATING, GOVERNANCE AND ADMINISTRATION COMMITTEE CHARTER 

A. Composition. The Nominating, Governance and Administration Committee (the “Committee”) shall be composed entirely of Trustees who are “independent” as defined in the rules of the New York Stock Exchange (“NYSE”) or any other exchange, as applicable, and are not “interested persons” as defined in the Investment Company Act of 1940 of any of the funds, or of any fund’s investment adviser or principal underwriter (the “Independent Trustees”) who are designated for membership from time to time by the Board of Trustees. The Chairman of the Board shall be a member of the Committee.

B. Overview. The overall charter of the Committee is to make determinations and recommendations to the Board on issues related to the composition and operation of the Board and corporate governance matters applicable to the Independent Trustees, as well as issues related to complex-wide matters and practices designed to facilitate uniformity and administration of the Board's oversight of the funds, and to discharge such additional duties, responsibilities and functions as are delegated to it from time to time.

C. Specific Responsibilities. The Committee shall have the following duties and powers, to be exercised at such times and in such manner as the Committee shall deem necessary or appropriate:

1. To consider and determine nominations of individuals to serve as Trustees.

2. To consider, as it deems necessary or appropriate, the criteria for persons to fill existing or newly created Trustee vacancies. The Committee shall use the criteria and principles set forth in Annex A to guide its Trustee selection process.

3. To consider and determine the amount of compensation to be paid by the funds to the Independent Trustees, including incremental amounts, if any, payable to Committee Chairmen, and to address compensation-related matters. The Chairman of the Board has been granted the authority to approve special compensation to Independent Trustees in recognition of any significant amount of additional time and service to the funds required of them, subject to ratification of any such special compensation by the Committee at the next regular meeting of the Committee.

4. To consider and determine the duties and compensation of the Chairman of the Board.

5. To consider and recommend changes to the Board regarding the size, structure, and composition of the Board.

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6. To evaluate, from time to time, and determine changes to the retirement policies for the Independent Trustees, as appropriate.

7. To develop and recommend to the Board, if deemed desirable, guidelines for corporate governance (“Corporate Governance Guidelines”) for the funds that take into account the rules of the NYSE and any applicable law or regulation, and to periodically review and assess the Corporate Governance Guidelines and recommend any proposed changes to the Board for approval.

8. To monitor all expenditures and practices of the Board or the Committees or the Independent Trustees not otherwise incurred and/or monitored by a particular Committee, including, but not limited to: D&O insurance and fidelity bond coverage and costs; association dues, including Investment Company Institute membership dues; meeting expenditures and policies relating to reimbursement of travel expenses and expenses associated with offsite meetings; expenses and policies associated with Trustee attendance at educational or informational conferences; and publication expenses.

9. To consider, evaluate and make recommendations and necessary findings regarding independent legal counsel and any other advisers, experts or consultants, that may be engaged by the Board of Trustees, by the Trustees who are not “interested persons” as defined in the Investment Company Act of 1940 of any of the funds or any fund’s investment adviser or principal underwriter, or by the Committee, from time to time, other than as may be engaged directly by another Committee.

10. To periodically review the Board’s committee structure and the charters of the Board’s committees, and recommend to the Board of Trustees changes to the committee structure and charters as it deems appropriate.

11. To coordinate and administer an annual self-evaluation of the Board, which will include, at a minimum, a review of its effectiveness in overseeing the number of funds in the fund complex and the effectiveness of its committee structure.

12. To report its activities to Board of Trustees and to make such recommendations with respect to the matters described above and other matters as the Committee may deem necessary or appropriate.

D. Additional Responsibilities. The Committee will also perform other tasks assigned to it from time to time by the Chairman of the Board or by the Board of Trustees, and will report findings and recommendations to the Board of Trustees, as appropriate.

E. Governance. One member of the Committee shall be appointed as chair. The chair shall be responsible for leadership of the Committee, including scheduling meetings or

2 

reviewing and approving the schedule for them, preparing agendas or reviewing and approving them before meetings, and making reports to the Board of Trustees, as appropriate.

F. Miscellaneous. The Committee shall meet as often as it deems appropriate, with or without management, as circumstances require. The Committee shall have the resources and authority appropriate to discharge its responsibilities, including the authority to retain special counsel and other advisers, experts or consultants, at the funds’ expense, as it determines necessary to carry out its duties. The Committee shall have direct access to such officers of and service providers to the funds as it deems desirable.

G. Evaluation. At least annually, the Committee shall evaluate its own performance, including whether the Committee is meeting frequently enough to discharge its responsibilities appropriately.

H. Review. The Committee shall review this Charter periodically and recommend such changes to the Board of Trustees as it deems desirable.

Last revised: December 9, 2008

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ANNEX A

General Criteria

1. Nominees should have a reputation for integrity, honesty and adherence to high ethical standards.

2. Nominees should have demonstrated business acumen, experience and ability to exercise sound judgments in matters that relate to the current and long-term objectives of the funds and should be willing and able to contribute positively to the decision-making process of the funds.

3. Nominees should have a commitment to understand the funds, and the responsibilities of a trustee/director of an investment company and to regularly attend and participate in meetings of the Board and its committees.

4. Nominees should have the ability to understand the sometimes conflicting interests of the various constituencies of the funds, including shareholders and the management company, and to act in the interests of all shareholders.

5. Nominees should not have, nor appear to have, a conflict of interest that would impair their ability to represent the interests of all the shareholders and to fulfill the responsibilities of a director/trustee.

Application of Criteria to Existing Trustees

The renomination of existing Trustees should not be viewed as automatic, but should be based on continuing qualification under the criteria set forth above. In addition, the Nominating, Governance and Administration Committee (the “Committee”) shall consider the existing Trustee’s performance on the Board and any committee.

Review of Shareholder Nominations

Any shareholder nomination must be submitted in compliance with all of the pertinent provisions of Rule 14a-8 under the Securities Exchange Act of 1934 in order to be considered by the Committee. In evaluating a nominee recommended by a shareholder, the Committee, in addition to the criteria discussed above, may consider the objectives of the shareholder in submitting that nomination and whether such objectives are consistent with the interests of all shareholders. If the Board determines to include a shareholder’s candidate among the slate of its designated nominees, the candidate’s name will be placed on the funds’ proxy card. If the Board determines not to include such candidate among its designated nominees, and the shareholder has satisfied the requirements of Rule 14a-8, the shareholder’s candidate will be

4 

treated as a nominee of the shareholder who originally nominated the candidate. In that case, the candidate will not be named on the proxy card distributed with the funds’ proxy statement.

As long as an existing Independent Trustee continues, in the opinion of the Committee, to satisfy the criteria listed above, the Committee generally would favor the re-nomination of an existing Trustee rather than a new candidate. Consequently, while the Committee will consider nominees recommended by shareholders to serve as trustees, the Committee may only act upon such recommendations if there is a vacancy on the Board, or the Committee determines that the selection of a new or additional Trustee is in the best interests of the fund. In the event that a vacancy arises or a change in Board membership is determined to be advisable, the Committee will, in addition to any shareholder recommendations, consider candidates identified by other means, including candidates proposed by members of the Committee. The Committee may retain a consultant to assist the Committee in a search for a qualified candidate.

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