SUPPLEMENT TO PROSPECTUS
              FOR THE JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)
                               SEPARATE ACCOUNT N
                             DATED February 1, 2005


The text following under the heading "Transfers of Policy Value" has been
deleted and replaced with the following:

Subject to the restrictions set forth below, the policyowner may transfer Policy
Value from one sub-account to another or to the Fixed Account. Transfers
involving the Fixed Account are subject to certain limitations noted below under
"Transfers Involving Fixed Accounts."

None of the portfolios which are investment options for the Policy are designed
for short-term trading since such activity may increase portfolio transaction
costs, be disruptive to management of a portfolio (affecting a subadviser's
ability to effectively manage a portfolio in accordance with its investment
objective and policies) and dilute interests in a portfolio held for long-term
investment. Management of the Trust will monitor purchases and redemptions of
Trust shares. If management of the Trust becomes aware of short-term trading
that it believes, in its sole discretion, is significantly disrupting (or may
potentially significantly disrupt) management of a portfolio, materially
increasing portfolio transaction costs or significantly exposing interests in a
portfolio to dilution ("Disruptive Short-Term Trading"), the Trust may impose
restrictions on such trading. The Trust's participation agreement with the
Company requires the Company to impose trading restrictions on its policy owners
if requested by the Trust. In addition, the Company also has a policy to
restrict transfers to two per month per Policy (except for those policies
described in the following paragraph). For purposes of this restriction, all
transfers made during the period from the opening of trading each day the net
asset value of the shares of the Trust are determined (usually 9 a.m.) to the
close of trading that day (the close of day-time trading of the New York Stock
Exchange (usually 4 p.m.)) are considered one transfer. Policyowners may,
however, transfer to the Money Market Trust even if the two transfer per month
limit has been reached if 100% of the Policy Value is transferred to the Money
Market Trust. If such a transfer to the Money Market Trust is made, then, for a
30 calendar day period after such transfer, no subsequent transfers from the
Money Market Trust to another investment option may be made. The restrictions
described in this paragraph will be applied uniformly to all policyowners
subject to the restrictions.

A corporation or other entity may purchase multiple Policies as a means to
informally finance the liabilities created by an employee benefit plan, and to
this end the entity may aggregately manage the Policies to match its liabilities
under the plan. In lieu of the two transfers per month restriction, the Company
will allow the Policyowner under these circumstances to rebalance the investment
options in its Policies within the following limits: (i) Policy values
transferred from one investment option into a second investment option cannot be
transferred out of the second investment option within a 10 calendar day period,
except to the Money Market Trust (this limitation shall not be applied to those
Policy values that had already been allocated to the second investment option
prior to this transfer); and (ii) Policy values that would otherwise not be
transferable by application of the 10 day limit described above and are moved
into the Money Market Trust may not be transferred out of the Money Market Trust
into any other investment option for 30 calendar days. The restrictions
described in this paragraph will be applied uniformly to all policyowners
subject to the restrictions.

The Company also reserves the right to take other actions to restrict trading as
noted below. Actions that the Company may take to restrict trading include, but
are not limited to:

     o    restricting the number of transfers made during a defined period,
     o    restricting the dollar amount of transfers,
     o    restricting the method used to submit transfers (e.g., requiring
          transfer requests to be submitted in writing via U.S. mail), and



     o    restricting transfers into and out of certain subaccounts.

Policyowners should note that while the Trust and the Company seek to identify
and prevent Disruptive Short-Term Trading, it is not always possible to do so.
Therefore, no assurance can be given that the Trust and the Company will
successfully impose restrictions on all Disruptive Short-Term Trading. If the
Trust and the Company are unsuccessful in restricting Disruptive Short-Term
Trading, the portfolios may incur higher brokerage costs, may maintain higher
cash levels (limiting their ability to achieve their investment objective) and
may be exposed to dilution with respect to interests held for long-term
investment.

The Company also reserves the right to modify or terminate the transfer
privilege at any time in accordance with applicable law. Transfers may also be
delayed when any of the events described under items (i) through (iv) in
"Payment of Proceeds" occurs. Transfer privileges are also subject to any
restrictions that may be imposed by the Portfolios. In addition, the Company
reserves the right to defer the transfer privilege at any time that the Company
is unable to purchase or redeem shares of the Portfolios.

Transfer Requests. Transfer requests may be made in writing in a format
satisfactory to us. From time to time we may offer you alternate means of
communicating transfer requests to us, such as electronic mail, the Internet or
telephone. We will use reasonable procedures to confirm that instructions
received by alternate means are genuine and we will not be liable for following
instructions we have reasonably determined to be genuine.

Limitations on Transfers From the Fixed Account. The maximum amount that may be
transferred from the Fixed Account in any Policy Year is 25% of the Fixed
Account Value at the previous Policy Anniversary. Any transfer that involves a
transfer out of the Fixed Account may not involve a transfer to the Investment
Account for the Money Market Trust. We may allow greater amounts to be
transferred from the Fixed Account if a systematic plan of withdrawals is agreed
to in advance. For example, we will allow the transfer of 20%, 25%, 33%, 50% and
100% of the remaining balance in the Fixed Account in five successive years
provided we agree in advance in writing and that no amounts are transferred into
the Fixed Account during the 5 year period.