As filed with the U.S. Securities and Exchange Commission on April 25, 2014
Registration No. 333-152409

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-6

SEC File No 811-5130

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
POST EFFECTIVE AMENDMENT NO. 8 [X]

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
AMENDMENT NO. 22 [X]

John Hancock Life Insurance Company (U.S.A.) Separate Account N

(Exact Name of Registrant)

John Hancock Life Insurance Company (U.S.A.)

(Name of Depositor)

197 Clarendon Street
Boston, MA 02116

(Complete address of depositor’s principal executive offices)

Depositor’s Telephone Number: 617-572-6000

JAMES C. HOODLET
John Hancock Life Insurance Company (U.S.A.)
U.S. INSURANCE LAW
JOHN HANCOCK PLACE
BOSTON, MA 02117

(Name and complete address of agent for service)

It is proposed that this filing will become effective (check appropriate box)

[ ] immediately upon filing pursuant to paragraph (b) of Rule 485
[X ] on April 30, 2014 pursuant to paragraph (b) of Rule 485
[ ] 60 days after filing pursuant to paragraph (a) (1) of Rule 485
[ ] on (date) pursuant to paragraph (a) (1) of Rule 485

If appropriate check the following box

[ ] this post-effective amendment designates a new effective date for a previously filed amendment

Pursuant to the provisions of Rule 24f-2, Registrant has registered an indefinite amount of the securities under the Securities Act of 1933.

Prospectus dated April 30, 2014

for interests in

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Interests are made available under

CORPORATE VUL

a flexible premium variable universal life insurance policy

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)
(“John Hancock USA”)

The policy provides a fixed account option with fixed rates of return declared by John Hancock USA
and the following investment accounts:

500 Index B
Active Bond
All Cap Core
Alpha Opportunities
American Asset Allocation
American Global Growth
American Growth
American Growth-Income
American International
American New World
Blue Chip Growth
Bond
Capital Appreciation
Capital Appreciation Value
Core Bond
Core Strategy
Emerging Markets Value
Equity-Income
Financial Services
Franklin Templeton Founding Allocation
Fundamental All Cap Core
Fundamental Large Cap Value
Fundamental Value
Global
Global Bond
Health Sciences
High Yield
International Core
International Equity Index B
International Growth Stock
International Small Company
International Value
Investment Quality Bond
Lifestyle Aggressive MVP
Lifestyle Balanced MVP
Lifestyle Conservative MVP
Lifestyle Growth MVP
Lifestyle Moderate MVP
Mid Cap Index
Mid Cap Stock
Mid Value
Money Market B
Natural Resources
PIMCO VIT All Asset
Real Estate Securities
Real Return Bond
Science & Technology
Short Term Government Income
Small Cap Growth
Small Cap Index
Small Cap Opportunities
Small Cap Value
Small Company Value
Strategic Income Opportunities
Total Bond Market B
Total Return
Total Stock Market Index
Ultra Short Term Bond
U.S. Equity
Utilities
Value

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

Please note that the Securities and Exchange Commission (“SEC”) has not approved or disapproved these securities, or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

GUIDE TO THIS PROSPECTUS

This prospectus is arranged in the following way:

• Starting on the next page is a Table of Contents for this prospectus.
• The section after the Table of Contents is called “Summary of Benefits and Risks.” It contains a summary of the benefits available under the policy and of the principal risks of purchasing the policy. You should read this section before reading any other section of this prospectus.
• Behind the Summary of Benefits and Risks section is a section called “Fee Tables” that describes the fees and expenses you will pay when buying, owning and surrendering the policy.
• Behind the Fee Tables section is a section called “Detailed Information.” This section gives more details about the policy. It may repeat certain information contained in the Summary of Benefits and Risks section in order to put the more detailed information in proper context.
• Finally, on the back cover of this prospectus is information concerning the Statement of Additional Information (the “SAI”) and how the SAI, audited financial statements for John Hancock USA and the Separate Account, personalized illustrations and other information can be obtained.
  
  

Prior to making any investment decisions, you should carefully review this product prospectus and all applicable supplements. In addition, you will receive the prospectuses for the underlying funds that we make available as investment options under the policies. The funds’ prospectuses describe the investment objectives, policies and restrictions of, and the risks relating to, investment in the funds. In the case of any of the portfolios that are operated as feeder funds, the prospectus for the corresponding master fund is also provided. If you need to obtain additional copies of any of these documents, please contact your John Hancock USA representative or contact our Service Office at the address and telephone number on the back page of this product prospectus.

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TABLE OF CONTENTS

	Page No.
SUMMARY OF BENEFITS AND RISKS	4
The nature of the policy	4
Summary of policy benefits	4
Death benefit	4
Surrender of the policy	4
Withdrawals	5
Policy loans	5
Optional supplementary benefit riders	5
Investment options	5
Summary of policy risks	5
Lapse risk	5
Investment risk	5
Transfer risk	6
Early surrender risk	6
Market timing and disruptive trading risks	6
Tax risks	6
FEE TABLES	8
DETAILED INFORMATION	14
Table of Investment Options and Investment Subadvisers	14
Description of John Hancock (USA)	19
Description of Separate Account N	19
The fixed account	19
The death benefit	20
Limitations on payment of death benefit	20
Base Face Amount vs. Supplemental Face Amount	20
The minimum death benefit	21
When the insured person reaches 121	21
Requesting an increase in coverage	21
Requesting a decrease in coverage	22
Change of death benefit option	22
Tax consequences of coverage changes	22
Your beneficiary	22
Ways in which we pay out policy proceeds	22
Changing a payment option	22
Tax impact of payment option chosen	23
Premiums	23
Planned premiums	23
Minimum initial premium	23
Maximum premium payments	23
Processing premium payments	23
Ways to pay premiums	24
Lapse and reinstatement	24
Lapse	24
Death during grace period	24
Reinstatement	24
The policy value	24
Asset credit	25
Allocation of future premium payments	25
Transfers of existing policy value	25
Surrender and withdrawals	27
Surrender	27
Withdrawals	27
Policy loans	28
Repayment of policy loans	28
Effects of policy loans	28
Description of charges at the policy level	29
Deductions from policy value	29
Additional information about how certain policy charges work	30
Sales expenses and related charges	30
Method of deduction	30
Reduced charges for eligible classes	30
Other charges we could impose in the future	31
Description of charges at the portfolio level	31
Other policy benefits, rights and limitations	31
Optional supplementary benefit riders you can add	31
Variations in policy terms	32
Procedures for issuance of a policy	33
Commencement of insurance coverage	33
Backdating	33
Temporary coverage prior to policy delivery	33
Monthly deduction dates	33
Changes that we can make as to your policy	33
The owner of the policy	34
Policy cancellation right	34
Reports that you will receive	34
Assigning your policy	34
When we pay policy proceeds	35
General	35
Delay to challenge coverage	35
Delay for check clearance	35
Delay of separate account proceeds	35
Delay of general account surrender proceeds	35
How you communicate with us	35
General rules	35
Telephone, facsimile and internet transactions	36
Distribution of policies	36
Compensation	37
Tax considerations	38
General	38
Death benefit proceeds and other policy distributions	38
Policy loans	39
Diversification rules and ownership of the Separate Account	39
7-pay premium limit and modified endowment contract status	40
Corporate and H.R. 10 retirement plans	41
Withholding	41
Life insurance purchases by residents of Puerto Rico	41
Life insurance purchases by non-resident aliens	41
Life insurance owned by citizens or residents living abroad	41
Financial statements reference	41
Registration statement filed with the SEC	42
Independent registered public accounting firm	42

SUMMARY OF BENEFITS AND RISKS

The nature of the policy

The policy’s primary purpose is to provide lifetime protection against economic loss due to the death of the insured person. The policy is unsuitable as a short-term savings vehicle because of the substantial policy-level charges. We are obligated to pay all amounts promised under the policy. The value of the amount you have invested under the policy may increase or decrease daily based on the investment results of the investment accounts that you choose. The amount we pay to the policy’s beneficiary upon the death of the insured person (we call this the “death benefit”) may be similarly affected. That’s why the policy is referred to as a “variable” life insurance policy. We call the investments you make in the policy “premiums” or “premium payments.” The amount we require as your first premium depends upon the specifics of your policy and the insured person. Except as noted in the “Detailed Information” section of this prospectus, you can make any other premium payments you wish at any time. That’s why the policy is called a “flexible premium” policy.

In your application for the policy you will tell us how much life insurance coverage you want on the life of the insured person. This is called the “Total Face Amount.” The Total Face Amount is comprised of the Base Face Amount and any Supplemental Face Amount you elect based on your individual needs and objectives. Some of these considerations are discussed under “Base Face Amount vs. Supplemental Face Amount” in this prospectus; however, you should discuss your insurance needs and financial objectives with your registered representative before purchasing any life insurance product. You should also consider that the amount of compensation paid to the selling broker-dealer will generally be less if you elect greater portions of Supplemental Face Amount coverage at issue (see “Distribution of policies”).

If the life insurance protection described in this prospectus is provided under a master group policy, the term “policy” as used in this prospectus refers to the certificate we issue and not to the master group policy.

Summary of policy benefits

Death benefit

When the insured person dies, we will pay the death benefit minus any policy debt and unpaid fees and charges. There are two ways of calculating the death benefit (Option 1 and Option 2). You choose which one you want in the application. The two death benefit options are:

• Option 1 - The death benefit will equal the greater of (1) the Total Face Amount plus any amount payable under a supplementary benefit rider, or (2) the minimum death benefit (as described under “The minimum death benefit” provision in the “Detailed Information” section of this prospectus).

• Option 2 - The death benefit will equal the greater of (1) the Total Face Amount plus any amount payable under a supplementary benefit rider, plus the policy value on the date of death , or (2) the minimum death benefit.

Surrender of the policy

You may surrender the policy in full at any time. If you do, we will pay you the policy value less any outstanding policy debt and less any Surrender fee that applies. This is called your “net cash surrender value.” You must return your policy when you request a surrender.

If you have not taken a loan on your policy, the “policy value” of your policy will, on any given date, be equal to:

• the amount you invested,

• plus any gain or minus any loss of the investment experience of the investment options you’ve chosen,

• minus all charges we deduct, and

• minus all withdrawals you have made.

If you take a loan on your policy, your policy value will be computed somewhat differently (see “Effects of policy loans”). If you surrender your policy in connection with the purchase of a replacement policy, including a replacement intended to qualify as a tax free exchange under section 1035 of the Internal Revenue Code, there may also be a Replacement fee deducted from the net cash surrender value.

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Withdrawals

After the first policy year, you may make a withdrawal of part of your surrender value. Generally, each withdrawal must be at least $500. Your policy value is automatically reduced by the amount of the withdrawal. A withdrawal may also reduce the Total Face Amount (see “Surrender and withdrawals — Withdrawals”). We reserve the right to refuse any withdrawal if it would reduce the net cash surrender value or the Total Face Amount below certain minimum amounts.

Policy loans

If your policy is in force and has sufficient policy value, you may borrow from it at any time by completing the appropriate form. Generally, the minimum amount of each loan is $500. The maximum amount you can borrow is determined by a formula as described in your policy. Interest is charged on each loan. You can pay the interest or allow it to become part of the outstanding loan balance. You can repay all or part of a loan at any time. If there is an outstanding loan when the insured person dies, it will be deducted from the death benefit. Policy loans permanently affect the calculation of your policy value, and may also result in adverse tax consequences.

Optional supplementary benefit riders

When you apply for the policy, you can request any of the optional supplementary benefit riders that we make available. Availability of riders varies from state to state. Charges for most riders will be deducted monthly from the policy value. Some riders may not be available in combination with other riders or benefits (see “Other policy benefits, rights and limitations —  Optional supplementary benefit riders you can add”).

Investment options

The policy offers a number of investment options, as listed on page 1 of this prospectus. These investment options are subaccounts of John Hancock Life Insurance Company (U.S.A.) Separate Account N (“Separate Account”), a separate account operated by us under Michigan law. There is also a “fixed account” option that provides a fixed rate of return. The variable investment options have returns that vary depending upon the investment results of underlying portfolios. These options are referred to in this prospectus as “investment accounts.” The fixed account and the investment accounts are sometimes collectively referred to in this prospectus as the “accounts.” The investment accounts cover a broad spectrum of investment styles and strategies. Although the portfolios of the series funds that underlie those investment accounts operate like publicly traded mutual funds, there are important differences between the investment accounts and publicly traded mutual funds. You can transfer money from one investment account to another without tax liability. Moreover, any dividends and capital gains distributed by each underlying portfolio are automatically reinvested and reflected in the portfolio’s value and create no taxable event for you. If and when policy earnings are distributed (generally as a result of a surrender or withdrawal), they will be treated as ordinary income instead of as capital gains. Also, you must keep in mind that you are purchasing an insurance policy and you will be assessed charges at the policy level as well as at the fund level. Such policy level charges, in aggregate, are significant and will reduce the investment performance of your policy.

Summary of policy risks

Lapse risk

If the net cash surrender value is insufficient to pay the charges when due, your policy can terminate (i.e. “lapse”). This can happen because you haven’t paid enough premiums or because the investment performance of the investment accounts you’ve chosen has been poor or because of a combination of both factors. You will be given a “grace period” within which to make additional premium payments to keep the policy in effect. If lapse occurs, you may be given the opportunity to reinstate the policy by making the required premium payments and satisfying certain other conditions.

Since withdrawals reduce your policy value, withdrawals increase the risk of lapse. Policy loans also increase the risk of lapse.

Investment risk

As mentioned above, the investment performance of any investment account may be good or bad. Your policy value will rise or fall based on the investment performance of the investment accounts you’ve chosen. Some investment accounts are riskier than others. These risks (and potential rewards) are discussed in detail in the prospectuses of the underlying portfolios.

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Transfer risk

There is a risk that you will not be able to transfer your policy value from one investment account to another because of limitations on the dollar amount or frequency of transfers you can make. The limitations on transfers out of the fixed account option are more restrictive than those that apply to transfers out of investment accounts.

Early surrender risk

Depending on the policy value at the time you are considering surrender, there may be little or no surrender value payable to you.

Market timing and disruptive trading risks

The policy is not designed for professional market timers or highly active traders, including persons or entities that engage in programmed, large or frequent transfers among the investment accounts or between the investment accounts and any available fixed account. The policy is also not designed to accommodate trading that results in transfers that are large in relation to the total assets of the underlying portfolio.

Variable investment accounts in variable life insurance products can be a prime target for abusive transfer activity because these products value their investment accounts on a daily basis and allow transfers among investment accounts without immediate tax consequences. As a result, some investors may seek to frequently transfer into and out of investment accounts or to make large transfers in reaction to market news or to exploit a perceived pricing inefficiency. Whatever the reason, long-term investors in an investment account can be harmed by large or frequent transfer activity. For example, such activity may expose the investment account’s underlying portfolio to increased portfolio transaction costs and/or disrupt the portfolio manager’s ability to effectively manage the portfolio’s investments in accordance with the portfolio’s investment objectives and policies. This could include causing the portfolio to maintain higher levels of cash than would otherwise be the case, or liquidating investments prematurely. Accordingly, frequent or large transfers may result in dilution with respect to interests held for long-term investment and adversely affect policy owners, beneficiaries and the underlying portfolios.

To discourage market timing and disruptive trading activity, we impose restrictions on transfers (see “Transfers of existing policy value”) and reserve the right to change, suspend or terminate telephone, facsimile and internet transaction privileges (see “How you communicate with us”). In addition, we reserve the right to take other actions at any time to restrict trading, including, but not limited to:

(i) restricting the number of transfers made during a defined period,

(ii) restricting the dollar amount of transfers,

(iii) restricting transfers into and out of certain investment accounts,

(iv) restricting the method used to submit transfers, and

(v) deferring a transfer at any time we are unable to purchase or redeem shares of the underlying portfolio.

We may also impose additional administrative conditions upon, or prohibit a transfer request made by a third party giving instructions on behalf of multiple policies, whether owned by the same owner or different owners. If you engage a third party for asset allocation services, then you may be subject to these transfer restrictions because of the actions of that party in providing those services. We will notify the third party you have engaged if we exercise this right.

While we seek to identify and prevent disruptive trading activity, it may not always be possible to do so. Therefore, no assurance can be given that the restrictions we impose will be successful in preventing all disruptive trading and avoiding harm to long-term investors.

Tax risks

Life insurance death benefits are ordinarily not subject to income tax. Other Federal and state taxes may apply as further discussed below. In general, you will be taxed on the amount of lifetime distributions that exceed the premiums paid under the policy. Any taxable distribution will be treated as ordinary income (rather than as capital gains) for tax purposes.

In order for you to receive the tax benefits extended to life insurance under the Internal Revenue Code, your policy must comply with certain requirements of the Code. We will monitor your policy for compliance with these requirements, but a policy might fail to qualify as life insurance in spite of our monitoring. If this were to occur, you would be subject to income tax on the income credited to your policy for the period of disqualification and all subsequent periods. The tax laws also contain a so-called “7 pay limit” that limits the amount of premium that can be paid in relation to the policy’s death benefit. If

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the limit is violated, the policy will be treated as a “modified endowment contract,” which can have adverse tax consequences. There are also certain Treasury Department rules referred to as the “investor control rules” that determine whether you would be treated as the “owner” of the assets underlying your policy. If that were determined to be the case, you would be taxed on any income or gains those assets generate. In other words, you would lose the value of the so-called “inside build-up” that is a major benefit of life insurance.

There is a tax risk associated with policy loans . Although no part of a loan is treated as income to you when the loan is made (unless your policy is a “modified endowment contract”), surrender or lapse of the policy would result in the loan being treated as a distribution at the time of lapse or surrender. This could result in a considerable tax bill. Under certain circumstances involving large amounts of outstanding loans and an insured person of advanced age, you might find yourself having to choose between high premium requirements to keep your policy from lapsing and a significant tax burden if you allow the lapse to occur.

Tax consequences of ownership or receipt of policy proceeds under Federal, state and local estate, inheritance, gift and other tax laws can vary greatly depending upon the circumstances of each owner or beneficiary. There can also be unfavorable tax consequences on such things as the change of policy ownership or assignment of ownership interests. For these and all the other reasons mentioned above, we recommend you consult with a qualified tax adviser before buying the policy and before exercising certain rights under the policy.

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FEE TABLES

This section contains five tables that describe all of the fees and expenses that you will pay when buying and owning the policy. In the first three tables, certain entries show the minimum charge, the maximum charge and the charge for a representative insured person. The charges shown in these tables may not be particularly relevant to your current situation. For more information, contact your John Hancock USA representative. Other entries show only the maximum charge we can assess and are labeled as such. Except where necessary to show a rate greater than zero, all rates shown in the tables have been rounded to two decimal places as required by prospectus disclosure rules. Consequently, the actual rates charged may be slightly higher or lower than those shown in the tables.

The first table below describes the fees and expenses that you will pay at the time that you transfer policy value between investment accounts or upon a section 1035 Exchange or replacement of your policy. The table also describes the deferred premium charge. The deferred premium charge is calculated at the end of every policy year in which premiums are paid. The premium charge is then assessed monthly over ten policy years in 120 equal monthly amounts. A portion of the deferred premium charge is used to cover premium taxes. Premium taxes vary by jurisdiction and are subject to change. Currently, premium tax levels range from 0% to 3.5%.

Transaction Fees
Charge	When Charge is Deducted	Amount Deducted
Maximum deferred premium charge	Upon making a premium payment (charge deducted monthly over a ten year period beginning in the policy year following the premium payment)(1)	0.13% monthly for ten policy years for each premium payment
Maximum transfer fee	Upon each transfer into or out of an investment account beyond an annual limit of not less than twelve	$25 (currently $0)(2)
Replacement fee(3)	Upon a policy replacement or section 1035 exchange for the first ten policy years
Minimum charge		$3.37 per $1,000 of Total Face Amount
Maximum charge		$37.69 per $1,000 of Total Face Amount
Charge for representative insured person		$12.60 per $1,000 of Total Face Amount
Surrender fee(4)	Upon a withdrawal or surrender of the policy (if such surrender is not subject to a Replacement fee) during the first 7 policy years
Minimum charge		$1.05 per $1,000 of Total Face Amount
Maximum charge		$14.63 per $1,000 of Total Face Amount
Charge for representative insured person		$2.88 per $1,000 of Total Face Amount

(1)	At the end of the first and every policy year thereafter, we calculate a deferred premium charge on the basis of the total of the premiums paid during that policy year, multiplied by a rate not to exceed 0.13% (15% on a cumulative basis). The premium charge is then deducted monthly over ten policy years in 120 equal monthly amounts beginning in the policy year following the premium payment.
(2)	This charge is not currently imposed, but we reserve the right to do so in the policy.
(3)	A Replacement fee is imposed for the first ten policy years if you surrender your policy in connection with the purchase of a replacement policy, including a replacement intended to qualify as a tax free exchange under section 1035 of the Internal Revenue Code. The fee is a percentage of the premiums we receive in the first policy year that do not exceed the Replacement Fee Calculation Limit stated in your policy. The percentage applied is dependent upon the policy year during which the replacement occurs and grades down proportionately at the beginning of each policy month until it reaches zero. The Replacement Fee Calculation Limit varies by issue age, sex and amounts of Base Face Amount and Supplemental Face Amount elected at issue. The maximum rate shown in the table

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is for a 70 year old male with all Base Face Amount. The minimum rate shown in the table is for a 20 year old female with 10% Base Face Amount and 90% Supplemental Face Amount. The representative insured person referred to in the table is for a 45 year old male with 50% Base Face Amount and 50% Supplemental Face Amount.

(4)

This fee is applicable only to policies issued with the Surrender Fee Endorsement, which we may also refer to as the “Early Termination Fee Endorsement.” The fee deducted will be equal to the percentage shown in your policy multiplied by the lesser of either the sum of premiums paid to date at the time the fee is applied or the Calculation Limit shown in your policy. The Calculation Limit varies by issue age, sex of the insured person and policy duration. The minimum rate shown in the table is for a 20 year old female; the maximum rate is for a 90 year old male; and the rate for the representative insured person referred to in the table is for a 45 year old male. The fees shown in the table are the amounts that would apply to a surrender in the first policy year of the charge period assuming the premiums that have been paid are equal to the Calculation Limit in the first policy year. See “Description of charges at the policy level - Deductions from policy value” or contact your John Hancock representative for more information about whether this fee will be applicable to your policy.

The next two tables describe the charges and expenses that you will pay periodically during the time you own the policy . These tables do not include fees and expenses paid at the portfolio level. The second table is devoted only to optional supplementary rider benefits. For more information about the cost of insurance rates and other charges talk to your John Hancock USA representative.

Periodic Charges Other Than Fund Operating Expenses
Charge	When Charge is Deducted	Amount Deducted
		Guaranteed Rate	Current Rate
Cost of insurance charge(1)	Monthly
Minimum charge		$0.04 per $1,000 of NAR	$0.01 per $1,000 of NAR
Maximum charge		$83.33 per $1,000 of NAR	$83.33 per $1,000 of NAR
Charge for representative insured person		$0.22 per $1,000 of NAR	$0.05 per $1,000 of NAR
Base Face Amount charge(2)	Monthly
Minimum charge		$0.09 per $1,000 of Base Face Amount in policy years 1-20	$0.01 per $1,000 of Base Face Amount
Maximum charge		$2.44 per $1,000 of Base Face Amount in policy years 1-20	$1.23 per $1,000 of Base Face Amount
Charge for representative insured person		$0.24 per $1,000 of Base Face Amount in policy years 1-20	$0.04 per $1,000 of Base Face Amount
Administrative charge	Monthly	$15.00	$15.00
Asset-based risk charge(3)	Monthly
Maximum charge		0.14% of policy value	0.00% of policy value
Maximum policy loan interest rate(4)	Accrues daily Payable annually	3.75%	3.75%

(1)The cost of insurance charge is determined by multiplying the net amount of insurance for which we are at risk (the net amount at risk or “NAR”) by the applicable cost of insurance rate. The rates vary widely depending upon the length of time the policy has been in effect, the insurance risk characteristics of the insured person and (generally) the sex of the insured person. The minimum guaranteed and current rates shown in the table are the rates in the first policy year for a policy issued to cover a 20 year old female super preferred underwriting risk. The maximum guaranteed and current rates are the rates in the first policy year for a 90 year old male substandard smoker underwriting risk. This includes the so-called “extra mortality charge.” The representative insured person guaranteed and current rates shown in the table are for a 45 year old male standard non-smoker underwriting risk in the first policy year.

(2)This charge is determined by multiplying the Base Face Amount at issue by the applicable rate. The rates vary by the sex, issue age, and risk classification of the insured person and duration (policy year). The minimum guaranteed and current rates shown in the table is for a 20 year old female super preferred underwriting risk in policy year one. The maximum guaranteed and current rates shown in the table is for a 90 year old male standard smoker underwriting risk in policy year 1. The representative insured person guaranteed and current rates shown in the table is for a 45 year old male standard non-smoker underwriting risk in policy year 1.

(3)This charge only applies to the portion of the policy value held in the investment accounts. The charge determined does not apply to any fixed account. This charge is currently not imposed, but we reserve the right to do so in the policy. The maximum asset-based risk charge varies based on the amount of Base Face Amount and Supplemental Face Amount elected at issue. The maximum guaranteed charge shown in the table is for a policy with 10% Base Face Amount and 90% Supplemental Face Amount at issue. If you elect greater proportions of Supplemental Face Amount coverage at issue, the guaranteed limit upon the asset-based risk charge we provide will be

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higher. For example, a policy with 50% Base Face Amount and 50% Supplemental Face Amount at issue would have a guaranteed charge of 0.09% of policy value. For a policy with 100% Base Face Amount and 0% Supplemental Face Amount at issue, the guaranteed charge would be 0.03% of policy value. The current charge is the same for all policies, regardless of the percentages of Base Face Amount at issue and Supplemental Face Amount at issue.

(4)3.75% is the maximum effective annual interest rate we can charge and applies only during policy years 1-10. The effective annual interest rate is 3.00% thereafter (although we reserve the right to increase the rate after the tenth policy year to as much as 3.25%. The amount of any loan is transferred from the accounts to a special loan account which earns interest at an effective annual rate of 3.00%. Therefore, the cost of a loan is the difference between the loan interest we charge and the interest we credit to the special loan account.

Rider Charges
Charge	When Charge is Deducted	Amount Deducted
		Guaranteed Rate	Current Rate
Accelerated Benefit Rider(1)	At exercise of benefit	$150	$0
Overloan Protection Rider (2)	At exercise of benefit
Minimum charge		0.04%	0.04%
Maximum charge		8.00%	8.00%
Return of Premium Death Benefit Rider(3)	Monthly
Minimum charge		$0.04 per $1,000 of NAR	$0.01 per $1,000 per NAR
Maximum charge		$83.33 per $1,000 of NAR	$83.33 per $1,000 of NAR
Charge for representative insured person		$0.22 per $1,000 of NAR	$0.05 per $1,000 of NAR

(1)	This charge is not currently imposed, but we reserve the right to do so in the policy.
(2)	The charge for this rider is determined as a percentage of unloaned account value. The rates vary by the attained age of the insured person at the time of exercise. The rates also differ according to the tax qualification test elected at issue. The guaranteed minimum rate for the guideline premium test is 0.04% (currently 0.04%) and the guaranteed maximum rate is 2.50% (currently 2.50%). The guaranteed minimum rate for the cash value accumulation test is 0.04% (currently 0.04%) and the guaranteed maximum rate is 8.00% (currently 8.00%). The minimum rate shown in the table is for an insured person who has reached attained age 120 and the guideline premium test or the cash value accumulation test has been elected. The maximum rate shown is for an insured person who has reached attained age 75 and the cash value accumulation test has been elected.
(3)	The Return of Premium Death Benefit Rider charge is determined by multiplying the net amount of insurance for which we are at risk (the net amount at risk or “NAR”) by the applicable cost of insurance rate. The rates vary widely depending upon the length of time the policy has been in effect, the insurance risk characteristics of the insured person and (generally) the sex of the insured person. The minimum guaranteed and current rates shown in the table are the rates in the first policy year for a policy issued to cover a 20 year old female super preferred underwriting risk. The maximum guaranteed and current rates are the rates in the first policy year for a 90 year old male substandard smoker underwriting risk. The minimum current rates shown in the table are the rates in the first policy year for a policy issued to cover a 20 year old female super preferred non-smoker underwriting risk. This includes the so-called “extra mortality charge.” The representative insured person guaranteed and current rates shown in the table are for a 45 year old male standard non-smoker underwriting risk in the first policy year.

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The next table describes the minimum and maximum portfolio level fees and expenses charged by any of the portfolios underlying a variable investment option offered through this prospectus, expressed as a percentage of average net assets (rounded to two decimal places). These expenses are deducted from portfolio assets. For more information, please refer to the prospectus for the portfolio.

Total Annual Portfolio Operating Expenses	Minimum	Maximum
Range of expenses, including management fees, distribution and/or service (12b-1) fees, and other expenses1	0.48%	1.64%

¹ Certain of the portfolios’ advisers or subadvisers have contractually agreed to reimburse or waive certain portfolio level expenses. The minimum and maximum expenses shown do not reflect these contractual expense reimbursements or waivers. If such reimbursements or waivers were reflected, the minimum and maximum expenses would be 0.25% and 1.52%, respectively.

The next table describes the fees and expenses for each portfolio underlying a variable investment option offered through this prospectus. None of the portfolios charge a sales load or surrender fee. The fees and expenses do not reflect the fees and expenses of any variable insurance contract or qualified plan that may use the portfolio as its underlying investment medium. Except for the American Asset Allocation, American Global Growth, American Growth, American Growth-Income, American International, American New World and PIMCO VIT All Asset portfolios, all of the portfolios shown in the table are NAV class shares that are not subject to Rule 12b-1 fees. Except as indicated in the footnotes appearing at the end of the table, the expense ratios are based upon the portfolio’s actual expenses for the year ended December 31, 2013.

Portfolio Annual Expenses
(as a percentage of portfolio average net assets, rounded to two decimal places)

Portfolio	Management Fees	12b-1 Fees	Other Expenses	Acquired Fund Fees and Expenses	Total Fund Operating Expenses
500 Index B1	0.46%	0.00%	0.02%	0.00%	0.48%
Active Bond2	0.60%	0.00%	0.04%	0.01%	0.65%
All Cap Core2	0.78%	0.00%	0.04%	0.01%	0.83%
Alpha Opportunities	0.97%	0.00%	0.05%	0.00%	1.02%
American Asset Allocation3	0.28%	0.60%	0.05%	0.00%	0.93%
American Global Growth3	0.52%	0.60%	0.07%	0.00%	1.19%
American Growth3	0.33%	0.60%	0.04%	0.00%	0.97%
American Growth-Income3	0.27%	0.60%	0.04%	0.00%	0.91%
American International3	0.49%	0.60%	0.08%	0.00%	1.17%
American New World3	0.73%	0.60%	0.12%	0.00%	1.45%
Blue Chip Growth	0.78%	0.00%	0.04%	0.00%	0.82%
Bond	0.57%	0.00%	0.03%	0.00%	0.60%
Capital Appreciation	0.70%	0.00%	0.04%	0.00%	0.74%
Capital Appreciation Value2	0.81%	0.00%	0.05%	0.02%	0.88%
Core Bond2	0.59%	0.00%	0.03%	0.01%	0.63%
Core Strategy2	0.04%	0.00%	0.03%	0.54%	0.61%
Emerging Markets Value	0.95%	0.00%	0.13%	0.00%	1.08%
Equity-Income2	0.78%	0.00%	0.04%	0.01%	0.83%
Financial Services	0.78%	0.00%	0.08%	0.00%	0.86%
Franklin Templeton Founding Allocation2	0.04%	0.00%	0.03%	0.90%	0.97%
Fundamental All Cap Core	0.67%	0.00%	0.04%	0.00%	0.71%
Fundamental Large Cap Value	0.65%	0.00%	0.04%	0.00%	0.69%
Fundamental Value	0.76%	0.00%	0.04%	0.00%	0.80%
Global4	0.81%	0.00%	0.10%	0.00%	0.91%
Global Bond	0.70%	0.00%	0.10%	0.00%	0.80%
Health Sciences	0.97%	0.00%	0.07%	0.00%	1.04%
High Yield	0.67%	0.00%	0.07%	0.00%	0.74%
International Core	0.89%	0.00%	0.13%	0.00%	1.02%

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Portfolio	Management Fees	12b-1 Fees	Other Expenses	Acquired Fund Fees and Expenses	Total Fund Operating Expenses
International Equity Index B1	0.53%	0.00%	0.03%	0.00%	0.56%
International Growth Stock2	0.79%	0.00%	0.13%	0.01%	0.93%
International Small Company	0.95%	0.00%	0.17%	0.00%	1.12%
International Value	0.80%	0.00%	0.12%	0.00%	0.92%
Investment Quality Bond	0.58%	0.00%	0.06%	0.00%	0.64%
Lifestyle Aggressive MVP2,5	0.04%	0.00%	0.04%	0.88%	0.96%
Lifestyle Balanced MVP2,5	0.04%	0.00%	0.02%	0.68%	0.74%
Lifestyle Conservative MVP2,5	0.04%	0.00%	0.02%	0.65%	0.71%
Lifestyle Growth Trust MVP2,5	0.04%	0.00%	0.02%	0.70%	0.76%
Lifestyle Moderate MVP2,5	0.04%	0.00%	0.02%	0.67%	0.73%
Mid Cap Index2,6	0.48%	0.00%	0.02%	0.01%	0.51%
Mid Cap Stock	0.83%	0.00%	0.04%	0.00%	0.87%
Mid Value2	0.95%	0.00%	0.04%	0.01%	1.00%
Money Market B1	0.50%	0.00%	0.04%	0.00%	0.54%
Natural Resources	1.00%	0.00%	0.11%	0.00%	1.11%
PIMCO VIT All Asset7	0.43%	0.45%	0.76%	0.00%	1.64%
Real Estate Securities	0.70%	0.00%	0.05%	0.00%	0.75%
Real Return Bond8	0.70%	0.00%	0.24%	0.00%	0.94%
Science & Technology2	1.03%	0.00%	0.05%	0.01%	1.09%
Short Term Government Income	0.56%	0.00%	0.04%	0.00%	0.60%
Small Cap Growth	1.06%	0.00%	0.04%	0.00%	1.10%
Small Cap Index2,9	0.49%	0.00%	0.03%	0.09%	0.61%
Small Cap Opportunities2,4	1.00%	0.00%	0.06%	0.03%	1.09%
Small Cap Value2	1.04%	0.00%	0.04%	0.04%	1.12%
Small Company Value2	1.03%	0.00%	0.05%	0.21%	1.29%
Strategic Income Opportunities	0.64%	0.00%	0.09%	0.00%	0.73%
Total Bond Market B2	0.47%	0.00%	0.02%	0.01%	0.50%
Total Return4	0.68%	0.00%	0.04%	0.00%	0.72%
Total Stock Market Index	0.48%	0.00%	0.03%	0.00%	0.51%
Ultra Short Term Bond	0.55%	0.00%	0.07%	0.00%	0.62%
U.S. Equity2	0.75%	0.00%	0.03%	0.01%	0.79%
Utilities	0.83%	0.00%	0.07%	0.00%	0.90%
Value2	0.70%	0.00%	0.04%	0.01%	0.75%

¹ John Hancock Investment Management Services, LLC (“JHIMS”) has contractually agreed to waive its advisory fee (or, if necessary, reimburse expenses of the portfolio) in an amount so that the portfolio’s net Total Fund Operating Expenses do not exceed its “Total Fund Operating Expenses” as shown in the table above. A portfolio’s “Total Fund Operating Expenses” includes all of its operating expenses including advisory and Rule 12b-1 fees, but excludes taxes, brokerage commissions, interest, short dividends, acquired fund fees, litigation and indemnification expenses and extraordinary expenses of the portfolio not incurred in the ordinary course of the portfolio’s business. JHIMS’ obligation to provide this waiver or reimbursement will remain in effect until April 30, 2015 unless renewed by mutual agreement of the fund and JHIMS based upon a determination that this is appropriate under the circumstances at that time. The fees shown in the table do not reflect this waiver or reimbursement. If this waiver or reimbursement had been reflected, the “Total Fund Operating Expenses” for the portfolios would be as indicated below. For more information, please refer to the prospectus for the portfolio.

Portfolio	Total Fund Operating Expenses
500 Index B	0.25%
International Equity Index B	0.34%
Money Market B	0.28%
Total Bond Market B	0.26%

² “Acquired Fund Fees and Expenses” are based on indirect net expenses associated with the portfolio’s investments in underlying funds (each an “Acquired Fund”) and are included in the portfolio’s “Total Fund Operating Expenses.” The “Total Fund Operating Expenses”

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shown may not correlate to the portfolio’s ratio of expenses to average net assets shown in the Financial Highlights section of the prospectus for the portfolio, which does not include “Acquired Fund Fees and Expenses.” For more information, please refer to the prospectus for the portfolio.

³ The table reflects the combined fees of the feeder fund and the master fund.

⁴ John Hancock Investment Mangement Services, LLC (“JHIMS”) has contractually agreed to waive its advisory fee so that the amount retained by JHIMS after payment of the subadvisory fees for the portfolio does not exceed 0.45% of the portfolio’s average net assets. The current expense limitation agreement expires on April 30, 2015 unless renewed by mutual agreement of the portfolio and JHIMS based upon a determination that this is appropriate under the circumstances at that time. The fees shown in the table do not reflect this expense waiver. If this expense waiver had been reflected, the “Total Fund Operating Expenses” for the Global and Small Cap Opportunities portfolios would be 0.90% and 1.00%, respectively. For more information, please refer to the prospectus for the portfolio.

⁵ John Hancock Investment Management Services, LLC (“JHIMS”) has contractually agreed to reduce its management fee and/or make payment to the portfolio in an amount equal to the amount by which “Other Expenses” of the fund exceed 0.00% of the average annual net assets (on an annualized basis) of the portfolio. “Other Expenses” means all of the expenses of the portfolio, excluding certain expenses such as advisory fees, taxes, brokerage commissions, interest expense, litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the portfolio’s business, distribution and service (Rule 12b-1) fees, printing and postage, underlying fund expenses (acquired fund fees), and short dividend expense. The current expense limitation agreement expires on April 30, 2017 unless renewed by mutual agreement of the portfolio and JHIMS based upon a determination that this is appropriate under the circumstances at that time. JHIMS may recapture operating expenses reimbursed or fees waived under previous expense limitation or waiver arrangements for a period of three years following the month in which the reimbursements or waivers occurred to the extent that the portfolio is below its expense limitation during this period. The fees shown in the table do not reflect this expense waiver or reimbursement. If this waiver or reimbursement had been reflected, the “Total Fund Operating Expenses” for the portfolios would be as indicated below. For more information, please refer to the prospectus for the portfolio.

Portfolio	Total Fund Operating Expenses
Lifestyle Aggressive MVP	0.92%
Lifestyle Balanced MVP	0.72%
Lifestyle Conservative MVP	0.69%
Lifestyle Growth MVP	0.74%
Lifestyle Moderate MVP	0.71%

⁶ John Hancock Investment Management Services, LLC (“JHIMS”) has contractually agreed to waive its management fee by 0.10% as a percentage of the portfolio’s average annual net assets. The current expense limitation agreement expires on April 30, 2015 unless renewed by mutual agreement of the portfolio and JHIMS based upon a determination that this is appropriate under the circumstances at that time. The fees shown in the table do not reflect this waiver. If this waiver had been reflected, the “Total Fund Operating Expenses” for the portfolio would be 0.41%. For more information, please refer to the prospectus for the portfolio.

⁷ Pacific Investment Management Company LLC (“PIMCO”) has contractually agreed through May 1, 2015, to reduce its management fee to the extent that the underlying fund expenses attributable to management, supervisory and administrative fees exceeds 0.64% of the total assets invested in the underlying funds. PIMCO may recoup these waivers in future periods, not exceeding three years, provided total expenses, including such recoupment, do not exceed the annual expense limit. The fee reduction is implemented based on a calculation of underlying fund expenses attributable to management, supervisory and administrative fees that is different from the calculation of “Acquired Fund Fees and Expenses” shown in the table. “Acquired Fund Fees and Expenses” include interest expense of 0.01%. Interest expense is based on the amount incurred during an underlying fund’s most recent fiscal year as a result of entering into certain investments, such as reverse repurchase agreements. Interest expense is required to be treated as an expense of the underlying fund for accounting purposes and is not payable to PIMCO. The amount of interest expense (if any) will vary based on the underlying fund’s use of such investments as an investment strategy. “Total Fund Operating Expenses” excluding interest expense of the underlying fund is 1.64%. The fees shown in the table do not reflect the expense waiver. If this expense waiver had been reflected, the “Total Fund Operating Expenses” (excluding the interest expense of the underlying funds) would be 1.52%. The “Total Fund Operating Expenses” shown may not correlate to the portfolio’s ratio of expense to average net assets shown in the Financial Highlights section of the prospectus for the portfolio, which does not include “Acquired Fund Fees and Expenses.” For more information, please refer to the prospectus for the portfolio.

⁸ “Other Expenses” reflect interest expense resulting from the portfolio’s use of certain investments such as reverse repurchase agreements or sale-buybacks. Such expense is required to be treated as a portfolio expense for accounting purposes. Any interest expense amount will vary based on the portfolio’s use of those investments as an investment strategy. Had these expenses been excluded, “Other Expenses” would be 0.11%. For more information, please refer to the prospectus for the portfolio.

⁹ John Hancock Investment Management Services, LLC (“JHIMS”) has contractually agreed to waive its management fee by 0.05% as a percentage of the portfolio’s average annual net assets. The current expense limitation agreement expires on April 30, 2015 unless renewed by mutual agreement of the fund and the advisor based upon a determination that this is appropriate under the circumstances at that time. The fees shown in the table do not reflect this waiver. If this waiver had been reflected, the “Total Fund Operating Expenses” for the portfolio would be 0.56%. For more information, please refer to the prospectus for the portfolio.

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DETAILED INFORMATION

This section of the prospectus provides additional detailed information that is not contained in the Summary of Benefits and Risks section.

Table of Investment Options and Investment Subadvisers

When you select a Separate Account investment option, we invest your money in shares of a corresponding portfolio of the John Hancock Variable Insurance Trust (the “Trust” or “JHVIT”) (or the PIMCO Variable Insurance Trust (the “PIMCO Trust”) with respect to the PIMCO VIT All Asset portfolio) and hold the shares in a subaccount of the Separate Account. The Fee Tables show the investment management fees, Rule 12b-1 fees and other operating expenses for these portfolio shares as a percentage (rounded to two decimal places) of each portfolio’s average net assets for 2013, except as indicated in the footnotes appearing at the end of the table. Fees and expenses of the portfolios are not fixed or specified under the terms of the policies and may vary from year to year. These fees and expenses differ for each portfolio and reduce the investment return of each portfolio. Therefore, they also indirectly reduce the return you will earn on any Separate Account investment options you select.

The JHVIT and the PIMCO Trust are so-called “series” type mutual funds and each is registered under the Investment Company Act of 1940 (“1940 Act”) as an open-end management investment company. John Hancock Investment Management Services, LLC. (“JHIMS”) provides investment advisory services to the Trust and receives investment management fees for doing so. JHIMS pays a portion of its investment management fees to other firms that manage the Trust’s portfolios. We are affiliated with JHIMS and may indirectly benefit from any investment management fees JHIMS retains. The PIMCO VIT All Asset portfolio of the PIMCO Trust receives investment advisory services from Pacific Investment Management Company LLC (“PIMCO”) and pays investment management fees to PIMCO.

Each of the American Asset Allocation, American Global Growth, American Growth, American Growth-Income, American International and American New World portfolios invests in Series 1 shares of the corresponding investment portfolio of the Trust. The American Asset Allocation, American Global Growth, American Growth, American Growth-Income, American International and American New World portfolios (“American Portfolios”) operate as “feeder funds,” which means that the portfolios do not buy investment securities directly. Instead, they invest in a “master fund” which in turn purchases investment securities. Each of the American feeder fund portfolios has the same investment objective and limitations as its master fund. The prospectus for the American Fund master fund is included with the prospectuses for the underlying funds. We pay American Funds Distributors, Inc., the principal underwriter for the American Funds Insurance Series, a percentage of some or all of the amounts allocated to the American Portfolios of the Trust for the marketing support services it provides.

The portfolios pay us or certain of our affiliates compensation for some of the distribution, administrative, shareholder support, marketing and other services we or our affiliates provide to the portfolios. The amount of this compensation is based on a percentage of the assets of the portfolios attributable to the variable insurance products that we and our affiliates issue. These percentages may differ from portfolio to portfolio and among classes of shares within a portfolio. In some cases, the compensation is derived from the Rule 12b-1 fees that are deducted from a portfolio’s assets for the services we or our affiliates provide to that portfolio. These compensation payments do not, however, result in any charge to you in addition to what is shown in the Fee Tables.

The following table provides a general description of the portfolios that underlie the variable investment options we make available under the policy. You bear the investment risk of any portfolio you choose as an investment option for your policy. You can find a full description of each portfolio, including the investment objectives, policies, restrictions, and risks, in the prospectus for that portfolio. You should read the portfolio’s prospectus carefully before investing in the corresponding variable investment option.

The investment options in the Separate Account are not publicly traded mutual funds. The investment options are only available to you as investment options in the policies, or in some cases through other variable annuity contracts or variable life insurance policies issued by us or by other life insurance companies. In some cases, the investment options also may be available through participation in certain qualified pension or retirement plans. The portfolios’ investment advisers and managers (i.e. subadvisers) may manage publicly traded mutual funds with similar names and investment objectives. However, the portfolios are not directly related to any publicly traded mutual fund. You should not compare the performance

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of any investment option described in this prospectus with the performance of a publicly traded mutual fund. The performance of any publicly traded mutual fund could differ substantially from that of any of the investment options of our Separate Account.

The portfolios available under the policies, the portfolio managers (engaged by JHIMS or PIMCO) and the investment objective for the portfolio are as described in the following table:

Portfolio	Portfolio Manager	Investment Objective
500 Index B	John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To approximate the aggregate total return of a broad-based U.S. domestic equity market index.
Active Bond	Declaration Management & Research LLC; and John Hancock Asset Management, a division of Manulife Asset Management (US) LLC	To seek to provide income and capital appreciation.
All Cap Core	QS Investors, LLC	To seek to provide long-term growth of capital.
Alpha Opportunities	Wellington Management Company, LLP	To seek to provide long-term total return.
American Asset Allocation	Capital Research and Management Company (Adviser to the American Funds Insurance Series)	To seek to provide high total return (including income and capital gains) consistent with preservation of capital over the long-term.
American Global Growth	Capital Research and Management Company (Adviser to the American Funds Insurance Series)	To seek to provide long-term growth of capital.
American Growth	Capital Research and Management Company (Adviser to the American Funds Insurance Series)	To seek to provide growth of capital.
American Growth–Income	Capital Research and Management Company (Adviser to the American Funds Insurance Series)	To seek to provide growth of capital and income.
American International	Capital Research and Management Company (Adviser to the American Funds Insurance Series)	To seek to provide long-term growth of capital.
American New World	Capital Research and Management Company (Adviser to the American Funds Insurance Series)	To seek to provide long-term capital appreciation.
Blue Chip Growth	T. Rowe Price Associates, Inc.	To seek to provide long-term growth of capital. Current income is a secondary objective.
Bond	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC	To seek to provide income and capital appreciation.
Capital Appreciation	Jennison Associates LLC	To seek to provide long-term growth of capital.
Capital Appreciation Value	T. Rowe Price Associates, Inc.	To seek to provide long-term capital appreciation.
Core Bond	Wells Capital Management, Incorporated	To seek to provide total return consisting of income and capital appreciation.
Core Strategy	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC; and John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to provide long-term growth of capital. Current income is also a consideration.
Emerging Markets Value	Dimensional Fund Advisors LP	To seek to provide long-term capital appreciation.
Equity-Income	T. Rowe Price Associates, Inc.	To seek to provide substantial dividend income and also long-term growth of capital.
Financial Services	Davis Selected Advisers, L.P.	To seek to provide growth of capital.

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Portfolio	Portfolio Manager	Investment Objective
Franklin Templeton Founding Allocation	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC	To seek to provide long-term growth of capital.
Fundamental All Cap Core	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC	To seek to provide long-term growth of capital.
Fundamental Large Cap Value	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC	To seek to provide long-term capital appreciation.
Fundamental Value	Davis Selected Advisers, L.P.	To seek to provide capital growth.
Global	Templeton Global Advisors Limited	To seek to provide long-term capital appreciation.
Global Bond	Pacific Investment Management Company LLC	To seek to provide maximum total return, consistent with preservation of capital and prudent investment management.
Health Sciences	T. Rowe Price Associates, Inc.	To seek to provide long-term capital appreciation.
High Yield	Western Asset Management Company	To seek to provide an above-average total return over a market cycle of 3 to 5 years, consistent with reasonable risk.
International Core	Grantham, Mayo, Van Otterloo & Co. LLC	To seek to provide high total return.
International Equity Index B	SSgA Funds Management, Inc.	To seek to track the performance of a broad-based equity index of foreign companies primarily in developed countries and, to a lesser extent, in emerging markets.
International Growth Stock	Invesco Advisers, Inc.	To seek to provide long-term growth of capital.
International Small Company	Dimensional Fund Advisors LP	To seek to provide long-term capital appreciation.
International Value	Templeton Investment Counsel, LLC	To seek to provide long-term growth of capital.
Investment Quality Bond	Wellington Management Company, LLP	To seek to provide a high level of current income consistent with the maintenance of principal and liquidity.
Lifestyle Aggressive MVP	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC; and John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to provide long-term growth of capital while seeking to both manage the volatility of return and limit the magnitude of portfolio losses.
Lifestyle Balanced MVP	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC; and John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to provide growth of capital and current income while seeking to both manage the volatility of return and limit the magnitude of portfolio losses.
Lifestyle Conservative MVP	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC; and John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to provide current income and growth of capital while seeking to both manage the volatility of return and limit the magnitude of portfolio losses.
Lifestyle Growth MVP	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC; and John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to provide long-term growth of capital while seeking to both manage the volatility of return and limit the magnitude of portfolio losses.
Lifestyle Moderate MVP	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC; and John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to provide current income and growth of capital while seeking to both manage the volatility of return and limit the magnitude of portfolio losses.

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Portfolio	Portfolio Manager	Investment Objective
Mid Cap Index	John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to approximate the aggregate total return of a medium-capitalization U.S. domestic equity market index.
Mid Cap Stock	Wellington Management Company, LLP	To seek to provide long-term growth of capital.
Mid Value	T. Rowe Price Associates, Inc.	To seek to provide long-term capital appreciation.
Money Market B	John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to obtain maximum current income consistent with preservation of principal and liquidity. Certain market conditions may cause the return of the portfolio to become low or possibly negative.
Natural Resources	Wellington Management Company, LLP	To seek to provide long-term total return.
PIMCO VIT All Asset (a series of PIMCO Variable Insurance Trust) (only Class M is available)	Pacific Investment Management Company LLC	To seek to provide maximum real return, consistent with preservation of real capital and prudent investment management.
Real Estate Securities	Deutsche Investment Management Americas Inc.	To seek to provide a combination of long-term capital appreciation and current income.
Real Return Bond	Pacific Investment Management Company LLC	To seek to provide maximum real return, consistent with preservation of real capital and prudent investment management.
Science & Technology	T. Rowe Price Associates, Inc.; and Allianz Global Investors U.S. LLC	To seek to provide long-term growth of capital. Current income is incidental to the portfolio’s objective.
Short Term Government Income	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC	To seek to provide a high level of current income consistent with preservation of capital. Maintaining a stable share price is a secondary goal.
Small Cap Growth	Wellington Management Company, LLP	To seek to provide long-term capital appreciation.
Small Cap Index	John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to approximate the aggregate total return of a small-capitalization U.S. domestic equity market index.
Small Cap Opportunities	Dimensional Fund Advisors LP; and Invesco Advisers, Inc.	To seek to provide long-term capital appreciation.
Small Cap Value	Wellington Management Company, LLP	To seek to provide long-term capital appreciation.
Small Company Value	T. Rowe Price Associates, Inc.	To seek to provide long-term growth of capital.
Strategic Income Opportunities	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC	To seek to provide a high level of current income.
Total Bond Market B	Declaration Management & Research LLC	To seek to track the performance of the Barclays U.S. Aggregate Bond Index.*
Total Return	Pacific Investment Management Company LLC	To seek to provide maximum total return, consistent with preservation of capital and prudent investment management.
Total Stock Market Index	John Hancock Asset Management, a division of Manulife Asset Management (North America) Limited	To seek to approximate the aggregate total return of a broad U.S. domestic equity market index.
Ultra Short Term Bond	John Hancock Asset Management, a division of Manulife Asset Management (US) LLC	To seek to provide a high level of current income consistent with the maintenance of liquidity and the preservation of capital.
U.S. Equity	Grantham, Mayo, Van Otterloo & Co. LLC	To seek to provide long-term capital appreciation.
Utilities	Massachusetts Financial Services Company	To seek to provide capital growth and current income (income above that available from the portfolio invested entirely in equity securities).
Value	Invesco Advisers, Inc.	To seek to provide an above-average total return over a market cycle of 3 to 5 years, consistent with reasonable risk.

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*The U.S. Aggregate Bond Index is a broad-based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM pass throughs), ABS, and CMBS.

If the shares of a portfolio are no longer available for investment or in our judgment investment in a portfolio becomes inappropriate, we may eliminate the shares of a portfolio and substitute shares of another portfolio of the Trust or another open-end registered investment company. Substitution may be made with respect to both existing investments and the investment of future purchase payments. However, we will make no such substitution without first notifying you and obtaining approval of the appropriate insurance regulatory authorities and the SEC (to the extent required by the 1940 Act).

Valuation

We will purchase and redeem series fund shares for the Separate Account at their net asset value without any sales or redemption charges. Shares of a series fund represent an interest in one of the funds of the series fund which corresponds to a subaccount of the Separate Account. Any dividend or capital gains distributions received by the Separate Account will be reinvested in shares of that same fund at their net asset value as of the dates paid.

On each business day, shares of each series fund are purchased or redeemed by us for each subaccount based on, among other things, the amount of premiums allocated to the subaccount, distributions reinvested, and transfers to, from and among subaccounts, all to be effected as of that date. Such purchases and redemptions are effected at each series fund’s net asset value per share determined for that same date. A “business day” is any date on which the New York Stock Exchange is open for trading. We compute policy values for each business day as of the close of that day (usually 4:00 p.m. Eastern time).

Voting interest

We will vote shares of the portfolios held in the Separate Account at the shareholder meetings according to voting instructions timely received from persons having the voting interest under the policies. We will determine the number of portfolio shares for which voting instructions may be given not more than 90 days prior to the meeting. Proxy material will be distributed to each person having the voting interest under the policy together with appropriate forms for giving voting instructions. We will vote all portfolio shares that we hold in the Separate Account for policy owners in proportion to the instructions timely received by us from policy owners from all our Separate Accounts that are registered with the SEC under the 1940 Act. We will vote all portfolio shares that we otherwise are entitled to vote (including our own shares) on any matter in proportion to the instructions timely received by us and any affiliated insurance companies with respect to the matter from policy owners in Separate Accounts of these insurance companies that are registered with the SEC under the 1940 Act. The effect of this proportional voting is that a small number of policy owners can determine the outcome of a vote.

We determine the number of a series fund’s shares held in a subaccount attributable to each owner by dividing the amount of a policy’s account value held in the subaccount by the net asset value of one share in the series fund. Fractional votes will be counted. We determine the number of shares as to which the owner may give instructions as of the record date for a series fund’s meeting. Owners of policies may give instructions regarding the election of the Board of Trustees or Board of Directors of a series fund, ratification of the selection of independent auditors, approval of series fund investment advisory agreements and other matters requiring a shareholder vote. We will furnish owners with information and forms to enable owners to give voting instructions. However, we may, in certain limited circumstances permitted by the SEC’s rules, disregard voting instructions. If we do disregard voting instructions, you will receive a summary of that action and the reasons for it in the next semi-annual report to owners.

The voting privileges described above reflect our understanding of applicable Federal securities law requirements. To the extent that applicable law, regulations or interpretations change to eliminate or restrict the need for such voting privileges, we reserve the right to proceed in accordance with any such revised requirements. We also reserve the right, subject to compliance with applicable law, including approval of owners if so required, (1) to transfer assets determined by John Hancock USA to be associated with the class of policies to which your policy belongs from the Account to another separate account or subaccount, (2) to deregister the Account under the 1940 Act, (3) to substitute for the fund shares held by a subaccount any other investment permitted by law, and (4) to take any action necessary to comply with or obtain any exemptions from the 1940 Act. Any such change will be made only if, in our judgment, the change would best serve the interests of owners of policies in your policy class or would be appropriate in carrying out the purposes of such policies. We would notify owners of any of the foregoing changes and to the extent legally required, obtain approval of affected owners and any regulatory body prior thereto. Such notice and approval, however, may not be legally required in all cases.

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Description of John Hancock (USA)

We are a stock life insurance company incorporated in Maine on August 20, 1955 by a special act of the Maine legislature and redomesticated under the laws of Michigan. We are a licensed life insurance company in the District of Columbia and all states of the United States except New York. Our ultimate parent is Manulife Financial Corporation (“MFC”), a publicly traded company based in Toronto, Canada. MFC is the holding company of John Hancock USA and its subsidiaries. However, neither John Hancock USA nor any of its affiliated companies guarantees the investment performance of the Separate Account.

We are ranked and rated by independent financial rating services, which may include Moody’s, Standard & Poor’s, Fitch and A.M. Best. The purpose of these ratings is to reflect the financial strength or claims-paying ability of the company, but they do not specifically relate to its products, the performance (return) of these products, the value of any investment in these products upon withdrawal or to individual securities held in any portfolio. These ratings do not apply to the safety and performance of the Separate Account.

Description of Separate Account N

The investment accounts shown on page 1 are in fact subaccounts of the John Hancock Life Insurance Company (U.S.A.) Separate Account N, a separate account operated by us under Michigan law. The Separate Account meets the definition of “separate account” under the Federal securities laws and is registered as a unit investment trust under the 1940 Act. Such registration does not involve supervision by the SEC of the management of the Separate Account or of us.

The Separate Account’s assets are our property. Each policy provides that amounts we hold in the Separate Account pursuant to the policies cannot be reached by any other persons who may have claims against us and can’t be used to pay any indebtedness of John Hancock USA other than those arising out of policies that use the Separate Account. Income, gains and losses credited to, or charged against, the Separate Account reflect the Separate Account’s own investment experience and not the investment experience of John Hancock USA’s other assets. John Hancock USA is obligated to pay all amounts promised to policy owners under the policies.

New subaccounts may be added and made available to policy owners from time to time. Existing subaccounts may be modified or deleted at any time.

The fixed account

Our obligations under any fixed account are backed by our general account assets. Our general account consists of assets owned by us other than those in the Account and in other separate accounts that we may establish. Subject to applicable law, we have sole discretion over the investment of assets of the general account and policy owners do not share in the investment experience of, or have any preferential claim on, those assets. Instead, we guarantee that the policy value allocated to any fixed account will accrue interest daily at an effective annual rate that we determine without regard to the actual investment experience of the general account. We currently offer only one fixed account — the standard fixed account. The effective annual rate we declare for the fixed account will never be less than 2%. We reserve the right to offer one or more additional fixed accounts with characteristics that differ from those of the current fixed account, but we are under no obligation to do so.

Because of exemptive and exclusionary provisions, interests in our fixed account have not been and will not be registered under the Securities Act of 1933 (“1933 Act”) and our general account has not been registered as an investment company under the 1940 Act. Accordingly, neither the general account nor any interests therein are subject to the provisions of these acts, and we have been advised that the staff of the SEC has not reviewed the disclosure in this prospectus relating to any fixed account. Disclosure regarding fixed accounts, however, is subject to certain generally-applicable provisions of the Federal securities laws relating to accuracy and completeness of statements made in prospectuses.

Effective July 27, 2010, we will automatically issue all policies described in this prospectus with the Allocations and Transfers Endorsement. This endorsement limits the combined amount of premiums and policy value that may be allocated and/or transferred to all fixed accounts under your policy (and certain other policies), as described under the “Policy value - Transfers of existing policy value” section of your prospectus.

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The death benefit

In your application for the policy, you will tell us how much life insurance coverage you want on the life of the insured person. This is called the “Total Face Amount.” Total Face Amount is composed of the Base Face Amount and any Supplemental Face Amount you elect. The Supplemental Face Amount you can have generally cannot exceed 900% of the Base Face Amount at the Issue Date. Thereafter, increases to the Supplemental Face Amount cannot exceed 400% of the Total Face Amount at the Issue Date. There are a number of factors you should consider in determining whether to elect coverage in the form of Base Face Amount or in the form of Supplemental Face Amount. These factors are discussed under “Base Face Amount vs. Supplemental Face Amount” below.

When the insured person dies, we will pay the death benefit minus any outstanding policy debt and unpaid fees and charges. There are two ways of calculating the death benefit. You must choose which one you want in the application. The two death benefit options are described below.

• Option 1 - The death benefit will equal the greater of (1) the Total Face Amount plus any amount payable under a supplementary benefit rider, or (2) the minimum death benefit (as described below).

• Option 2 - The death benefit will equal the greater of (1) the Total Face Amount plus any amount payable under a supplementary benefit rider, plus the policy value on the date of death , or (2) the minimum death benefit.

For the same premium payments, the death benefit under Option 2 will tend to be higher than the death benefit under Option 1. On the other hand, the monthly insurance charge will be higher under Option 2 to compensate us for the additional insurance risk. Because of that, the policy value will tend to be higher under Option 1 than under Option 2 for the same premium payments.

Limitations on payment of death benefit

If the insured person commits suicide within certain time periods (generally within two years from the Issue Date of the policy), the amount payable will be equal to the premiums paid, less the amount of any policy debt on the date of death, and less any withdrawals.

Also if an application misstated the age or sex of the insured person, we will adjust, if necessary, the Base Face Amount, any Supplemental Face Amount, and every other benefit to that which would have been purchased at the correct age or sex by the most recent cost of insurance charge.

Base Face Amount vs. Supplemental Face Amount

As noted above, you should consider a number of factors in determining whether to elect coverage in the form of Base Face Amount or in the form of Supplemental Face Amount. Some of these factors include the following:

• As shown in the Fee Tables, there is a charge per $1000 of Base Face Amount. This means for the same amount of Total Face Amount, your Base Face Amount charges deducted from policy value will be higher if you elect greater proportions of Base Face Amount at issue versus Supplemental Face Amount.

• However, if you elect greater proportions of Supplemental Face Amount coverage at issue, the guaranteed limit upon the asset-based risk charge we provide will be higher. As shown in the Fee Tables, the “maximum” guaranteed charge of 0.14% of policy value is for a policy with 90% Supplemental Face Amount at issue. A policy with 50% Supplemental Face Amount at issue would have a guaranteed charge of 0.09%; whereas a policy with 100% Base Face Amount at issue would have a guaranteed charge of 0.03%. Please see the Fee Tables for a description of the guaranteed and current asset-based risk charges in all policy years. The asset-based risk charge percentages assessed on a current basis may be the same for both Base Face Amount and Supplemental Face Amount.

• Also, after the insured person reaches or would have reached age 121, any Supplemental Face Amount will terminate. If your priority is to maximize the death benefit when the insured person reaches or would have reached age 121, then you may wish to maximize the proportion of the Base Face Amount.

The charges applied to Base Face Amount will tend to result in lower cash value accumulation, or alternatively higher premium payments, for the same amount of death benefit compared to Supplemental Face Amount coverage. However, if the Company should increase the asset-based risk charges under your policy to the maximum limits, the higher guaranteed asset-based risk charge resulting from a higher amount of Supplemental Face Amount at issue could increase the policy’s risk of lapse, requiring additional premium payments. You should also consider that the amount of compensation paid to the selling broker-dealer will be higher if you elect greater proportions of Base Face Amount coverage at issue.

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Ultimately, individual needs and objectives vary. You should discuss your individual needs with your registered representative.

The minimum death benefit

In order for a policy to qualify as life insurance under Federal tax law, there has to be a minimum amount of insurance in relation to policy value. There are two tests that can be applied under Federal tax law — the “guideline premium test” and the “cash value accumulation test.” You must elect which test you wish to have applied at issue. Once elected, the test cannot be changed without our approval.

Under the guideline premium test, we compute the minimum death benefit each business day by multiplying the policy value on that date by the death benefit factor applicable on that date. Factors for some ages are shown in the table below:

Attained Age	Applicable Factor
40 and under	250%
45	215%
50	185%
55	150%
60	130%
65	120%
70	115%
75	105%
90	105%
95 and above	100%

A table showing the factor for each age will appear in the policy.

Under the cash value accumulation test, we compute the minimum death benefit each business day by multiplying the policy value on that date by the death benefit factor applicable on that date. The factor decreases as attained age increases. A table showing the factor for each age will appear in the policy.

The cash value accumulation test may be preferable if you want to fund the policy so that the minimum death benefit will increase earlier than would be required under the guideline premium test, or if you want to fund the policy at the “7 pay” limit for the full seven years (see “Tax considerations”).

To the extent that the calculation of the minimum death benefit under the selected life insurance qualification test causes the death benefit to exceed our limits, we reserve the right to return premiums or distribute a portion of the policy value so that the resulting amount of insurance is maintained within our limits. Alternatively, if we should decide to accept the additional amount of insurance, we may require additional evidence of insurability.

When the insured person reaches 121

At and after the policy anniversary nearest the insured person’s 121st birthday, the following will occur:

• We will stop any monthly deduction charges.

• We will stop accepting any premium payments.

• We will no longer process withdrawals.

• We will continue to credit interest to a fixed account.

• We will not allow any new loans and loan interest will continue to be charged if there is an outstanding loan.

• Any Supplemental Face Amount will terminate (see “Base Face Amount vs. Supplemental Face Amount”).

Requesting an increase in coverage

After the first policy year, you may make a written request for an unscheduled increase in Supplemental Face Amount. We must receive your written request within two months of your next policy anniversary. Generally, each such increase must be at least $50,000. However, you will have to provide us with evidence that the insured person qualifies for the same risk classification that applied to them at issue. Generally, any increase will be effective on the next policy anniversary following

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the date we approve the request. Any unscheduled increase in Supplemental Face Amount after issue would first require that you terminate the Return of Premium Rider you may have elected at issue.

Requesting a decrease in coverage

After the first policy year, we may approve a reduction in the Base Face Amount or the Supplemental Face Amount, but only if:

• the remaining Total Face Amount will be at least $100,000,

• the remaining Base Face Amount will be at least $50,000, and

• the remaining Total Face Amount will at least equal the minimum required by the tax laws to maintain the policy’s life insurance status.

An approved decrease will take effect on the monthly deduction date on or next following the date we approve the request. We reserve the right to require that the Supplemental Face Amount be fully depleted before the Base Face Amount can be reduced.

Change of death benefit option

The death benefit option may be changed from Option 2 to Option 1 after the first policy year. We reserve the right to limit a request for a change if the change would cause the policy to fail to qualify as life insurance for tax purposes.

A change in the death benefit option from Option 2 to Option 1 will result in a change in the policy’s Total Face Amount, in order to avoid any change in the amount of the death benefit. The new Total Face Amount will be equal to the Total Face Amount prior to the change plus the policy value as of the date of the change. The change will take effect on the monthly deduction date on or next following the date the written request for the change is received at our Service Office.

Tax consequences of coverage changes

If you change the death benefit option, the Federal tax law test (“guideline premium test” or “cash value accumulation test”) that you elected at issue will continue to apply. Please read “The minimum death benefit” for more information about these Federal tax laws tests.

A change in the death benefit option or Total Face Amount will often change the policy’s limits under the Federal tax law test that you elected. To avoid having the policy cease to qualify as life insurance for tax purposes, we reserve the right to (i) refuse or limit a change in the death benefit option or Total Face Amount and (ii) change the Guideline Single Premium or Guideline Level Premium, as applicable. Please read “Tax considerations” to learn about possible tax consequences of changing your insurance coverage under the policy.

Your beneficiary

You name your beneficiary when you apply for the policy. The beneficiary is entitled to the proceeds we pay following the insured person’s death. You may change the beneficiary during the insured person’s lifetime. Such a change requires the consent of any named irrevocable beneficiary. A new beneficiary designation will not affect any payments we make before we receive it. If no beneficiary is living when the insured person dies, we will pay the insurance proceeds to the owner or the owner’s estate.

Ways in which we pay out policy proceeds

You may choose to receive proceeds from the policy as a single sum. This includes proceeds that become payable because of death or surrender. Alternatively, you can select to have proceeds of $1,000 or more applied to any of the other payment options we may offer at the time. You cannot choose an option if the monthly payments under the option would be less than $50. We will issue a supplementary agreement when the proceeds are applied to any alternative payment option. That agreement will spell out the terms of the option in full. If no alternative payment option is chosen, proceeds may be paid as a single sum.

Changing a payment option

You can change the payment option at any time before the proceeds are payable. If you haven’t made a choice, the payee of the proceeds has a prescribed period in which he or she can make that choice.

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Tax impact of payment option chosen

There may be tax consequences to you or your beneficiary depending upon which payment option is chosen. You should consult with a qualified tax adviser before making that choice.

Premiums

Planned premiums

The Policy Specifications page of your policy will show the “Planned Premium” for the policy. You choose this amount in the policy application. You will also choose how often to pay premiums — annually, semi-annually, quarterly or monthly. The premium reminder notice we send you is based on the amount and period you choose. However, payment of Planned Premiums is not necessarily required. You need only pay enough premium to keep the policy in force (see “Lapse and reinstatement”).

Minimum initial premium

The Minimum Initial Premium is set forth in the Policy Specifications page of your policy. After the payment of the initial premium, premiums may be paid at any time and in any amount until the insured person’s attained age 121, subject to the need to pay enough premium to keep the policy in force, and to the limitations on maximum premium amount described below.

Maximum premium payments

Federal tax law limits the amount of premium payments you can make relative to the amount of your policy’s insurance coverage. We will not knowingly accept any amount by which a premium payment exceeds this limit. If you exceed certain other limits, the law may impose a penalty on amounts you take out of your policy. More discussion of these tax law requirements is provided under “Tax considerations.”

Large premium payments may expose us to unanticipated investment risk. In addition, in order to limit our investment risk exposure under certain market conditions, we may refuse to accept additional premium payments. This may be the case, for example, in an environment of decreasing interest rates, where we may not be able to acquire investments for our general account that will sufficiently match the liabilities we are incurring under our fixed account guarantees. Excessive allocations may also interfere with the effective management of our variable investment account portfolios, if we are unable to make an orderly investment of the additional premium into the portfolios. Also, we may refuse to accept or limit an amount of premium if the amount of the premium would increase our insurance risk exposure, and the insured person doesn’t provide us with adequate evidence that he or she continues to meet our requirements for issuing insurance.

We will notify you in writing of our refusal to accept premium under these provisions within three days following the date that it is received by us, and will promptly thereafter take the necessary steps to return the premium to you. Notwithstanding the foregoing limits on the premium that we will accept, we will not refuse to accept any premium necessary to prevent the policy from terminating.

Processing premium payments

No premiums will be accepted prior to our receipt of a completed application at our Service Office. All premiums received prior to the Issue Date of the policy will be held in the general account and credited with interest from the date of receipt at the rate then being earned on amounts allocated to the Money Market B investment account. All premiums received on or after the Issue Date, but prior to the Allocation Date, will be held in the Money Market B investment account. The “Allocation Date” of the policy is the tenth day after the Issue Date. The Issue Date is shown on the Policy Specifications page of the policy. On the Allocation Date, the premiums paid plus interest credited, if any, will be allocated among the investment accounts or the fixed account in accordance with the policy owner’s instructions.

Any premium received on or after the Allocation Date will be allocated among investment accounts or the fixed account as of the business day on or next following the date the premium is received at the Service Office. Monthly deductions are normally due on the Policy Date and at the beginning of each policy month thereafter. However, if the monthly deductions are due prior to the Contract Completion Date, they will be deducted from policy value on the Contract Completion Date instead of the dates they were due (see “Procedures for issuance of a policy” for the definition of “Contract Completion Date”).

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Payment of premiums will not guarantee that the policy will stay in force. Conversely, failure to pay premiums will not necessarily cause the policy to lapse.

Ways to pay premiums

If you pay premiums by check or money order, they must be drawn on a U.S. bank in U.S. dollars and made payable to “John Hancock.” We will not accept credit card checks. We will not accept starter or third party checks if they fail to satisfy our administrative requirements. Premiums after the first must be sent to the John Hancock USA Service Office at the appropriate address shown on the back cover of this prospectus. We will also accept premiums by wire or by exchange from another insurance company.

Lapse and reinstatement

Lapse

A policy will go into default if at the beginning of any policy month the policy’s net cash surrender value would be zero or below after deducting the monthly deductions then due. Therefore, a policy could lapse eventually if increases in policy value (prior to deduction of policy charges) are not sufficient to cover policy charges. A lapse could have adverse tax consequences as described under “Tax considerations.” We will notify you of the default and will allow a 61 day grace period in which you may make a premium payment sufficient to bring the policy out of default. The required payment will be equal to the amount necessary to bring the net cash surrender value to zero, if it was less than zero on the date of default, plus an amount equal to three times the monthly deductions due on the date of default. If the required payment is not received by the end of the grace period, the policy will terminate (i.e., “lapse”) with no value.

Death during grace period

If the insured person should die during the grace period, the policy value used in the calculation of the death benefit will be the policy value as of the date of default and the insurance benefit will be reduced by any outstanding monthly deductions due at the time of death.

Reinstatement

By making a written request, you can reinstate a policy that has gone into default and terminated at any time within the three-year period following the date of termination subject to the following conditions:

(a)	You must provide to us evidence of the insured person’s insurability that is satisfactory to us; and
(b)	You must pay a premium equal to the amount that was required to bring the policy out of default immediately prior to termination, plus the amount needed to keep the policy in force for at least the next three policy months.

If the reinstatement is approved, the date of reinstatement will be the later of the date we approve your request or the date the required payment is received at our Service Office. The policy value on the date of reinstatement, prior to the crediting of any Premium paid in connection with the reinstatement, will be equal to the policy value on the date the policy terminated. Any policy debt not paid upon termination of a policy will be reinstated if the policy is reinstated.

Generally, the suicide exclusion and incontestability provision will apply from the effective date of reinstatement. A surrendered policy cannot be reinstated.

The policy value

We allocate your premium as described under “Processing premium payments.” There are no deductions taken at the time you make a payment. However, a deferred premium charge will be calculated and included in the monthly deductions (see “Description of charges at the policy level”).

Over time, the amount you’ve invested in any investment account will increase or decrease the same as if you had invested the same amount directly in the corresponding underlying portfolio and had reinvested all portfolios’ dividends and distributions in additional portfolio shares, except that we will deduct certain additional charges which will reduce your policy value. We describe these charges under “Description of charges at the policy level.” Starting in policy year 11, we may also credit your policy value with an asset credit (see “Asset credit”).

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We calculate the unit values for each investment account once every business day as of the close of trading on the New York Stock Exchange, usually 4:00 p.m. Eastern time. Sales and redemptions within any investment account will be transacted using the unit value next calculated after we receive your request either in writing or other form that we specify. If we receive your request before the close of our business day, we’ll use the unit value calculated as of the end of that business day. If we receive your request at or after the close of our business day, we’ll use the unit value calculated as of the end of the next business day. If a scheduled transaction falls on a day that is not a business day, we’ll process it as of the end of the next business day.

The amount you’ve invested in the fixed account will earn interest at the rates we declare from time to time. For the fixed account, we guarantee that this rate will be at least 2%. If you want to know what the current declared rate is for the fixed account, just call or write to us. The asset-based risk charge only applies to that portion of the policy value held in the investment accounts. The charge determined does not apply to the fixed account. Otherwise, the policy level charges applicable to the fixed account are the same as those applicable to the investment accounts. We reserve the right to offer one or more additional fixed accounts with characteristics that differ from those of the current fixed account, but we are under no obligation to do so.

Asset credit

Starting in the eleventh policy year, we may credit your policy value monthly, on the date we calculate your monthly deductions, with an amount equal to the percentage credit listed below multiplied by the policy value in your investment accounts on this date. The asset credit does not apply to the loan account or the fixed account. The asset credit percentage is 0.01666% per month in policy year 11 and thereafter and ceasing at attainment of age 121. We add the credit to the same investment accounts from which we take your monthly deductions. This credit is not guaranteed and we reserve the right to discontinue it at any time.

Allocation of future premium payments

At any time, you may change the accounts (fixed or investment) in which future premium payments will be invested. You make the original allocation in the application for the policy. The percentages you select must be in whole numbers and must total 100%.

Transfers of existing policy value

You may also transfer your existing policy value from one account (fixed or investment) to another, subject to the limitations discussed below. To do so, you must tell us how much to transfer, either as a whole number percentage or as a specific dollar amount. A confirmation of each transfer will be sent to you.

The policies are not designed for professional market timing organizations or highly active traders, including persons or entities that engage in programmed, large or frequent transfers among investment accounts and between the investment accounts and any available fixed account. As a consequence, we have reserved the right to impose certain restrictions on transfers as described in the “Market timing and disruptive trading risks” section of this prospectus. We also reserve the right to impose a fee of up to $25 for any transfer beyond an annual limit (which will not be less than twelve). No transfer fee will be imposed on any transfer from an investment account into a fixed account if the transfer occurs during the following periods:

• within 18 months after the policy’s Issue Date, or

• within 60 days after the later of the effective date of a material change in the investment objectives of any investment account or the date you are notified of the change.

Limitations on transfers to or from an investment account . Our current practice is to restrict transfers into or out of investment accounts to two per calendar month (except with respect to those policies described in the following paragraphs). For purposes of this restriction, and in applying the limitation on the number of free transfers, any transfers made during the period from the opening of a business day (usually 9:00 a.m. Eastern time) to the close of that business day (usually 4:00 p.m. Eastern time) are considered one transfer. You may, however, transfer to the Money Market B investment account even if the two transfer per month limit has been reached, but only if 100% of the account value in all investment accounts is transferred to the Money Market B investment account. If such a transfer to the Money Market B investment account is made, then for the 30 calendar day period after such transfer no transfers from the Money Market B investment account to any other accounts (fixed or investment) may be made. If your policy offers a dollar cost averaging or automatic asset allocation

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rebalancing program, any transfers pursuant to such program are not considered transfers subject to these restrictions on frequent trading. The restrictions described in this paragraph will be applied uniformly to all policy owners subject to the restrictions.

Policies such as yours may be purchased by a corporation or other entity 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 purchased to match its liabilities under the plan. Policies sold under these circumstances are subject to special transfer restrictions. In lieu of the two transfers per month restriction, we will allow the policy owner under these circumstances to rebalance the investment options in its policies within the following limits: (i) during the 10 calendar day period after any policy values are transferred from one investment account into a second investment account, the values can only be transferred out of the second investment account if they are transferred into the Money Market B investment account; and (ii) any policy values that would otherwise not be transferable by application of the 10 day limit described above and that are transferred into the Money Market B investment account may not be transferred out of the Money Market B investment account into any other accounts (fixed or investment) for 30 calendar days. The restrictions described in this paragraph will be applied uniformly to all policy owners subject to the restrictions.

Subject to our approval, we may offer policies purchased by a corporation or other entity that has purchased policies to match its liabilities under an employee benefit plan, as described above, the ability to electronically rebalance the investment options in its policies. Under these circumstances, in lieu of imposing any specific limit upon the number and timing of transfers, we will monitor aggregate trades among the subaccounts for frequency, pattern and size for potentially harmful investment practices. If we detect trading activity that we believe may be harmful to the overall operation of any investment account or underlying portfolio, we may impose conditions on policies employing electronic rebalancing to submit trades, including setting limits upon the number and timing of transfers, and revoking privileges to make trades by any means other than written communication submitted via U.S. mail.

While we seek to identify and prevent disruptive frequent trading activity, it may not always be possible to do so. Therefore no assurance can be given that the restrictions we impose will be successful in preventing all disruptive frequent trading and avoiding harm to long-term investors. The restrictions described in these paragraphs will be applied uniformly to all policy holders subject to the restrictions.

Rule 22c-2 under the 1940 Act requires us to provide tax identification numbers and other policy owner transaction information to the Trust or to other investment companies in which the Separate Account invests, at their request. An investment company will use this information to identify any pattern or frequency of investment account transfers that may violate their frequent trading policy. An investment company may require us to impose trading restrictions in addition to those described above if violations of their frequent trading policy are discovered.

Limitations on transfers out of the fixed account . Transfers out of the fixed account option in any one policy year are limited to the greater of (i) the fixed account maximum transfer amount of $2,000, (ii) the fixed account maximum transfer percentage of 25% multiplied by the amount of the fixed account on the immediately preceding policy anniversary, or (iii) the amount transferred out of the fixed account during the previous policy year. Any transfer, that involves a transfer out of the fixed account may not involve a transfer to the Money Market B investment account.

We reserve the right to impose a minimum amount limit on transfers out of any fixed account. We also reserve the right to impose different restrictions on any additional fixed account that we may offer in the future.

Yearly maximum for allocations and transfers to the fixed account . Effective July 27, 2010, we will automatically issue all policies described in this prospectus with the Allocations and Transfers Endorsement. This endorsement limits the combined amount of premiums and policy value under your policy (and certain other policies) that may be allocated and/or transferred to all fixed accounts to $1,000,000 during the most recent 12 calendar months.

The above limit applies in aggregate to all policies of the same plan name in which you have an ownership interest (including policies owned by entities associated with you) and/or for which premiums are paid by a single payor (including entities associated with such payor). Any excess over such limit will be allocated or transferred to your other investment accounts according to your most recent allocation instructions. Any exceptions to the above limit will be made pursuant to uniform standards applied to all policyholders subject to this restriction.

Yearly maximum for transfers to and from an investment account . Effective July 27, 2010, we will automatically issue all policies described in this prospectus with the Allocations and Transfers Endorsement. This endorsement limits the amount of

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policy value under your policy (and certain other policies) that may be transferred to or from an investment account to $1,000,000 during the most recent 12 calendar months.

The above limit applies in aggregate to all policies of the same plan name in which you have an ownership interest (including policies owned by entities associated with you) and/or for which premiums are paid by a single payor (including entities associated with such payor). Any exceptions to the above limit will be made pursuant to uniform standards applied to all policyholders subject to this restriction. For policies issued prior to July 27, 2010, the maximum amount you may transfer without our approval to or from any account in any policy year is $1,000,000 on a per policy basis.

Dollar cost averaging . We may offer policy owners a dollar cost averaging (“DCA”) program. Under the DCA program, you will designate an amount that will be transferred monthly from one investment account into any other investment account(s) or the fixed account. If insufficient funds exist to effect a DCA transfer, the transfer will not be effected and you will be so notified. No fee is charged for this program.

We reserve the right to cease to offer this program as of 90 days after written notice is sent to you.

Asset allocation balancer transfers . Under the asset allocation balancer program you will designate an allocation of policy value among investment accounts. We will move amounts among the investment accounts at specified intervals you select - annually, semi-annually, quarterly or monthly. A change to your premium allocation instructions will automatically result in a change in asset allocation balancer instructions so that the two are identical unless you either instruct us otherwise or have elected the dollar cost averaging program. No fee is charged for this program.

We reserve the right to cease to offer this program as of 90 days after written notice is sent to you.

Surrender and withdrawals

Surrender

You may surrender your policy in full at any time. If you do, we will pay you the policy value less any policy debt, and less any Surrender fee that applies (as described below). This is called your “net cash surrender value.” If you surrender your policy in connection with the purchase of a replacement policy, including a replacement intended to qualify as a tax free exchange under section 1035 of the Internal Revenue Code, there may also be a replacement fee deducted from the net cash surrender value. Also, if your policy is issued with the Surrender Fee Endorsement, we will deduct a Surrender fee if you surrender your policy during the first 7 policy years, provided the surrender is not subject to a Replacement fee (see “Description of charges at the policy level — Surrender fee”). You must return your policy when you request a surrender. We will process surrenders on the day we receive the surrender request (unless such day is not a business day, in which case we will process surrenders as of the business day next following the date of the receipt).

Withdrawals

After the first policy year, you may make a withdrawal of part of your net cash surrender value once in each policy month. Generally, each withdrawal must be at least $500. We will automatically reduce the policy value of your policy by the amount of the withdrawal. Unless otherwise specified by you, each account (fixed and investment) will be reduced in the same proportion as the policy value is then allocated among them. We will not permit a withdrawal if it would cause your net cash surrender value to fall below three months’ worth of monthly deductions (see “Deductions from policy value”). We also reserve the right to refuse any withdrawal that would cause the policy’s Total Face Amount to fall below $100,000 or the Base Face Amount to fall below $50,000. Also, if your policy is issued with the Surrender Fee Endorsement, there may be a pro-rata Surrender fee deducted from your policy value (see “Description of charges at the policy level — Surrender fee”).

Because it reduces the policy value, any withdrawal will reduce your death benefit under either Option 1 or Option 2 (see “The death benefit”). Under Option 1, such a withdrawal may also reduce the Total Face Amount. Generally, any such reduction in the Total Face Amount will be implemented by first reducing any Supplemental Face Amount then in effect. You should consider a number of factors in determining whether to continue coverage in the form of Base Face Amount or Supplemental Face Amount (see “Base Face Amount vs. Supplemental Face Amount”). If such a reduction in Total Face Amount would cause the policy to fail the Internal Revenue Code’s definition of life insurance, we will not permit the withdrawal.

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Policy loans

You may borrow from your policy at any time by completing a form satisfactory to us. The maximum amount you can borrow is the greater of (i) 90% of net cash surrender value and (ii) the amount determined as set out below.

• We first determine the net cash surrender value of your policy.

• We then subtract an amount equal to the monthly deductions then being deducted from policy value times the number of full policy months until the next policy anniversary.

• We then multiply the resulting amount by the difference between the effective annual rate then being charged on loans and the effective annual rate then being credited on the loan account.

• We then subtract the third item above from the second item above.

The minimum amount of each loan is $500. The interest charged on any loan is an effective annual rate of 3.75% in the first 10 policy years and 3.00% thereafter. However, we reserve the right to increase the percentage after the tenth policy year to as much as 3.25%. Accrued interest will be added to the loan daily and will bear interest at the same rate as the original loan amount. Unless otherwise specified by you, the amount of the loan is deducted from the accounts (fixed and investment) in the same proportion as the policy value is then allocated among them. The amount of the loan is then placed in a special loan account. This special loan account will earn interest at an effective annual rate of 3.00%. The tax consequences of a loan interest credited differential of 0% are unclear. You should consult a tax adviser before effecting a loan to evaluate possible tax consequences. If we determine that a loan will be treated as a taxable distribution because of the differential between the loan interest rate and the rate being credited on the special loan account, we reserve the right to increase the rate charged on the loan to a rate that would, in our reasonable judgment, result in the transaction being treated as a loan under Federal tax law. The right to increase the rate charged on the loan is restricted in some states. Please see your John Hancock USA representative for details. We process policy loans as of the business day on or next following the day we receive the loan request.

Repayment of policy loans

You can repay all or part of a loan at any time. Each repayment will be allocated among the accounts as set out below.

• The same proportionate part of the loan as was borrowed from any fixed account will be repaid to that fixed account.

• The remainder of the repayment will be allocated among the accounts in the same way a new premium payment would be allocated (unless otherwise specified by you).

If you want a payment to be used as a loan repayment, you must include instructions to that effect. Otherwise, all payments will be assumed to be premium payments. We process loan repayments as of the day we receive the repayment.

Effects of policy loans

The policy value, the net cash surrender value, and any death benefit are permanently affected by any loan, whether or not it is repaid in whole or in part. This is because the amount of the loan is deducted from the accounts and placed in a special loan account. The accounts and the special loan account will generally have different rates of investment return.

The amount of the outstanding loan (which includes accrued and unpaid interest) is subtracted from the amount otherwise payable when the policy proceeds become payable.

Taking out a loan on the policy increases the risk that the policy may lapse because of the difference between the interest rate charged on the loan and the interest rate credited to the special loan account. Also, whenever the outstanding loan equals or exceeds your policy value after the insured person reaches age 121, the policy will terminate 31 days after we have mailed notice of termination to you (and to any assignee of record at such assignee’s last known address) specifying the amount that must be paid to avoid termination, unless a repayment of at least the amount specified is made within that period. Policy loans may also result in adverse tax consequences under certain circumstances (see “Tax considerations”).

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Description of charges at the policy level

Deductions from policy value

• Deferred premium charge - At the end of each policy year, we calculate a deferred premium charge on the basis of the total of the premiums paid during that policy year, multiplied by a rate not to exceed 0.13% (15% on a cumulative basis). The premium charge is then assessed monthly over ten policy years in 120 equal monthly amounts.

• Administrative charge - A monthly charge to help cover our administrative costs. This is a flat dollar charge of $15.

• Base Face Amount charge - A monthly charge to primarily help cover sales costs. To determine the charge we multiply the amount of Base Face Amount at issue by a rate that varies by duration (policy year) and by the insured person’s sex, risk classification, and issue age. We reserve the right to increase the rate and the charge period (see Fee Table).

• Cost of insurance charge - A monthly charge for the cost of insurance. To determine the charge, we multiply the net amount of insurance for which we are then at risk by a cost of insurance rate. The rate is derived from an actuarial table. The table in your policy will show the maximum cost of insurance rates. The cost of insurance rates that we currently apply are generally less than the maximum rates. The current rates will never be more than the maximum rates shown in the policy. The cost of insurance we use will depend on age of the insured person at issue, the insurance risk characteristics and (usually) sex of the insured person, and the length of time the policy has been in effect. Regardless of the table used, cost of insurance rates generally increase each year that you own your policy, as the insured person‘s age increases. (The insured person’s “age” on any date is his or her age on the birthday nearest that date.) For death benefit Option 1, the net amount at risk is equal to the greater of zero, or the result of (a) minus (b) where:

  (a) is the Total Face Amount, plus the death benefit payable under any Supplementary Benefit riders where charges are deducted from the Policy Value and are based on the Net Amount at Risk, as of the first day of the Policy Month, divided by 1.0024663; and

  (b) is the policy value as of the first day of the Policy Month after the deduction of all other monthly deductions.

Since the net amount at risk for death benefit Option 1 is based on a formula that includes as factors the death benefit and the policy value, the net amount at risk is affected by the investment performance of the investment accounts chosen, payment of premiums and charges assessed.

If the minimum death benefit is greater than the Total Face Amount, the cost of insurance charge will reflect the amount of that additional benefit.

For death benefit Option 2, the net amount at risk is equal to the Total Face Amount of insurance divided by 1.0024663.

• Replacement fee - A Replacement fee is imposed for the first ten policy years if you surrender your policy in connection with the purchase of a replacement policy, including a replacement intended to qualify as a tax free exchange under section 1035 of the Internal Revenue Code. The fee is a percentage of the premiums we receive in the first policy year that do not exceed the Replacement Fee Calculation Limit stated in your policy. The percentage applied is dependent upon the policy year during which replacement occurs and grades down proportionately at the beginning of each policy month until it reaches zero. The Replacement Fee Calculation Limit varies by issue age, sex and the amount of Base Face Amount and Supplemental Face Amount elected at issue.

• Surrender fee - Effective July 27, 2010, we will automatically issue the Surrender Fee Endorsement with all policies described in this prospectus that we determine according to our underwriting standards present a heightened risk of early termination. These standards will be (i) designed to identify cases that expose us to potential increased costs resulting from early surrenders or withdrawals, (ii) will be uniformly applied and reasonable, and (iii) will not unfairly discriminate against any purchaser. For example, we will take into account factors such as the nature of the purchaser (individual or corporate), the size and business type of any corporate purchaser, and the purposes for which the insurance is being purchased.

If your policy is issued with the Surrender Fee Endorsement, we will assess a fee upon the surrender of your policy during the first 7 policy years (if such surrender is not subject to a Replacement fee). The charge deducted will be equal to the percentage shown in your policy multiplied by the lesser of either the sum of premiums paid to date at the time the charge is applied or the Calculation Limit shown in the policy. The Calculation Limit varies by issue age, sex of the insured person and policy duration. The percentage applied is dependent upon the policy year during which the transaction occurs.

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For example, assume a policy owner with the Surrender Fee Endorsement requests a full surrender in policy year 5, where the Calculation Limit equals $60,000, the total premiums paid to date equals $50,000 and the applicable Surrender fee percentage for policy year 5 is 3%. The resulting Surrender fee for the full surrender will equal $1,500 (3% multiplied by the lesser of $60,000 or $50,000). No Replacement fee is assessed.

A pro-rata portion of the Surrender fee will be deducted upon a request for a withdrawal during the first 7 policy years. The pro-rata Surrender fee is equal to the Surrender fee at the time of the withdrawal multiplied by the ratio of (a) divided by (b); where (a) and (b) equal the following:

  (a) is the lesser of:

(1)	the amount of the withdrawal currently being taken, or
(2)	the excess, if any, of the sum of all premiums paid to date at the time of the withdrawal, minus the sum of all withdrawals previously taken; and

  (b) is the sum of all premiums paid to date at the time of withdrawal.

The sum of all pro-rata Surrender fees applicable to withdrawals will never exceed the amount of the Surrender fee at the time of the withdrawal. We will deduct any applicable pro-rata Surrender fee in the same manner that we deduct monthly deductions. If a Replacement fee will be deducted with respect to the surrender of this policy, any pro-rata portion of the Surrender fee which has been deducted during the first 7 policy years will be subtracted from the amount of the Replacement fee which would otherwise be deducted.

For example, assume a policy owner with the Surrender Fee Endorsement has taken a withdrawal for which we assessed a pro-rata Surrender fee of $1,000. If the policy is later replaced or exchanged after the Surrender fee charge period, and the applicable Replacement fee is determined to be $3,000, then we would assess a reduced Replacement fee equal to $2,000 ($3,000-$1,000).

• Asset-based risk charge - A monthly charge to help cover sales, administrative and other costs. The charge is a percentage of that portion of your policy value allocated to investment accounts. This charge does not apply to the current fixed account.

• Supplementary benefits charges - A charge for any supplementary insurance benefits added to the policy by means of a rider.

• Loan interest rate - The maximum loan interest charged on any loan is shown in the Fee Tables and described under “Policy loans” in this prospectus.

• Transfer fee - We currently do not impose a fee upon transfers of policy value among the investment options, but reserve the right to do so in the policy (see “Transfers of existing policy value”).

Additional information about how certain policy charges work

Sales expenses and related charges

The deferred premium and Base Face Amount charges help to compensate us for the cost of selling our policies (see “Description of charges at the policy level”). The amount of the charges in any policy year does not specifically correspond to sales expenses for that year. We expect to recover our total sales expenses over the life of the policies. To the extent that the deferred premium and Base Face Amount charges do not cover total sales expenses, the sales expenses may be recovered from other sources, including the asset-based risk charge and other charges with respect to the policies, or from our general assets. Similarly, administrative expenses not fully recovered by the administrative charge may also be recovered from such other sources.

Method of deduction

We deduct the monthly deductions described in the Fee Tables section from your policy’s accounts (fixed and investment) in proportion to the amount of policy value you have in each, unless otherwise specified by you.

Reduced charges for eligible classes

The charges otherwise applicable may be reduced with respect to policies issued to a class of associated individuals or to a trustee, employer or similar entity where we anticipate that the sales to the members of the class will result in lower than normal sales or administrative expenses, lower taxes or lower risks to us. We will make these reductions in accordance with

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our rules in effect at the time of the application for a policy. The factors we consider in determining the eligibility of a particular group for reduced charges, and the level of the reduction, are as follows: the nature of the association and its organizational framework; the method by which sales will be made to the members of the class; the facility with which premiums will be collected from the associated individuals and the association’s capabilities with respect to administrative tasks; the anticipated lapse and surrender rates of the policies; the size of the class of associated individuals and the number of years it has been in existence; the aggregate amount of premiums paid; and any other such circumstances which result in a reduction in sales or administrative expenses, lower taxes or lower risks. Any reduction in charges will be reasonable and will apply uniformly to all prospective policy purchasers in the class and will not unfairly discriminate against any owner.

Other charges we could impose in the future

Except for a portion of the deferred premium charge, we currently make no charge for our Federal income taxes. However, if we incur, or expect to incur, income taxes attributable to any subaccount of the Account or this class of policies in future years, we reserve the right to make a charge for such taxes. Any such charge would reduce what you earn on any affected investment accounts. However, we expect that no such charge will be necessary.

A portion of the deferred premium charge is used to cover premium taxes. Premium taxes vary by jurisdiction and are subject to change. Premium taxes vary by jurisdiction and are subject to change. Currently, premium tax levels range from 0% to 3.5%.

Under current laws, we may incur state and local taxes (in addition to premium taxes) in several states. At present, these taxes are not significant. If there is a material change in applicable state or local tax laws, we may make charges for such taxes.

Description of charges at the portfolio level

The portfolios must pay investment management fees and other operating expenses. These fees and expenses (shown in the tables of portfolio annual expenses under “Fee Tables”) are different for each portfolio and reduce the investment return of each portfolio. Therefore, they also indirectly reduce the return you will earn on any investment accounts you select. Expenses of the portfolios are not fixed or specified under the terms of the policy, and those expenses may vary from year to year.

Other policy benefits, rights and limitations

Optional supplementary benefit riders you can add

When you apply for a policy, you can request any of the optional supplementary benefit riders that we then make available. Availability of any rider, the benefits it provides and the charges for it may vary by state. Our rules and procedures will govern eligibility for any rider and, in some cases, the configuration of the actual rider benefits. Each rider contains specific details that you should review before you decide to choose the rider. Charges for most riders will be deducted from the policy value. We may change these charges (or the rates that determine them), but not above any applicable maximum amount stated in the Policy Specifications page of your policy. We may add to, delete from or modify the list of optional supplementary benefit riders.

• Overloan Protection Rider - This rider will prevent your policy from lapsing on any date if policy debt exceeds the death benefit. The benefit is subject to a number of eligibility requirements relating to, among other things, the number of years the policy has been in force, the attained age of the life insured, the death benefit option elected and the tax status of the policy.

When the Overloan Protection Benefit in this rider is invoked, all values in the investment accounts are immediately transferred to the fixed account and will continue to grow at the current fixed account interest rate. Transfer fees do not apply to these transfers. Thereafter, policy changes and transactions are limited as set forth in the rider; for example, death benefit increases or decreases, additional premium payments, policy loans, withdrawals, surrender and transfers are no longer allowed. Any outstanding policy debt will remain. Interest will continue to be charged at the policy’s specified loan interest rate, and the policy’s loan account will continue to be credited with the policy’s loan interest credited rate. Any supplementary benefit rider requiring a monthly deduction will automatically be terminated.

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When the Overloan Protection Rider causes the policy to be converted into a fixed policy, there is risk that the Internal Revenue Service could assert that the policy has been effectively terminated and that the outstanding loan balance should be treated as a distribution. Depending on the circumstances, all or part of such deemed distribution may be taxable as income. You should consult a tax adviser as to the risks associated with the Overloan Protection Rider.

• Return of Premium Death Benefit Rider - You may elect to have your policy issued with an optional Return of Premium Death Benefit Rider. This rider provides an additional death benefit payable upon the death of the insured person. The Return of Premium Death Benefit has an initial value equal to your initial premium times the “Percentage of Premium” you select (which may range between 0% and 100%). We show the Percentage of Premium you select in the Policy Specifications page. If you elected increases to your Supplemental Face Amount, you may not elect this rider.

You may increase the initial Return of Premium Death Benefit in two ways:

• You may make additional premium payments. We will apply the Percentage of Premium stated in the Policy Specifications page to the premium payment and increase your Return of Premium Death Benefit by that amount at the time you make the payment.

• You may elect a Return of Premium Death Benefit Increase Rate. You may elect an annual effective rate from 0 - 5% to increase your Return of Premium Death Benefit. We show the rate you elect in the Policy Specifications page. The Return of Premium Death Benefit will accumulate monthly at the Return of Premium Death Benefit Increase Rate you select.

This benefit is only available to you if you elect death benefit Option 1.

• Accelerated Benefit Rider - This rider provides for acceleration of payment of a portion of the death benefit should the insured person become terminally ill and have a life expectancy of one year or less. You must meet the following conditions before we pay the benefit.

• You must provide written evidence satisfactory to us that the life insured is terminally ill and has a life expectancy of one year or less.

• We must have a signed consent of any irrevocable beneficiary and any assignee.

• You must claim the benefit voluntarily. We will not pay the benefit if you are claiming it to satisfy creditors or for government benefits.

If you satisfy the above conditions, we will pay you 50% of the eligible death benefit, up to a maximum of $1,000,000. We will not make a payment if it would be less than $10,000. Payment of the benefit will reduce your death benefit and any cash value or loan value under your policy. You should consult your tax advisor and social service agencies before you decide to receive the benefit under this rider. This rider is only available with policies that are individually owned.

Variations in policy terms

Insurance laws and regulations apply to us in every state in which our policies are sold. As a result, terms and conditions of your insurance coverage may vary depending on where you purchase a policy. We disclose all material variations in this prospectus.

We may vary the charges and other terms of our policies where special circumstances result in sales or administrative expenses, mortality risks or other risks that are different from those normally associated with the policies. These include the type of variations discussed under “Reduced charges for eligible classes.” Also, the guaranteed limit on the asset-based risk charge varies based on the amount of Base Face Amount and Supplemental Face Amount elected at issue as shown in the “Fee Tables.” No variation in any charge will exceed any maximum stated in this prospectus with respect to that charge. Where approved, we may offer policies covering members of an employee or other group on a “Guaranteed Issue” or a “Simplified Issue” basis. In these cases, the Base Face Amount charges and cost of insurance charges may differ from the rates applied if traditional underwriting procedures are followed.

Any variation discussed above will be made only in accordance with uniform rules that we adopt and that we apply fairly to our customers.

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Procedures for issuance of a policy

Generally, the policy is available with a minimum Total Face Amount at issue of $100,000 and a minimum Base Face Amount at issue of $50,000. At the time of issue, the insured person must have an attained age of no more than 90. The insured person must meet certain health and other insurance risk criteria called “underwriting standards.”

Policies issued in Montana or in connection with certain employee plans will not directly reflect the sex of the insured person in either the premium rates or the charges or values under the policy.

Commencement of insurance coverage

After you apply for a policy, it can sometimes take up to several weeks for us to gather and evaluate all the information we need to decide whether to issue a policy to you and, if so, what the insured person’s risk classification should be. After we approve an application for a policy and assign an appropriate insurance risk classification, we will prepare the policy for delivery. We will not pay a death benefit under a policy unless the policy is in effect when the insured person dies (except for the circumstances described under “Temporary coverage prior to policy delivery” below).

The policy will take effect only if all of the following conditions are satisfied:

• The policy is delivered to and received by the applicant.

• The Minimum Initial Premium is received by us.

• The insured person is living and there has been no deterioration in the insurability of the insured person since the date of the application.

The date all of the above conditions are satisfied is referred to in this prospectus as the “Contract Completion Date.” If all of the above conditions are satisfied, the policy will take effect on the date shown in the policy as the “Policy Date.” That is the date on which we begin to deduct monthly charges. Policy months, policy years and policy anniversaries are all measured from the Policy Date.

Backdating

Under limited circumstances, we may backdate a policy, upon request, by assigning a Policy Date earlier than the date the application is signed. However, in no event will a policy be backdated earlier than the earliest date allowed by state law, which is generally three months to one year prior to the date of application for the policy. The most common reasons for backdating are to preserve a younger age at issue for the insured person or to retain a common monthly deduction date in certain corporate-owned life insurance cases involving multiple policies issued over time. If used to preserve age, backdating will result in lower insurance charges. However, monthly deductions will begin earlier than would otherwise be the case. Monthly deductions for the period the Policy Date is backdated will actually be deducted from policy value on the Contract Completion Date.

Temporary coverage prior to policy delivery

If a specified amount of premium is paid with the application for a policy and other conditions are met, we will provide temporary term life insurance coverage on the insured person for a period prior to the time coverage under the policy takes effect. Such temporary term coverage will be subject to the terms and conditions described in the Temporary Life Insurance Agreement and Receipt attached to the application for the policy, including conditions to coverage and limits on amount and duration of coverage.

Monthly deduction dates

Each charge that we deduct monthly is assessed against your policy value at the close of business on the Policy Date and at the close of the first day in each subsequent policy month.

Changes that we can make as to your policy

We reserve the right to make any changes in the policy necessary to ensure the policy is within the definition of life insurance under the Federal tax laws and is in compliance with any changes in Federal or state tax laws.

In our policies, we reserve the right to make certain changes if they would serve the best interests of policy owners or would be appropriate in carrying out the purposes of the policies. These changes include the following:

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• Changes necessary to comply with or obtain or continue exemptions under the Federal securities laws.

• Combining or removing fixed accounts or investment accounts.

• Changes in the form of organization of any separate account.

Any such changes will be made only to the extent permitted by applicable laws and only in the manner permitted by such laws. When required by law, we will obtain your approval of the changes and the approval of any appropriate regulatory authority.

The owner of the policy

Who owns the policy? That’s up to the person who applies for the policy. The owner of the policy is the person who can exercise most of the rights under the policy, such as the right to choose the accounts in which to invest or the right to surrender the policy. In many cases, the person buying the policy is also the person who will be the owner. However, the application for a policy can name another person or entity (such as a trust) as owner. Whenever we’ve used the term “you” in this prospectus, we’ve assumed that the reader is the person who has whatever right or privilege is being discussed. There may be tax consequences if the owner and the insured person are different, so you should discuss this issue with your tax adviser.

While the insured person is alive, you will have a number of options under the policy. These options include those listed below:

• Determine when and how much you invest in the various accounts.

• Borrow or withdraw amounts you have in the accounts.

• Change the beneficiary who will receive the death benefit.

• Change the amount of insurance.

• Turn in (i.e., “surrender”) the policy for the full amount of its net cash surrender value.

• Choose the form in which we will pay out the death benefit or other proceeds.

It is possible to name so-called “joint owners” of the policy. If more than one person owns a policy, all owners must join in most requests to exercise rights under the policy.

Policy cancellation right

You have the right to cancel your policy within ten days after you receive it (the period may be longer in some states). This is often referred to as the “free look” period. During this period, your premiums will be allocated as described under “Processing premium payments” in this prospectus. To cancel your policy, simply deliver or mail the policy to:

• John Hancock USA at either of the addresses shown on the back cover of this prospectus, or

• the John Hancock USA representative who delivered the policy to you.

The date of cancellation will be the date of such mailing or delivery. In most states, you will receive a refund of any premiums you’ve paid. In some states, the refund will be your policy value on the date of cancellation.

Reports that you will receive

At least annually, we will send you a statement setting forth at least the following information as of the end of the most recent reporting period: the amount of the death benefit, the portion of the policy value in the fixed account and in each investment account, premiums received and charges deducted from premiums since the last report, any outstanding policy loan (and interest charged for the preceding policy year), and any further information required by law. Moreover, you also will receive confirmations of premium payments, transfers among accounts, policy loans, partial withdrawals and certain other policy transactions.

Semi-annually we will send you a report containing the financial statements of the portfolios, including a list of securities held in each portfolio.

Assigning your policy

You may assign your rights in the policy to someone else as collateral for a loan or for some other reason. Assignments do not require the consent of any revocable beneficiary. A copy of the assignment must be forwarded to us. We are not

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responsible for any payment we make or any action we take before we receive a copy of the assignment at our Service Office. Nor are we responsible for the validity of the assignment or its efficacy in meeting your objectives. An absolute assignment is a change of ownership. All collateral assignees of record must usually consent to any surrender, withdrawal or loan from the policy.

When we pay policy proceeds

General

We will ordinarily pay any death benefit, withdrawal, surrender value or loan within seven days after we receive the last required form or request (and, with respect to the death benefit, any other documentation that may be required). If we don’t have information about the desired manner of payment within seven days after the date we receive documentation of the insured person’s death, we will pay the proceeds as a single sum.

Delay to challenge coverage

We may challenge the validity of your insurance policy based on any material misstatements made to us in the application for the policy. We cannot make such a challenge, however, beyond certain time limits that are specified by the laws of the state in which your policy was issued.

Delay for check clearance

We reserve the right to defer payment of that portion of your policy value that is attributable to a premium payment made by check for a reasonable period of time (not to exceed fifteen days) to allow the check to clear the banking system. We will not delay payment longer than necessary for us to verify a check has cleared the banking system.

Delay of separate account proceeds

We reserve the right to defer payment of any death benefit, loan or other distribution that is derived from an investment account if (1) the New York Stock Exchange is closed (other than customary weekend and holiday closings) or trading on the New York Stock Exchange is restricted; (2) an emergency exists, as determined by the SEC, as a result of which disposal of securities is not reasonably practicable or it is not reasonably practicable to fairly determine the policy value; or (3) the SEC by order permits the delay for the protection of owners. Transfers and allocations of policy value among the investment accounts may also be postponed under these circumstances. If we need to defer calculation of separate account values for any of the foregoing reasons, all delayed transactions will be processed at the next values that we do compute.

Delay of general account surrender proceeds

State laws allow us to defer payment of any portion of the net cash surrender value derived from the fixed account for up to six months. These laws were enacted many years ago to help insurance companies in the event of a liquidity crisis.

How you communicate with us

General rules

You should mail or express all checks and money orders for premium payments and loan repayments to the John Hancock USA Service Office at the appropriate address shown on the back cover.

Under our current rules, certain requests must be made in writing and be signed and dated by you. Those requests include the following.

• loans

• surrenders or withdrawals

• change of death benefit option

• increase or decrease in Face Amount

• change of beneficiary

• election of payment option for policy proceeds

• tax withholding elections

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• election of telephone/internet transaction privilege

The following requests may be made either in writing (signed and dated by you) or by telephone or fax or through the Company’s secured website, if a special form is completed (see “Telephone, facsimile and internet transactions” below).

• transfers of policy value among accounts

• change of allocation among accounts for new premium payments

You should mail or express all written requests to our Service Office at the appropriate address shown on the back cover. You should also send notice of the insured person’s death and related documentation to our Service Office. We do not consider that we’ve “received” any communication until such time as it has arrived at the proper place and in the proper and complete form.

We have special forms that should be used for a number of the requests mentioned above. You can obtain these forms from our Service Office or your John Hancock USA representative. Each communication to us must include your name, your policy number and the name of the insured person. We cannot process any request that doesn’t include this required information. Any communication that arrives after the close of our business day, or on a day that is not a business day, will be considered “received” by us on the next following business day. Our business day currently closes at 4:00 p.m. Eastern time, but special circumstances (such as suspension of trading on a major exchange) may dictate an earlier closing time.

Telephone, facsimile and internet transactions

If you complete a special authorization form, you can request transfers among accounts and changes of allocation among accounts simply by telephoning us at 1-800-521-1234 or by faxing us at 1-617-572-1571 or through the Company’s secured website. Any fax or internet request should include your name, daytime telephone number, policy number and, in the case of transfers and changes of allocation, the names of the accounts involved. We will honor telephone and internet instructions from anyone who provides the correct identifying information, so there is a risk of loss to you if this service is used by an unauthorized person. However, you will receive written confirmation of all telephone/internet transactions. There is also a risk that you will be unable to place your request due to equipment malfunction or heavy phone line or internet usage. If this occurs, you should submit your request in writing.

If you authorize telephone or internet transactions, you will be liable for any loss, expense or cost arising out of any unauthorized or fraudulent telephone or internet instructions which we reasonably believe to be genuine, unless such loss, expense or cost is the result of our mistake or negligence. We employ procedures which provide safeguards against the execution of unauthorized transactions which are reasonably designed to confirm that instructions received by telephone or internet are genuine. These procedures include requiring personal identification, the use of a unique password for internet authorization, recording of telephone calls, and providing written confirmation to the owner. If we do not employ reasonable procedures to confirm that instructions communicated by telephone or internet are genuine, we may be liable for any loss due to unauthorized or fraudulent instructions.

As stated earlier in this prospectus, the policies are not designed for professional market timing organizations or other persons or entities that use programmed, large or frequent transfers among investment options . To discourage disruptive trading, we have imposed certain transfer restrictions (see “Transfers of existing policy value”). In addition, we also reserve the right to change our telephone, facsimile and internet transaction privileges outlined in this section at any time, and to suspend or terminate any or all of those privileges with respect to any owners who we feel are abusing the privileges to the detriment of other owners.

Distribution of policies

John Hancock Distributors LLC (“JH Distributors”), a Delaware limited liability company affiliated with us, is the principal distributor and underwriter of the securities offered through this prospectus and of other annuity and life insurance products we and our affiliates offer. JH Distributors also acts as the principal underwriter of the Trust, whose securities are used to fund certain investment accounts under the policies and under other annuity and life insurance products we offer.

JH Distributors’ principal address is 601 Congress Street, Boston, MA 02210 and it also maintains offices with us at 197 Clarendon Street, Boston, Massachusetts 02116. JH Distributors is a broker-dealer registered under the Securities Exchange Act of 1934 (the “1934 Act”) and a member of the Financial Industry Regulatory Authority (“FINRA”).

We offer the policies for sale through individuals who are licensed as insurance agents and who are registered representatives of broker-dealers that have entered into selling agreements with JH Distributors. Our affiliate, Signator

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Investors, Inc., is one such broker-dealer. In addition, we, either directly or through JH Distributors, have entered into agreements with other financial intermediaries that provide marketing, sales support and certain administrative services to help promote the policies (“financial intermediaries”). In a limited number of cases, we have entered into loans, leases or other financial agreements with these broker-dealers or financial intermediaries or their affiliates.

Compensation

The broker-dealers and other financial intermediaries that distribute or support the marketing of our policies may be compensated by means of various compensation and revenue sharing arrangements. A general description of these arrangements is set out below under “Standard compensation” and “Additional compensation and revenue sharing.” These arrangements may differ between firms, and not all broker-dealers or financial intermediaries will receive the same compensation and revenue sharing benefits for distributing our policies. Also, a broker-dealer may receive more or less compensation or other benefits for the promotion and sale of our policy than it would expect to receive from another issuer.

Under their own arrangements, broker-dealers determine how much of any amounts received from us is to be paid to their registered representatives. Our affiliated broker-dealer, Signator Investors, Inc., may pay its registered representatives additional compensation and benefits, such as bonus payments, expense payments, health and retirement benefits or the waiver of overhead costs or expenses in connection with the sale of the policies that they would not receive in connection with the sale of policies issued by unaffiliated companies.

Policy owners do not pay any compensation or revenue sharing benefits directly. These payments are made from JH Distributors’ and our own revenues, profits or retained earnings, which may be derived from a number of sources, such as fees received from an underlying fund’s distribution plan (“12b-1 fees”), the fees and charges imposed under the policy and other sources.

You should contact your registered representative for more information on compensation arrangements in connection with your purchase of a policy. We provide additional information on special compensation or reimbursement arrangements involving broker-dealers and other financial intermediaries in the Statement of Additional Information, which is available upon request.

Standard compensation. JH Distributors pays compensation to broker-dealers for the promotion and sale of the policies, and for providing ongoing service in relation to policies that have already been purchased. We may also pay a limited number of broker-dealers commissions or overrides to “wholesale” the policies; that is, to provide marketing support and training services to the broker-dealer firms that do the actual selling.

The compensation JH Distributors pays to broker-dealers may vary depending on the selling agreement. The compensation paid is not expected to exceed 35% of target premium, and 5% of premium in excess of target, paid in the first policy year, 7% of target and 5% of excess premium paid in years 2-5, 5% of target and excess premium paid in years 6-10 and 0% thereafter. In addition, JH Distributors is expected to pay compensation in policy years 6-15 not exceeding 0.15% of the net cash surrender value and 0.10% of the net cash surrender value in years 16 and thereafter, with the net cash surrender value determined as of the end of each previous policy anniversary. You should consider that the amount of compensation paid to the selling broker-dealer will generally be less if you elect greater portions of Supplemental Face Amount at issue. This compensation schedule is exclusive of additional compensation and revenue sharing and inclusive of overrides and expense allowances paid to broker-dealers for sale of the policies (not including riders).

Additional compensation and revenue sharing. To the extent permitted by SEC and FINRA rules and other applicable laws and regulations, we may enter into special compensation or reimbursement arrangements (“revenue sharing”), either directly or through JH Distributors, with selected broker-dealers and other financial intermediaries. In consideration of these arrangements, a firm may feature our policy in its sales system, give us preferential access to sales staff, or allow JH Distributors or its affiliates to participate in conferences, seminars or other programs attended by the firm’s sales force. We hope to benefit from these revenue sharing and other arrangements through increased sales of our policies.

Selling broker-dealers and other financial intermediaries may receive, directly or indirectly, additional payments in the form of cash, other compensation or reimbursement. These additional compensation or reimbursement arrangements may include, for example, payments in connection with the firm’s “due diligence” examination of the policies, payments for providing conferences or seminars, sales or training programs for invited registered representatives and other employees, payment for travel expenses, including lodging, incurred by registered representatives and other employees for such seminars or training programs, seminars for the public or client seminars, advertising and sales campaigns regarding the policies, payments to assist a firm in connection with its systems, operations and marketing expenses and/or other events or activities

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sponsored by the firms. We may contribute to, as well as sponsor, various educational programs, sales promotions, and/or other contests in which participating firms and their sales persons may receive gifts and prizes such as merchandise, cash or other rewards as may be permitted under FINRA rules and other applicable laws and regulations.

Tax considerations

This description of Federal income tax consequences is only a brief summary and is neither exhaustive nor authoritative. It was written to support the promotion of our products. It does not constitute legal or tax advice, and it is not intended to be used and cannot be used to avoid any penalties that may be imposed on you. Tax consequences will vary based on your own particular circumstances, and for further information you should consult a qualified tax adviser. Federal, state and local tax laws, regulations and interpretations can change from time to time. As a result, the tax consequences to you and the beneficiary may be altered, in some cases retroactively. The policy may be used in various arrangements, including non-qualified deferred compensation or salary continuation plans, split dollar insurance plans, executive bonus plans, retiree medical benefit plans and others. The tax consequences of such plans may vary depending on the particular facts and circumstances of each individual arrangement. Therefore, if the value of using the policy in any such arrangement depends in part on the tax consequences, a qualified tax adviser should be consulted for advice.

General

We are taxed as a life insurance company. Under current tax law rules, we include the investment income (exclusive of capital gains) of the Separate Account in our taxable income and take deductions for investment income credited to our policy holder reserves. We are also required to capitalize and amortize certain costs instead of deducting those costs when they are incurred. We do not currently charge the Separate Account for any resulting income tax costs, other than a charge we may impose against the Separate Account to compensate us for the cost of a delay in the deductibility of deferred acquisition costs (the “DAC tax” adjustment) pursuant to section 848 of the Internal Revenue Code. We also claim certain tax credits or deductions relating to foreign taxes paid and dividends received by the series funds. These benefits can be material. We do not pass these benefits through to the Separate Account, principally because: (i) the deductions and credits are allowed to us and not the policy owners under applicable tax law; and (ii) the deductions and credits do not represent investment return on the Separate Account assets that is passed through to policy owners.

The policies permit us to deduct a charge for any taxes we incur that are attributable to the operation or existence of the policies or the Separate Account. Currently, we do not anticipate making any specific charge for such taxes other than any DAC tax charge and premium taxes where applicable. If the level of the current taxes increases, however, or is expected to increase in the future, we reserve the right to make a charge in the future.

Death benefit proceeds and other policy distributions

Generally, death benefits paid under policies such as yours are not subject to income tax unless policy ownership has been transferred in exchange for payment. Earnings on your policy value are ordinarily not subject to income tax as long as we don’t pay them out to you. If we do pay out any amount of your policy value upon surrender or partial withdrawal, all or part of that distribution would generally be treated as a return of the premiums you’ve paid and not subjected to income tax. Any portion not treated as a return of your premiums would be includible in your income.

Please note that certain distributions associated with a reduction in death benefit or other policy benefits within the first fifteen years after issuance of the policy are ordinarily taxable in whole or in part. Amounts you borrow are generally not taxable to you.

However, some of the tax rules change if your policy becomes a modified endowment contract. This can happen if you’ve paid premiums in excess of limits prescribed by the tax laws. In that case, additional taxes and penalties may be payable for policy distributions of any kind, including loans. (See “7-pay premium limit and modified endowment contract status” below.)

We expect the policy to receive the same Federal income and estate tax treatment as fixed benefit life insurance policies. Section 7702 of the Internal Revenue Code defines a life insurance contract for Federal tax purposes. For a policy to be treated as a life insurance contract, it must satisfy either the cash value accumulation test or the guideline premium test. These tests limit the amount of premium that you may pay into the policy. We will monitor compliance with these standards. If we determine that a policy does not satisfy section 7702, we may take whatever steps are appropriate and reasonable to bring it into compliance with section 7702.

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If the policy complies with section 7702, the death benefit proceeds under the policy ordinarily should be excludable from the beneficiary’s gross income under section 101 of the Internal Revenue Code. (As noted above, a transfer of the policy for valuable consideration may limit the exclusion of death benefits from the beneficiary’s income.)

Increases in policy value as a result of interest or investment experience will not be subject to Federal income tax unless and until values are received through actual or deemed distributions. In general, unless the policy is a modified endowment contract, the owner will be taxed only on the amount of distributions that exceed the premiums paid under the policy. An exception to this general rule occurs in the case of a decrease in the policy’s death benefit or any other change that reduces benefits under the policy in the first fifteen years after the policy is issued and that results in a cash distribution to the policy owner. Changes that reduce benefits include partial withdrawals, death benefit option changes, and distributions required to keep the policy in compliance with section 7702. For purposes of this rule any distribution within the two years immediately before a reduction in benefits will also be treated as if it were a result of the reduction. A cash distribution that reduces policy benefits will be taxed in whole or in part (to the extent of any gain in the policy) under rules prescribed in section 7702. The taxable amount is subject to limits prescribed in section 7702(f)(7). Any taxable distribution will be ordinary income to the owner (rather than capital gain).

Distributions for tax purposes include amounts received upon surrender or partial withdrawals. You may also be deemed to have received a distribution for tax purposes if you assign all or part of your policy rights or change your policy’s ownership.

It is possible that, despite our monitoring, a policy might fail to qualify as a life insurance contract under section 7702 of the Internal Revenue Code. This could happen, for example, if we inadvertently failed to return to you any premium payments that were in excess of permitted amounts, or if any of the funds failed to meet certain investment diversification or other requirements of the Internal Revenue Code. If this were to occur, you would be subject to income tax on the income credited to the policy from the date of issue to the date of the disqualification and for subsequent periods.

Tax consequences of ownership or receipt of policy proceeds under Federal, state and local estate, inheritance, gift and other tax laws will depend on the circumstances of each owner or beneficiary. If the person insured by the policy is also its owner, either directly or indirectly through an entity such as a revocable trust, the death benefit will be includible in his or her estate for purposes of the Federal estate tax. If the owner is not the person insured, the value of the policy will be includible in the owner’s estate upon his or her death. Even if ownership has been transferred, the death proceeds or the policy value may be includible in the former owner’s estate if the transfer occurred less than three years before the former owner’s death or if the former owner retained certain kinds of control over the policy. You should consult your tax adviser regarding these possible tax consequences.

Because there may be unfavorable tax consequences (including recognition of taxable income and the loss of income tax-free treatment for any death benefit payable to the beneficiary), you should consult a qualified tax adviser prior to changing the policy’s ownership or making any assignment of ownership interests.

Policy loans

We expect that, except as noted below (see “7-pay premium limit and modified endowment contract status”), loans received under the policy will be treated as indebtedness of an owner and that no part of any loan will constitute income to the owner. However, if the policy terminates for any reason other than the payment of the death benefit, an amount equal to any outstanding loan that was not previously considered income will be treated as if it had been distributed to the owner upon such termination. This could result in a considerable tax bill. Under certain circumstances involving large amounts of outstanding loans, you might find yourself having to choose between high premiums required to keep your policy from lapsing and a significant tax burden if you allow the lapse to occur.

Diversification rules and ownership of the Separate Account

Your policy will not qualify for the tax benefits of a life insurance contract unless the Separate Account follows certain rules requiring diversification of investments underlying the policy. In addition, the rules require that the policy owner not have “investor control” over the underlying assets.

In certain circumstances, the owner of a variable life insurance policy may be considered the owner, for Federal income tax purposes, of the assets of the Separate Account used to support the policy. In those circumstances, income and gains from the Separate Account assets would be includible in the policy owner’s gross income. The Internal Revenue Service (“IRS”) has stated in published rulings that a variable policy owner will be considered the owner of Separate Account assets if the

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policy owner possesses incidents of ownership in those assets, such as the ability to exercise investment control over the assets. A Treasury Decision issued in 1986 stated that guidance would be issued in the form of regulations or rulings on the “extent to which Policyholders may direct their investments to particular sub-accounts of a Separate Account without being treated as owners of the underlying assets.” As of the date of this prospectus, no comprehensive guidance on this point has been issued. In Rev. Rul. 2003-91, however, the IRS ruled that a contract holder would not be treated as the owner of assets underlying a variable life insurance or annuity contract despite the owner’s ability to allocate funds among as many as twenty subaccounts.

The ownership rights under your policy are similar to, but different in certain respects from, those described in IRS rulings in which it was determined that policyholders were not owners of Separate Account assets. Since you have greater flexibility in allocating premiums and policy values than was the case in those rulings, it is possible that you would be treated as the owner of your policy’s proportionate share of the assets of the Separate Account.

We do not know what future Treasury Department regulations or other guidance may require. We cannot guarantee that the funds will be able to operate as currently described in the series funds’ prospectuses, or that a series fund will not have to change any fund’s investment objectives or policies. We have reserved the right to modify your policy if we believe doing so will prevent you from being considered the owner of your policy’s proportionate share of the assets of the Separate Account, but we are under no obligation to do so.

7-pay premium limit and modified endowment contract status

At the time of policy issuance, we will determine whether the Planned Premium schedule will exceed the 7-pay limit discussed below. If so, our standard procedures prohibit issuance of the policy unless you sign a form acknowledging that fact.

The 7-pay limit at any time during the first seven contract years is the total of net level premiums that would have been payable at or before that time under a comparable fixed policy that would be fully “paid-up” after the payment of seven equal annual premiums. “Paid-up” means that no further premiums would be required to continue the coverage in force until maturity, based on certain prescribed assumptions. If the total premiums paid at any time during the first seven policy years exceed the 7-pay limit, the policy will be treated as a modified endowment contract, which can have adverse tax consequences.

Policies classified as modified endowment contracts are subject to the following tax rules:

• First, all withdrawals from such a policy are treated as ordinary income subject to tax up to the amount equal to the excess (if any) of the policy value immediately before the withdrawal over the investment in the policy at such time. If you own any other modified endowment contracts issued to you in the same calendar year by the same insurance company or its affiliates, their values will be combined with the value of the policy from which you take the withdrawal for purposes of determining how much of the withdrawal is taxable as ordinary income.

• Second, loans taken from or secured by such a policy and assignments or pledges of any part of its value are treated as partial withdrawals from the policy and taxed accordingly. Past-due loan interest that is added to the loan amount is treated as an additional loan.

• Third, a 10% additional penalty tax is imposed on the portion of any distribution (including distributions on surrender) from, or loan taken from or secured by, such a policy that is included in income except where the distribution or loan:

• is made on or after the date on which the policy owner attains age 59½;

• is attributable to the policy owner becoming disabled; or

• is part of a series of substantially equal periodic payments for the life (or life expectancy) of the policy owner or the joint lives (or joint life expectancies) of the policy owner and the policy owner’s beneficiary.

These exceptions to the 10% additional tax do not apply in situations where the policy is not owned by an individual.

Furthermore, any time there is a “material change” in a policy, the policy will begin a new 7-pay testing period as if it were a newly-issued policy. The material change rules for determining whether a policy is a modified endowment contract are complex. In general, however, the determination of whether a policy will be a modified endowment contract after a material change depends upon the relationship among the death benefit of the policy at the time of such change, the policy value at the time of the change, and the additional premiums paid into the policy during the seven years starting with the date on which the material change occurs.

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Moreover, under a policy insuring a single life, if there is a reduction in benefits (such as a reduction in the death benefit or the reduction or cancellation of certain rider benefits) during a 7-pay testing period, the 7-pay limit will generally be recalculated based on the reduced benefits and the policy will be re-tested, from the beginning of the 7-pay testing period using the lower limit. If the premiums paid to date at any point during the 7-pay testing period are greater than the recalculated 7-pay limit, the policy will become a modified endowment contract. If your policy is a survivorship policy, a reduction in benefits under the policy at any time will require re-testing. For such a policy the 7-pay limit will generally be recalculated based on the reduced benefits and the policy will be re-tested, using the lower limit, from the date it was issued. You should consult your tax adviser if you have questions regarding the possible impact of the 7-pay limit on your policy.

If your policy is issued as a result of an exchange subject to section 1035 of the Internal Revenue Code, it may be considered to be a modified endowment contract if the death benefit under the new policy is smaller than the death benefit under the exchanged policy, or if you reduce coverage in your new policy after it is issued. Therefore, if you desire to reduce the face amount as part of a 1035 exchange, a qualified tax adviser should be consulted for advice. A new policy issued in exchange for a modified endowment contract will also be a modified endowment contract regardless of any change in the death benefit.

Corporate and H.R. 10 retirement plans

The policy may be acquired in connection with the funding of retirement plans satisfying the qualification requirements of section 401 of the Internal Revenue Code. If so, the Internal Revenue Code provisions relating to such plans and life insurance benefits thereunder should be carefully scrutinized. We are not responsible for compliance with the terms of any such plan or with the requirements of applicable provisions of the Internal Revenue Code.

Withholding

To the extent that policy distributions to you are taxable, they are generally subject to withholding for your Federal income tax liability. However if you reside in the United States, you can generally choose not to have tax withheld from distributions. Electing to have no withholding will not reduce your tax liability and may expose you to penalties under the rules governing payment of estimated taxes.

Life insurance purchases by residents of Puerto Rico

In Rev. Rul. 2004-75, 2004-31 I.R.B. 109, the Internal Revenue Service ruled that income received by residents of Puerto Rico under a life insurance policy issued by a United States company is U.S.-source income that is subject to United States Federal income tax.

Life insurance purchases by non-resident aliens

If you are not a U.S. citizen or resident, you will generally be subject to U.S. Federal withholding tax on taxable distributions from life insurance policies at a 30% rate, unless a lower treaty rate applies. In addition, you may be subject to state and/or municipal taxes and taxes imposed by your country of citizenship or residence. You should consult with a qualified tax adviser before purchasing a policy.

Life insurance owned by citizens or residents living abroad

If you are a U.S. citizen or permanent resident living outside the United States, you are still subject to income taxation by the United States. Since many countries tax on the basis of domicile, you may also be subject to tax in the country or territory in which you are living. The tax-deferred accumulation of gain that a life insurance policy provides under United States tax law may not be available under the tax laws of the country in which you are living. If you are living outside the United States or planning to do so, you should consult with a qualified tax adviser before purchasing or retaining ownership of a policy.

Financial statements reference

The financial statements of John Hancock USA and the Separate Account can be found in the Statement of Additional Information. The financial statements of John Hancock USA should be distinguished from the financial statements of the Separate Account and should be considered only as bearing upon the ability of John Hancock USA to meet its obligations under the policies. Our general account is comprised of securities and other investments, the value of which may decline during periods of adverse market conditions.

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Registration statement filed with the SEC

This prospectus omits certain information contained in the Registration Statement which has been filed with the SEC. More details may be obtained from the SEC upon payment of the prescribed fee.

Independent registered public accounting firm

The consolidated financial statements of John Hancock Life Insurance Company (U.S.A.) at December 31, 2013 and 2012, and for each of the three years in the period ended December 31, 2013, and the financial statements of John Hancock Life Insurance Company (U.S.A.) Separate Account N at December 31, 2013, and for each of the two years in the period ended December 31, 2013, appearing in the Statement of Additional Information of the Registration Statement have been audited by Ernst &Young LLP, independent registered public accounting firm, as set forth in their reports thereon appearing elsewhere herein, and are included in reliance upon such reports given on the authority of such firm as experts in accounting and auditing.

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In addition to this prospectus, John Hancock USA has filed with the SEC a Statement of Additional Information (the “SAI”) which contains additional information about John Hancock USA and the Separate Account, including information on our history, services provided to the Separate Account, legal and regulatory matters and the audited financial statements for John Hancock USA and the Separate Account. The SAI and personalized illustrations of death benefits, policy values and surrender values are available, without charge, upon request. You may obtain the personalized illustrations from your John Hancock USA representative. The SAI may be obtained by contacting the John Hancock USA Service Office. You should also contact the John Hancock USA Service Office to request any other information about your policy or to make any inquiries about its operation.

JOHN HANCOCK USA SERVICE OFFICE
Principal Office & Express Delivery	Mail Delivery
Specialty Products & Distribution 197 Clarendon Street, C-6-10 Boston, MA 02116-5010	1 John Hancock Way, Suite 1350 Boston, MA 02217-1099
Phone:	Fax:
1-800-521-1234	1-617-572-1571

Information about the Separate Account (including the SAI) can be reviewed and copied at the SEC’s Public Reference Branch, 100 F Street, NE, Room 1580, Washington, DC, 20549. Information on the operation of the Public Reference Room may be obtained by calling the SEC at 202-551-5850. Reports and other information about the Account are available on the SEC’s Internet website at http://www.sec.gov. Copies of such information may be obtained, upon payment of a duplicating fee, by writing the Public Reference Section of the SEC at 100 F Street, NE, Washington, DC 20549-0102.

1940 Act File No. 811-5130  —  1933 Act File No. 333-152409

Statement of Additional Information dated April 30, 2014 for interests in John Hancock Life Insurance Company (U.S.A.) Separate Account N (Name of Registrant) JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.) (“John Hancock USA”) (Name of Depositor) This is a Statement of Additional Information (“SAI”). It is not the prospectus. The prospectus, dated the same date as this SAI, may be obtained from a John Hancock USA representative or by contacting the John Hancock USA Service Office by mail or telephone at the address or telephone number listed on the back page of the prospectus. TABLE OF CONTENTS
Contents of this SAI	Page No.
Description of the Depositor	2
Description of the Registrant	2
Services	2
Independent registered public accounting firm	2
Legal and Regulatory Matters	2
Principal Underwriter/Distributor	2
Additional Information About Charges	3
Reduction in Charges	4
Financial Statements of Registrant and Depositor	F-1

Description of the Depositor

Under the Federal securities laws, the entity responsible for organization of the registered separate account underlying the variable life insurance policy is known as the “Depositor.” John Hancock USA (“Depositor”) is a stock life insurance company organized under the laws of Maine on August 20, 1955 by a special act of the Maine legislature and redomesticated under the laws of Michigan. The Depositor is a licensed life insurance company in the District of Columbia and all states of the United States except New York. Until 2004, the Depositor was known as The Manufacturers Life Insurance Company (U.S.A.).

The Depositor’s ultimate parent is Manulife Financial Corporation (“MFC”), a publicly traded company based in Toronto, Canada. MFC is the holding company of The Manufacturers Life Insurance Company and its subsidiaries, collectively known as Manulife Financial.

Description of the Registrant

Under the Federal securities laws, the registered separate account underlying the variable life insurance policy is known as the “Registrant.” John Hancock Life Insurance Company (U.S.A.) Separate Account N (the “Registrant” or “Separate Account”), is a separate account established by the Depositor under Michigan law. The variable investment options shown on page 1 of the prospectus are subaccounts of the Separate Account. The Separate Account meets the definition of “separate account” under the Federal securities laws and is registered as a unit investment trust under the Investment Company Act of 1940 (“1940 Act”). Such registration does not involve supervision by the Securities and Exchange Commission (“SEC”) of the management of the Separate Account or of the Depositor.

New subaccounts may be added and made available to policy owners from time to time. Existing subaccounts may be modified or deleted at any time.

Services

Administration of policies issued by the Depositor and of registered separate accounts organized by the Depositor may be provided by other affiliates. Neither the Depositor nor the separate accounts are assessed any charges for such services.

Custodianship and depository services for the Registrant are provided by State Street Investment Services (“State Street”). State Street’s address is State Street Financial Center, One Lincoln Street, Boston, Massachusetts, 02111.

Independent registered public accounting firm

The consolidated financial statements of John Hancock Life Insurance Company (U.S.A.) at December 31, 2013 and 2012, and for each of the three years in the period ended December 31, 2013, and the financial statements of John Hancock Life Insurance Company (U.S.A.) Separate Account N at December 31, 2013, and for each of the two years in the period ended December 31, 2013, appearing in the Statement of Additional Information of the Registration Statement have been audited by Ernst &Young LLP, independent registered public accounting firm, as set forth in their reports thereon appearing elsewhere herein, and are included in reliance upon such reports given on the authority of such firm as experts in accounting and auditing.

Legal and Regulatory Matters

There are no legal proceedings to which the Depositor, the Separate Account or the principal underwriter is a party or to which the assets of the Separate Account are subject that are likely to have a material adverse effect on the Separate Account or the ability of the principal underwriter to perform its contract with the Separate Account or of the Depositor to meet its obligations under the policies.

Principal Underwriter/Distributor

John Hancock Distributors LLC (“JH Distributors”), a Delaware limited liability company affiliated with the Depositor, is the principal distributor and underwriter of the securities offered through the prospectus. JH Distributors acts as the principal distributor of a number of other life insurance and annuity products we and our affiliates offer or maintain. JH

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Distributors also acts as the principal underwriter of John Hancock Variable Insurance Trust (the “Trust”), whose securities are used to fund certain variable investment options under the policies and under other life insurance and annuity products we offer or maintain.

JH Distributors’ principal address is 601 Congress Street, Boston, MA 02210, and it also maintains offices with us at 197 Clarendon Street, Boston, MA 02116. JH Distributors is a broker-dealer registered under the Securities Act of 1934 (the “1934 Act”) and is a member of the Financial Industry Regulatory Authority (“FINRA”).

We offer the policies for sale through individuals who are licensed as insurance agents and who are registered representatives of broker-dealers that have entered into selling agreements with JH Distributors. Our affiliate Signator Investors, Inc. is one such broker-dealer.

The aggregate dollar amount of underwriting commissions paid to JH Distributors by the Depositor and its affiliates in connection with the sale of variable life products in 2013, 2012, and 2011 was $119,574,297, $156,801,522 and $158,741,294, respectively. JH Distributors did not retain any of these amounts during such periods.

The registered representative through whom your policy is sold will be compensated pursuant to the registered representative’s own arrangement with his or her broker-dealer. Compensation to broker-dealers for the promotion and sale of the policies is not paid directly by policy owners but will be recouped through the fees and charges imposed under the policy.

Additional compensation and revenue sharing arrangements may be offered to certain broker-dealer firms and other financial intermediaries. The terms of such arrangements may differ among firms we select based on various factors. In general, the arrangements involve three types of payments or any combination thereof:

• Fixed dollar payments: The amount of these payments varies widely. JH Distributors may, for example, make one or more payments in connection with a firm’s conferences, seminars or training programs, seminars for the public, advertising and sales campaigns regarding the policies, to assist a firm in connection with its systems, operations and marketing expenses, or for other activities of a selling firm or wholesaler. JH Distributors may make these payments upon the initiation of a relationship with a firm, and at any time thereafter.

• Payments based upon sales: These payments are based upon a percentage of the total amount of money received, or anticipated to be received, for sales through a firm of some or all of the insurance products that we and/or our affiliates offer. JH Distributors makes these payments on a periodic basis.

• Payments based upon “assets under management”: These payments are based upon a percentage of the policy value of some or all of our (and/or our affiliates’) insurance products that were sold through the firm. JH Distributors makes these payments on a periodic basis.

Our affiliated broker-dealer, Signator Investors, Inc., may pay its respective registered representatives additional cash incentives, such as bonus payments, expense payments, health and retirement benefits or the waiver of overhead costs or expenses in connection with the sale of the policies that they would not receive in connection with the sale of policies issued by unaffiliated companies.

Additional Information About Charges

A policy will not be issued until the underwriting process has been completed to our satisfaction. The underwriting process generally includes the obtaining of information concerning your age, medical history, occupation and other personal information. This information is then used to determine the cost of insurance charge.

3 Table Of Contents

Reduction in Charges

The policy is available for purchase by corporations and other groups or sponsoring organizations. Group or sponsored arrangements may include reduction or elimination of withdrawal charges and deductions for employees, officers, directors, agents and immediate family members of the foregoing. We reserve the right to reduce any of the policy’s charges on certain cases where it is expected that the amount or nature of such cases will result in savings of sales, underwriting, administrative, commissions or other costs. Eligibility for these reductions and the amount of reductions will be determined by a number of factors, including the number of lives to be insured, the total premiums expected to be paid, total assets under management for the policyowner, the nature of the relationship among the insured individuals, the purpose for which the policies are being purchased, expected persistency of the individual policies, and any other circumstances which we believe to be relevant to the expected reduction of its expenses. Some of these reductions may be guaranteed and others may be subject to withdrawal or modifications, on a uniform case basis. Reductions in charges will not be unfairly discriminatory to any policyowners. We may modify from time to time, on a uniform basis, both the amounts of reductions and the criteria for qualification.

333-100567

333-126668

333-152409

4

AUDITED CONSOLIDATED FINANCIAL STATEMENTS

John Hancock Life Insurance Company (U.S.A.)

For the Years Ended December 31, 2013, 2012 and 2011

With Report of Independent Auditors

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

INDEX TO AUDITED CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Auditors	F-1
Audited Consolidated Financial Statements
Consolidated Balance Sheets- As of December 31, 2013 and 2012	F-2
Consolidated Statements of Operations- For the Years Ended December 31, 2013, 2012 and 2011	F-4
Consolidated Statements of Comprehensive Income (Loss)- For the Years Ended December 31, 2013, 2012 and 2011	F-5
Consolidated Statements of Changes in Shareholder’s Equity- For the Years Ended December 31, 2013, 2012 and 2011	F-6
Consolidated Statements of Cash Flows- For the Years Ended December 31, 2013, 2012 and 2011	F-8
Notes to Consolidated Financial Statements	F-10

Report of Independent Auditors

The Board of Directors

John Hancock Life Insurance Company (U.S.A.)

We have audited the accompanying consolidated financial statements of John Hancock Life Insurance Company (U.S.A.), which comprise the consolidated balance sheets as of December 31, 2013 and 2012, and the related consolidated statements of operations, comprehensive income (loss), changes in shareholder’s equity and cash flows for each of the three years in the period ended December 31, 2013, and the related notes to the consolidated financial statements.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements in conformity with U.S. generally accepted accounting principles; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free of material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the 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 involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of John Hancock Life Insurance Company (U.S.A.) at December 31, 2013 and 2012, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2013, in conformity with U.S. generally accepted accounting principles.

/s/ Ernst & Young LLP

Boston, Massachusetts

March 27, 2014

F-1

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

CONSOLIDATED BALANCE SHEETS

	December 31,
	2013		2012
	(in millions)
Assets
Investments
Fixed maturities:
Available-for-sale—at fair value (amortized cost: 2013—$55,988; 2012—$58,066)	$	57,998	$	64,996
Held-for-trading—at fair value (cost: 2013—$1,217; 2012—$1,351)		1,216		1,441
Equity securities:
Available-for-sale—at fair value (cost: 2013—$131; 2012—$294)		191		386
Held-for-trading—at fair value (cost: 2013—$271; 2012—$243)		284		252
Mortgage loans on real estate		13,412		13,192
Investment real estate, agriculture, and timber		6,146		5,316
Policy loans		5,405		5,264
Short-term investments		2,892		2,145
Other invested assets		5,488		4,855
Total Investments		93,032		97,847
Cash and cash equivalents		2,541		3,446
Accrued investment income		988		1,039
Goodwill		957		953
Value of business acquired		1,183		1,196
Deferred policy acquisition costs and deferred sales inducements		7,777		5,913
Amounts due from and held for affiliates		4,333		3,805
Other intangible assets		1,234		1,250
Reinsurance recoverable		13,265		12,812
Derivative assets		7,720		11,853
Current income tax receivable		517		135
Amounts on deposit with reinsurers		6,249		6,763
Other assets		2,475		2,736
Separate account assets		154,258		140,626
Total Assets	$	296,529	$	290,374

The accompanying notes are an integral part of these consolidated financial statements.

F-2

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

CONSOLIDATED BALANCE SHEETS – (CONTINUED)

	December 31,
	2013		2012
	(in millions)
Liabilities and Shareholder’s Equity
Liabilities
Future policy benefits	$	83,294	$	83,330
Policyholders’ funds		14,894		15,723
Unearned revenue		1,652		1,466
Unpaid claims and claim expense reserves		867		1,269
Policyholder dividends payable		490		497
Amounts due to affiliates		2,984		2,490
Short-term debt		49		14
Long-term debt		472		520
Consumer notes		666		716
Current income tax payable		29		-
Deferred income tax liability		2,958		4,218
Coinsurance funds withheld		5,896		6,275
Payables for collateral on derivatives		790		2,126
Derivative liabilities		8,124		8,439
Other liabilities		2,751		4,005
Separate account liabilities		154,258		140,626
Total Liabilities		280,174		271,714
Shareholder’s Equity
Preferred stock ($1.00 par value; 50,000,000 shares authorized; 100,000 shares issued and outstanding at December 31, 2013 and 2012)		-		-
Common stock ($1.00 par value; 50,000,000 shares authorized; 4,728,939 shares issued and outstanding at December 31, 2013 and 2012)		5		5
Additional paid-in capital		12,792		12,790
Retained earnings		1,444		247
Accumulated other comprehensive income		1,935		5,405
Total Company Shareholder’s Equity		16,176		18,447
Noncontrolling interests		179		213
Total Shareholder’s Equity		16,355		18,660
Total Liabilities and Shareholder’s Equity	$	296,529	$	290,374

The accompanying notes are an integral part of these consolidated financial statements.

F-3

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

CONSOLIDATED STATEMENTS OF OPERATIONS

	Years ended December 31,
	2013			2012			2011
	(in millions)
Revenues
Premiums	$	2,297		$	2,799		$	2,996
Fee income		4,836			4,724			5,717
Net investment income		5,042			4,559			4,989
Net realized investment and other gains (losses):
Total other-than-temporary impairment losses		(87	)		(125	)		(93	)
Portion of loss recognized in other comprehensive income		6			26			21
Net impairment losses recognized in earnings		(81	)		(99	)		(72	)
Other net realized investment and other gains (losses)		(4,197	)		(2,069	)		3,207
Total net realized investment and other gains (losses)		(4,278	)		(2,168	)		3,135
Other revenue		263			143			124
Total revenues		8,160			10,057			16,961
Benefits and expenses
Benefits to policyholders		5,254			6,401			7,639
Policyholder dividends		620			663			811
Amortization of deferred policy acquisition costs, deferred sales inducements, and value of business acquired		(298	)		1,385			2,841
Goodwill impairment		-			-			500
Other operating costs and expenses		258			2,374			6,313
Total benefits and expenses		5,834			10,823			18,104
Income (loss) before income taxes		2,326			(766	)		(1,143	)
Income tax expense (benefit)		821			(633	)		(332	)
Net income (loss)		1,505			(133	)		(811	)
Less: net income (loss) attributable to noncontrolling interests		8			26			44
Net income (loss) attributable to the Company	$	1,497		$	(159	)	$	(855	)

The accompanying notes are an integral part of these consolidated financial statements.

F-4

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

	Years ended December 31,
	2013			2012			2011
	(in millions)
Net income (loss)	$	1,505		$	(133	)	$	(811	)
Other comprehensive income (loss), net of tax
Change in unrealized investment gains (losses):
Unrealized investment gains (losses) arising during the period		(2,068	)		1,544			1,937
Reclassification adjustment for (gains) losses realized in net income		(123	)		(686	)		(692	)
Change in foreign currency translation adjustment		(11	)		(50	)		13
Change in unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Unrealized gains (losses) on the effective portion of the change in fair value of cash flow hedges		(944	)		648			1,777
Reclassification of net cash flow hedge (gains) losses to net income		(324	)		(209	)		(59	)
Total other comprehensive income (loss), net of tax		(3,470	)		1,247			2,976
Total comprehensive income (loss)	$	(1,965	)	$	1,114		$	2,165
Income taxes included in other comprehensive income (loss)
Change in unrealized investment gains (losses):
Income tax expense (benefit) from unrealized investment gains arising during the period		(1,113	)		831			1,044
Income tax (expense) benefit related to reclassification adjustment for gains realized in net income (loss)		(66	)		(369	)		(373	)
Change in unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Income tax expense (benefit) from unrealized gains on the effective portion of the change in fair value cash flow hedges		(509	)		349			957
Income tax (expense) benefit related to reclassification of net cash flow hedge gains to net income (loss)		(175	)		(113	)		(32	)
Total income tax expense (benefit) in other comprehensive income (loss)	$	(1,863	)	$	698		$	1,596

The accompanying notes are an integral part of these consolidated financial statements.

F-5

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER’S EQUITY

	Preferred and Common Stock		Additional Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)		Total Shareholder’s Equity attributable to the Company			Noncontrolling Interests			Total Shareholders’s Equity			Outstanding Shares
	(in millions, except for shares outstanding)																		(in thousands)
Balance at January 1, 2011	$	5	$	12,776	$	1,261		$	1,182	$	15,224		$	245		$	15,469			4,829
Net income (loss)		-		-		(855	)				(855	)		44			(811	)
Other comprehensive income (loss), net of tax		-		-		-			2,976		2,976			-			2,976
Share -based payments		-		13		-			-		13			-			13
Contributions from noncontrolling interests		-		-		-			-		-			64			64
Distributions to non-controlling interests		-		-		-			-		-			(94	)		(94	)
Balance at December 31, 2011	$	5	$	12,789	$	406		$	4,158	$	17,358		$	259		$	17,617			4,829

The accompanying notes are an integral part of these consolidated financial statements.

F-6

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER’S EQUITY – (CONTINUED)

	Preferred and Common Stock		Additional Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Total Shareholder’s Equity attributable to the Company			Noncontrolling Interests			Total Shareholders’s Equity			Outstanding Shares
	(in millions, except for outstanding shares)																				(in thousands)
Balance at January 1, 2012	$	5	$	12,789		$	406		$	4,158		$	17,358		$	259		$	17,617			4,829
Net income (loss)							(159	)					(159	)		26			(133	)
Other comprehensive income (loss), net of tax										1,247			1,247						1,247
Share-based payments				3									3						3
Acquisition on noncontrolling interests				(2	)								(2	)					(2	)
Contributions from noncontrolling interests													-			42			42
Distributions to non-controlling interests													-			(114	)		(114	)
Balance at December 31, 2012	$	5	$	12,790		$	247		$	5,405		$	18,447		$	213		$	18,660			4,829
Net income (loss)							1,497						1,497			8			1,505
Other comprehensive income (loss), net of tax										(3,470	)		(3,470	)					(3,470	)
Share-based payments				2									2						2
Contributions from noncontrolling interests																36			36
Distributions to non-controlling interests																(78	)		(78	)
Dividend paid to Parent							(300	)					(300	)					(300	)
Balance at December 31, 2013	$	5	$	12,792		$	1,444		$	1,935		$	16,176		$	179		$	16,355			4,829

The accompanying notes are an integral part of these consolidated financial statements.

F-7

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

CONSOLIDATED STATEMENTS OF CASH FLOWS

	Years ended December 31,
	2013			2012			2011
	(in millions)
Cash flows from operating activities:
Net income (loss)	$	1,505		$	(133	)	$	(811	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Amortization of premiums and accretion of discounts associated with investments, net		(6	)		(5	)		27
Net realized investments and other (gains) losses		4,278			2,168			(3,135	)
Change in expected internal rate of return on leveraged leases		(75	)		247			-
Amortization of deferred policy acquisition costs, deferred sales inducements, and value of business acquired		(298	)		1,385			2,841
Capitalization of deferred policy acquisition costs and deferred sales inducements		(655	)		(719	)		(766	)
Goodwill impairment		-			-			500
Depreciation and amortization		169			152			140
Net cash flows from trading securities		107			32			265
(Increase) decrease in accrued investment income		51			27			(91	)
(Increase) decrease in other assets and other liabilities, net		(3,378	)		(752	)		522
Increase (decrease) in policyholder liabilities and accruals, net		(3,193	)		(1,279	)		3,980
Interest credited to policyholder liabilities		1,046			1,180			1,156
Increase (decrease) in deferred income taxes		606			(378	)		(100	)
Net cash provided by (used in) operating activities		157			1,925			4,528
Cash flows from investing activities:
Sales of:
Fixed maturities		22,956			21,625			27,779
Equity securities		466			232			114
Mortgage loans on real estate		998			1,347			1,367
Investment real estate, agriculture, and timber		75			42			43
Other invested assets		234			533			131
Maturities, prepayments, and scheduled redemptions of:
Fixed maturities		1,661			1,369			2,316
Mortgage loans on real estate		353			338			367
Other invested assets		318			238			267
Purchases of:
Fixed maturities		(22,930	)		(22,647	)		(31,201	)
Equity securities		(182	)		(139	)		(96	)
Investment real estate, agriculture, and timber		(1,015	)		(1,134	)		(814	)
Other invested assets		(1,024	)		(1,082	)		(943	)
Mortgage loans on real estate issued		(1,654	)		(1,821	)		(2,443	)
Net (purchases) redemptions of short-term investments		(747	)		(544	)		(150	)
Net (additions) disposals of property, plant and equipment		(49	)		-			-
Purchase of business, net of cash acquired		(7	)		-			-
Other, net		(283	)		(27	)		111
Net cash provided by (used in) investing activities		(830	)		(1,670	)		(3,152	)

The accompanying notes are an integral part of these consolidated financial statements.

F-8

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

CONSOLIDATED STATEMENTS OF CASH FLOWS – (CONTINUED)

	Years ended December 31,
	2013			2012			2011
	(in millions)
Cash flows from financing activities:
Dividends paid to Parent		(300	)		-			-
Increase (decrease) in amounts due to affiliates		131			(37	)		63
Increase (decrease) in repurchase agreements		(437	)		-			-
Universal life and investment-type contract deposits		3,265			3,090			3,573
Universal life and investment-type contract maturities and withdrawals		(2,876	)		(3,083	)		(4,168	)
Net transfers from (to) separate accounts related to universal life and investment-type contracts		348			512			156
Repayments of consumer notes, net		(50	)		(103	)		(147	)
Issuance of short-term debt		2			2			6
Repayments of short-term debt		-			-			(2	)
Issuance of long-term debt		-			1			1
Repayments of long-term debt		(12	)		(106	)		(213	)
Contributions from noncontrolling interests		36			42			64
Distributions to noncontrolling interests		(78	)		(114	)		(94	)
Unearned revenue on financial reinsurance		(260	)		(254	)		(82	)
Net reinsurance recoverable		(1	)		1			(1	)
Net cash provided by (used in) financing activities		(232	)		(49	)		(844	)
Net increase (decrease) in cash and cash equivalents		(905	)		206			532
Cash and cash equivalents at beginning of year		3,446			3,240			2,708
Cash and cash equivalents at end of year	$	2,541		$	3,446		$	3,240
Non-cash financing activities during the year:
Transfer of assets for fixed deferred annuity reinsurance transactions	$	-		$	(6,768	)	$	-

The accompanying notes are an integral part of these consolidated financial statements.

F-9

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 — Summary of Significant Accounting Policies

Business. John Hancock Life Insurance Company (U.S.A.) (“JHUSA”) is a wholly-owned subsidiary of The Manufacturers Investment Corporation (“MIC”). MIC is a wholly-owned subsidiary of John Hancock Financial Corporation (“JHFC”), which is an indirect, wholly-owned subsidiary of The Manufacturers Life Insurance Company (“MLI”). MLI, in turn, is a wholly-owned subsidiary of Manulife Financial Corporation (“MFC”), a Canadian-based, publicly traded financial services holding company.

JHUSA conducts its business activities through its insurance, investment and other subsidiaries (collectively, “the Company”) and provides a wide range of financial protection and wealth management products and services to both individual and institutional customers located primarily in the United States. Through its insurance operations, the Company offers a variety of individual life insurance and individual and group long-term care insurance that are distributed through multiple distribution channels, including insurance agents, brokers, banks, financial planners, and direct marketing. The Company also offers mutual fund products and services which include a variety of retirement products to retirement plans. The Company distributes products through multiple distribution channels, including insurance agents and affiliated brokers, securities brokerage firms, financial planners, pension plan sponsors, pension plan consultants, and banks. In 2013, the Company discontinued sales of its structured settlements and single premium immediate annuity products. In 2012, the Company suspended new sales of its individual fixed and variable annuity products. In 2011, the Company suspended new sales of its group long-term care insurance product. The Company is licensed to sell insurance in 50 states, and the District of Columbia and U.S. territories.

The Company manages individual and group fixed and variable annuity, and individual life insurance contracts (collectively, the contracts) for both individual and institutional customers. Amounts invested in the fixed portion of the contracts are allocated to the general account of the Company. Amounts invested in the variable portion of the contracts are allocated to the separate accounts of the Company. Each of these separate accounts invests in shares of one of the various portfolios of the John Hancock Variable Insurance Trust (“JHVIT”), a no-load, open-end investment management company organized as a Massachusetts business trust, or in open-end investment management companies offered and managed by unaffiliated third parties.

Effective January 1, 2014, the John Hancock Funds Board of Trustees approved John Hancock Advisers, LLC (“JHA”) as the investment adviser to John Hancock Funds II (“JHF II”) and John Hancock Funds III (“JHF III”) replacing John Hancock Investment Management Services, LLC (“JHIMS”). JHF II funds are offered to retail investors, other affiliated John Hancock Funds and separate accounts of JHUSA and JHNY as investment options for 401(k) plans sold by Retirement Plan Services. JHF III funds are offered to retail investors and other affiliated John Hancock Funds. This change transferred approximately $86 billion of assets from JHIMS to JHA. JHIMS will continue as the investment adviser for the John Hancock Variable Insurance Trust funds.

Basis of Presentation. These financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from these estimates.

The accompanying consolidated financial statements include the accounts of the Company, including its majority-owned and controlled subsidiaries and variable interest entities (“VIEs”) in which the Company is the primary beneficiary or has control over the VIE. For further discussion regarding VIEs, see the Relationships with Variable Interest Entities Note. All significant intercompany transactions and balances have been eliminated.

Reclassifications. The Company reclassified its fixed deferred annuity liabilities balance of $8,935 million at December 31, 2012 to policyholder funds on the Consolidated Balance Sheets to conform to the current year presentation. Certain other amounts have also been reclassified to conform to the current year presentation.

Investments. The Company determines the classification of its financial assets at initial recognition. Fixed maturity and equity securities are recognized initially at fair value plus, in the case of investments not held for trading, directly attributable transaction costs. The Company classifies its fixed maturity and equity securities, other than leveraged leases, as either available-for-sale or held-for-trading and records these securities at fair value. The change in fair value related to available-for-sale securities is reflected in accumulated other comprehensive income (“AOCI”), net of policyholder related amounts

F-10

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 1 — Summary of Significant Accounting Policies - (continued)

and deferred income taxes. The change in fair value related to held-for-trading securities is reflected in net realized investment and other gains (losses).

Interest income on fixed maturity securities, other than mortgage-backed securities, is generally recognized on the accrual basis. The amortized cost of fixed maturity securities is adjusted for other-than-temporary impairments, amortization of premiums, and accretion of discounts to maturity. Amortization of premiums and accretion of discounts is on an effective yield basis and is included in net investment income. The Company recognizes an impairment loss only when management does not expect to recover the amortized cost of the fixed maturity security.

The Company classifies its leveraged leases as fixed maturity securities and calculates their carrying value by accruing income at their expected internal rate of return.

For mortgage-backed securities, the Company recognizes income using a constant effective yield based on anticipated prepayments and the estimated economic life of the securities. When actual prepayments differ significantly from anticipated prepayments, the effective yield is recalculated to reflect actual payments to date plus anticipated future payments, and any resulting adjustment is included in net investment income.

Equity securities primarily include common stock. Dividends are recorded as income on the ex-dividend date. The Company recognizes an impairment loss only when management does not expect to recover the cost of the equity security. In determining whether an equity security is impaired, the Company considers its intent and ability to hold a particular equity security for a period of time sufficient to allow for the recovery of its value. Equity securities that do not have readily determinable fair values are included in other invested assets.

Mortgage loans on real estate are carried at unpaid principal balances and are adjusted for amortization of premiums or accretion of discounts, less an allowance for probable losses. Premiums or discounts are amortized over the life of the mortgage loan contract in a manner that results in a constant effective yield. Interest income and amortization amounts and other costs that are recognized as an adjustment of yield are included as components of net investment income. When contractual payments of mortgage investments are more than 90 days in arrears or when loans are considered impaired, interest is no longer accrued. Mortgage loans on real estate are evaluated periodically as part of the Company’s loan review procedures and are considered impaired when it is probable that the Company will be unable to collect all amounts of principal and interest due according to the contractual terms of the mortgage loan agreement. The valuation allowance established as a result of impairment is based on the present value of the expected future cash flows, discounted at the loan’s original effective interest rate, or is based on the collateral value of the loan if the loan is collateral dependent. The Company estimates this level to be adequate to absorb estimated probable credit losses that exist at the balance sheet date. Any change to the valuation allowance for mortgage loans on real estate is reported as a component of net realized investment and other gains (losses). Interest received on impaired mortgage loans on real estate is applied to reduce the outstanding investment balance. Interest received on other mortgage loans that are in non-accrual status is recorded as interest income on a cash basis. If foreclosure becomes probable, the measurement method used is based on the collateral’s fair value. Foreclosed real estate is recorded at the collateral’s fair value at the date of foreclosure, which establishes a new cost basis.

Investment real estate, agriculture, and timber, which the Company has the intent to hold for the production of income, is carried at depreciated cost, using the straight-line method of depreciation, less adjustments for impairments in value. In those cases where it is determined that the carrying amount of investment real estate, agriculture, and timber is not recoverable, an impairment loss is recognized based on the difference between the depreciated cost and fair value of the asset. The Company reports impairment losses as part of net realized investment and other gains (losses).

Policy loans are carried at unpaid principal balances.

Short-term investments, which include investments with remaining maturities of one year or less, but greater than three months, at the time of purchase, are reported at fair value.

Other invested assets primarily represent investments in which the Company does not have a controlling financial interest, but has significant influence, and are recorded using the equity method of accounting. The Company records its share of earnings using the most recent financial information available, which is generally on a three month lag. Depending on the timing of receipt of the audited financial statements of these other invested assets, the investee level financial data may be up to one year in arrears.

F-11

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 1 — Summary of Significant Accounting Policies - (continued)

Net realized investment and other gains (losses), other than those related to separate accounts for which the Company does not bear the investment risk, are determined on a specific identification method and are reported net of amounts credited to participating contract holder accounts.

Derivative Financial Instruments. The Company uses derivative financial instruments (“derivatives”) to manage exposures to interest rate, foreign currency, credit, equity price movements, and other market risks arising from on-balance sheet financial instruments, certain insurance contract liabilities, and selected anticipated transactions. Derivatives are recorded at fair value. Derivatives with unrealized gains are reported as derivative assets and derivatives with unrealized losses are reported as derivative liabilities. Derivatives embedded in other instruments (“host instruments”), such as investment securities, reinsurance contracts, and certain benefit guarantees, are separately recorded as derivatives when their economic characteristics and risks are not closely related to those of the host instrument, the terms of the embedded derivative are the same as those of a stand-alone derivative, and the host instrument is not held-for-trading or carried at fair value.

A determination is made for each relationship as to whether hedge accounting can be applied. Where hedge accounting is not applied, changes in fair value of derivatives are recorded in net realized investment and other gains (losses).

Where the Company has elected to use hedge accounting, a hedge relationship is designated and documented at inception. Hedge effectiveness is evaluated at inception and throughout the term of the hedge, and hedge accounting is only applied when the Company expects that each hedging instrument will be highly effective in achieving offsetting changes in fair value or changes in cash flows attributable to the risk being hedged. Hedge effectiveness is assessed quarterly using a variety of consistently applied techniques, including regression analysis and cumulative dollar offset. When it is determined that the hedging relationship is no longer effective or the hedged item has been sold or terminated, the Company discontinues hedge accounting prospectively. In such cases, if the derivative hedging instruments are not sold or terminated, any subsequent changes in fair value of the derivative are recognized in net realized investment and other gains (losses).

For derivatives that are designated as hedging instruments, changes in fair value are recognized according to the nature of the risks being hedged, as discussed below.

Fair Value Hedges. In a fair value hedging relationship, changes in the fair value of the hedging derivatives are recorded in net realized investment and other gains (losses), along with changes in fair value attributable to the hedged risk. The carrying value of the hedged item is adjusted for changes in fair value attributable to the hedged risk. To the extent the changes in the fair value of derivatives do not offset the changes in the fair value of the hedged item attributable to the hedged risk in net realized investment and other gains (losses), any ineffectiveness will remain in net realized investment and other gains (losses). When hedge accounting is discontinued, the carrying value of the hedged item is no longer adjusted and the cumulative fair value adjustments are amortized to net investment income over the remaining term of the hedged item unless the hedged item is sold, at which time the balance is recognized immediately in net investment income.

Cash Flow Hedges. In a cash flow hedge relationship, the effective portion of the changes in the fair value of the hedging instrument is recorded in AOCI, while the ineffective portion is recognized in net realized investment and other gains (losses). Unrealized gains and losses recorded in AOCI are recognized in income during the same periods as the variability in the cash flows hedged or the hedged forecasted transactions are recognized.

Unrealized gains and losses on cash flow hedges recorded in AOCI are reclassified immediately to income when the hedged item is sold or the forecasted transaction is no longer expected to occur. When a hedge is discontinued, but the hedged forecasted transaction remains highly probable to occur, the amounts in AOCI are reclassified to net realized investment and other gains (losses) in the periods during which variability in the cash flows hedged or the hedged forecasted transaction is recognized in income.

Cash and Cash Equivalents. Cash and cash equivalents include cash and all highly liquid debt investments with a remaining maturity of three months or less when purchased.

Goodwill, Value of Business Acquired, and Other Intangible Assets. Goodwill represents primarily the excess of the cost over the fair value of identifiable net assets acquired by MFC, on April 28, 2004. The allocation of purchase consideration resulted in the recognition of goodwill, value of business acquired (“VOBA”), and other intangible assets.

F-12

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 1 — Summary of Significant Accounting Policies - (continued)

VOBA is the present value of estimated future profits of insurance policies in-force related to businesses acquired by MFC. The Company amortizes VOBA using the same methodology and assumptions used to amortize deferred policy acquisition costs (“DAC”) and tests for recoverability at least annually.

Other intangible assets include brand name, investment management contracts (fair value of the investment management relationships between the Company and the mutual funds managed by the Company), distribution networks, and other investment management contracts (institutional investment management contracts managed by the Company’s investment management subsidiaries). Brand name and investment management contracts are not subject to amortization. Distribution networks and other investment management contracts are amortized over their respective estimated lives in other operating costs and expenses.

The Company tests goodwill and intangible assets not subject to amortization for impairment at least annually, or more frequently if circumstances indicate impairment may have occurred. Amortizing intangible assets are reviewed for impairment only upon the occurrence of certain triggering events. An impairment is recorded whenever a reporting unit’s goodwill or intangible asset’s fair value is deemed to be less than its carrying value. A reporting unit is defined as an operating segment or one level below an operating segment. For discussions regarding goodwill impairments recorded during the years ended December 31, 2013, 2012 and 2011, see the Goodwill, Value of Business Acquired, and Other Intangible Assets Note.

Deferred Policy Acquisition Costs, Deferred Sales Inducements, and Unearned Revenue. DAC are costs that are directly related to the successful acquisition or renewal of insurance contracts. Such costs include: (1) incremental direct costs of contract acquisition, such as commissions; (2) the portion of an employee’s total compensation and benefits directly related to underwriting, policy issuance and processing, medical inspection, and contract selling of new and renewal insurance contracts with respect to actual policies acquired or renewed; (3) other costs directly related to acquisition or renewal activities that would not have been incurred had a policy not been acquired or renewed; and (4) in limited circumstances, the costs of direct response advertising whose primary purpose is to elicit sales to customers who could be shown to have responded specifically to the advertising and that results in contract acquisition. All other acquisition-related costs, including those related to general advertising and solicitation, market research, agent training, product development, unsuccessful sales and underwriting efforts, as well as all indirect costs, are expensed as incurred. Similarly, any amounts assessed as initiation fees or front-end loads are recorded as unearned revenue. The Company tests the recoverability of DAC at least annually.

DAC related to participating traditional life insurance is amortized over the life of the policies at a constant rate based on the present value of the estimated gross margin amounts expected to be realized over the lives of the policies. Estimated gross margin amounts include anticipated premiums and investment results less claims and administrative expenses, changes in the net level premium reserve, and expected annual policyholder dividends. For annuity, universal life insurance, and investment-type products, DAC and unearned revenue are amortized generally in proportion to the change in present value of estimated gross profits arising principally from surrender charges, investment results, including realized investment and other gains (losses), and mortality and expense margins. In situations where using gross profits is not the best basis for amortizing DAC, the Company amortizes DAC and unearned revenue based on the amount of insurance in force. DAC amortization includes retrospective adjustments when estimates are revised. For annuity, universal life insurance, and investment-type products, the DAC asset is adjusted for the impact of unrealized gains (losses) on available for sale investments as if these gains (losses) had been realized, with corresponding credits or charges included in AOCI.

DAC and unearned revenue related to non-participating traditional life insurance and DAC related to long-term care insurance are amortized over the premium-paying period of the related policies using assumptions consistent with those used in computing future policy benefits.

The Company offers sales inducements, including enhanced crediting rates or bonus payments, to contract holders on certain of its individual life insurance and individual and group annuity products. The Company’s deferred sales inducements (“DSI”) are amortized over the life of the underlying contracts using the same methodology and assumptions used to amortize DAC.

Reinsurance. Assets and liabilities related to reinsurance ceded contracts are reported on a gross basis. The accompanying Consolidated Statements of Operations reflect premiums, benefits, and settlement expenses net of reinsurance ceded. Reinsurance premiums, commissions, expense reimbursements, benefits, and reserves related to reinsured business are

F-13

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 1 — Summary of Significant Accounting Policies - (continued)

accounted for on a basis consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts.

The Company utilizes reinsurance agreements to provide for greater diversification of business, allowing management to control exposure to potential losses arising from large risks, and provide additional capacity for growth. Reinsurance ceded contracts do not relieve the Company from its obligations to policyholders. The Company remains liable to its contract holders to the extent that counterparties to reinsurance ceded contracts do not meet their contractual obligations. Failure of the reinsurers to honor their obligations could result in losses to the Company; consequently, estimates are established for amounts deemed or estimated to be uncollectible. To minimize its exposure to significant losses from reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers and monitors concentration of credit risk arising from similar characteristics among the reinsurers.

When a reinsurance agreement does not subject the reinsurer to the reasonable possibility of significant loss, the Company accounts for the agreement as financial reinsurance and uses deposit-type accounting treatment with only the reinsurance risk fee being reported in other operating costs and expenses.

Separate Account Assets and Liabilities. Separate account assets and liabilities reported on the Company’s Consolidated Balance Sheets represent funds that are administered and invested by the Company to meet specific investment objectives of contract holders. Net investment income and net realized investment and other gains (losses) generally accrue directly to such contract holders who bear the investment risk, subject, in some cases, to principal guarantees and minimum guaranteed rates of income. The assets of each separate account are legally segregated and are not subject to claims that arise out of any other business of the Company. Separate account assets are reported at fair value, and separate account liabilities are set equal to the fair value of the separate account assets. Deposits, surrenders, net investment income, net realized investment and other gains (losses), and the related liability changes of separate accounts are offset within the same line item in the Consolidated Statements of Operations. Fees charged to contract holders, principally mortality, policy administration, investment management, and surrender charges, are included in the revenues of the Company. For the years ended December 31, 2013, 2012 and 2011 there were no gains or losses on transfers of assets from the general account to the separate account.

Future Policy Benefits and Policyholders’ Funds. Future policy benefits for participating traditional life insurance policies are based on the net level premium method. The net level premium reserve is calculated using the guaranteed mortality and dividend fund interest rates. The liability for annual dividends represents the accrual of annual dividends earned. Settlement dividends are accrued in proportion to gross margins over the life of the policies. Participating business represented 32% and 33% of the Company’s traditional life net insurance in-force at December 31, 2013 and 2012, respectively, and 77%, 78%, and 76% of the Company’s traditional life net insurance premiums for the years ended December 31, 2013, 2012 and 2011, respectively.

Future policy benefits for long-term care insurance policies are based on the net level premium method. Assumptions established at policy issue as to mortality, morbidity, persistency, and interest and expenses, which include a margin for adverse deviation, are based on estimates developed by management.

For non-participating traditional life insurance policies, future policy benefits are estimated using a net level premium method based upon actuarial assumptions as to mortality, persistency, interest, and expenses established at the policy issue or acquisition date. Assumptions established at policy issue as to mortality and persistency are based on the Company’s experience, which, together with interest and expense assumptions, include a margin for adverse deviation.

For universal life insurance products, the basic policy reserve is account value. An additional liability is established for product features which result in a pattern of profits followed by losses. The benefits covered by this liability include benefits paid under no-lapse guarantee features as well as certain other death benefits. The additional liability is calculated by multiplying the benefit ratio by the assessments recorded from contract inception accumulated with interest and subtracting the excess benefits paid from contract inception accumulated with interest. If experience or assumption changes result in a new benefit ratio, the reserves are adjusted to reflect the changes in a manner similar to the retrospective adjustment of DAC, VOBA, and unearned revenue. The assumptions used in estimating the additional liability are consistent with those used for amortizing DAC. The no-lapse guarantee benefits used in calculating the liability are based on the average benefits payable over a range of scenarios.

F-14

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 1 — Summary of Significant Accounting Policies - (continued)

Policyholders’ funds are generally equal to the total of the policyholder account values before surrender charges, additional reserves established to adjust for lower market interest rates as of the acquisition date, and additional reserves established on certain guarantees offered in certain investment-type products. Fixed annuity liabilities during the accumulation period are based on the accumulated contract holders’ fund balances and after annuitization are equal to the present value of expected future payments. Policyholder account values include deposits plus credited interest or change in investment value less expense and mortality fees, as applicable, and withdrawals. Policy benefits are charged to expense and include benefit claims incurred in the period in excess of related policy account balances and interest credited to policyholders’ account balances.

Funding agreements are purchased from the Company by special purpose entities (“SPEs”), which in turn issue medium-term notes to global investors that are non-recourse to the Company. The SPEs are not consolidated in the Company’s consolidated financial statements. The Company is not currently issuing new funding agreements.

Liabilities for unpaid claims and claim expense reserves include estimates of payments to be made on reported individual and group life, long-term care, and group accident and health insurance claims and estimates of incurred but not reported claims based on historical claim development patterns.

Estimates of future policy benefit reserves, claim reserves, and expenses are reviewed on a regular basis and adjusted as necessary. Any changes in estimates are reflected in current earnings.

Policyholder Dividends. Policyholder dividends for the closed blocks are approved annually by JHUSA’s Board of Directors. The aggregate amount of policyholder dividends is calculated based upon actual interest, mortality, morbidity, persistency, and expense experience for the year as appropriate, as well as management’s judgment as to the proper level of statutory surplus to be retained by JHUSA. For policies included in the JHUSA closed block, expense experience is included in determining policyholder dividends. Expense experience is not included for policies included in the John Hancock Life Insurance Company (“JHLICO”) closed block. JHLICO was a predecessor company that was merged into JHUSA on December 31, 2009. For additional information on the closed blocks, see the Closed Blocks Note.

Revenue Recognition. Premiums from participating and non-participating traditional life insurance, annuity policies with life contingencies, and reinsurance contracts are recognized as revenue when due. When premiums are due over a significantly shorter period than the period over which benefits are provided, any excess profit is deferred and recognized into income in a constant relationship to insurance in-force or, for annuities, the amount of expected future benefit payments.

Premiums from long-term care insurance contracts are recognized as revenue when due.

Deposits related to universal life and investment-type products are credited to policyholders’ account balances. Revenues from these contracts, as well as annuity contracts, consist of amounts assessed against policyholders’ account balances for mortality, policy administration, and surrender charges and are recorded in fee income in the period in which the services are provided.

Fee income also includes advisory fees, broker-dealer commissions and fees, and administration service fees. Such fees and commissions are recognized in the period in which the services are performed. Commissions related to security transactions and related expenses are recognized as income on the trade date. Contingent deferred selling charge commissions are recognized as income when received. Selling commissions paid to the selling broker-dealer for sales of mutual funds that do not have a front-end sales charge are deferred and amortized on a straight-line basis over periods ranging from one to six years. This is the approximate period of time expected to be benefited and during which fees earned pursuant to Rule 12b-1 distribution plans are received from the funds and contingent deferred sales charges are received from shareholders of the funds.

Income Taxes. The provision for federal income taxes includes amounts currently payable or recoverable and deferred income taxes, computed under the liability method, resulting from temporary differences between the tax and financial statement bases of assets and liabilities. A valuation allowance is established for deferred tax assets when it is more likely than not that an amount will not be realized. Foreign subsidiaries and U.S. subsidiaries operating outside of the United States are taxed under applicable foreign statutory rates. In accordance with the income tax sharing agreements in effect for the applicable tax years, the income tax expense (benefit) is computed as if each entity filed separate federal income tax returns with tax benefits provided for operating losses and tax credits when utilized and settled by the consolidated group.

F-15

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 1 — Summary of Significant Accounting Policies - (continued)

Intercompany settlements of income taxes are made through an increase or reduction in amounts due to or from affiliates. Such settlements occur on a periodic basis in accordance with the tax sharing agreements.

Foreign Currency. Assets and liabilities of foreign operations are translated into U.S. dollars using current exchange rates as of the balance sheet date. Revenues and expenses are translated using the average exchange rates during the year. The resulting net translation adjustments for each year are included in AOCI. Gains or losses on foreign currency transactions are reflected in earnings.

Adoption of Recent Accounting Pronouncements

Offsetting Assets and Liabilities

In December 2011 and January 2013, the Financial Accounting Standards Board (“FASB”) issued updated guidance regarding the disclosure of recognized derivative instruments (including bifurcated embedded derivatives), repurchase agreements and securities borrowing/lending transactions that are offset in the statement of financial position or are subject to an enforceable master netting arrangement or similar arrangement (irrespective of whether they are offset in the balance sheet). This new guidance requires an entity to disclose information, on both a gross and net basis, about instruments and transactions within the scope of the guidance. The Company adopted the revised accounting standard effective January 1, 2013 via retrospective adoption, as required. The expanded disclosures required by this guidance are included in the Investments Note. The adoption of the guidance did not impact the Company’s financial position or results of operations.

Fed Funds as Benchmark Interest Rate

In July 2013, the FASB issued new guidance regarding derivatives. The new guidance permits a company to designate the Fed Funds Effective Swap Rate (also referred to as the “Overnight Index Swap Rate” or “OIS”) as the hedged risk (or benchmark interest rate) in both cash flow and fair value hedges. The new guidance also removed the requirement that similar hedges designate the same benchmark rate. The new guidance is effective prospectively for qualifying new or redesignated hedging relationships commencing on or after July 17, 2013. The adoption of the guidance did not impact the Company’s financial position or results of operations.

Comprehensive Income

In February 2013, the FASB issued updated guidance regarding the presentation of comprehensive income. Under the guidance, the Company is required to separately present information about significant items reclassified out of accumulated other comprehensive income by component as well as changes in accumulated other comprehensive income balances by component in either the financial statements or the notes to the financial statements. The guidance does not change the items that are reported in other comprehensive income, does not change when an item of other comprehensive income must be reclassified to net income, and does not amend any existing requirements for reporting net income or other comprehensive income. The Company’s adoption was prospective and the disclosures required by this guidance are included in the Shareholder’s Equity Note.

Income Taxes

In July 2013, the FASB issued updated guidance regarding the presentation of an unrecognized tax benefit when a net operating loss carryforward, similar tax losses, or a tax credit carryforward exist. This guidance requires liabilities for uncertain tax positions to be presented in the financial statements as a reduction to deferred assets to the extent that the deferred tax assets are available to reduce resulting taxes payable within the same jurisdiction. The guidance is generally effective for 2014. The Company retrospectively early adopted this new guidance for its 2013 reporting. The adoption of this guidance did not impact the Company’s financial position or results of operations.

Indefinite-Lived Intangible Asset Impairment Testing

In July 2012, the FASB issued updated guidance regarding testing indefinite-lived intangible assets for impairment. This guidance is intended to simplify how a company tests indefinite-lived intangible assets for impairment by giving companies the option to perform a qualitative assessment before calculating the fair value of the indefinite-lived intangible asset. Under the guidance, a company is not required to calculate the fair value of an indefinite-lived intangible asset unless the entity

F-16

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 1 — Summary of Significant Accounting Policies - (continued)

determines that it is more likely than not that its fair value is less than its carrying amount. The provisions of this guidance became effective for annual and interim impairment tests performed after September 15, 2012. The adoption of this guidance did not impact the Company’s financial position or results of operations.

Future Adoption of Recent Accounting Pronouncements

Investment Companies

In June 2013, the FASB issued updated guidance clarifying the characteristics of an investment company and requiring new disclosures. The new guidance changes the way in which a company assesses whether it should be considered an investment company. Once deemed an investment company, the new guidelines require additional disclosures as well as changes to the reporting of interests in other investment companies. The provisions of the new guidance are effective for annual and interim reporting periods in fiscal years beginning after December 15, 2013. Upon adoption, the new guidance is not expected to materially impact the Company’s financial position or results of operations.

Note 2 — Investments

Fixed Maturity and Equity Securities

The Company’s investments in available-for-sale fixed maturity and equity securities are summarized below:

	December 31, 2013
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Other-Than- Temporary Impairments in AOCI
	(in millions)
Fixed maturity and equity securities
Corporate debt securities	$	37,233	$	2,730	$	(778	)	$	39,185	$	(22	)
Commercial mortgage-backed securities		791		19		(29	)		781		(6	)
Residential mortgage-backed securities		184		1		(18	)		167		(5	)
Collateralized debt obligations		61		-		(8	)		53		-
Other asset-backed securities		974		60		(9	)		1,025		-
U.S. Treasury securities and obligations of U.S. government corporations and agencies		9,168		119		(406	)		8,881		-
Obligations of states and political subdivisions		4,388		295		(53	)		4,630		-
Debt securities issued by foreign governments		1,466		128		(41	)		1,553		-
Fixed maturity securities		54,265		3,352		(1,342	)		56,275		(33	)
Other fixed maturity securities (1)		1,723		-		-			1,723		-
Total fixed maturity securities available-for-sale		55,988		3,352		(1,342	)		57,998		(33	)
Equity securities available-for-sale		131		60		-			191		-
Total fixed maturity and equity securities available-for-sale	$	56,119	$	3,412	$	(1,342	)	$	58,189	$	(33	)

F-17

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

	December 31, 2012
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Other-Than- Temporary Impairments in AOCI
		(in millions)
Fixed maturity and equity securities
Corporate debt securities	$	36,804	$	5,160	$	(271	)	$	41,693	$	(38	)
Commercial mortgage-backed securities		1,427		48		(81	)		1,394		(17	)
Residential mortgage-backed securities		301		1		(60	)		242		(20	)
Collateralized debt obligations		152		-		(46	)		106		(33	)
Other asset-backed securities		794		102		(2	)		894		(1	)
U.S. Treasury securities and obligations of U.S. government corporations and agencies		11,165		1,009		(79	)		12,095		-
Obligations of states and political subdivisions		4,482		913		(1	)		5,394		-
Debt securities issued by foreign governments		1,230		243		(6	)		1,467		-
Fixed maturity securities		56,355		7,476		(546	)		63,285		(109	)
Other fixed maturity securities (1)		1,711		-		-			1,711		-
Total fixed maturity securities available-for-sale		58,066		7,476		(546	)		64,996		(109	)
Equity securities available-for-sale		294		97		(5	)		386		-
Total fixed maturity and equity securities available-for-sale	$	58,360	$	7,573	$	(551	)	$	65,382	$	(109	)

(1) The Company classifies its leveraged leases as fixed maturity securities and calculates their carrying value by accruing income at their expected internal rate of return.

The amortized cost and fair value of available-for-sale fixed maturity securities at December 31, 2013, by contractual maturity, are shown below:

	Amortized Cost		Fair Value
	(in millions)
Fixed maturity securities
Due in one year or less	$	1,301	$	1,351
Due after one year through five years		9,903		10,380
Due after five years through ten years		8,644		8,959
Due after ten years		32,407		33,559
		52,255		54,249
Asset-backed and mortgage-backed securities		2,010		2,026
Total	$	54,265	$	56,275

Expected maturities may differ from contractual maturities because eligible borrowers may exercise their right to call or prepay obligations with or without call or prepayment penalties. Asset-backed and mortgage-backed securities are shown separately in the table above, as they are not due at a single maturity date.

F-18

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

Fixed Maturity and Equity Securities Impairment Review

The Company has a process in place to identify securities that could potentially have an impairment that is other-than-temporary. This process involves monitoring market events that could impact issuers’ credit ratings, business climate, management changes, litigation and government actions, and other similar factors. This process also involves monitoring late payments, downgrades by rating agencies, key financial ratios, financial statements, revenue forecasts, and cash flow projections as indicators of credit issues.

At the end of each quarter, the MFC Loan Review Committee reviews all fixed maturity securities where there is evidence of impairment or a significant unrealized loss at the balance sheet date. Generally, securities with market value less than 60 percent of amortized cost for six months or more indicate an impairment is present. Accordingly, securities in this category are normally deemed impaired unless there is clear evidence they should not be impaired. The analysis focuses on each company’s or project’s ability to service its debts in a timely fashion and the length of time the security has been trading below amortized cost. The results of this analysis are reviewed by the Transaction and Portfolio Review Committee at MFC. This committee includes MFC’s Chief Financial Officer, Chief Investment Officer, Chief Risk Officer, Chief Credit Officer, and other senior management. This quarterly process includes a fresh assessment of the credit quality of each investment in the entire fixed maturity security portfolio.

The Company considers relevant facts and circumstances in evaluating whether the impairment of a fixed maturity security is other-than-temporary. Relevant facts and circumstances considered include (1) the length of time the fair value has been below cost; (2) the financial position of the issuer, including the current and future impact of any specific events; and (3) the Company’s ability and intent to hold the fixed maturity security to maturity or until it recovers in value. If the Company intends to sell, or if it is more likely than not that it will be required to sell an impaired fixed maturity security prior to recovery of its cost basis, the security is considered other-than-temporarily impaired, and the Company records a charge to earnings for the full amount of impairment (the difference between the current carrying amount and fair value of the security). For fixed maturity securities in an unrealized loss position where the Company does not intend to sell or is not more likely than not to be required to sell, the Company determines its ability to recover the amortized cost of the security by comparing the net present value of the projected future cash flows to the amortized cost of the security. If the net present value of the cash flow is less than the security’s amortized cost, then the difference is recorded as a credit loss. The difference between the estimates of the credit loss and the overall unrealized loss on the security is the non-credit-related component. The credit loss portion is charged to net realized investment and other gains (losses) on the Consolidated Statements of Operations, while the non-credit loss is charged to AOCI on the Consolidated Balance Sheets.

The net present value used to determine the credit loss is calculated by discounting the Company’s best estimate of projected future cash flows at the effective interest rate implicit in the fixed maturity security prior to impairment. The Company may use the estimated fair value of collateral as a proxy for the net present value if it believes that the security is dependent on the liquidation of collateral for recovery of its investment. The projection of future cash flows is subject to the same analysis the Company applies to its overall impairment evaluation process, as noted above, which incorporates security specific information such as late payments, downgrades by rating agencies, key financial ratios, investee financial statements, and fundamentals of the industry and geographic area in which the issuer operates, as well as overall macroeconomic conditions.

The projections are estimated using assumptions regarding probability of default and estimates regarding timing and amount of recoveries associated with a default. For mortgage-backed and asset-backed securities, cash flow estimates, including prepayment assumptions, are based on data from third-party data sources or internal estimates and are driven by assumptions regarding the underlying collateral, including default rates, recoveries, and changes in value.

Similarly, management evaluates all facts and circumstances and exercises professional judgment in determining whether an other-than-temporary impairment of equity securities exists. The MFC Transaction and Portfolio Review Committee reviews and approves the proposed impairments based on an analysis of the evidence, including the current market price, the length of time the security has been in an unrealized loss position, forecasted earnings per share, consensus price targets, projected P/E ratios, overall financial health of each issuer, liquidity or solvency issues, announced changes in ownership structure, changes to issuer debt ratings, changes to dividend payments, changes in products, markets or competition, and other industry specific or macroeconomic factors.

There are a number of significant risks and uncertainties inherent in the process of monitoring impairments and determining if an impairment is other-than-temporary. These risks and uncertainties include (1) the risk that the Company’s assessment of

F-19

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

an issuer’s ability to meet all of its contractual obligations will change based on changes in the credit characteristics of that issuer; (2) the risk that the economic outlook will be worse than expected or have more of an impact on the issuer than anticipated; (3) the risk that fraudulent information could be provided to the Company’s investment professionals who determine the fair value estimates and other-than-temporary impairments; and (4) the risk that new information obtained by the Company or changes in other facts and circumstances lead it to change its intent to hold the security to maturity or until it recovers in value. Any of these situations could result in a charge to earnings in a future period.

The cost amounts for both fixed maturity securities and equity securities are net of other-than-temporary impairment charges.

The following table rolls forward the amount of credit losses recognized in earnings on available-for-sale fixed maturity securities for which a portion of the other-than-temporary impairment was also recognized in AOCI:

Credit losses on available-for-sale fixed maturity securities:

	December 31,
	2013			2012			2011
	(in millions)
Balance, beginning of year	$	371		$	380		$	399
Additions:
Credit losses for which an other-than-temporary impairment was not previously recognized		57			75			38
Credit losses for which an other-than-temporary impairment was previously recognized		10			12			13
Deletions:
Amounts related to sold, matured, or paid down available-for-sale fixed maturity securities		(149	)		(96	)		(70	)
Balance, end of year	$	289		$	371		$	380

F-20

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

The following table shows the carrying value and gross unrealized losses aggregated by investment category and length of time that individual available-for-sale fixed maturity and equity securities have been in a continuous unrealized loss position:

Unrealized Losses on Available-For-Sale Fixed Maturity and Equity Securities — By Investment Age

	December 31, 2013
	Less than 12 months					12 months or more					Total
	Carrying Value		Unrealized Losses			Carrying Value		Unrealized Losses			Carrying Value		Unrealized Losses
						(in millions)
Corporate debt securities	$	8,479	$	(467	)	$	2,316	$	(311	)	$	10,795	$	(778	)
Commercial mortgage-backed securities		153		(1	)		197		(28	)		350		(29	)
Residential mortgage-backed securities		4		-			144		(18	)		148		(18	)
Collateralized debt obligations		-		-			49		(8	)		49		(8	)
Other asset-backed securities		196		(9	)		10		-			206		(9	)
US Treasury securities and obligations of US government corps and agencies		5,470		(243	)		709		(163	)		6,179		(406	)
Obligations of states and political subdivisions		844		(32	)		93		(21	)		937		(53	)
Debt securities issued by foreign governments		229		(17	)		112		(24	)		341		(41	)
Total fixed maturity securities available-for-sale		15,375		(769	)		3,630		(573	)		19,005		(1,342	)
Equity securities available-for-sale		4		-			-		-			4		-
Total	$	15,379	$	(769	)	$	3,630	$	(573	)	$	19,009	$	(1,342	)

F-21

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

	December 31, 2012
	Less than 12 months					12 months or more					Total
	Carrying Value		Unrealized Losses			Carrying Value		Unrealized Losses			Carrying Value		Unrealized Losses
						(in millions)
Corporate debt securities	$	2,008	$	(85	)	$	1,404	$	(186	)	$	3,412	$	(271	)
Commercial mortgage-backed securities		129		(1	)		223		(80	)		352		(81	)
Residential mortgage-backed securities		1		-			214		(60	)		215		(60	)
Collateralized debt obligations		-		-			99		(46	)		99		(46	)
Other asset-backed securities		5		-			30		(2	)		35		(2	)
US Treasury securities and obligations of US government corps and agencies		3,847		(79	)		-		-			3,847		(79	)
Obligations of states and political subdivisions		116		(1	)		-		-			116		(1	)
Debt securities issued by foreign governments		7		-			86		(6	)		93		(6	)
Total fixed maturity securities available-for-sale		6,113		(166	)		2,056		(380	)		8,169		(546	)
Equity securities available-for-sale		14		(3	)		4		(2	)		18		(5	)
Total	$	6,127	$	(169	)	$	2,060	$	(382	)	$	8,187	$	(551	)

Unrealized losses can be created by rising interest rates or by rising credit concerns and hence widening credit spreads. Credit concerns are apt to play a larger role in the unrealized loss on below investment grade securities. Unrealized losses on investment grade securities principally relate to changes in interest rates or changes in credit spreads since the securities were acquired. Credit rating agencies’ statistics indicate that investment grade securities have been found to be less likely to develop credit concerns. The gross unrealized losses on below investment grade available-for-sale fixed maturity securities decreased to $97 million at December 31, 2013 from $280 million at December 31, 2012.

At December 31, 2013 and 2012, there were 999 and 624 available-for-sale fixed maturity securities with an aggregate gross unrealized loss of $1,342 million and $546 million, respectively, of which the single largest unrealized loss was $90 million and $33 million, respectively. The Company anticipates that these fixed maturity securities will perform in accordance with their contractual terms and currently has the ability and intent to hold these securities until they recover or mature.

At December 31, 2013 and 2012, there were 52 and 75 equity securities with an aggregate gross unrealized loss of $0 million and $5 million, respectively, of which the single largest unrealized loss was $0 million and $2 million, respectively. The Company anticipates that these equity securities will recover in value in the near term.

Available-for-sale securities with amortized cost of $150 million were non-income producing for the year ended December 31, 2013. Non-income producing assets represent investments that have not produced income for the 12 months preceding December 31, 2013.

Securities Lending

The Company participated in a securities lending program for the purpose of enhancing income on securities held. There were no securities on loan and no collateral held as of December 31, 2013 and 2012. The Company maintains collateral at a level of at least 102% of the loaned securities’ market value and monitors the market value of the loaned securities on a daily basis.

F-22

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

Assets on Deposit and Pledged as Collateral

The Company maintains assets which are pledged as collateral in connection with various agreements and transactions. Additionally, the Company holds assets on deposit with government authorities as required by state law. The following table summarizes the fair value of the pledged or deposited assets:

	December 31,
	2013		2012
	(in millions)
Bonds pledged in support of over-the-counter derivative instruments	$	919	$	114
Bonds pledged in support of exchange-traded futures and cleared derivatives		541		552
Bonds on deposit with government authorities		34		36
Mortgage loans pledged in support of real estate		47		52
Bonds held in trust		96		105
Pledged collateral under reinsurance agreements		2,462		2,849
Total	$	4,099	$	3,708

Offsetting Financial Assets and Financial Liabilities

The Company does not offset financial instruments in the Consolidated Balance Sheets, as the rights of offset are conditional.

In the case of derivatives, collateral is collected from and pledged to counterparties to manage credit exposure in accordance with Credit Support Annex agreements. Under master netting agreements, the Company has a right of offset in the event of default, insolvency, bankruptcy or other early termination.

In the case of reverse repurchase and repurchase transactions, additional collateral may be collected from or pledged to counterparties to manage credit exposure according to bilateral reverse repurchase agreements or repurchase agreements. In the event of default by a counterparty, the Company is entitled to liquidate the assets the Company holds as collateral to offset against obligations to the same counterparty.

The following table presents the effects of conditional master netting and similar arrangements. Similar arrangements may include global master repurchase agreements, global master securities lending agreements, and any related rights to financial collateral.

F-23

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

				Related Amounts Not Set Off in the Consolidated Balance Sheets
Year ended December 31, 2013	Gross Amounts of Financial Instruments presented in the Consolidated Balance Sheets(1)			Amounts Subject to an Enforceable Master Netting Arrangement or Similar Agreements			Financial and Cash Collateral Pledged (Received)(2)			Net Amount Including Financing Trusts(3)			Net Amount Excluding Financing Trusts
	(in millions)
Financial assets
Derivative assets	$	7,880		$	(4,966	)	$	(2,895	)	$	19		$	-
Securities lending		-			-			-			-			-
Reverse repurchase agreements		-			-			-			-			-
Total financial assets		7,880			(4,966	)		(2,895	)		19			-
Financial liabilities
Derivative liabilities		(5,862	)		4,966			844			(52	)		(33	)
Repurchase agreements		-			-			-			-			-
Total financial liabilities	$	(5,862	)	$	4,966		$	844		$	(52	)	$	(33	)

Year ended December 31, 2012	Gross Amounts of Financial Instruments presented in the Consolidated Balance Sheets(1)			Amounts Subject to an Enforceable Master Netting Arrangement or Similar Agreements			Financial and Cash Collateral Pledged (Received)(2)			Net Amount Including Financing Trusts(3)			Net Amount Excluding Financing Trusts
	(in millions)
Financial assets
Derivative assets	$	12,175		$	(5,147	)	$	(6,943	)	$	85		$	1
Securities lending
Reverse repurchase agreements
Total financial assets		12,175			(5,147	)		(6,943	)		85			1
Financial liabilities
Derivative liabilities		(5,288	)		5,147			101			(40	)		(5	)
Repurchase agreements
Total financial liabilities	$	(5,288	)	$	5,147		$	101		$	(40	)	$	(5	)

F-24

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

1. The Company does not offset financial instruments. Financial assets and liabilities in the table above include accrued interest of $142 million and $46 million, respectively as of December 31, 2013 (December 31, 2012 - $317 million and $212 million, respectively).

2. Financial and cash collateral excludes over-collateralization. As at December 31, 2013 the Company was over-collateralized on OTC derivative assets and OTC derivative liabilities in the amounts of $339 million and $94 million, respectively (December 31, 2012 - $630 million and $14 million, respectively). Collateral pledged (received) does not include collateral in transit on OTC instruments or include initial margin on exchange traded contracts.

3. The net amount includes derivative contracts entered into between the Company and its financing trusts which it does not consolidate. The Company does not exchange collateral on derivative contracts entered into with these trusts.

Affiliate Transactions

In 2013, JHUSA sold certain fixed maturity securities to an affiliate, Manulife International Limited. These bonds had a book value of approximately $402 million and a fair value of approximately $454 million at the date of the transaction. The Company recognized approximately $52 million in pre-tax realized gains.

In 2013, JHUSA sold certain fixed maturity securities to an affiliate, John Hancock Reassurance Company Limited. These bonds had a book value of approximately $184 million and a fair value of approximately $181 million at the date of the transaction. The Company recognized approximately $3 million in pre-tax realized losses.

In 2013, JHUSA sold certain and acquired certain fixed maturity securities from an affiliate, MLI (Bermuda Branch). The bonds had a net book value of approximately $338 million and a fair value of approximately $372 million at the date of the transaction. The Company recognized approximately $27 million in pre-tax realized gains.

Mortgage Loans on Real Estate

At December 31, 2013 and 2012, the mortgage portfolio was diversified by specific collateral property type and geographic region as displayed below:

December 31, 2013:

Collateral Property Type	Carrying Amount			Geographic Concentration	Carrying Amount
	(in millions)				(in millions)
Apartments	$	2,400		East North Central	$	1,607
Industrial		1,162		East South Central		171
Office buildings		4,006		Middle Atlantic		2,361
Retail		3,623		Mountain		603
Mixed use		21		New England		887
Agricultural		464		Pacific		3,881
Agribusiness		700		South Atlantic		2,763
Other		1,048		West North Central		460
				West South Central		591
				Canada / other		100
Provision for losses		(12	)	Provision for losses		(12	)
Total	$	13,412		Total	$	13,412

F-25

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

December 31, 2012:

Collateral Property Type	Carrying Amount			Geographic Concentration	Carrying Amount
	(in millions)				(in millions)
Apartments	$	2,162		East North Central	$	1,477
Industrial		1,380		East South Central		166
Office buildings		3,711		Middle Atlantic		2,258
Retail		3,613		Mountain		719
Mixed use		6		New England		939
Agricultural		507		Pacific		3,589
Agribusiness		853		South Atlantic		2,782
Other		1,004		West North Central		482
				West South Central		649
				Canada / other		175
Provision for losses		(44	)	Provision for losses		(44	)
Total	$	13,192		Total	$	13,192

At the end of each quarter, the MFC Loan Review Committee reviews all mortgage loans rated BB or lower, as determined by review of the underlying collateral, and decides whether an allowance for credit loss is needed. The Company considers collateral value, the borrower’s ability to pay, normal historical credit loss levels, and future expectations in evaluating whether an allowance for credit losses is required for impaired loans.

Changes in the allowance for probable losses on mortgage loans on real estate are summarized below:

	Balance at Beginning of Period		Additions		Recoveries			Charge- offs and Disposals			Balance at End of Period
	(in millions)
Year ended December 31, 2013	$	44	$	12	$	(2	)	$	(42	)	$	12
Year ended December 31, 2012		45		24		(1	)		(24	)		44
Year ended December 31, 2011		34		38		(1	)		(26	)		45

A mortgage loan charge-off is recorded when the impaired loan is disposed or when an impaired loan is determined to be a full loss with no possibility of recovery. Charge-offs are deducted from the allowance for probable losses.

As of December 31, 2013, the carrying value for certain mortgage loans is as follows:

	December 31,		December 31,
	2013		2012
	(in millions)
Non-income producing	$	36	$	75
Delinquent less than 90 days		-		15
Delinquent greater than 90 days		-		22

The Company provides for credit risk on mortgage loans by establishing allowances against the carrying value of the impaired loans. The total recorded investment in mortgage loans that is considered to be impaired along with the related allowance for credit losses was as follows:

F-26

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

	December 31,
	2013			2012
	(in millions)
Impaired mortgage loans on real estate with provision for losses	$	48		$	119
Allowance for credit losses		(12	)		(44	)
Net impaired mortgage loans on real estate	$	36		$	75

The average recorded investment in impaired loans and the interest income recognized on impaired loans were as follows:

	December 31,
	2013		2012		2011
	(in millions)
Average recorded investment in impaired loans	$	36	$	105	$	109
Interest income recognized on impaired loans		-		-		-

For mortgage loans, the Company evaluates credit quality through regular monitoring of credit related exposures, considering both qualitative and quantitative factors in assigning an internal risk rating (IRR). These ratings are updated at least annually.

The carrying value of mortgage loans by IRR was as follows:

	December 31,
	2013		2012
	(in millions)
AAA	$	421	$	319
AA		1,689		1,460
A		4,108		2,928
BBB		6,647		7,648
BB		414		529
B and lower and unrated		133		308
Total	$	13,412	$	13,192

Investment Real Estate, Agriculture, and Timber

Investment real estate, agriculture, and timber of $217 million was non-income producing for the year ended December 31, 2013. Depreciation expense on investment real estate, agriculture, and timber was $97 million, $84 million, and $69 million in 2013, 2012 and 2011, respectively. Accumulated depreciation was $691 million and $602 million at December 31, 2013 and 2012, respectively.

Other Invested Assets

The following tables summarize the Company’s investments accounted for using the equity method of accounting:

	December 31,
	2013		2012
	(in millions)
Carrying value	$	5,074	$	4,458
Combined assets		75,818		62,974
Combined liabilities		15,029		14,830
Debt included in combined liabilities		11,260		9,698

F-27

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

	December 31,
	2013		2012		2011
	(in millions)
Net investment income on the investments	$	340	$	218	$	222
Combined revenues		9,370		8,639		8,516
Combined expenses		4,506		4,696		4,750
Combined income (loss) from operations		4,864		3,943		3,766

Net Investment Income and Net Realized Investment and Other Gains (Losses)

The following information summarizes the components of net investment income and net realized investment and other gains (losses):

	December 31,
	2013			2012			2011
	(in millions)
Net investment income
Fixed maturity securities	$	3,164		$	2,943		$	3,425
Equity securities		6			7			9
Mortgage loans on real estate		756			771			798
Investment real estate, agriculture, and timber		261			216			205
Policy loans		293			300			305
Short-term investments		6			8			9
Derivatives		532			405			196
Equity method investments and other		286			182			303
Gross investment income		5,304			4,832			5,250
Investment expenses		(262	)		(273	)		(261	)
Net investment income	$	5,042		$	4,559		$	4,989
	December 31,
	2013			2012			2011
	(in millions)
Net realized investment and other gains (losses)
Fixed maturity securities	$	(45	)	$	1,025		$	1,131
Equity securities		138			40			(11	)
Mortgage loans on real estate		32			58			(82	)
Derivatives		(4,626	)		(3,441	)		2,137
Other invested assets		144			189			62
Amounts credited to participating contract holders		79			(39	)		(102	)
Net realized investment and other gains (losses)	$	(4,278	)	$	(2,168	)	$	3,135

F-28

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 2 — Investments - (continued)

	December 31,
	2013			2012			2011
	(in millions)
Certain investment related activity:
Net investment income passed through to participating contract holders as interest credited to policyholders’ account balances	$	80		$	91		$	100
Change in unrealized gains (losses) included in net realized investment and other gains (losses):
Fixed maturity securities held-for-trading		(91	)		33			46
Equity securities held-for-trading		4			9			(10	)
Derivatives		(2,661	)		(1,941	)		2,687
Gross gains on sales of available-for-sale securities		589			1,284			1,619
Gross losses on sales of available-for-sale securities		(774	)		199			291
Other-than-temporary impairments on available-for-sale securities		76			95			70

Note 3 — Relationships with Variable Interest Entities

In its capacities as an investor and as an investment manager, the Company has relationships with various types of entities, some of which are considered variable interest entities (“VIEs”).

The Company consolidates a VIE when it is determined that it is the primary beneficiary of the VIE, or controls the VIE. The Company’s analysis to determine whether it must consolidate the VIE includes review of the Company’s contractual rights and responsibilities, fees received, and interests held. For the purpose of disclosing consolidated variable interest entities, the Company aggregates similar entities.

If it is not considered to be the primary beneficiary of the VIE, nor does it have control over the VIE, the Company assesses the materiality of its relationship with the VIE to determine if it holds a significant variable interest, which requires disclosure. This assessment considers the materiality of the VIE relationship to the Company as, among other factors, a percentage of total investments, percentage of total net investment income, and percentage of total funds under management. For purposes of assessing materiality and disclosing significant variable interests, the Company aggregates similar entities.

Consolidated Variable Interest Entities

The following table presents the total assets and total liabilities relating to VIEs for which the Company has concluded that it is the primary beneficiary or in control and which are consolidated in the Company’s financial statements. The liabilities recognized as a result of consolidating the VIEs do not represent claims against the general assets of the Company. Conversely, the assets recognized as a result of consolidating the VIEs can only be used to settle the liabilities recognized as a result of consolidating the VIEs.

	December 31,
	2013				2012
	Total Assets		Total Liabilities		Total Assets		Total Liabilities
	(in millions)
Collateralized debt obligations
(“CDOs”)	$	20	$	111	$	71	$	138

F-29

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 3 — Relationships with Variable Interest Entities - (continued)

Significant Variable Interests in Unconsolidated Variable Interest Entities

The following table presents the total assets of, investment in, and maximum exposure to loss relating to VIEs for which the Company has concluded that it holds significant variable interests, but it is not the primary beneficiary, nor does it have control over the VIE, and which have not been consolidated. The Company does not record any liabilities related to these unconsolidated VIEs.

	2013						2012
	Total Assets		Investment (1)		Maximum Exposure to Loss (2)		Total Assets		Investment (1)		Maximum Exposure to Loss (2)
		(in millions)
Collateralized debt obligations (3)	$	281	$	-	$	-	$	341	$	-	$	-
Real estate limited partnerships (4)		982		262		262		1,158		314		323
Timber funds (5)		2,758		172		212		3,601		478		496
Total	$	4,021	$	434	$	474	$	5,100	$	792	$	819

(1) The Company’s investments in unconsolidated VIEs are included in other invested assets on the Consolidated Balance Sheets.

(2) The maximum exposure to loss related to CDOs is limited to the investment reported on the Company’s Consolidated Balance Sheets. The maximum exposure to loss related to real estate limited partnerships and timber funds is limited to the Company’s investment plus unfunded capital commitments. The maximum loss is expected to occur only upon bankruptcy of the issuer or investee or as a result of a natural disaster in the case of the timber funds.

(3) The Company acts as an investment manager to certain CDOs for which it collects a management fee. In addition, the Company may invest in debt or equity securities issued by these CDOs or by CDOs managed by others. CDOs raise capital by issuing debt and equity securities and use the proceeds to purchase investments.

(4) Real estate limited partnerships include partnerships established for the purpose of investing in real estate that qualifies for low income housing and/or historic tax credits. Limited partnerships are owned by a general partner, who manages the business, and by limited partners, who invest capital, but have limited liability and are not involved in the partnerships’ management. The Company is typically the sole limited partner or investor member of each and is not the general partner or managing member.

(5) The Company acts as investment manager for the VIEs owning the timberland properties (the “Timber funds”), in which the general account and institutional separate accounts invests. Timber funds are investment vehicles used primarily by large institutional investors, such as public and corporate pension plans, whose primary source of return is derived from the growth and harvest of timber and long-term appreciation of the property. The primary risks related to timberland investments include market value uncertainty (due to fluctuations in market prices for timberland outputs), liquidity risk (as compared to stocks and other financial instruments), and environmental risk (natural hazards or legislation related to threatened or endangered species). These risks are mitigated through effective investment management and geographic diversification of timberland investments and sound environmental risk governance practices. The Company collects an advisory fee from each timber fund and is also eligible for performance and forestry management fees.

F-30

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 4 — Goodwill, Value of Business Acquired, and Other Intangible Assets

The changes in the carrying value of goodwill by segment were as follows:

	Insurance		Wealth Management		Corporate and Other		Total
	(in millions)
Balance at January 1, 2013	$	-	$	808	$	145	$	953
Acquisition		4		-		-		4
Impairment		-		-		-		-
Balance at December 31, 2013	$	4	$	808	$	145	$	957
	Insurance		Wealth Management		Corporate and Other		Total
	(in millions)
Balance at January 1, 2012	$	-	$	808	$	145	$	953
Impairment		-		-		-		-
Balance at December 31, 2012	$	-	$	808	$	145	$	953

In 2013 and 2012, the Company had no goodwill impairments. In 2011, the Company impaired $500 million of goodwill associated with the Wealth Management segment. The impairment was reflective of the decrease in the expected future earnings for these businesses. The fair values were determined primarily using an earnings-based approach, which incorporated the segments’ in-force and new business embedded value using internal forecasts of revenue and expense.

Value of Business Acquired

The balance of and changes in VOBA were as follows:

	December 31,
	2013			2012			2011
	(in millions)
Balance, beginning of year	$	1,196		$	1,321		$	1,959
Amortization		(108	)		(224	)		(389	)
Change due to unrealized investment gains (losses)		95			136			(249	)
Reinsurance recapture (1)		-			(37	)		-
Balance, end of year	$	1,183		$	1,196		$	1,321

(1) The amount relates to a universal life block of business that was recaptured by a third party resulting in the write off of the associated value of business acquired. The net impact of this recapture transaction was an $8 million gain and was recorded in fee income in the Consolidated Statement of Operations.

F-31

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 4 — Goodwill, Value of Business Acquired, and Other Intangible Assets - (continued)

The following table provides estimated future amortization for the periods indicated:

	VOBA Amortization
	(in millions)
2014	$	101
2015		100
2016		95
2017		90
2018		84

F-32

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 4 — Goodwill, Value of Business Acquired, and Other Intangible Assets - (continued)

Other Intangible Assets

Other intangible assets were as follows:

	Gross Carrying Amount		Accumulated Net Amortization			Net Carrying Amount
	(in millions)
December 31, 2013
Not subject to amortization:
Brand name	$	600	$	-		$	600
Investment management contracts		295		-			295
Other		4		-			4
Subject to amortization:
Distribution networks		401		(88	)		313
Other investment management contracts		56		(34	)		22
Total	$	1,356	$	(122	)	$	1,234
	Gross Carrying Amount		Accumulated Net Amortization			Net Carrying Amount
	(in millions)
December 31, 2012
Not subject to amortization:
Brand name	$	600	$	-		$	600
Investment management contracts		295		-			295
Other		5		-			5
Subject to amortization:
Distribution networks		397		(73	)		324
Other investment management contracts		56		(30	)		26
Total	$	1,353	$	(103	)	$	1,250
	Gross Carrying Amount		Accumulated Net Amortization			Net Carrying Amount
	(in millions)
December 31, 2011
Not subject to amortization:
Brand name	$	600	$	-		$	600
Investment management contracts		295		-			295
Other		5		-			5
Subject to amortization:
Distribution networks		397		(60	)		337
Other investment management contracts		64		(31	)		33
Total	$	1,361	$	(91	)	$	1,270

Amortization expense for other intangible assets was $17 million, $16 million, and $15 million for the years ended December 31, 2013, 2012 and 2011, respectively. Amortization expense for other intangible assets is expected to be approximately $18 million in 2014, $17 million in 2015, $16 million in 2016, $16 million in 2017, and $16 million in 2018.

During 2013 and 2011, the Company had no other intangible assets impairments. During 2012, the Company impaired $4 million of other investment management contracts subject to amortization associated with the Corporate and Other segment. The impairment was recorded in other operating costs and expenses in the Consolidated Statement of Operations. The gross carrying value of the impaired other investment management contracts was $8 million and the associated accumulated amortization was $4 million. The impairments were reflective of a decrease in expected future earnings. The fair values were determined primarily using an earnings based approach using internal forecasts of revenue and expense.

F-33

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 5 — Deferred Policy Acquisition Costs and Deferred Sales Inducements

The balance of and changes in deferred policy acquisition costs were as follows:

	December 31,
	2013		2012			2011
	(in millions)
Balance, beginning of year	$	5,767	$	6,111		$	8,657
Capitalization		631		715			755
Amortization		298		(1,084	)		(2,330	)
Change due to unrealized investment gains		814		25			(971	)
Balance, end of year	$	7,510	$	5,767		$	6,111

The balance of and changes in deferred sales inducements were as follows:

	December 31,
	2013			2012			2011
	(in millions)
Balance, beginning of year	$	146		$	187		$	321
Capitalization		24			4			11
Amortization		108			(77	)		(122	)
Change due to unrealized investment gains		(11	)		32			(23	)
Balance, end of year	$	267		$	146		$	187

Note 6 — Related Party Transactions

Service Agreements

The Company has formal service agreements with MFC and MLI, which can be terminated by either party upon two months’ notice. Under the various agreements, the Company will pay operating expenses incurred by MFC and MLI on behalf of the Company. Services provided under the agreements include legal, actuarial, investment, data processing, accounting, and certain other administrative services. Management fees relating to the agreements were $444 million, $482 million, and $457 million for the years ended December 31, 2013, 2012 and 2011, respectively. As of December 31, 2013 and 2012, the Company had amounts payable to MFC and MLI of $11 million and $17 million, respectively.

Management believes the allocation methods used are reasonable and appropriate in the circumstances; however, the Company’s Consolidated Balance Sheets and Consolidated Statements of Operations may not necessarily be indicative of the financial condition that would have existed if the Company operated as an unaffiliated entity.

F-34

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 6 — Related Party Transactions - (continued)

Other

The Company, in the ordinary course of business, invests funds deposited by customers and manages the resulting invested assets for growth and income for customers. From time to time, successful investment strategies of the Company may attract deposits from affiliates of the Company. At December 31, 2013 and 2012, the Company managed approximately $13,108 million and $8,947 million of affiliated assets under management, respectively.

The Company has entered into two currency swap agreements with JHFC which are recorded at fair value. JHFC utilizes the currency swaps to hedge currency exposure on foreign currency financial instruments. The Company has also entered into two currency agreements with external counterparties which offset the currency swap agreements with JHFC. As of December 31, 2013 and 2012, the currency swap agreements with JHFC and the external counterparties had offsetting fair values of $19 million and $84 million, respectively.

The Company also has certain debt and reinsurance agreements with affiliates. These are more fully described in the Reinsurance note and Debt and the Line of Credit note.

JHUSA operates a liquidity pool in which affiliates can invest excess cash. Terms of operation and participation in the liquidity pool are set out in the Second Restated and Amended Liquidity Pool and Loan Facility Agreement effective January 1, 2010. The maximum aggregate amounts that JHUSA can accept into the Liquidity Pool are $5 billion in U.S. dollar deposits and $200 million in Canadian dollar deposits. Under the terms of the agreement, certain participants may receive advances from the Liquidity Pool up to certain predetermined limits. Interest payable on U.S. dollar funds will be reset daily to the one-month U.S. dollar London Interbank Bid Rate (“LIBID”) and interest payable in Canadian dollar funds is based off the one-month Canadian Dollar Offering Rate (“CDOR”) plus a spread.

The following table details the affiliates and their participation in JHUSA’s Liquidity Pool:

	December 31,
	2013		2012
	(in millions)
The Manufacturers Investment Corporation	$	313	$	100
John Hancock Financial Corporation		36		89
Manulife Reinsurance Limited		7		35
Manulife Reinsurance (Bermuda) Ltd.		81		89
Manulife Hungary Holdings KFT.		-		5
John Hancock Life Insurance Company Vermont		16		18
John Hancock Reassurance Company, Ltd.		21		15
John Hancock Insurance Agency, Inc.		17		10
Total	$	491	$	361

The balances above are reported on the Consolidated Balance Sheets as amounts due to affiliates.

MFC fully and unconditionally guarantees payments from the guarantee periods of the accumulation phase for certain of the Company’s market value adjusted annuity contracts.

MFC fully and unconditionally guarantees JHLICO’s SignatureNotes. In December 2009, the entity that formerly issued these notes, JHLICO, ceased to exist and its property and obligations became the property and obligations of the Company.

MFC’s guarantees of the market value adjusted deferred annuity contracts and SignatureNotes are unsecured obligations of MFC and are subordinated in right of payment to the prior payment in full of all other obligations of MFC, except for other guarantees or obligations of MFC, which by their terms are designated as ranking equally in right of payment with or subordinate to MFC’s guarantees of the market value adjusted deferred annuity contracts and SignatureNotes. As a result of the guarantees by MFC, the Company is exempt from filing quarterly and annual reports with the U.S. Securities and

F-35

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 6 — Related Party Transactions - (continued)

Exchange Commission (“SEC”) pursuant to SEC Rule 12h-5, and in lieu thereof, MFC reports condensed consolidating financial information regarding the Company in its quarterly and annual reports.

Effective March 31, 1996, MLI provides a claims paying guarantee to certain U.S. policyholders. The claims guarantee agreement was terminated effective August 13, 2008, but still remains in effect with respect to policies issued by the Company prior to that date.

Note 7 — Reinsurance

Certain premiums and benefits are assumed from or ceded to affiliate and other insurance companies under various reinsurance agreements. The Company entered into these reinsurance agreements to transfer underlying risk on certain of its products, and to improve cash flow and statutory capital. The ceded reinsurance agreements provide the Company with increased capacity to write larger risks and maintain its exposure to loss within its capital resources.

Total reinsurance amounts included in the Company’s accompanying financial statements were as follows:

	Years ended December 31,
	2013			2012			2011
	(in millions)
Premiums earned
Direct	$	3,203		$	3,591		$	3,782
Assumed		752			1,127			1,188
Ceded		(1,658	)		(1,919	)		(1,974	)
Net	$	2,297		$	2,799		$	2,996
Benefits to policyholders ceded	$	2,536		$	3,101		$	2,770

Affiliated Reinsurance

The table and commentary below summarizes the impact of the reinsurance agreements with an affiliate, John Hancock Reassurance Company Limited (“JHRECO”), a wholly-owned subsidiary of MFC:

	Years ended December 31,
	2013			2012		2011
	(in millions)
Premiums ceded	$	603		$	614	$	703
Benefits ceded		786			722		792
Amounts due from and held for affiliates		-			1
Reinsurance recoverable		6,517			6,269
Amounts due to affiliates		140			149
Coinsurance funds withheld		5,888			5,995
Other Payables		(48	)		34

On December 9, 1997, the Company entered into reinsurance agreements with JHRECO to reinsure certain portions of its long-term care insurance and group annuity contracts in order to facilitate its capital management process. These reinsurance contracts are written both on a coinsurance funds withheld and a modified coinsurance funds withheld basis where the related financial assets remain invested at the Company. As of July 1, 2010, amendments were made to the contracts to update the calculation of investment income and the expense allowance to reflect current experience. Effective December 31, 2008, the Company entered into an amended and restated reinsurance agreement to reinsure 20% of the risk related to payout annuity policies issued January 1, 2008 through September 30, 2008 and 65% of the risk related to payout annuity policies issued prior to January 1, 2008. The reinsurance agreement is written on a modified coinsurance basis where the assets supporting the reinsured policies remain invested with the Company. In 2013, there was a partial recapture of the payout annuity policy agreement by the Company. This recapture did not have a material impact on the Company’s results of operations. The total

F-36

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 7 — Reinsurance - (continued)

settlement amount was $59 million and $78 million for the years ended December 31, 2013 and 2012, respectively, and the settlement calculation consisted primarily of ceded investment income, ceded benefit payments and ceded reserves.

The table and commentary below summarizes the impact of the reinsurance agreements with an affiliate, Manulife Reinsurance (Bermuda) Limited (“MRBL”):

	Years ended December 31,
	2013		2012		2011
	(in millions)
Premiums ceded	$	-	$	-	$	-
Benefits ceded		15		40		23
Amounts due from and held for affiliates		349		22
Reinsurance recoverable		1,233		1,083
Amounts due to affiliates		55		112
Coinsurance funds withheld		-		267
Unearned revenue		786		1,046
Invested assets held in trust		2,561		2,484

Effective October 1, 2008, the Company entered into a reinsurance agreement with an affiliate, MRBL, to reinsure 75% of certain group annuity contracts in-force. The reinsurance agreement covers all contracts, excluding the guaranteed benefit rider, issued and in-force as of September 30, 2008. As the underlying contracts being reinsured are considered investment contracts, the agreement does not meet the criteria for reinsurance accounting and was classified as a financial instrument. Effective October 1, 2009, the original agreement was amended to increase the quota share percentage from 75% to 87%. Under the terms of the amended agreement, additional consideration of $250 million was paid by MRBL and is being amortized into income through other operating costs and expenses on a basis consistent with the manner in which the deferred policy acquisition costs on the underlying reinsured contracts are recognized.

Effective October 1, 2008, the Company entered into an amended and restated reinsurance agreement with MRBL to reinsure 90% of a significant block of variable annuity contracts in-force. All substantial risks, including all guaranteed benefits, related to certain specified policies not already reinsured to third parties, are reinsured under the agreement. The base contracts are reinsured on a modified coinsurance basis, while the guaranteed benefit reinsurance coverage is apportioned in accordance with the reinsurance agreement provisions between modified coinsurance and coinsurance funds withheld. The assets supporting the reinsured policies remain invested with the Company. Since the inception of the treaty in 2008, several amendments have been enacted to refine certain aspects of the treaty. The net MRBL reinsurance recoverable includes the impact of ongoing reinsurance cash flows and is accounted for over the life of the underlying reinsured policies using assumptions consistent with those used to account for the underlying policies with changes to ceded reserves and cost of reinsurance recognized as a component of benefits to policyholders on the Consolidated Statements of Operations. The Company paid MRBL $1,174 million and $259 million for the years ended December 31, 2013 and 2012, respectively, and the settlement consisted primarily of ceded investment income related to non-qualifying hedging strategies and changes in the modified coinsurance and coinsurance reserves.

Effective December 31, 2004, the Company entered into a reinsurance agreement with MRBL to reinsure 75% of the non-reinsured risk of the JHLICO closed block. The Company amended this treaty during 2008 to increase the portion of non-reinsured risk reinsured under this treaty to 90% and amended it during 2009 to provide additional surplus relief. The reinsurance agreement is written on a modified coinsurance basis where the related financial assets remain invested with the Company. As the reinsurance agreement does not subject the reinsurer to the reasonable possibility of significant loss, it was classified as financial reinsurance and given deposit-type accounting treatment with only the reinsurance risk fee being reported in other operating costs and expenses in the Consolidated Statements of Operations.

Effective December 31, 2003, the Company entered into a reinsurance agreement with MRBL to reinsure 90% of the non-reinsured risk of the JHUSA closed block. As approximately 90% of the mortality risk is covered under previously existing contracts with third-party reinsurers and the resulting limited mortality risk is inherent in the new contract with MRBL, it was classified as financial reinsurance and given deposit-type accounting treatment. The Company retained title to the invested

F-37

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 7 — Reinsurance - (continued)

assets supporting this block of business. These invested assets are held in trust on behalf of MRBL and are included in amounts due from and held for affiliates on the Consolidated Balance Sheets.

At December 31, 2013, any material recoveries were secured by letters of credit or assets placed in trust by the assuming company.

Included in other operating costs and expenses for the years ended December 31, 2013, 2012 and 2011, respectively is ($2,629) million, ($442) million and $3,221 million of separate account fee income, net investment income and realized investment and other gains (losses), which was ceded to the affiliated reinsurers noted above.

On July 31, 2013, MFC signed an agreement to sell its life insurance business in Taiwan to CTBC Life Insurance Company (CTBC Life). Under the agreement, CTBC Life will assume all of the life insurance business related obligations. In connection with this transaction, on December 31, 2013, the Company paid $111 million in fees to an affiliate, Manufacturers Life Reinsurance Limited for the recapture of certain traditional life business reserves and net liabilities of $284 million, which resulted in a pre-tax gain of $173 million.

Non-Affiliated Reinsurance

The Company entered into a coinsurance agreement with Reinsurance Group of America (“RGA”) to reinsure 90% of its JHUSA fixed deferred annuity business effective April 1, 2012. The transaction was structured such that the Company transferred the actuarial liabilities and related invested assets which included $387 million in cash and approximately $4,916 million in fixed maturity securities and mortgage loans. The Company incurred a pre-tax loss of $56 million in connection with the transaction. Under the terms of the agreement, the Company will maintain responsibility for servicing of the policies and managing some of the assets. In addition, the agreement does not meet the criteria for reinsurance accounting and was given deposit-type accounting treatment that resulted in the recognition of an asset for amounts on deposit with reinsurers on the Consolidated Balance Sheets.

The Company also entered into a coinsurance agreement with Commonwealth Annuity to reinsure 90% of its JHNY fixed deferred annuity business effective July 1, 2012. The transaction was structured such that the Company transferred the actuarial liabilities and related invested assets which included $231 million in cash and $1,481 million in fixed maturity securities. The Company incurred a pre-tax gain of $46 million in connection with the transaction. Under the terms of the agreement, the Company will maintain responsibility for servicing of the policies. In addition, the agreement does not meet the criteria for reinsurance accounting and was given deposit-type accounting treatment that resulted in the recognition of an asset for amounts on deposit with reinsurers on the Consolidated Balance Sheets.

On July 1, 2011, JHUSA entered into a sale of its Life Retrocession business by way of a coinsurance treaty with Pacific Life Insurance Company that resulted in the recognition of approximately $426 million pre-tax gain which was deferred and included in reinsurance recoverable. During 2013, JHUSA novated approximately 95% of the underlying reinsurance agreements to Pacific Life Insurance Company. Based on this novation, the Company recorded approximately $321 million in the Consolidated Statement of Operations to recognize the deferred gain. In 2014, the Company completed the novation of the remaining 5% of the agreements and will record approximately $18 million to the Consolidated Statement of Operations.

Note 8 — Derivatives and Hedging Instruments

Derivatives are financial contracts, the value of which is derived from underlying interest rates, foreign exchange rates, credit, equity price movements, indices or other market risks arising from on-balance sheet financial instruments and selected anticipated transactions. The Company uses derivatives including swaps, forward and futures agreements, floors, and options to manage current and anticipated exposures to changes in interest rates, foreign exchange rates, credit and equity market prices.

Over-the-counter (“OTC”) swaps are contractual agreements between the Company and a counterparty to exchange a series of cash flows based upon rates applied to a notional amount. For interest rate swaps, counterparties generally exchange fixed or floating interest rate payments based on a notional value in a single currency. Cross currency swaps involve the exchange of principal amounts between parties as well as the exchange of interest payments in one currency for the receipt of interest payments in another currency. Total return swaps are contracts that involve the exchange of payments based on changes in

F-38

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

the values of a reference asset, including any returns such as interest earned on these assets, in return for amounts based on reference rates specified in the contract.

Cleared interest rate swaps are contractual agreements between the Company and a counterparty whereby the transaction must be cleared through a central clearing house, and subject to mandatory margin and reporting requirements.

Forward and futures agreements are contractual obligations to buy or sell a financial instrument or foreign currency on a predetermined future date at a specified price. Forward contracts are OTC contracts negotiated between counterparties, whereas futures agreements are contracts with standard amounts and settlement dates that are traded on regulated exchanges.

Interest rate floors are contracts with counterparties which require payment of a premium for the right to receive payments when the market interest rate on specified future dates falls below the agreed upon strike price. Interest rate treasury lock contracts are customized agreements securing current interest rates on Treasury securities for payment on a future date.

Options are contractual agreements whereby the holder has the right, but not the obligation, to buy (call option) or sell (put option) a security, exchange rate, interest rate, or other financial instrument at a predetermined price/rate within a specified time.

Types of Derivatives and Derivative Strategies

Interest Rate Contracts. The Company uses interest rate futures contracts, OTC interest rate swap agreements, cleared interest rate swap agreements, pre-payable interest rate swap agreements, and interest rate treasury locks as part of its overall strategies of managing the duration of assets and liabilities or the average life of certain asset portfolios to specified targets. Interest rate swap agreements are contracts with counterparties to exchange interest rate payments of a differing character (i.e., fixed-rate payments exchanged for variable-rate payments) based on an underlying principal balance (notional principal). The net differential to be paid or received on interest rate swap agreements is accrued and recognized as a component of net investment income.

The Company uses interest rate swap agreements in effective hedge accounting relationships. These derivatives hedge the variable cash flows associated with future fixed income asset acquisitions, which will support the Company’s long-term care and life insurance businesses. These agreements will reduce the impact of future interest rate changes on the cost of acquiring adequate assets to support the investment income assumptions used in pricing these products. During future periods when the acquired assets are held by the Company, the accumulated other comprehensive income will be amortized into investment income as a yield adjustment on the assets.

The Company also uses interest rate swap agreements in effective hedge accounting relationships designed to hedge the variable cash flows associated with payments that it will receive on certain floating rate fixed income securities. The accumulated other comprehensive income will be amortized into investment income as a yield adjustment when the payments are made.

In addition, the Company uses interest rate swap agreements in effective hedge accounting relationships to hedge the risk of changes in fair value of fixed rate assets and liabilities arising from changes in benchmark interest rates. The Company reclassifies the effective portion of the change in fair value of the hedged item due to interest rate risk to earnings and amortizes the basis adjustment over the life of the hedged item.

The Company also enters into basis swaps to better match the cash flows from assets and related liabilities. Basis swaps are included in interest rate swaps for disclosure purposes. The Company utilizes basis swaps in non-qualifying hedge accounting relationships.

Inflation swaps are used to reduce inflation risk generated from inflation-indexed liabilities. Inflation swaps are classified within interest rate swaps for disclosure purposes. The Company utilizes inflation swaps in qualifying and non-qualifying hedge accounting relationships.

The Company uses exchange-traded interest rate futures primarily to hedge mismatches between the duration of assets in a portfolio and the duration of liabilities supported by those assets, to hedge against changes in value of securities the Company owns or anticipates acquiring, and to hedge against changes in interest rates on anticipated liability issuances by replicating

F-39

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

U.S. Treasury or swap curve performance. The Company utilizes exchange-traded interest rate futures in non-qualifying hedge accounting relationships.

The Company also purchases interest rate floors primarily to protect against interest rate exposure arising from mismatches between assets and liabilities (duration mismatches). The Company utilizes interest rate floors in non-qualifying hedge accounting relationships.

Foreign Currency Contracts. Foreign currency derivatives, including foreign currency swaps, foreign currency forwards, and foreign currency futures are used by the Company to reduce the risk from fluctuations in foreign currency exchange rates associated with its assets and liabilities denominated in foreign currencies.

Cross currency rate swap agreements are used to manage the Company’s exposure to foreign exchange rate fluctuations, interest rate fluctuations, or both, on foreign currency financial instruments. Cross currency rate swap agreements are contracts to exchange the currencies of two different countries at the same rate of exchange at specified future dates. The net differential to be paid or received on cross currency rate swap agreements is accrued and recognized as a component of net investment income.

Under foreign currency forwards, the Company agrees with other parties to deliver a specified amount of an identified currency at a specified future date. Typically, the price is agreed upon at the time of the contract and payment for such a contract is made at the specified future date. The maturities of these forwards correspond with the future periods in which the foreign currency transactions are expected to occur. The Company utilizes currency forwards in qualifying and non-qualifying hedge accounting relationships.

Foreign currency futures are contractual obligations to buy or sell a foreign currency on a predetermined future date at a specified price. These contracts are standardized contracts traded on an exchange. The Company utilizes foreign exchange futures in other non-qualifying hedge accounting relationships.

Equity Market Contracts. Total return swaps are contracts that involve the exchange of payments based on changes in the value of a reference asset, including any returns such as interest earned on these assets, in exchange for amounts based on reference rates specified in the contract. The Company utilizes total return swaps in qualifying and non-qualifying hedge accounting relationships.

Equity index options are contractual agreements whereby the holder has the right, but not the obligation, to buy (call option) or sell (put option) an underlying equity market index on or before a specified future date at a specified price. The Company utilizes equity index options that are exchange-traded in non-qualifying hedge accounting relationships.

Equity index futures contracts are contractual obligations to buy or sell a specified amount of an underlying equity index at an agreed contract price on a specified date. Equity index futures are contracts with standard amounts and settlement dates that are traded on regulated exchanges. The Company utilizes equity index futures in non-qualifying hedge accounting relationships.

Credit Contracts. The Company manages credit risk through the issuance of credit default swaps (“CDS”). A CDS is a derivative instrument representing an agreement between two parties to exchange the credit risk of a single specified entity or an index based on the credit risk of a group of entities (all commonly referred to as the “reference entity” or a portfolio of “reference entities”), in return for a periodic premium. CDS contracts typically have a five-year term.

The table below provides a summary of the gross notional amount and fair value of derivatives contracts for all derivatives in qualifying and non-qualifying hedge accounting relationships:

F-40

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

		December 31, 2013						December 31, 2012
		Notional Amount		Fair Value Assets		Fair Value Liabilities		Notional Amount		Fair Value Assets		Fair Value Liabilities
		(in millions)
Qualifying Hedge Accounting Relationships
Fair value hedges	Interest rate swaps	$	8,026	$	461	$	526	$	9,336	$	739	$	1,048
	Foreign currency swaps		183		-		93		232		-		157
Cash flow hedges	Interest rate swaps		15,053		931		741		13,232		2,669		73
	Foreign currency swaps		502		3		70		1,763		147		255
	Foreign currency forwards		124		-		1		182		9		-
	Equity total return swaps		28		15		-		29		3		2
Total Derivatives in Hedge Accounting Relationships		$	23,916	$	1,410	$	1,431	$	24,774	$	3,567	$	1,535
Non-Qualifying Hedge Accounting Relationships
	Interest rate swaps	$	116,391	$	5,898	$	3,846	$	94,343	$	8,094	$	3,378
	Interest rate treasury locks		5,425		-		385		-		-		-
	Interest rate options		2,683		21		-		1,323		43		-
	Interest rate futures		2,939		-		-		3,987		-		-
	Foreign currency swaps		2,516		114		133		1,463		121		150
	Foreign currency forwards		11		-		-		40		1		-
	Foreign currency futures		968		-		-		1,860		-		-
	Equity total return swaps		31		21		-		63		2		4
	Equity options		3,228		248		-		45		5		1
	Equity index futures		4,771		-		-		9,107		-		-
	Credit default swaps		315		8		-		265		6		-
	Embedded derivatives – fixed maturity securities		-		-		-		-		-		-
	Embedded derivatives – reinsurance contracts		-		-		2,329		-		14		3,371
	Embedded derivatives – participating pension contracts (1)		-		-		115		-		-		129
	Embedded derivatives – benefit guarantees (1)		-		1,230		257		-		2,701		1,217
Total Derivatives in Non-Qualifying Hedge Accounting Relationships			139,278		7,540		7,065		112,496		10,987		8,250
Total Derivatives (2)		$	163,194	$	8,950	$	8,496	$	137,270	$	14,554	$	9,785

(1) Embedded derivatives related to participating pension contracts are reported as part of future policy benefits and embedded derivatives related to benefit guarantees are reported as part of reinsurance recoverable or future policy benefits on the Consolidated Balance Sheets.

(2) The fair values of all derivatives in an asset position are reported within derivative assets on the Consolidated Balance Sheets, and derivatives in a liability position are reported within derivative liabilities on the Consolidated Balance Sheets, excluding embedded derivatives related to participating pension contracts and benefit guarantees.

F-41

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

The following table provides a summary of the derivative assets and liabilities including embedded derivatives as of December 31, 2013 and 2012, respectively.

	December 31, 2013						December 31, 2012
	Fair Value Assets			Fair Value Liabilities			Fair Value Assets			Fair Value Liabilities
	(in millions)
Derivatives on balance sheets	$	7,720		$	8,124		$	11,853		$	8,439
Non-reinsurance embedded derivatives		1,230			372			2,701			1,346
Total derivatives		8,950			8,496			14,554			9,785
Netting adjustments (a)		(1,098	)		(3,870	)		(3,535	)		(3,367	)
Assets and cash collateral used to offset asset/liabilities		(4,469	)		(995	)		(3,382	)		(1,408	)
Affiliate reinsurance related to embedded derivatives (b)		(363	)		(2,242	)		(1,317	)		(3,223	)
Total derivatives after netting adjustments, collateral and net of reinsurance related embedded derivatives	$	3,020		$	1,389		$	6,320		$	1,787

(a) Represents the netting of derivative exposures covered by a master netting agreement. For these purposes, a master netting agreement is an arrangement between the Company and counterparty where more than one derivative contract exists between the two entities.

(b) Represents activity related to reinsurance contracts between the Company and affiliated reinsurers. These entities are under common control with the Company by the Company’s ultimate parent, MFC, and they do not create an inter-connection to any third party financial institution unaffiliated with the Company.

Hedging Relationships

The Company generally does not enter into derivative contracts for speculative purposes. In certain circumstances, these hedges also meet the requirements for hedge accounting. Hedging relationships eligible for hedge accounting are designated as either fair value hedges or cash flow hedges, as described below.

Fair Value Hedges. The Company uses interest rate swaps to manage its exposure to changes in fair value of fixed-rate financial instruments caused by changes in interest rates. The Company also uses cross currency swaps and currency forwards to manage its exposure to foreign exchange rate fluctuations and interest rate fluctuations.

For the years ended December 31, 2013, 2012 and 2011, the Company did not recognize any gains or losses related to the portion of the hedging instruments that were excluded from the assessment of hedge effectiveness. At December 31, 2013, the Company had no hedges of firm commitments.

F-42

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

The following tables show the investment gains (losses) recognized:

Year ended December 31, 2013

Derivatives in Qualifying Fair Value Hedging Relationships	Hedged Items in Qualifying Fair Value Hedging Relationships	Gains (Losses) Recognized on Derivatives			Gains (Losses) Recognized for Hedged Items			Ineffectiveness Recognized
		(in millions)
Interest rate swaps	Fixed-rate assets	$	537		$	(555	)	$	(18	)
	Fixed-rate liabilities		(340	)		318			(22	)
Foreign currency swaps	Fixed-rate assets		34			(31	)		3
	Fixed-rate liabilities		-			-			-
Total		$	231		$	(268	)	$	(37	)

Year ended December 31, 2012

Derivatives in Qualifying Fair Value Hedging Relationships	Hedged Items in Qualifying Fair Value Hedging Relationships	Gains (Losses) Recognized on Derivatives			Gains (Losses) Recognized for Hedged Items			Ineffectiveness Recognized
		(in millions)
Interest rate swaps	Fixed-rate assets	$	118		$	(93	)	$	25
	Fixed-rate liabilities		(4	)		1			(3	)
Foreign currency swaps	Fixed-rate assets		(1	)		(22	)		(23	)
	Fixed-rate liabilities		-			-			-
Total		$	113		$	(114	)	$	(1	)

Year ended December 31, 2011

Derivatives in Qualifying Fair Value Hedging Relationships	Hedged Items in Qualifying Fair Value Hedging Relationships	Gains (Losses) Recognized on Derivatives			Gains (Losses) Recognized for Hedged Items			Ineffectiveness Recognized
		(in millions)
Interest rate swaps	Fixed-rate assets	$	(546	)	$	679		$	133
	Fixed-rate liabilities		339			(370	)		(31	)
Foreign currency swaps	Fixed-rate assets		(21	)		10			(11	)
	Fixed-rate liabilities		-			-			-
Total		$	(228	)	$	319		$	91

Cash Flow Hedges. The Company uses interest rate swaps and interest rate treasury locks to hedge the variability in cash flows from variable rate financial instruments and forecasted transactions. The Company also uses cross currency swaps and

F-43

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

forward agreements to hedge currency exposure on foreign currency financial instruments and foreign currency denominated expenses, respectively. Total return swaps are used to hedge the variability in cash flows associated with certain stock-based compensation awards. Inflation swaps are used to reduce inflation risk generated from inflation-indexed liabilities.

For the year ended December 31, 2011, certain cash flow hedges were discontinued because it was no longer probable that the original forecasted transaction would occur by the end of the originally specified time period documented at inception of the hedging relationship. In 2012 and 2011, the Company completed a comprehensive review of its projections of future cash flows related to hedging activity for its life insurance business and its long-term care business, respectively. As a result of the continued volatility in interest rates and current trends within the long-term care and life insurance businesses, the Company de-designated $1.6 billion (notional principal) of forward-starting interest rate swaps for the life insurance business in 2012, and $3.9 billion (notional principal) of forward-starting interest rate swaps for the long-term care business in 2011.

The accumulated other comprehensive income related to de-designated swaps continues to be deferred. During 2012 and 2011, the deferred OCI related to the de-designated swaps amounted to $312 million, net of tax and $432 million, net of tax, respectively. If the forecasted transactions do occur, these amounts will be reclassified to earnings in the periods during which variability in the cash flows hedged or the hedged forecasted transactions are recognized in earnings. If the forecasted transactions become probable not to occur, the amounts will be reclassified to earnings in that period.

During 2012, the Company completed a review of the investment strategy for JHNY universal life (“UL”) business. As part of this review, it was determined that it was appropriate for the UL business to begin investing in non-fixed income assets. Under the revised investment strategy, UL cash flows will be invested in a combination of fixed income and non-fixed income assets, potentially resulting in lower cash flows available for reinvestments in fixed income assets than originally anticipated for the UL cash flow hedging program. The Company voluntarily de-designated $150 million (notional principal) of forward-starting interest rate swaps in 2012; the accumulated other comprehensive income related to these de-designated swaps continues to be deferred. During 2012, the deferred OCI related to the de-designated swaps amounted to $30 million, net of tax. If the forecasted transactions do occur as expected, these amounts will be allocated to the acquired fixed income assets in the periods during which the hedged forecasted transactions occur and amortized to earnings over the life of the underlying fixed income assets acquired. If the forecasted transactions become probable not to occur, the amounts will be reclassified to earnings in that period.

For the year ended December 31, 2013, all of the Company’s hedged forecast transactions qualified as cash flow hedges and no cash flow hedges were discontinued because it was probable that the original forecasted transactions would occur by the end of the originally specified time period documented at inception of the hedging relationship.

F-44

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

The following tables present the effects of derivatives in qualifying cash flow hedging relationships on the Consolidated Statements of Operations, the Consolidated Statements of Comprehensive Income (Loss) and the Consolidated Statements of Changes in Shareholder’s Equity.

Year ended December 31, 2013

Derivatives in Qualifying Cash Flow Hedging Relationships	Hedged Items in Qualifying Cash Flow Hedging Relationships	Gains (Losses) Deferred in AOCI on Derivatives  (Net of Tax)			Gains Reclassified from AOCI into Net  Realized Investment and Other Gains (Losses) (Net of Tax)			Ineffectiveness Recognized in Net Realized  Investment and Other Gains (Losses)
		(in millions)
Interest rate swaps	Forecasted fixed-rate assets	$	(898	)	$	325		$	-
	Floating rate assets		(11	)		-			-
	Inflation indexed liabilities		(58	)		-			-
	Forecasted fixed-rate liabilities		-			-			-
Foreign currency swaps	Fixed-rate assets		20			(1	)		-
	Floating rate assets		1			-			-
	Floating rate liabilities		-			-			-
Foreign currency forwards	Forecasted expenses		(7	)		-			-
	Foreign currency assets		-			-			-
Equity total return swaps	Share-based payments		9			-			-
	Total	$	(944	)	$	324		$	-
Year ended December 31, 2012
Derivatives in Qualifying Cash Flow Hedging Relationships	Hedged Items in Qualifying Cash Flow Hedging Relationships	Gains (Losses) Deferred in AOCI on Derivatives (Net of Tax)			Gains Reclassified from AOCI into Net Realized Investment and Other Gains (Losses) (Net of Tax)			Ineffectiveness Recognized in Net Realized  Investment and Other Gains (Losses)
		(in millions)
Interest rate swaps	Forecasted fixed-rate assets	$	526		$	212		$	9
	Floating rate assets		(5	)		-			-
	Inflation indexed liabilities		134			-			-
	Forecasted fixed-rate liabilities		-			-			-
Foreign currency swaps	Fixed-rate assets		(16	)		(4	)		-
	Floating rate assets		(1	)		-			-
	Floating rate liabilities		-			-			-
Foreign currency forwards	Forecasted expenses		3			1			-
	Foreign currency assets		-			-			-
Equity total return swaps	Share-based payments		7			-			-
	Total	$	648		$	209		$	9

F-45

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

Year ended December 31, 2011

Derivatives in Qualifying Cash Flow Hedging Relationships	Hedged Items in Qualifying Cash Flow Hedging Relationships	Gains (Losses) Deferred in AOCI on Derivatives  (Net of Tax)			Gains Reclassified from AOCI into Net Realized Investment and Other Gains (Losses) (Net of Tax)		Ineffectiveness Recognized in Net Realized  Investment and Other Gains (Losses)
		(in millions)
Interest rate swaps	Forecasted fixed-rate assets	$	1,916		$	59	$	14
	Floating rate assets		5			-		-
	Inflation indexed liabilities		(136	)		-		-
	Forecasted fixed-rate liabilities		-			-		-
Foreign currency swaps	Fixed-rate assets		16			-		-
	Floating rate assets		(1	)		-		-
	Floating rate liabilities		-			-		-
Foreign currency forwards	Forecasted expenses		(16	)		-		-
	Foreign currency assets		-			-		-
Equity total return swaps	Share-based payments		(7	)		-		-
	Total	$	1,777		$	59	$	14

The Company anticipates that pre-tax net gains of approximately $90 million will be reclassified from AOCI to earnings within the next 12 months. The maximum time frame for which variable cash flows are hedged is 33 years.

For a rollforward of the net accumulated gains (losses) on cash flow hedges see the Shareholder’s Equity Note.

Derivatives Not Designated in Qualifying Hedge Accounting Relationships. The Company enters into interest rate swap agreements, cancelable interest rate swap agreements, and interest rate futures contracts to manage interest rate risk, total return swap agreements to manage equity risk, and CDS to manage credit risk. The Company also uses interest rate treasury locks and interest rate floor agreements to manage exposure to interest rates without designating the derivatives as hedging instruments. Interest rate floor agreements hedge the interest rate risk associated with minimum interest rate guarantees in certain life insurance and annuity businesses.

The Company offers certain variable annuity products with a guaranteed minimum withdrawal benefit (“GMWB”) and guaranteed minimum death benefit (“GMDB”). These guarantees are effectively an embedded option on the basket of mutual funds offered to contract holders. Beginning in November 2007, for certain contracts, the Company implemented a hedging program to reduce its exposure to the GMWB and GMDB guarantees. This dynamic hedging program uses interest rate swap agreements, equity index futures (including but not limited to the Dow Jones Industrial, Standard & Poor’s 500, Russell 2000, and Dow Jones Euro Stoxx 50 indices), equity index options, and U.S. Treasury futures to match the sensitivities of the GMWB and GMDB liabilities to the market risk factors.

The Company also has a macro equity risk hedging program using equity and currency futures, as well as equity index options. This program is designed to reduce the Company’s overall exposure to public equity markets arising from several sources including, but not limited to, variable annuity guarantees not dynamically hedged, separate account fees not associated with guarantees, and Company equity holdings.

The Company uses foreign currency swaps and foreign currency forwards to reduce the risk from fluctuations in foreign currency exchange rates associated with its assets and liabilities denominated in foreign currencies.

F-46

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

For the years ended December 31, 2013, 2012 and 2011, gains and losses related to derivatives in a non-qualifying hedge accounting relationship were recognized by the Company and the components were recorded in net realized investment and other gains (losses) as follows:

Years ended December 31,	2013			2012			2011
	(in millions)
Non-Qualifying Hedge Accounting Relationships
Interest rate swaps	$	(3,036	)	$	(336	)	$	3,230
Interest rate treasury locks		(385	)		-			-
Interest rate options		(46	)		(8	)		1
Interest rate futures		82			(53	)		(237	)
Foreign currency swaps		5			(32	)		17
Foreign currency forwards		4			(5	)		(10	)
Foreign currency futures		74			-			16
Equity total return swaps		(16	)		7			(1	)
Equity options		(36	)		-			-
Equity index futures		(1,982	)		(1,555	)		(318	)
Credit default swaps		-			1			-
Embedded derivatives		212			(1,730	)		153
Total Investment Gains (Losses) from Derivatives in Non-Qualifying Hedge Accounting Relationships	$	(5,124	)	$	(3,711	)	$	2,851

Credit Default Swaps. The Company replicates exposure to specific issuers by selling credit protection via CDS in order to complement its cash bond investing. The Company does not employ leverage in its CDS program and therefore, does not write CDS protection in excess of its government bond holdings.

The following table provides details of the CDS protection sold by type of contract and external agency rating for the underlying reference security, as of December 31, 2013 and 2012, respectively.

	December 31, 2013						December 31, 2012
	Notional amount2		Fair Value		Weighted average maturity (in  years)3		Notional amount2		Fair Value		Weighted average maturity (in  years)3
	(in millions)
Single name CDS1
Corporate Debt
AAA	$	35	$	1		3	$	25	$	1		4
AA		95		3		3		85		2		4
A		185		4		3		145		3		4
BBB		-		-				10		-		5
Total CDS protection sold	$	315	$	8			$	265	$	6

¹  The rating agency designations are based on S&P where available followed by Moody’s, Dominion Bond Rating Services (DBRS), and Fitch. If no rating is available from a rating agency, then an internally developed rating is used.

²  Notional amount represents the maximum future payments the Company would have to pay its counterparties assuming a default of the underlying credit and zero recovery on the underlying issuer obligation.

F-47

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 8 — Derivatives and Hedging Instruments - (continued)

³  The weighted average maturity of the CDS is weighted based on notional amounts.

The Company held no purchased credit protection at December 31, 2013 and 2012. The average credit rating of the counterparties guaranteeing the underlying credit is A+ and the weighted average maturity is 3 years.

Embedded Derivatives. The Company has certain embedded derivatives that are required to be separated from their host contracts and accounted for as derivatives. These host contracts include fixed maturity securities, reinsurance contracts, participating pension contracts, and certain benefit guarantees.

For more details on the Company’s embedded derivatives, see the Fair Value Measurements Note.

Credit Risk. The Company’s exposure to loss on derivatives is limited to the amount of any net gains that may have accrued with a particular counterparty. Gross derivative counterparty exposure is measured as the total fair value (including accrued interest) of all outstanding contracts in a gain position excluding any offsetting contracts in negative positions and the impact of collateral on hand. The Company may be exposed to credit-related losses in the event of nonperformance by counterparties to the derivative financial instruments. The current credit exposure of the Company’s derivative contracts is limited to the fair value in excess of the collateral held at the reporting date.

The Company manages its credit risk by entering into transactions with creditworthy counterparties, obtaining collateral where appropriate, and entering into master netting agreements that provide for a netting of payments and receipts with a single counterparty. The Company enters into credit support annexes with its OTC derivative dealers in order to manage its credit exposure to those counterparties. As part of the terms and conditions of those agreements, the pledging and accepting of collateral in connection with the Company’s derivative usage is required. As of December 31, 2013 and 2012, the Company accepted collateral consisting of cash of $702 million and $2,142 million and various securities with a fair value of $2,425 million and $5,430 million, respectively, which is held in separate custodial accounts. In addition, the Company has pledged collateral to support both the OTC derivative instruments, exchange traded futures and cleared interest rate swap transactions. For further details regarding pledged collateral see the Investments Note.

In June 2013, under US regulations, certain interest rate swap agreements and credit default swap agreements were required to be cleared through central clearing houses. These transactions are contractual agreements that require initial and variation margin collateral postings and are settled on a daily basis through a clearing house. As such, they reduce the credit risk exposure in the event of default by a counterparty.

Note 9 — Certain Separate Accounts

The deposits related to the variable life insurance contracts are invested in separate accounts, and the Company guarantees a specified death benefit on certain policies if specified premiums on these policies are paid by the policyholder, regardless of separate account performance.

The following table reflects variable life insurance contracts with guarantees held by the Company:

	December 31,
	2013		2012
	(in millions, except for age)
Life insurance contracts with guaranteed benefits
In the event of death
Account value	$	9,781	$	8,346
Net amount at risk related to deposits		174		182
Average attained age of contract holders		53		52

Many of the variable annuity contracts issued by the Company offer various guaranteed minimum death, income, and/or withdrawal benefits. GMDB features guarantee the contract holder either (a) a return of no less than total deposits made to the contract less any partial withdrawals; (b) total deposits made to the contract less any partial withdrawals plus a minimum return; (c) the highest contract value on a specified anniversary date minus any withdrawals following the contract anniversary, or (d) a combination of (b) and (c) above.

F-48

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 9 — Certain Separate Accounts - (continued)

Contracts with Guaranteed Minimum Income Benefit (“GMIB”) riders provide a guaranteed lifetime annuity, which may be elected by the contract holder after a stipulated waiting period (7 to 15 years), and which may be larger than what the contract account balance would purchase at then-current annuity purchase rates.

Multiple variations of an optional GMWB rider have also been offered by the Company. The GMWB rider provides contract holders a guaranteed annual withdrawal amount over a specified time period or in some cases for as long as they live. In general, guaranteed annual withdrawal amounts are based on deposits and may be reduced if withdrawals exceed allowed amounts. Guaranteed amounts may also be increased as a result of “step-up” provisions, which increase the benefit base to higher account values at specified intervals. Guaranteed amounts may also be increased if withdrawals are deferred over a specified period. In addition, certain versions of the GMWB rider extend lifetime guarantees to spouses.

Unaffiliated and affiliated reinsurance has been utilized to mitigate risk related to some of the guarantee benefit riders. Hedging has also been utilized to mitigate risk related to some of the GMWB riders.

For GMDB, the net amount at risk is defined as the current guaranteed minimum death benefit in excess of the current account balance. For GMIB, the net amount at risk is defined as the excess of the current annuitization income base over the current account value. For GMWB, the net amount at risk is defined as the current guaranteed withdrawal amount minus the current account value. For all the guarantees, the net amount at risk is floored at zero at the single contract level.

F-49

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 9 — Certain Separate Accounts - (continued)

The Company had the following variable annuity contracts with guarantees. Amounts at risk are shown net of reinsurance. Note that the Company’s variable annuity contracts with guarantees may offer more than one type of guarantee in each contract; therefore, the amounts listed are not mutually exclusive.

	December 31,
	2013			2012
	(in millions, except for ages and percentages)
Guaranteed Minimum Death Benefit
Return of net deposits
In the event of death
Account value	$	25,475		$	24,553
Net amount at risk — net of reinsurance		33			64
Average attained age of contract holders		66			66
Return of net deposits plus a minimum return
In the event of death
Account value	$	557		$	542
Net amount at risk — net of reinsurance		265			305
Average attained age of contract holders		71			70
Guaranteed minimum return rate		5	%		5	%
Highest specified anniversary account value minus withdrawals post anniversary
In the event of death
Account value	$	25,711		$	25,350
Net amount at risk — net of reinsurance		160			265
Average attained age of contract holders		67			66
Guaranteed Minimum Income Benefit
Account value	$	4,678		$	4,816
Net amount at risk — net of reinsurance		30			40
Average attained age of contract holders		65			65
Guaranteed Minimum Withdrawal Benefit
Account value	$	40,205		$	38,613
Net amount at risk		407			774
Average attained age of contract holders		66			65

F-50

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 9 — Certain Separate Accounts - (continued)

Account balances of variable contracts with guarantees were invested in various separate accounts with the following characteristics:

	December 31,
	2013		2012
	(in millions)
Type of Fund
Equity	$	31,223	$	28,537
Balanced		22,921		21,539
Bond		6,755		7,557
Money Market		906		1,407
Total	$	61,805	$	59,040

The following table summarizes the liabilities for guarantees on variable life and annuity contracts reflected in future policy benefits in the general account:

	Guaranteed Minimum Death Benefit (GMDB)			Guaranteed Minimum Income Benefit (GMIB)			Guaranteed Minimum Withdrawal Benefit (GMWB)			Total
	(in millions)
Balance at January 1, 2013	$	229		$	179		$	1,310		$	1,718
Incurred guarantee benefits		(32	)		(65	)		-			(97	)
Other reserve changes		1			(38	)		(1,002	)		(1,039	)
Balance at December 31, 2013		198			76			308			582
Reinsurance recoverable		(47	)		(1,074	)		(259	)		(1,380	)
Net balance at December 31, 2013	$	151		$	(998	)	$	49		$	(798	)
Balance at January 1, 2012	$	247		$	211		$	1,165		$	1,623
Incurred guarantee benefits		(51	)		(91	)		-			(142	)
Other reserve changes		33			59			145			237
Balance at December 31, 2012		229			179			1,310			1,718
Reinsurance recoverable		(68	)		(1,801	)		(1,071	)		(2,940	)
Net balance at December 31, 2012	$	161		$	(1,622	)	$	239		$	(1,222	)

The GMDB gross and ceded reserves, the GMIB gross reserves, and the life contingent portion of the GMWB reserves were determined in accordance with ASC 944, “Financial Services – Insurance”, and the GMIB reinsurance recoverable and non-life contingent GMWB gross reserves were determined in accordance with ASC 815 “Derivatives and Hedging.”

The Company regularly evaluates estimates used and adjusts the additional liability balance, with a related charge or credit to benefits to policyholders, if actual experience or other evidence suggests that earlier assumptions should be revised.

F-51

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 9 — Certain Separate Accounts - (continued)

The following assumptions and methodology were used to determine the amounts above at December 31, 2013 and 2012:

• Data used included 1,000 stochastically generated investment performance scenarios. For the GMIB reinsurance recoverable and non-life contingent GMWB gross reserve calculations, risk neutral scenarios were used.

• Mean return and volatility assumptions were determined by asset class. Market consistent observed volatilities were used where available for ASC 815 calculations.

• Annuity mortality is based on a combination of the Ruark Variable Annuity table and the Company’s actual experience between 2006 and 2010. The Ruark table is based on an industry study of variable annuity deaths in 2005 and 2006.

• Annuity base lapse rates vary by contract type, duration, type of living benefit or death benefit rider, and whether guaranteed withdrawals are being taken. The lapse rates range from 0.5% to 40%.

• The discount rates used in the GMDB gross and ceded reserves, the GMIB gross reserves, and the life contingent portion of the GMWB reserve calculations range from 6.4% to 7%. The discount rates used in the GMIB reinsurance recoverable and non-life contingent GMWB gross reserve calculations were based on the term structure of swap curves with a credit spread based on the credit standing of MFC (for GMWB) and the reinsurers (for GMIB).

Note 10 — Closed Blocks

The Company operates two separate closed blocks for the benefit of certain classes of individual or joint traditional participating whole life insurance policies. The JHUSA closed block was established upon the demutualization of MLI for those designated participating policies that were in-force on September 23, 1999. The JHLICO closed block was established upon the demutualization of JHLICO for those designated participating policies that were in-force on February 1, 2000.

Assets were allocated to the closed blocks in an amount that, together with anticipated revenues from policies included in the closed blocks, was reasonably expected to be sufficient to support such business, including provision for payment of benefits, direct asset acquisition and disposition costs, taxes, and for continuation of dividend scales, assuming experience underlying such dividend scales continues. Assets allocated to the closed blocks inure solely to the benefit of policyholders included in the closed blocks and will not revert to the benefit of the shareholders of the Company. No reallocation, transfer, borrowing, or lending of assets can be made between the closed blocks and other portions of the Company’s general account, any of its separate accounts, or any affiliate of the Company without prior approval from the State of Michigan Department of Insurance and Financial Services.

If, over time, the aggregate performance of the assets and policies of a closed block is better than was assumed in funding that closed block, dividends to policyholders for that closed block will be increased. If, over time, the aggregate performance of the assets and policies of a closed block is less favorable than was assumed in funding that closed block, dividends to policyholders for that closed block will be reduced.

The assets and liabilities allocated to the closed blocks are recorded in the Company’s Consolidated Balance Sheets and Consolidated Statements of Operations on the same basis as other similar assets and liabilities. The carrying amount of the closed blocks’ liabilities in excess of the carrying amount of the closed blocks’ assets at the date the closed blocks were established (adjusted to eliminate the impact of related amounts in accumulated other comprehensive income) represents the maximum future earnings from the assets and liabilities designated to the closed blocks that can be recognized in income over the period the policies in the closed blocks remain in force. The Company has developed an actuarial calculation of the timing of such maximum future shareholder earnings, and this is the basis of the policyholder dividend obligation.

If actual cumulative earnings of a closed block are greater than expected cumulative earnings of that block, only expected earnings will be recognized in that closed block’s income. Actual cumulative earnings in excess of expected cumulative earnings of a closed block represent undistributed accumulated earnings attributable to policyholders, which are recorded as a policyholder dividend obligation because the excess will be paid to the policyholders of that closed block as an additional policyholder dividend unless otherwise offset by future closed block performance that is less favorable than originally expected. If actual cumulative performance of a closed block is less favorable than expected, expected earnings for that

F-52

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 10 — Closed Blocks - (continued)

closed block will be recognized in net income, unless the policyholder dividend obligation has been reduced to zero, in which case actual earnings will be recognized in income. The policyholder dividend obligation for the JHLICO and JHUSA closed blocks was zero at December 31, 2013 and 2012.

For all closed block policies, the principal cash flow items that affect the amount of closed block assets and liabilities are premiums, net investment income, purchases and sales of investments, policyholder benefits, policyholder dividends, premium taxes, guaranty fund assessments, and income taxes. For the JHLICO closed block policies, the principal income and expense items excluded from the closed block are management and maintenance expenses, commissions, and net investment income and realized investment gains and losses of investment assets outside the closed block that support the closed block business, all of which enter into the determination of total gross margins of closed block policies for the purpose of the amortization of deferred policy acquisition costs. There are no exclusions applicable to the JHUSA closed block. The amounts shown in the following tables for assets, liabilities, revenues, and expenses of the closed blocks are those that enter into the determination of amounts that are to be paid to policyholders.

The following tables set forth certain summarized financial information relating to the closed blocks as of the dates indicated:

F-53

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 10 — Closed Blocks - (continued)

JHUSA Closed Block

	December 31,
	2013			2012
	(in millions)
Liabilities
Future policy benefits	$	8,129		$	8,258
Policyholders’ funds		71			74
Policyholder dividends payable		155			162
Other closed block liabilities		698			659
Total closed block liabilities		9,053			9,153
Assets
Investments
Fixed maturities:
Available-for-sale—at fair value (amortized cost: 2013—$2,988; 2012—$2,733)		3,217			3,163
Mortgage loans on real estate		483			519
Investment real estate		722			710
Policy loans		1,585			1,589
Other invested assets		4			5
Total investments		6,011			5,986
Cash borrowings, cash, and cash equivalents		(489	)		(513	)
Accrued investment income		100			101
Amount due from and held for affiliates		2,076			2,047
Other closed block assets		486			588
Total assets designated to the closed block		8,184			8,209
Excess of closed block liabilities over assets designated to the closed block		869			944
Portion of above representing accumulated other comprehensive income:
Unrealized appreciation, net of deferred income tax expense of $268 and $322, respectively		497			597
Adjustment for deferred policy acquisition costs, net deferred income tax benefit of $81 and $111, respectively		(150	)		(206	)
Foreign currency translation adjustment		(51	)		(79	)
Total amounts included in accumulated other comprehensive income		296			312
Maximum future earnings to be recognized from closed block assets and liabilities	$	1,165		$	1,256

F-54

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 10 — Closed Blocks - (continued)

JHUSA Closed Block

	Years ended December 31,
	2013		2012			2011
	(in millions)
Revenues
Premiums	$	499	$	538		$	558
Net investment income		291		339			331
Net realized investment income and other gains (losses)		265		111			67
Total revenues		1,055		988			956
Benefits and Expenses
Benefits to policyholders		575		656			668
Policyholder dividends		313		331			354
Amortization of deferred policy acquisition costs		-		94			14
Other closed block operating costs and expenses		27		29			29
Total benefits and expenses		915		1,110			1,065
Revenues, net of benefits and expenses		140		(122	)		(109	)
Income tax expense (benefit)		49		(43	)		(41	)
Revenues (losses), net of benefits and expenses and income taxes	$	91	$	(79	)	$	(68	)

Maximum future earnings from closed block assets and liabilities:

	December 31,
	2013			2012
	(in millions)
Beginning of period	$	1,256		$	1,177
Revenues, net of benefits and expenses and income taxes		(91	)		79
End of period	$	1,165		$	1,256

F-55

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 10 — Closed Blocks - (continued)

JHLICO Closed Block

	December 31,
	2013		2012
	(in millions)
Liabilities
Future policy benefits	$	10,229	$	10,488
Policyholders’ funds		1,401		1,446
Policyholder dividends payable		325		324
Other closed block liabilities		246		418
Total closed block liabilities		12,201		12,676
Assets
Investments
Fixed maturities:
Available-for-sale—at fair value (amortized cost: 2013—$6,174; 2012—$6,198)		6,353		6,839
Equity securities:
Available-for-sale—at fair value (cost: 2013—$4; 2012—$6)		8		9
Mortgage loans on real estate		1,982		2,176
Policy loans		1,504		1,449
Other invested assets		80		88
Total investments		9,927		10,561
Cash borrowings, cash, and cash equivalents		88		154
Accrued investment income		120		128
Other closed block assets		78		88
Total assets designated to the closed block		10,213		10,931
Excess of closed block liabilities over assets designated to the closed block		1,988		1,745
Portion of above representing accumulated other comprehensive income:
Unrealized appreciation, net of deferred income tax expense of $65 and $229, respectively		121		425
Maximum future earnings to be recognized from closed block assets and liabilities	$	2,109	$	2,170

F-56

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 10 — Closed Blocks - (continued)

JHLICO Closed Block

	Years ended December 31,
	2013		2012		2011
	(in millions)
Revenues
Premiums	$	442	$	514	$	577
Net investment income		512		555		576
Net realized investment income and other gains (losses)		25		65		73
Total revenues		979		1,134		1,226
Benefits and Expenses
Benefits to policyholders		600		665		729
Policyholder dividends		263		289		412
Other closed block operating costs and expenses		22		12		52
Total benefits and expenses		885		966		1,193
Revenues, net of benefits and expenses		94		168		33
Income tax expense (benefit)		33		59		12
Revenues, net of benefits and expenses and income taxes	$	61	$	109	$	21

Maximum future earnings from closed block assets and liabilities:

	December 31,
	2013			2012
	(in millions)
Beginning of period	$	2,170		$	2,279
Revenues, net of benefits and expenses and income taxes		(61	)		(109	)
End of period	$	2,109		$	2,170

Note 11 — Debt and Line of Credit

External short-term and long-term debt consisted of the following:

	December 31,
	2013			2012
	(in millions)
Long-term debt:
Surplus notes, 7.38% maturing in 2024	$	472		$	472
Fixed rate notes payable, interest ranging from 3.5% to 13.84% due in varying amounts to 2017		49			62
Less short-term debt		(49	)		(14	)
Total long-term debt	$	472		$	520

F-57

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 11 — Debt and Line of Credit - (continued)

Long-Term Debt

Aggregate maturities of long-term debt are as follows: 2014—$49 million; 2015—$0 million; 2016—$0 million; 2017—$0 million; 2018—$0 million; and thereafter—$472 million .

Interest expense on debt, included in other operating costs and expenses, was $38 million, $41 million, and $46 million in 2013, 2012 and 2011, respectively. Interest paid on debt was $37 million, $38 million, and $43 million in 2013, 2012 and 2011, respectively.

The fixed rate notes payable includes $35 million of collateralized debt and therefore ranks highest in priority. The remaining fixed rate notes payable are unsecured. Any payment of interest or principal on the surplus notes requires the prior approval of the Michigan Director of the Department of Insurance and Financial Services (the “Director”).

Consumer Notes

The Company issued consumer notes through its SignatureNotes program. The SignatureNotes investment product was sold through a broker-dealer network to retail customers in the form of publicly traded fixed and/or floating rate securities. SignatureNotes have a variety of maturities, interest rates, and call provisions. Interest ranging from 0.8% to 6.0% is due in varying amounts to 2032.

Aggregate maturities of consumer notes, net of unamortized dealer fees, are as follows: 2014—$239 million; 2015—$150 million; 2016— $67 million; 2017—$8 million; 2018—$44 million; and thereafter—$162 million.

Interest expense on consumer notes, included in other operating costs and expenses, was $29 million, $34 million, and $42 million in 2013, 2012 and 2011, respectively. Interest paid amounted to $30 million, $36 million, and $42 million in 2013, 2012 and 2011, respectively.

Line of Credit

At December 31, 2013, the Company, MFC, and other MFC subsidiaries had a committed line of credit through a group of banks totaling $500 million pursuant to a multi-year facility, which will expire in 2015. The banks will commit, when requested, to loan funds at prevailing interest rates as determined in accordance with the line of credit agreement. Under the terms of the agreement, MFC is required to maintain a certain minimum level of net worth, and MFC and the Company are required to comply with certain other covenants, which were met at December 31, 2013. At December 31, 2013, MFC and its subsidiaries, including the Company, had no outstanding borrowings under the agreement.

At December 31, 2013, the Company had a committed line of credit agreement established by MLI totaling $1 billion, which will expire in 2018. MLI will commit, when requested, to loan funds at prevailing interest rates as determined in accordance with the line of credit agreement. Under the terms of the agreement, the Company is required to maintain a certain minimum level of net worth and comply with certain other covenants as long as any amount is owed to the lender under the agreement. At December 31, 2013, the Company had no outstanding borrowings under the agreement.

At December 31, 2013, JHUSA and MIC share in a committed line of credit established by MFC totaling $1 billion, which will expire in 2018. MFC will commit, when requested, to loan funds at prevailing interest rates as determined in accordance with the line of credit agreement. Under the terms of the agreement, the Company is required to maintain a certain minimum level of net worth and comply with certain other covenants, as long as any amount is owed to the lender under the agreement. At December 31, 2013, the Company had no outstanding borrowings under the agreement.

Affiliated Debt and Loan Transactions

Affiliated debt and loan transactions are included in amounts due to affiliates or due from affiliates, respectively on the Consolidated Balance Sheets.

F-58

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 11 — Debt and Line of Credit - (continued)

Pursuant to subordinated surplus notes dated September 30, 2008, the Company borrowed $405 million from an affiliate, John Hancock Insurance Agency, Inc. (“JHIA”). The notes mature on March 31, 2033. The interest rate is fixed at 7%, and interest is payable semi-annually. Interest expense was $29 million, $29 million, and $29 million for the years ended December 31, 2013, 2012 and 2011, respectively.

On December 22, 2006, the Company issued a subordinated note that was converted on September 30, 2008 to a subordinated surplus note. The outstanding amount to JHFC of $136 million is due December 15, 2016. Interest on the subordinated surplus note from October 1, 2008 until December 15, 2011 accrued at a variable rate equal to LIBOR plus 0.3% per annum calculated and reset quarterly on March 31, June 30, September 30, and December 31 and payable semi-annually on March 31 and September 30 of each year. Thereafter, interest accrues at a variable rate equal to LIBOR plus 1.3% per annum reset quarterly as aforementioned and payable semi-annually on June 15 and December 15 of each year until payment in full. Interest expense was $2 million, $2 million, and $0 million for the years ended December 31, 2013, 2012 and 2011, respectively.

The issuance of the above surplus notes by the Company was approved by the Director, and any payments of interest or principal on the surplus notes require the prior approval of the Director. The surplus notes are included with amounts due to affiliates on the Consolidated Balance Sheets.

Pursuant to a demand note receivable dated September 30, 2008, the Company has $295 million outstanding with MIC. The note, which was to have matured on March 31, 2013, was extended to March 31, 2018. Prior to March 31, 2013, the interest rate was calculated at a fluctuating rate equal to 3-month LIBOR plus 83 basis points per annum. Following the extension, the interest rate is calculated at a fluctuating rate equal to 3-month LIBOR plus 180 basis points per annum. Interest income was $6 million, $4 million, and $3 million for the years ended December 31, 2013, 2012 and 2011, respectively.

Pursuant to a promissory note dated June 28, 2012, the Company borrowed $153 million from Manulife Finance Switzerland AG (“MFSA”). Interest on the loan is calculated at a fluctuating rate equal to 3-month LIBOR plus 90 basis points per annum and is payable quarterly. In addition, the Company renewed two previously outstanding promissory notes to MFSA with an outstanding balance of $7 million and combined these notes with the new note issued on June 28, 2012, thus bringing the total principal balance due to $160 million. On June 28, 2013, the maturity date was extended for a period of one year to June 28, 2014 with the terms noted above. Interest expense was $2 million and $1 million for the years ended December 31, 2013 and 2012, respectively.

Pursuant to a demand note dated December 20, 2012, the Company borrowed $130 million from MIC. The note matures on December 20, 2015. Interest on the loan is calculated at a fluctuating rate equal to the one-month LIBOR rate and is payable monthly. Interest expense was $0 million and $0 million for the years ended December 31, 2013 and 2012, respectively.

Note 12 — Income Taxes

The Company is included in the consolidated federal income tax return of JHFC. John Hancock Life and Health Insurance Company (“JHLH”), an affiliate, files a separate federal income tax return for a five-year period that began in 2010.

Income (loss) before income taxes includes the following:

	Years ended December 31,
	2013		2012			2011
	(in millions)
Domestic	$	2,326	$	(766	)	$	(1,143	)
Income (loss) before income taxes	$	2,326	$	(766	)	$	(1,143	)

F-59

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 12 — Income Taxes - (continued)

The components of income taxes were as follows:

	Years ended December 31,
	2013		2012			2011
	(in millions)
Current taxes:
Federal	$	213	$	(255	)	$	(233	)
State		2		-			1
Total		215		(255	)		(232	)
Deferred taxes:
Federal		606		(378	)		(100	)
State		-		-			-
Total		606		(378	)		(100	)
Total income tax expense (benefit)	$	821	$	(633	)	$	(332	)

A reconciliation of income taxes at the federal income tax rate to income tax expense (benefit) charged to operations follows:

	Years ended December 31,
	2013			2012			2011
	(in millions)
Tax at 35%	$	814		$	(268	)	$	(400	)
Add (deduct):
Prior year taxes		18			(61	)		27
Tax credits		(64	)		(76	)		(74	)
Tax-exempt investment income		(6	)		(29	)		(31	)
Lease income		147			27			1
Dividend received deduction		(109	)		(113	)		(102	)
Change in tax reserves		(49	)		(128	)		67
Goodwill impairment		-			-			175
Valuation allowance		50			-			-
Foreign tax expense gross-up		9			10			3
Other		11			5			2
Total income tax expense (benefit)	$	821		$	(633	)	$	(332	)

F-60

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 12 — Income Taxes - (continued)

Deferred income tax assets and liabilities result from tax affecting the differences between the financial statement values and income tax values of assets and liabilities at each Consolidated Balance Sheet date. Deferred tax assets and liabilities consisted of the following:

	December 31,
	2013			2012
	(in millions)
Deferred tax assets:
Policy reserves	$	1,147		$	2,401
Net operating loss carryforwards		928			661
Net capital loss carryforwards		-			-
Tax credits		878			831
Unearned revenue		601			523
Deferred compensation		66			53
Accrued interest		150			414
Policyholder dividends payable		84			91
Other		77			91
Sub-total deferred tax assets		3,931			5,065
Valuation allowance		(50	)		-
Total deferred tax assets		3,881			5,065
Deferred tax liabilities
Unrealized investment gains on securities		1,091			2,954
Deferred policy acquisition costs		1,927			1,606
Intangible assets		904			946
Premiums receivable		33			36
Deferred sales inducements		103			57
Deferred gains		451			527
Securities and other investments		2,100			2,969
Other		230			188
Total deferred tax liabilites		6,839			9,283
Net deferred tax liabilities	$	2,958		$	4,218

At December 31, 2013, the Company had $2,652 million of net operating loss carryforwards which will expire between 2023 and 2028. At December 31, 2013, the Company had $878 million of tax credits, which consist of $661 million of general business credits, $206 million of foreign tax credits, and $11 million of alternative minimum tax credits. The general business credits begin to expire in tax year 2021 through tax year 2033. The foreign tax credits begin to expire in tax year 2013 through tax year 2023. The alternative minimum tax credits do not have an expiration date.

The Company has recorded a valuation allowance against specific general business tax credit carryforwards of $50 million for the year ended December 31, 2013. These tax credits were generated by the legacy JHFC group and are subject to the separate return limitation rules. These credits will not expire until 2019, however due to restrictions on the utilization, management believes that it is more likely than not that the Company will not realize the benefit. In assessing the need for a valuation allowance, management considered the future reversal of taxable temporary differences, future taxable income exclusive of reversing temporary differences, taxable income in the carry back period, as well as tax planning strategies. Tax planning strategies were considered to the extent they were both prudent and feasible and if implemented, would result in the realization of deferred tax assets.

In 2013, the Company received income tax refunds of $200 million from subsidiaries under the terms of its inter-company tax-sharing agreement and made income tax payments of $760 million to the Internal Revenue Service (“IRS”). In 2012, the Company received income tax refunds of $190 million from subsidiaries under the terms of its inter-company tax-sharing

F-61

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 12 — Income Taxes - (continued)

agreement and made income tax payments of $43 million to the IRS. In 2011, the Company received income tax refunds of $181 million from subsidiaries under the inter-company tax sharing agreement and received income tax refunds of $20 million from the IRS.

The Company files income tax returns in the U.S. federal jurisdiction and various state and local jurisdictions. The Company is under continuous examination by the IRS. Effective for 2010, the Company’s common parent JHFC merged into MHDLLC resulting in a new combined group. The returns for the new combined group have not yet been examined by the IRS. With respect to the legacy MHDLLC consolidated return group, the IRS audit for tax years prior to 2008 have been closed. For tax years 2008 and 2009, a refund claim is pending with the IRS Joint Committee. With respect to the legacy JHFC group, the IRS has completed its examinations of tax years 1997 through 2006. IRS has issued statutory notices of deficiency relating to issues in years 1997 through 2001 and the Company has resolved all issues with the IRS except leveraged leases, for which the Company filed a petition in the U.S. Tax Court. For tax years 2002 through 2004, all issues have been resolved except those pertaining to the Tax Court case. For tax years 2005 and 2006, the legacy JHFC group is currently in appeals. Tax years 2007 through 2009 are currently under examination by the IRS. Tax years 1997 through 2004 remain open until the Tax Court case is resolved.

On August, 5, 2013, the U.S. Tax Court issued an opinion in the litigation between the Company and the IRS involving the tax treatment of certain leveraged lease investments. The Court’s opinion effectively ruled against the Company with respect to deductions claimed for tax years 1997-2001. Final judgment in the case is pending and expected in 2014. The Company is reviewing its appeals options and has made an advance payment of tax and interest that will come due upon final judgment to avoid further accrual of interest. There is no material impact to the Company’s financial position or results of operations as a result of the decision.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

	December 31,
	2013			2012
	(in millions)
Balance, beginning of year	$	3,226		$	2,477
Additions based on tax positions related to the current year		140			350
Payments		(565	)		-
Additions for tax positions of prior years		23			616
Reductions for tax positions of prior years		(2,173	)		(217	)
Balance, end of year	$	651		$	3,226

Included in the balances as of December 31, 2013 and 2012, respectively, are $164 million and $237 million of unrecognized benefits that, if recognized, would affect the Company’s effective tax rate. Included in the balances as of December 31, 2013 and 2012, respectively, are $487 million and $2,989 million of tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Because of the impact of deferred tax accounting, other than interest or penalties, the disallowance of the shorter deductibility period would not affect the annual effective rate, but would accelerate the payment of taxes to an earlier period.

The Company’s liability for unrecognized tax benefits may decrease in the next twelve months pending the outcome of remaining issues associated with the 1997 through 2009 IRS audit. A reasonable estimate of the decrease cannot be determined at this time; however, the Company believes that the ultimate resolution will not result in a material change to its consolidated financial statements. Excluding the effect of interest and penalties, this has no impact on the annual effective rate, but would accelerate the payment of taxes to an earlier period.

The Company recognizes interest accrued and penalties in income tax expense. The Company recognized approximately $12 million and $34 million of interest benefit for the years ended December 31, 2013 and 2012, respectively, and $161 million of interest expense for the year ended December 31, 2011. The Company had approximately $422 million and $1,157 million accrued for interest as of December 31, 2013 and 2012, respectively. The Company did not recognize material penalties for the years ended December 31, 2013, 2012 and 2011.

F-62

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 13 — Commitments, Guarantees, Contingencies, and Legal Proceedings

Commitments. The Company has extended commitments to purchase U.S. private debt and to issue mortgage loans on real estate totaling $2,328 million and $126 million, respectively, at December 31, 2013. If funded, loans related to real estate mortgages would be fully collateralized by the mortgaged properties. The Company monitors the creditworthiness of borrowers under long-term bond commitments and requires collateral as deemed necessary. Approximately 46% of these commitments expire in 2014 and the majority of the remainder expires by 2018.

The Company leases office space under non-cancelable operating lease agreements with various expiration dates. Rental expenses, net of sub-lease income, were $17 million, $18 million and $20 million for the years ended December 31, 2013, 2012 and 2011, respectively.

During 2001, the Company entered into an office ground lease agreement, which expires on September 20, 2096. During 2012, the Company entered into a parking lease agreement, which expires on December 31, 2050. The terms of the lease agreements provide for adjustments in future periods. The future minimum lease payments, by year and in the aggregate, under these leases and other non-cancelable operating leases along with the associated sub-lease income are as follows:

	Non-cancelable Operating Leases		Sub-lease Income
	(in millions)
2014		36		14
2015		20		3
2016		12		-
2017		9		-
2018		6		-
Thereafter		361		-
Total		444		17

Other than the Company’s investment in real estate, the Company does not have any material sub-lease income related to its office space. Leasing of investment real estate is not a significant part of the Company’s business activities in terms of revenue, net income, or assets.

The Company’s investment in leveraged leases relates to equipment used primarily in the transportation industries; however, this type of leasing transaction is not a significant part of the Company’s business activities in terms of revenue, net income, or assets.

Guarantees. In the course of business, the Company enters into guarantees which vary in nature and purpose and which are accounted for and disclosed under U.S. GAAP specific to the insurance industry. The Company had no guarantees outstanding outside the scope of insurance accounting at December 31, 2013.

Contingencies. The Company is an investor in a number of leasing transactions. On August 5, 2013, the U.S. Tax Court issued an opinion in the litigation between John Hancock and the IRS involving the tax treatment of certain leveraged lease investments. The Court’s opinion effectively ruled against the Company with respect to deductions claimed for tax years 1997-2001. Final judgment in the case is pending and expected in 2014. The Company is reviewing its appeals options and has made an advance payment of tax and interest that will come due upon final judgment to avoid further accrual of interest. There is no material impact to the Company’s financial position or results of operations as a result of the decision.

The Company acts as an intermediary/broker in OTC derivative instruments. In these cases, the Company enters into derivative transactions on behalf of affiliated companies and then enters into offsetting derivative transactions with the affiliate. In the event of default of either party, the Company is still obligated to fulfill its obligations with the other party.

F-63

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 13 — Commitments, Guarantees, Contingencies, and Legal Proceedings - (continued)

Legal Proceedings. The Company is regularly involved in litigation, both as a defendant and as a plaintiff. The litigation naming the Company as a defendant ordinarily involves its activities as a provider of insurance protection and wealth management products, an employer, and a taxpayer. In addition, the Michigan Department of Insurance and Financial Services, state attorneys general, the SEC, the Financial Regulatory Authority, and other government and regulatory bodies regularly make inquiries and, from time to time, require the production of information or conduct examinations concerning the Company’s compliance with, among other things, insurance laws, securities laws, and laws governing the activities of broker-dealers. An estimation of the range of potential outcomes in any given matter is often unavailable until such matters have developed and sufficient information emerges to support an assessment of the range of possible loss, such as quantification of a damage demand from plaintiffs, discovery from other parties and investigation of factual allegations, rulings by the court on motions or appeals, analysis by experts, and the progress of settlement negotiations. On a quarterly and annual basis, the Company reviews relevant information with respect to litigation contingencies and updates its accruals and estimates of reasonably possible losses or ranges of loss based on such reviews.

Note 14 — Shareholder’s Equity

Capital Stock

The Company has two classes of capital stock, preferred stock and common stock. All of the outstanding preferred and common stock of the Company is owned by MIC, its parent.

Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss) were as follows:

F-64

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 14 — Shareholder’s Equity - (continued)

	Net Unrealized Investment Gains (Losses)			Net Accumulated Gain (loss) on Cash Flow Hedges			Foreign Currency Translation Adjustment			Additional Pension and Postretirement Unrecognized Net Periodic Benefit Cost		Accumulated Other Comprehensive Income (Loss)
	(in millions)
Balance at January 1, 2011	$	988		$	234		$	(44	)	$	4	$	1,182
Gross unrealized investment gains (net of deferred income tax expense of $1,817)		3,371											3,371
Reclassification adjustment for gains realized in net income (net of deferred income tax expense of $373)		(692	)										(692	)
Adjustment for policyholder liabilities (net of deferred income tax benefit of $355)		(659	)										(659	)
Adjustment for deferred policy acquisition costs, deferred sales inducements, value of business acquired, and unearned revenue liability (net of deferred income tax benefit of $418)		(775	)										(775	)
Net unrealized investment gains		1,245											1,245
Foreign currency translation adjustment (net of deferred income tax expense of $0)								13					13
Pension and postretirement benefits:
Change in prior service cost (net of deferred income tax benefit of $0)											-		-
Change in net actuarial loss (net of deferred income tax benefit of $0)											-		-
Net unrealized losses on split-dollar life insurance benefit (net of deferred income tax benefit of $0)											-		-
Net gains on the effective portion of the change in fair value of cash flow hedges (net of deferred income tax expense of $957)					1,777								1,777
Reclassification of net cash flow hedge gains to net income (net of deferred income tax expense of $32)					(59	)							(59	)
Balance at December 31, 2011	$	2,233		$	1,952		$	(31	)	$	4	$	4,158

F-65

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 14 — Shareholder’s Equity - (continued)

	Net Unrealized Investment Gains (Losses)			Net Accumulated Gain (loss) on Cash Flow Hedges			Foreign Currency Translation Adjustment			Additional Pension and Postretirement Unrecognized Net Periodic Benefit Cost		Accumulated Other Comprehensive Income (Loss)
	(in millions)
Balance at January 1, 2012	$	2,233		$	1,952		$	(31	)	$	4	$	4,158
Gross unrealized investment gains (net of deferred income tax expense of $902)		1,677											1,677
Reclassification adjustment for gains realized in net income (net of deferred income tax expense of $369)		(686	)										(686	)
Adjustment for policyholder liabilities (net of deferred income tax benefit of $135)		(251	)										(251	)
Adjustment for deferred policy acquisition costs, deferred sales inducements, value of business acquired, and unearned revenue liability (net of deferred income tax expense of $64)		118											118
Net unrealized investment gains		858											858
Foreign currency translation adjustment (net of deferred income tax benefit of $0)								(50	)				(50	)
Pension and postretirement benefits:
Change in prior service cost (net of deferred income tax benefit of $0)											-		-
Change in net actuarial loss (net of deferred income tax benefit of $0)											-		-
Net unrealized losses on split-dollar life insurance benefit (net of deferred income tax benefit of $0)											-		-
Net gains on the effective portion of the change in fair value of cash flow hedges (net of deferred income tax expense of $349)					648								648
Reclassification of net cash flow hedge gains to net income (net of deferred income tax expense of $113)					(209	)							(209	)
Balance at December 31, 2012	$	3,091		$	2,391		$	(81	)	$	4	$	5,405

F-66

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 14 — Shareholder’s Equity - (continued)

	Net Unrealized Investment Gains (Losses)			Net Accumulated Gain (loss) on Cash Flow Hedges			Foreign Currency Translation Adjustment			Additional Pension and Postretirement Unrecognized Net Periodic Benefit Cost		Accumulated Other Comprehensive Income (Loss)
	(in millions)
Balance at January 1, 2013	$	3,091		$	2,391		$	(81	)	$	4	$	5,405
Gross unrealized investment losses (net of deferred income tax benefit of $1,698)		(3,152	)										(3,152	)
Reclassification adjustment for gains realized in net income (net of deferred income tax expense of $66)		(123	)										(123	)
Adjustment for policyholder liabilities (net of deferred income tax expense of $260)		481											481
Adjustment for deferred policy acquisition costs, deferred sales inducements, value of business acquired, and unearned revenue liability (net of deferred income tax expense of $325)		603											603
Net unrealized investment losses		(2,191	)										(2,191	)
Foreign currency translation adjustment (net of deferred income tax benefit of $0)								(11	)				(11	)
Pension and postretirement benefits:
Change in prior service cost (net of deferred income tax benefit of $0)											-		-
Change in net actuarial loss (net of deferred income tax benefit of $0)											-		-
Net unrealized losses on split-dollar life insurance benefit (net of deferred income tax benefit of $0)											-		-
Net losses on the effective portion of the change in fair value of cash flow hedges (net of deferred income tax benefit of $509)					(944	)							(944	)
Reclassification of net cash flow hedge gains to net income (net of deferred income tax expense of $175)					(324	)							(324	)
Balance at December 31, 2013	$	900		$	1,123		$	(92	)	$	4	$	1,935

F-67

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 14 — Shareholder’s Equity - (continued)

Information regarding amounts reclassified out of each component of AOCI was as follows:

	Amounts Reclassified from AOCI (1)
	Year Ended December 31, 2013			Affected Line Item in Consolidated Statement of Operations
Unrealized investment gains (losses): (2) (3)
Net unrealized gains (losses)	$	195		Other net realized investment and other gains (losses)
OTTI		(6	)	Portion of loss recognized in other comprehensive income
Net realized gains (losses) before income tax		189
Income tax (expense) benefit		(66	)
Net realized gains (losses), net of income tax	$	123
Unrealized gains (losses) on derivatives—cash flow hedges:
Interest rate swaps	$	500		Other net realized investment and other gains (losses)
Foreign currency swaps		(2	)	Other net realized investment and other gains (losses)
Foreign currency forwards		-		Other net realized investment and other gains (losses)
Equity market contracts		-		Other net realized investment and other gains (losses)
Net gains (losses) on cash flow hedges, before income tax		498
Income tax (expense) benefit		(174	)
Net gains (losses) on cash flow hedges, net of income tax	$	324
Foreign currency translation adjustment:
Foreign currency translation adjustment, before income tax	$	-		Other net realized investment and other gains (losses)
Income tax (expense) benefit		-
Foreign currency translation adjustment, net of income tax	$	-
Total reclassifications for the year, net of income tax	$	447

(1) Positive amounts indicate gains/benefits reclassified out of AOCI. Negative amounts indicate losses/costs reclassified out of AOCI.

(2) Amounts reflect investment gains (losses) that were previously unrealized and reclassified to the Consolidated Statements of Operations during the period as realized.

(3) See table below for additional information on unrealized investment gains (losses), including the impact on deferred policy acquisition costs, deferred sales inducements, value of business acquired, unearned revenue liability, and policyholder liabilities.

F-68

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 14 — Shareholder’s Equity - (continued)

Net unrealized investment gains (losses) included on the Company’s Consolidated Balance Sheets as a component of shareholder’s equity are summarized below:

	Years ended December 31,
	2013			2012			2011
	(in millions)
Balance, end of year comprises:
Unrealized investment gains (losses) on:
Fixed maturity securities	$	2,283		$	7,378		$	5,932
Equity securities		513			471			365
Other investments		19			5			33
Total (1)		2,815			7,854			6,330
Amounts of unrealized investment gains (losses) attributable to:
Deferred policy acquisition costs, deferred sales inducements, value of business acquired, and unearned revenue liability		(714	)		(1,642	)		(1,824	)
Policyholder liabilities		(716	)		(1,456	)		(1,070	)
Deferred income taxes		(485	)		(1,665	)		(1,203	)
Total		(1,915	)		(4,763	)		(4,097	)
Net unrealized investment gains (losses)	$	900		$	3,091		$	2,233

(1) Includes unrealized investment gains (losses) on invested assets held in trust on behalf of MRBL, which are included in amounts due from and held for affiliates on the Consolidated Balance Sheets. See Reinsurance Note for information on the associated MRBL reinsurance agreement.

Statutory Results

The Company and its wholly-owned subsidiaries, JHNY and JHLH, are required to prepare financial statements in accordance with accounting practices prescribed or permitted by the insurance departments of their states of domicile, which are Michigan, New York, and Massachusetts, respectively.

The principal differences between statutory financial statements and financial statements prepared in accordance with USGAAP are that statutory financial statements do not reflect DAC, bonds may be carried at amortized cost, assets and liabilities are presented net of reinsurance, policy and contract obligations are generally valued using more conservative assumptions and certain assets are non-admitted.

Life and health insurance companies are subject to certain risk-based capital (“RBC”) requirements as specified by the NAIC. Under those requirements, the amount of capital and surplus maintained by a life and health insurance company is to be determined based on the various risk factors related to it. At December 31, 2013, JHUSA, JHNY and JHLH met the minimum RBC requirements.

Company	State of Domicile	Statutory Net Income (Loss)				Statutory Capital and Surplus
	(in millions)
		2013		2012		2013		2012
JHUSA	Michigan	$	3,015	$	221	$	5,809	$	5,794
JHNY	New York		466		69		1,284		1,005
JHLH	Massachusetts		82		12		683		665

F-69

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 14 — Shareholder’s Equity - (continued)

Under Michigan State insurance laws, no insurer may pay any shareholder dividends from any source other than statutory earned surplus without the prior approval of the Director. Dividends to the shareholder that may be paid without prior approval of the Director are limited by the laws of the State of Michigan. Such dividends are permissible if, together with other dividends or distributions made within the preceding 12 months, they do not exceed the greater of 10% of the JHUSA surplus as of December 31 of the preceding year, or the net gain from operations for the 12 month period ending December 31 of the immediately preceding year. JHUSA paid a shareholder dividend of $300 million to MIC in 2013. JHUSA paid no shareholder dividends to MIC for the years ended December 31, 2012 and 2011.

Under New York State insurance laws, no insurer may pay any shareholder dividends from any source other than statutory earned surplus without the prior approval of the Superintendent of Financial Services (the “Superintendent”). New York State law also limits the aggregate amount of dividends a life insurer may pay in any calendar year, without the prior permission of the Superintendent, to the lesser of (i) 10% of its statutory policyholders’ surplus as of the immediately preceding calendar year or (ii) the company’s statutory net gain from operations for the immediately preceding calendar year, not including realized capital gains. JHNY paid no shareholder dividends to JHUSA for the years ended December 31, 2013, 2012 and 2011.

Under Massachusetts insurance law, no insurer may pay any shareholder dividends from any source other than statutory unassigned surplus without the prior approval of the Insurance Commissioner. Massachusetts law also limits the amount of total shareholder dividends that a life insurer may pay within a rolling 12-month period, without the prior permission of the Commissioner, to the greater of (i) 10% of its statutory policyholders’ surplus as of December 31 of the preceding year or (ii) the company’s statutory net gain from operations for the preceding year ending December 31. JHLH paid no shareholder dividends to JHUSA for the years ended December 31, 2013, 2012 and 2011.

Note 15 — Pension and Other Postretirement Benefit Plans

Retirement Plans. The Company participates in the John Hancock Pension Plan, a qualified defined benefit plan that covers substantially all of its employees. The Company also participates in the John Hancock Non-Qualified Pension Plan, a nonqualified defined benefit plan for employees whose qualified cash balance benefit is restricted by the Internal Revenue Code. Both plans are sponsored by MIC. The non-qualified defined benefit plan was frozen except for grandfathered participants as of January 1, 2008, and the benefits accrued under this plan continue to be subject to the plan’s provisions.

The Company is jointly and severally liable for the funding requirements of the plans and will recognize its allocation, from MIC, of the required contributions to the plans as pension expense in its Consolidated Statements of Operations. The allocation is derived by utilizing participant data, provided by the plan actuary, to calculate payments into the trust for the qualified plan and payments to participants for the non-qualified plan. The expense for these plans was $42 million, $59 million and $41 million in 2013, 2012 and 2011, respectively.

The Company participates in the John Hancock Supplemental Retirement Plan, a non-qualified defined contribution plan maintained by MFC, which was established as of January 1, 2008 with participant directed investment options. The expense for this plan was $16 million, $7 million and $6 million in 2013, 2012 and 2011, respectively. The prior non-qualified defined contribution plan was frozen except for grandfathered participants as of January 1, 2008, and the benefits accrued under the prior plan continue to be subject to the prior plan provisions.

The Company also maintains separate rabbi trusts for the purpose of holding assets to be used to satisfy its obligations with respect to certain other non-qualified retirement plans of $406 million and $439 million at December 31, 2013 and 2012, respectively. In the event of insolvency of the Company, the rabbi trust assets can be used to satisfy claims of general creditors.

401 (k) Plans. The Company participates in qualified defined contribution plans for its employees who meet certain eligibility requirements. These plans include the Investment-Incentive Plan for John Hancock Employees and the John Hancock Savings and Investment Plan. Both plans are sponsored by JHUSA. Expense is primarily comprised of the amounts the Company contributes to the plans, which fully matches eligible participants’ basic pre-tax or Roth contributions, subject to a 4% per participant maximum. The expense for the defined contribution plans was $19 million, $19 million and $19 million in 2013, 2012 and 2011, respectively.

F-70

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 15 — Pension and Other Postretirement Benefit Plans - (continued)

Deferred Compensation Plan. The Company maintains the Deferred Compensation Plan for Certain Employees of John Hancock, and the Deferred Compensation Plan of the John Hancock Financial Network, both of which are deferred compensation plans sponsored by MFC. These plans are for a select group of management or highly compensated employees and certain qualified agents. The plans are fully funded and accounts are maintained by a third-party administrator. Under these plans, participants have the flexibility and opportunity to invest their plan balances in mutual funds. The liability for these plans at December 31, 2013 and 2012 was $89 million and $76 million, respectively.

Prior to January 1, 2006, the Company offered the Legacy Deferred Compensation Plan for Certain Employees of John Hancock Life Insurance Company (USA), the legacy plan, which is closed to new participation and is unfunded. These are notional accounts and all liabilities have remained with the Company and are paid out of general account assets when a distribution is taken. The liability for this plan at December 31, 2013 and 2012 was $18 million and $17 million, respectively.

Postretirement Benefit Plan. The Company participates in the John Hancock Employee Welfare Plan which is sponsored by MIC. Certain employees hired prior to January 1, 2005 who meet age and service criteria may be eligible for these postretirement benefits in accordance with the plan’s provisions. The majority of retirees contribute a portion of the total cost of postretirement medical benefits. Life insurance benefits are based on final compensation subject to the plan maximum. The Welfare Plan was amended effective January 1, 2007 whereby participants who had not reached a certain age and years of service with the Company were no longer eligible for such Company contributory benefits. Also, the number of years of service required to be eligible for the benefit was increased to 15 years for all participants.

Consistent with the pension plan, the Company is jointly and severally liable for the funding requirements of the plan and will recognize its allocation, from MIC, of the benefits earned by plan participants as postretirement benefits expense in its Consolidated Statements of Operations. The allocation is derived by utilizing participant data, provided by the plan actuary, to calculate claim payments to participants in these plans. The expense for this plan was $32 million, $30 million, and $46 million in 2013, 2012 and 2011, respectively.

Note 16 — Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; that is, an exit value. The exit value assumes the asset or liability is exchanged in an orderly transaction; it is not a forced liquidation or distressed sale.

The Company categorizes its fair value measurements according to a three-level hierarchy. The hierarchy prioritizes the inputs used by the Company’s valuation techniques. A level is assigned to each fair value measurement based on the lowest level input significant to the fair value measurement in its entirety. The three levels of the fair value hierarchy are defined as follows:

• Level 1 – Fair value measurements that reflect unadjusted, quoted prices in active markets for identical assets and liabilities that the Company has the ability to access at the measurement date. Active markets are defined as having the following characteristics for the measured asset/liability; (i) many transactions, (ii) current prices, (iii) price quotes not varying substantially among market makers, (iv) narrow bid/ask spreads, and (v) most information is publicly available. Valuations are based on quoted prices reflecting market transactions involving assets or liabilities identical to those being measured. Level 1 assets primarily include exchange traded equity securities and certain separate account assets.

• Level 2 – Fair value measurements using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in inactive markets, inputs that are observable that are not prices (such as interest rates, credit risks, etc.), and inputs that are derived from or corroborated by observable market data. Most fixed maturity securities are classified within Level 2. Also included in the Level 2 category are financial instruments that are priced using models with observable market inputs, including most derivative financial instruments and certain separate account assets and liabilities.

• Level 3 – Fair value measurements using significant nonmarket observable inputs. These include valuations for assets and liabilities that are derived using data, some or all of which is not market observable data, including assumptions about risk. Level 3 securities include less liquid securities, such as structured asset-backed securities, commercial mortgage-backed

F-71

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

securities, and other securities that have little or no price transparency. Embedded and complex derivative financial instruments and separate account investments in timber and agriculture are also included in Level 3.

Determination of Fair Value

The valuation methodologies used to determine the fair values of assets and liabilities reflect market participant assumptions and are based on the application of the fair value hierarchy that prioritizes observable market inputs over unobservable inputs. When available, the Company uses quoted market prices to determine fair value and classifies such items within Level 1 or 2. If quoted market prices are not available, fair value is based upon valuation techniques, which discount expected cash flows utilizing independent market observable interest rates based on the credit quality and duration of the instrument. Items valued using models are classified according to the lowest level input that is significant to the valuation. Thus, an item may be classified in Level 3 even though significant market observable inputs are used.

The Company utilizes a Valuation Quality Assurance (“VQA”) team of security analysts. The MFC Chief Investment Officer has ultimate responsibility over the VQA team. The team ensures quality and completeness of all daily and monthly prices. Prices are received from external pricing vendors and brokers and are put through a quality assurance process which includes review of price movements relative to the market, comparison of prices between vendors, and internal matrix pricing. All inputs to our pricing matrix are external observable inputs extracted and entered by the VQA team. Broker quotes are used only when no external public vendor prices are available.

The following is a description of the valuation techniques used to measure fair value and the general classification of these instruments pursuant to the fair value hierarchy:

• Assets and Liabilities Measured and Disclosed at Fair Value on a Recurring Basis and Reported in the Consolidated Balance Sheets – This category includes assets and liabilities measured at fair value on a recurring and nonrecurring basis. Financial instruments measured on a recurring basis include fixed maturity securities, equity securities, short-term investments, real estate joint ventures and other limited partnership interests, derivatives, and separate account assets and liabilities. Assets measured at fair value on a nonrecurring basis include limited partnership interests, goodwill and other intangible assets, which are reported at fair value only in the period in which an impairment is recognized.

• Assets and Liabilities Disclosed at Fair Value on a Recurring Basis – This category includes mortgage loans on real estate, policy loans, cash and cash equivalents, consumer notes, debt and affiliated debt, and policyholders’ funds.

Assets and Liabilities Measured and Disclosed at Fair Value on a Recurring Basis

Fixed Maturity Securities

For fixed maturity securities, including corporate debt, U.S. Treasury, commercial and residential mortgage-backed securities, asset-backed securities, collateralized debt obligations, issuances by foreign governments, and obligations of state and political subdivisions, fair values are based on quoted market prices when available. When market prices are not available, fair value is generally estimated using discounted cash flow analyses, incorporating current market inputs for similar financial instruments with comparable terms and credit quality (matrix pricing). The significant inputs into these models include, but are not limited to, yield curves, credit risks and spreads, measures of volatility, and prepayment speeds. These fixed maturity securities are classified within Level 2. Fixed maturity securities with significant pricing inputs which are unobservable are classified within Level 3.

Equity Securities

Equity securities are comprised of common stock and are classified within Level 1, as fair values are based on quoted market prices in active markets. Common stocks not traded in active markets are classified within Level 3.

Short-Term Investments

Short-term investments are comprised of securities due to mature within one year of the date of purchase. Those that are traded in active markets are classified within Level 1, as fair values are based on quoted market prices. Securities such as commercial paper and discount notes are classified within Level 2 because these securities are typically not actively traded due to their short maturities and, as such, their cost generally approximates fair value.

F-72

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

Real Estate Joint Ventures and Other Limited Partnership Interests

The amounts disclosed in the following tables consist of those investments accounted for using the cost method. The estimated fair values for such cost method investments are generally based on the Company’s share of the NAV as provided in the financial statements of the investees. In certain circumstances, management may adjust the NAV by a premium or discount when it has sufficient evidence to support applying such adjustments.

Derivatives

The fair value of derivatives is determined through the use of quoted market prices for exchange-traded derivatives or through the use of pricing models for OTC derivatives. The pricing models used are based on market standard valuation methodologies, and the inputs to these models are consistent with what a market participant would use when pricing the instruments. Derivative valuations can be affected by changes in interest rates, currency exchange rates, financial indices, credit spreads, default risk (including the counterparties to the contract), and volatility. The Company’s derivatives are generally classified within Level 2 given the significant inputs to the pricing models for most OTC derivatives are observable or can be corroborated by observable market data. Inputs that are observable generally include interest rates, foreign currency exchange rates, and interest rate curves; however, certain OTC derivatives may rely on inputs that are significant to the fair value, but are unobservable in the market or cannot be derived principally from or corroborated by observable market data and would be classified within Level 3. Inputs that are unobservable generally include broker quotes, volatilities, and inputs that are outside of the observable portion of the interest rate curve or other relevant market measures. These unobservable inputs may involve significant management judgment or estimation.

Even though unobservable, these inputs are based on assumptions deemed appropriate given the circumstances and consistent with what market participants would use when pricing such instruments. The credit risk of both the counterparty and the Company are considered in determining the fair value for all OTC derivatives after taking into account the effects of netting agreements and collateral arrangements.

Embedded Derivatives

The Company holds assets and liabilities classified as embedded derivatives on the Consolidated Balance Sheets. These assets include guaranteed minimum income benefits that are ceded under modified coinsurance reinsurance arrangements (“Reinsurance GMIB Assets”). Liabilities include policyholder benefits offered under variable annuity contracts such as GMWB with a term certain and embedded reinsurance derivatives.

Embedded derivatives are recorded on the Consolidated Balance Sheets at fair value, separately from their host contract, and the change in their fair value is reflected in net income. Many observable factors including, but not limited to, market conditions, credit ratings, and risk margins related to non-capital market inputs may result in significant fluctuations in the fair value of embedded derivatives that could materially affect net income. Embedded derivatives which are valued using observable market inputs are classified within Level 2 of the fair value hierarchy. Some embedded derivatives, mainly benefit guarantees for variable annuity products, utilize significant pricing inputs which are unobservable. These unobservable inputs are received from third party valuation experts and include equity volatility, mortality rates, lapse rates and utilization rates. Embedded derivatives with significant unobservable inputs are classified within Level 3.

The fair value of embedded derivatives related to GMIB and GMWB is estimated as the present value of future benefits less the present value of future fees. The fair value calculation includes assumptions for risk margins including nonperformance risk.

Risk margins are established to capture the risks of the instrument which represent the additional compensation a market participant would require to assume the risks related to the uncertainties of such actuarial assumptions as annuitization, persistency, partial withdrawal, and surrenders. The establishment of these actuarial assumptions, risk margins, nonperformance risk, and other inputs requires the use of significant judgment.

Nonperformance risk refers to the risk that the obligation will not be fulfilled and affects the value of the liability. The fair value measurement assumes that the nonperformance risk is the same before and after the transfer; therefore, fair value reflects the reporting entity’s own credit risk.

Nonperformance risk for liabilities held by the Company is based on MFC’s own credit risk, which is determined by taking into consideration publicly available information relating to MFC’s debt, as well as its claims paying ability. Nonperformance risk is also reflected in the reinsurance GMIB assets held by the Company. The credit risk of the

F-73

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

reinsurance companies is most representative of the nonperformance risk for the reinsurance GMIB assets and is derived from publicly available information relating to the reinsurance companies’ publicly issued debt. As such, the reinsurance contract embedded derivatives are classified within Level 2.

The fair value of embedded derivatives related to reinsurance agreements is determined based on a total return swap methodology. These total return swaps are reflected as assets or liabilities on the Consolidated Balance Sheets representing the difference between the adjusted statutory book value and fair value of the related modified coinsurance assets with ongoing changes in fair value recorded in net realized investment and other gains (losses). The fair value of the underlying assets is based on the valuation approach for similar assets described herein.

Separate Account Assets and Liabilities

Separate account assets are carried at fair value and reported as a summarized total on the Consolidated Balance Sheets. Assets owned by the Company’s separate accounts primarily include investments in funds, fixed maturity securities, equity securities, real estate, short-term investments, and cash and cash equivalents. For separate accounts structured as a non-unitized fund, the fair value of the separate account assets is based on the fair value of the underlying assets owned by the separate account. For separate accounts structured as a unitized fund, the fair value of separate account assets is based on the fair value of the underlying funds owned by the separate account. Investment performance related to separate account assets is fully offset by corresponding amounts credited to contract holders whose interest in the separate account assets is recorded by the Company as separate account liabilities. Separate account liabilities are set equal to the fair value of separate account assets.

The fair value of fund investments is based upon quoted market prices or reported NAV. Fund investments that are traded in an active market and have a NAV that the Company can access at the measurement date are classified within Level 1. The fair values of fixed maturity securities, equity securities, short-term investments, and cash equivalents held by separate accounts are determined on a basis consistent with the methodologies described herein for similar financial instruments held within the Company’s general account and may be classified within Level 1, 2, or 3, accordingly.

Separate account assets classified as Level 3 consist primarily of fixed maturity and equity investments in private companies, which own timber and agriculture and carry it at fair value. The values of the timber and agriculture investments are estimated using generally accepted valuation techniques. A comprehensive appraisal is performed shortly after initial purchase and at two or three-year intervals thereafter. Appraisal updates are conducted according to client contracts, generally at one-year or six-month intervals. In the quarters in which an investment is not independently appraised or its valuation updated, the market value is reviewed by management. The valuation of an investment is adjusted only if there has been a significant change in economic circumstances related to the investment since acquisition or the most recent independent valuation and upon the independent appraiser’s review and concurrence with management. Further, these valuations are prepared giving consideration to the income, cost, and sales comparison approaches of estimating asset value. The significant unobservable inputs used in the fair value measurement of the Company’s timberland investments are harvest volumes, timber prices, operating costs and discount rates. Significant changes to any one of these inputs in isolation could result in a significant change to fair value measurement. Holding other factors constant, an increase to either harvest volumes or timber prices would tend to increase the fair value of a timberland investment, while an increase in operating costs or discount rate would have the opposite effect. These investments are classified as Level 3 by the companies owning them, and therefore the equity investments in these companies are considered to be Level 3 by the Company.

Assets and Liabilities Disclosed at Fair Value on a Recurring Basis

Mortgage Loans on Real Estate

The fair value of unimpaired mortgage loans is estimated using discounted cash flows and takes into account the contractual maturities and discount rates, which were based on current market rates for similar maturity ranges and adjusted for risk due to the property type.

Policy Loans

These loans are carried at unpaid principal balances, which approximate their fair values.

Cash and Cash Equivalents

The carrying values for cash and cash equivalents approximate fair value due to the short-term maturities of these instruments.

F-74

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

Policyholders’ Funds

Policyholders’ funds include guaranteed investment contracts, funding agreements, fixed-rate deferred annuities, term certain and supplementary contracts without life contingencies, and certain balances that can be withdrawn by the policyholder at any time without prior notice or penalty. The fair values associated with guaranteed investment contracts, funding agreements, term certain and supplementary contracts without life contingencies are determined by projecting cash flows and discounting the cash flows at current corporate rates, defined as U.S. Treasury rates plus MFC’s corporate spread. The fair value attributable to credit risk represents the present value of the spread. The fair value of fixed-rate deferred annuities is estimated by projecting multiple stochastically generated interest rate scenarios under a risk neutral environment reflecting inputs (interest rate, volatility, etc.) observable at the valuation date. For those balances that can be withdrawn by the policyholder at any time without prior notice or penalty, the fair value is the amount estimated to be payable to the policyholder as of the reporting date, which is generally the carrying value.

Debt and Affiliated Debt

The fair value of the Company’s short-term and long-term debt and affiliated debt transactions is estimated using discounted cash flows based on the Company’s incremental borrowing rates for similar type of borrowing arrangements. Short-term debt and long-term debt includes fixed rate notes. Affiliated debt includes variable and fixed rate notes receivable from and payable to related parties.

Consumer Notes

The fair value of consumer notes is determined by projecting cash flows and discounting the cash flows at current corporate rates, defined as U.S. Treasury rates plus MFC’s corporate spread. The fair value attributable to credit risk represents the present value of the spread.

F-75

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

The table below presents the fair value by fair value hierarchy level for assets and liabilities that are reported at fair value in the Consolidated Balance Sheets:

	December 31, 2013
	Carrying Value		Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
Assets:
Fixed maturity securities available-for-sale (1):
Corporate debt securities (5)	$	39,185	$	39,185	$	-	$	36,272	$	2,913
Commercial mortgage-backed securities		781		781		-		496		285
Residential mortgage-backed securities		167		167		-		4		163
Collateralized debt obligations		53		53		-		5		48
Other asset-backed securities		1,025		1,025		-		1,002		23
U.S. Treasury and agency securities		8,881		8,881		-		8,876		5
Obligations of states and political subdivisions (6)		4,630		4,630		-		4,491		139
Debt securities issued by foreign governments		1,553		1,553		-		1,553		-
Total fixed maturity securities available-for-sale		56,275		56,275		-		52,699		3,576
Fixed maturity securities held-for-trading:
Corporate debt securities (5)		965		965		-		930		35
Commercial mortgage-backed securities		59		59		-		49		10
Residential mortgage-backed securities		1		1		-		-		1
Collateralized debt obligations		-		-		-		-		-
Other asset-backed securities		28		28		-		28		-
U.S. Treasury and agency securities		69		69		-		69		-
Obligations of states and political subdivisions (6)		80		80		-		71		9
Debt securities issued by foreign governments		14		14		-		14		-
Total fixed maturity securities held-for-trading		1,216		1,216		-		1,161		55
Equity securities available-for-sale		191		191		191		-		-
Equity securities held-for-trading		284		284		284		-		-
Short-term investments		2,892		2,892		-		2,892		-
Other invested assets (2)		375		375		-		-		375
Derivative assets (3):
Interest rate swaps		7,290		7,290		-		7,283		7
Interest rate treasury locks		-		-		-		-		-
Interest rate options		21		21		-		-		21
Interest rate futures		-		-		-		-		-
Foreign currency swaps		117		117		-		117		-
Foreign currency forwards		-		-		-		-		-
Foreign currency futures		-		-		-		-		-
Equity total return swaps		36		36		-		-		36
Equity options		248		248		-		26		222
Equity index futures		-		-		-		-		-
Credit default swaps		8		8		-		8		-
Embedded derivatives (4):
Reinsurance contracts		-		-		-		-		-
Benefit guarantees (7)		1,230		1,230		-		-		1,230
Assets held in trust (8)		2,565		2,565		928		1,595		42
Separate account assets		154,258		154,258		146,845		5,194		2,219
Total assets at fair value	$	227,006	$	227,006	$	148,248	$	70,975	$	7,783
Liabilities:
Derivatives liabilities (3):
Interest rate swaps	$	5,113	$	5,113	$	-	$	5,113	$	-
Interest rate treasury locks		385		385		-		-		385
Interest rate options		-		-		-		-		-
Interest rate futures		-		-		-		-		-
Foreign currency swaps		296		296		-		277		19
Foreign currency forwards		1		1		-		1		-
Foreign currency futures		-		-		-		-		-
Equity total return swaps		-		-		-		-		-
Equity options		-		-		-		-		-
Equity index futures		-		-		-		-		-
Credit default swaps		-		-		-		-		-
Embedded derivatives (4):
Reinsurance contracts		2,329		2,329		-		2,329		-
Participating pension contracts		115		115		-		115		-
Benefit guarantees (7)		257		257		-		-		257

F-76

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

Separate account liabilities		154,258		154,258		146,845		5,194		2,219
Total liabilities at fair value	$	162,754	$	162,754	$	146,845	$	13,029	$	2,880

F-77

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

	December 31, 2012
	Carrying Value		Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
Assets:
Fixed maturity securities available-for-sale (1):
Corporate debt securities (5)	$	41,693	$	41,693	$	-	$	38,004	$	3,689
Commercial mortgage-backed securities		1,394		1,394		-		1,166		228
Residential mortgage-backed securities		242		242		-		4		238
Collateralized debt obligations		106		106		-		6		100
Other asset-backed securities		894		894		-		847		47
U.S. Treasury and agency securities		12,095		12,095		-		12,095		-
Obligations of states and political subdivisions (6)		5,394		5,394		-		4,831		563
Debt securities issued by foreign governments		1,467		1,467		-		1,467		-
Total fixed maturity securities available-for-sale		63,285		63,285		-		58,420		4,865
Fixed maturity securities held-for-trading:
Corporate debt securities (5)		997		997		-		955		42
Commercial mortgage-backed securities		145		145		-		134		11
Residential mortgage-backed securities		1		1		-		-		1
Collateralized debt obligations		2		2		-		1		1
Other asset-backed securities		24		24		-		23		1
U.S. Treasury and agency securities		190		190		-		190		-
Obligations of states and political subdivisions (6)		81		81		-		70		11
Debt securities issued by foreign governments		1		1		-		1		-
Total fixed maturity securities held-for-trading		1,441		1,441		-		1,374		67
Equity securities available-for-sale		386		386		386		-		-
Equity securities held-for-trading		252		252		252		-		-
Short-term investments		2,145		2,145		-		2,145		-
Other invested assets (2)		367		367		-		-		367
Derivative assets (3):
Interest rate swaps		11,502		11,502		-		11,484		18
Interest rate treasury locks		-		-		-		-		-
Interest rate options		43		43		-		-		43
Interest rate futures		-		-		-		-		-
Foreign currency swaps		268		268		-		268		-
Foreign currency forwards		10		10		-		10		-
Foreign currency futures		-		-		-		-		-
Equity total return swaps		5		5		-		-		5
Equity options		5		5		-		5		-
Equity index futures		-		-		-		-		-
Credit default swaps		6		6		-		6		-
Embedded derivatives (4):
Reinsurance contracts		14		14		-		14		-
Benefit guarantees (7)		2,701		2,701		-		-		2,701
Assets held in trust (8)		2,487		2,487		886		1,546		55
Separate account assets		140,626		140,626		132,994		5,409		2,223
Total assets at fair value	$	225,543	$	225,543	$	134,518	$	80,681	$	10,344
Liabilities:
Derivatives liabilities (3):
Interest rate swaps	$	4,499	$	4,499	$	-	$	4,498	$	1
Interest rate treasury locks		-		-		-		-		-
Interest rate options		-		-		-		-		-
Interest rate futures		-		-		-		-		-
Foreign currency swaps		562		562		-		517		45
Foreign currency forwards		-		-		-		-		-
Foreign currency futures		-		-		-		-		-
Equity total return swaps		6		6		-		-		6
Equity options		1		1		-		1		-
Equity index futures		-		-		-		-		-
Credit default swaps		-		-		-		-		-
Embedded derivatives (4):
Reinsurance contracts		3,371		3,371		-		3,371		-
Participating pension contracts		129		129		-		129		-
Benefit guarantees (7)		1,217		1,217		-		-		1,217
Separate account liabilities		140,626		140,626		132,994		5,409		2,223
Total liabilities at fair value	$	150,411	$	150,411	$	132,994	$	13,925	$	3,492

F-78

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

(1) Fixed maturity securities available-for-sale exclude leveraged leases of $1,723 million and $1,711 million at December 31, 2013 and 2012, respectively. The Company calculates the carrying value of its leveraged leases by accruing income at its expected internal rate of return.

(2) Other invested assets exclude equity method and cost-accounted investments of $5,113 million and $4,488 million at December 31, 2013 and 2012, respectively.

(3) Derivative assets and liabilities are presented gross to reflect the presentation in the Consolidated Balance Sheets, but are presented net for purposes of the Level 3 rollforward.

(4) Embedded derivatives related to fixed maturity securities and reinsurance contracts are reported as part of the derivative asset or liability on the Consolidated Balance Sheets. Embedded derivatives related to benefit guarantees are reported as part of the reinsurance recoverable or future policy benefits on the Consolidated Balance Sheets. Embedded derivatives related to participating pension contracts are reported as part of future policy benefits on the Consolidated Balance Sheets.

(5) Fair value of the Level 3 corporate debt securities is determined based on discounted cash flow models using discount rates based on credit spreads, yields, or price levels of publicly traded debt of the issuer or other comparable securities, considering illiquidity and structure. The significant unobservable input is the yield at or beyond the 30 year point and ranged from 0 to 61 basis points and 0 to 61 basis points during 2013 and 2012, respectively.

(6) Fair value of the Level 3 obligations of states and political subdivisions is determined based on discounted cash flow models using discount rates based on credit spreads, yields, or price levels of publicly traded debt of the issuer or other comparable securities, considering illiquidity and structure. The significant unobservable input is the yield at or beyond the 30 year point and ranged from 0 to 361 basis points and 97 to 364 basis points during 2013 and 2012, respectively.

(7) Fair value of the Level 3 benefit guarantees is determined based on discounted cash flow models. The significant unobservable inputs are equity implied volatility, base lapse rates, dynamic lapse rates, mortality rates, and 0% utilization rates. These inputs ranged from 0% to 37%, 1% to 40%, 0% to 50%, 0% to 40%, and 80% to 100% in 2013, respectively. These inputs ranged from 0% to 35%, 1% to 35%, 0% to 70%, 0% to 38%, and 80% to 100% in 2012, respectively.

(8) Represents the fair value of assets held in trust on behalf of MRBL, which are included in amounts due from and held for affiliates on the Consolidated Balance Sheets. See the Reinsurance Note for information on the associated MRBL reinsurance agreement. The fair value of the trust assets is determined on a basis consistent with the methodologies described herein for similar financial instruments.

F-79

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

The table below presents the fair value by fair value hierarchy level for certain assets and liabilities that are not reported at fair value in the Consolidated Balance Sheet, but are disclosed at fair value.

	December 31, 2013
	Carrying Value		Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
Assets
Mortgage loans on real estate	$	13,412	$	14,535	$	-	$	-	$	14,535
Policy loans		5,405		5,405		-		5,405		-
Cash and cash equivalents		2,541		2,541		2,541		-		-
Affiliated debt		295		295		-		295		-
Total Assets	$	21,653	$	22,776	$	2,541	$	5,700	$	14,535
Liabilities
Consumer notes	$	666	$	685	$	-	$	-	$	685
Debt		521		590		-		590		-
Policyholders’ funds		14,747		14,970		-		1,414		13,556
Affiliated debt		831		831		-		831		-
Total Liabilities	$	16,765	$	17,076	$	-	$	2,835	$	14,241
	December 31, 2012
	Carrying Value		Total Fair Value		Level 1		Level 2		Level 3
	(in millions)
Assets
Mortgage loans on real estate	$	13,192	$	15,065	$	-	$	-	$	15,065
Policy loans		5,264		5,264		-		5,264		-
Cash and cash equivalents		3,446		3,446		3,446		-		-
Affiliated debt		295		295		-		295		-
Total Assets	$	22,197	$	24,070	$	3,446	$	5,559	$	15,065
Liabilities
Consumer notes	$	716	$	757	$	-	$	-	$	757
Debt		534		593		-		593		-
Policyholders’ funds		15,588		15,916		-		1,325		14,591
Affiliated debt		831		831		-		831		-
Total Liabilities	$	17,669	$	18,097	$	-	$	2,749	$	15,348

Transfers of Level 1 and Level 2 Assets and Liabilities

The Company’s policy is to record transfers of assets and liabilities between Level 1 and Level 2 at their fair values as of the end of each reporting period, consistent with the date of the determination of fair value. Assets are transferred out of Level 1 when they are no longer transacted with sufficient frequency and volume in an active market. During the years ended December 31, 2013 and 2012, the Company did not have any transfers from Level 1 to Level 2. Conversely, assets are transferred from Level 2 to Level 1 when transaction volume and frequency are indicative of an active market. The Company did not transfer assets from Level 2 to Level 1 during the years ended December 31, 2013 and 2012.

F-80

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

Level 3 Financial Instruments

The changes in Level 3 financial instruments measured at fair value on a recurring basis for the years ended December 31, 2013, 2012 and 2011 are summarized as follows:

	Balance at January 1, 2013		Net realized/unrealized gains (losses) included in:						Purchases		Issuances		Sales			Settlements			Transfers					Balance at December 31, 2013			Change in unrealized gains (losses) included in earnings on instruments still held
			Earnings (1)			AOCI (2)													Into Level 3 (3)		Out of Level 3 (3)
	(in millions)
Fixed maturity securities available-for-sale:
Corporate debt securities	$	3,689	$	(66	)	$	(249	)	$	984	$	-	$	(41	)	$	(699	)	$	418	$	(1,123	)	$	2,913		$	-
Commercial mortgage-backed securities		228		(20	)		36			85		-		(8	)		(37	)		3		(2	)		285			-
Residential mortgage-backed securities		238		22			27			-		-		(54	)		(70	)		-		-			163			-
Collateralized debt obligations		100		28			4			-		-		(34	)		(50	)		-		-			48			-
Other asset-backed securities		47		8			(6	)		2		-		-			(24	)		-		(4	)		23			-
US Treasury securities and obligations of US govt corporation and agencies (AFS)		-		-			5			-		-		-			-			-		-			5			-
Obligations of states and political subdivisions		563		-			(38	)		153		-		-			(159	)		-		(380	)		139			-
Total fixed maturity securities available-for-sale		4,865		(28	)		(221	)		1,224		-		(137	)		(1,039	)		421		(1,509	)		3,576			-
Fixed maturity securities held-for-trading:
Corporate debt securities		42		(9	)		-			7		-		(5	)		10			-		(10	)		35			(3	)
Commercial mortgage-backed securities		11		2			-			-		-		(3	)		-			-		-			10			2
Residential mortgage-backed securities		1		-			-			-		-		-			-			-		-			1			-
Collateralized debt obligations		1		1			-			-		-		(1	)		(1	)		-		-			-			-
Other asset-backed securities		1		-			-			-		-		-			(1	)		-		-			-			-
Obligations of states and political subdivisions		11		(2	)		-			-		-		-			-			-		-			9			(2	)
Total fixed maturity securities held-for-trading		67		(8	)		-			7		-		(9	)		8			-		(10	)		55			(3	)
Other invested assets		367		20			6			109		-		(36	)		(106	)		51		(36	)		375			(4	)
Net derivatives		14		(452	)		27			287		-		(6	)		-			-		12			(118	)		(175	)
Net embedded derivatives (4)		1,484		(511	)		-			-		-		-			-			-		-			973			(511	)
Assets held in trust		55		3			(9	)		11		-		(7	)		-			-		(11	)		42			-
Separate account assets/ liabilities (5)		2,223		161			-			31		-		(195	)		-			-		(1	)		2,219			1
Total	$	9,075	$	(815	)	$	(197	)	$	1,669	$	-	$	(390	)	$	(1,137	)	$	472	$	(1,555	)	$	7,122		$	(692	)

F-81

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

			Net realized/unrealized gains (losses) included in:																	Transfers							Change in unrealized gains (losses) included in earnings on instruments still held
	Balance at January 1, 2012		Earnings (1)			AOCI (2)			Purchases		Issuances			Sales			Settlements			Into Level 3 (3)		Out of Level 3 (3)			Balance at December 31, 2012
	(in millions)
Fixed maturity securities available-for-sale:
Corporate debt securities	$	4,148	$	78		$	127		$	1,759	$	-		$	(1,478	)	$	(217	)	$	50	$	(778	)	$	3,689	$	-
Commercial mortgage-backed securities		298		(21	)		48			41		-			(23	)		(109	)		1		(7	)		228		-
Residential mortgage-backed securities		361		(47	)		132			85		-			(206	)		(87	)		-		-			238		-
Collateralized debt obligations		114		(29	)		36			8		-			(13	)		(16	)		-		-			100		-
Other asset-backed securities		44		5			8			8		-			(7	)		(11	)		-		-			47		-
Obligations of states and political subdivisions		536		12			3			106		-			(74	)		-			20		(40	)		563		-
Total fixed maturity securities available-for-sale		5,501		(2	)		354			2,007		-			(1,801	)		(440	)		71		(825	)		4,865		-
Fixed maturity securities held-for-trading
Corporate debt securities		52		5			-			9		-			(3	)		(1	)		2		(22	)		42		5
Commercial mortgage-backed securities		11		1			-			-		-			-			-			-		(1	)		11		3
Residential mortgage-backed securities		2		-			-			-		-			-			(1	)		-		-			1		-
Collateralized debt obligations		3		-			-			-		-			-			(2	)		-		-			1		-
Other asset-backed securities		-		1			-			-		-			-			-			-		-			1		-
Obligations of states and political subdivisions		10		1			-			-		-			-			-			-		-			11		1
Total fixed maturity securities held-for-trading		78		8			-			9		-			(3	)		(4	)		2		(23	)		67		9
Other invested assets		425		54			(31	)		111		(16	)		(176	)		-			-		-			367		6
Net derivatives		8		(13	)		5			45		-			7			-			-		(38	)		14		34
Net embedded derivatives (4)		1,745		(256	)		-			-		-			-			-			-		(5	)		1,484		(256	)
Assets held in trust		72		-			-			-		-			-			(2	)		-		(15	)		55		-
Separate account assets/liabilities (5)		2,152		101			-			111		-			(141	)		-			-		-			2,223		-
Total	$	9,981	$	(108	)	$	328		$	2,283	$	(16	)	$	(2,114	)	$	(446	)	$	73	$	(906	)	$	9,075	$	(207	)

F-82

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

	Balance at January 1, 2011		Net realized/unrealized gains (losses) included in:						Purchases		Issuances		Sales			Settlements			Transfers					Balance at December 31, 2011		Change in unrealized gains (losses) included in earnings on instruments still held
			Earnings (1)			AOCI (2)													Into Level 3 (3)		Out of Level 3 (3)
	(in millions)
Fixed maturity securities available-for-sale:
Corporate debt securities	$	3,301	$	13		$	200		$	872	$	-	$	-		$	(424	)	$	336	$	(150	)	$	4,148	$	-
Commercial mortgage-backed securities		485		(17	)		(11	)		-		-		-			(159	)		-		-			298		-
Residential mortgage-backed securities		450		1			17			-		-		-			(107	)		-		-			361		-
Collateralized debt obligations		103		(6	)		29			-		-		-			(12	)		-		-			114		-
Other asset-backed securities		79		(7	)		1			-		-		-			(25	)		16		(20	)		44		-
Obligations of states and political subdivisions		408		-			55			87		-		-			-			-		(14	)		536		-
Total fixed maturity securities available-for-sale		4,826		(16	)		291			959		-		-			(727	)		352		(184	)		5,501		-
Fixed maturity securities held-for-trading
Corporate debt securities		36		14			-			23		-		-			(3	)		-		(18	)		52		14
Commercial mortgage-backed securities		15		(1	)		-			-		-		-			(3	)		-		-			11		(1	)
Residential mortgage-backed securities		3		-			-			-		-		-			(1	)		-		-			2		-
Collateralized debt obligations		3		-			-			-		-		-			-			-		-			3		-
Other asset-backed securities		1		-			-			-		-		-			-			-		(1	)		-		-
Obligations of states and political subdivisions		-		1			-			9		-		-			-			-		-			10		1
Total fixed maturity securities held-for-trading		58		14			-			32		-		-			(7	)		-		(19	)		78		14
Other invested assets		230		20			(3	)		75		-		(6	)		(50	)		159		-			425		22
Net derivatives		19		1			19			13		-		-			-			-		(44	)		8		2
Net embedded derivatives (4)		967		778			-			-		-		-			-			-		-			1,745		778
Assets held in trust		61		-			12			-		-		-			(1	)		-		-			72		12
Separate account assets/ liabilities (5)		2,075		(14	)		53			67		-		-			(29	)		-		-			2,152		60
Total	$	8,236	$	783		$	372		$	1,146	$	-	$	(6	)	$	(814	)	$	511	$	(247	)	$	9,981	$	888

F-83

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 16 — Fair Value Measurements - (continued)

1) This amount is included in net realized investment and other gains (losses) on the Consolidated Statements of Operations.

2) This amount is included in net unrealized investment gains (losses) within AOCI on the Consolidated Balance Sheets.

3) For financial assets that are transferred into and/or out of Level 3, the Company uses the fair value of the assets at the beginning of the reporting period.

4) The earnings amount is included in benefits to policyholders on the Consolidated Statements of Operations.

5) Investment performance related to separate account assets is fully offset by corresponding amounts credited to contract holders whose liability is reflected within separate account liabilities.

The Company may hedge positions with offsetting positions that are classified in a different level. For example, the gains and losses for assets and liabilities in the Level 3 category presented in the tables above may not reflect the effect of offsetting gains and losses on hedging instruments that have been classified by the Company in the Level 1 and Level 2 categories.

The transfers into Level 3 primarily result from securities that were impaired during the year or securities where a lack of observable market data (versus the previous year) resulted in reclassifying assets into Level 3. The transfers out of Level 3 primarily result from observable market data becoming available for that asset, thus eliminating the need to extrapolate market data beyond observable points.

Assets Measured at Fair Value on a Nonrecurring Basis

Certain assets are reported at fair value on a nonrecurring basis, including investments such as, limited partnership interests, goodwill and other intangible assets, which are reported at fair value only in the period in which an impairment is recognized. The fair value is calculated using models that are widely accepted in the financial services industry. For the years ended December 31, 2013 and 2012, the Company did not record a goodwill impairment. During the year ended December 31, 2011, the Company recorded a goodwill impairment of $500 million and the fair value measurement was classified as Level 3. For additional information regarding the impairments, see the Goodwill, Value of Business Acquired, and Other Intangible Assets Note.

Note 17 — Segment Information

The Company operates in the following three business segments: (1) Insurance and (2) Wealth Management, which primarily serve retail and institutional customers and (3) Corporate and Other, which includes the institutional advisory business, the reinsurance operations, and certain corporate operations.

The Company’s reportable segments are strategic business units offering different products and services. The reportable segments are managed separately, as they focus on different products, markets, and distribution channels.

Insurance Segment. Offers a variety of individual life insurance products and individual and group long-term care insurance. Products are distributed through multiple distribution channels, including insurance agents, brokers, banks, financial planners, and direct marketing. In 2012, the Company’s remaining international insurance operations were transferred to the Corporate and Other Segment.

Wealth Management Segment. Offers annuities and mutual fund products and services. These businesses also offer a variety of retirement products to group benefit plans. Annuity contracts provide non-guaranteed, partially guaranteed, and fully guaranteed investment options through general and separate account products. These businesses distribute products through multiple distribution channels, including insurance agents and brokers affiliated with the Company, securities brokerage firms, financial planners, pension plan sponsors, pension plan consultants, and banks. As discussed in the Summary of Significant Accounting Policies Note, the Company suspended sales of all its individual and group fixed and variable annuities.

F-84

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 17 — Segment Information - (continued)

Corporate and Other Segment. Primarily consists of certain corporate operations, the institutional advisory business, reinsurance operations, and businesses that are either disposed or in run-off. Corporate operations primarily include certain financing activities, income on capital not specifically allocated to the operating segments, and certain non-recurring expenses not allocated to the segments. The income statement impact of goodwill impairment charges are reported in this segment. In 2012, the Company’s remaining international insurance operations were transferred from the Insurance Segment.

The accounting policies of the segments are the same as those described in the Summary of Significant Accounting Policies Note. Allocations of net investment income are based on the amount of assets allocated to each segment. Other costs and operating expenses are allocated to each segment based on a review of the nature of such costs, cost allocations utilizing time studies, and other relevant allocation methodologies.

The following tables summarize selected financial information by segment for the periods indicated. Included in the Insurance Segment for all periods presented are the assets, liabilities, revenues, and expenses of the closed blocks. For additional information on the closed blocks, see the Closed Blocks Note.

	Insurance			Wealth Management			Corporate and Other			Total
	(in millions)
2013
Revenues from external customers	$	5,034		$	2,185		$	177		$	7,396
Net investment income		3,104			1,477			461			5,042
Net realized investment and other gains (losses)		(1,043	)		(2,847	)		(388	)		(4,278	)
Inter-segment		-			-			-			-
Revenues	$	7,095		$	815		$	250		$	8,160
Net income (loss)	$	200		$	967		$	338		$	1,505
Supplemental Information:
Equity in net income (loss) of investees accounted for under the equity method	$	258		$	91		$	(9	)	$	340
Carrying value of investments under the equity method		3,976			855			243			5,074
Amortization of deferred policy acquisition costs, deferred sales inducements, and value of business acquired		(205	)		(94	)		1			(298	)
Goodwill impairment		-			-			-			-
Interest expense		-			-			38			38
Income tax expense (benefit)		79			273			469			821
Segment assets		101,993			170,106			24,430			296,529

F-85

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED)

Note 17 — Segment Information - (continued)

	Insurance			Wealth Management			Corporate and Other			Total
	(in millions)
2012
Revenues from external customers	$	5,118		$	2,253		$	295		$	7,666
Net investment income		2,956			1,641			(38	)		4,559
Net realized investment and other gains (losses)		(269	)		(1,606	)		(293	)		(2,168	)
Inter-segment		-			-			-			-
Revenues	$	7,805		$	2,288		$	(36	)	$	10,057
Net income (loss)	$	(220	)	$	94		$	(7	)	$	(133	)
Supplemental Information:
Equity in net income (loss) of investees accounted for under the equity method	$	208		$	28		$	(18	)	$	218
Carrying value of investments under the equity method		3,259			912			287			4,458
Amortization of deferred policy acquisition costs, deferred sales inducements, and value of business acquired		1,001			384			-			1,385
Goodwill impairment		-			-			-			-
Interest expense		-			-			41			41
Income tax expense (benefit)		(174	)		(381	)		(78	)		(633	)
Segment assets		101,334			163,135			25,905			290,374
	Insurance			Wealth Management			Corporate and Other			Total
	(in millions)
2011
Revenues from external customers	$	6,288		$	2,166		$	383		$	8,837
Net investment income		2,831			1,824			334			4,989
Net realized investment and other gains (losses)		1,108			2,004			23			3,135
Inter-segment revenues		-			-			-			-
Revenues	$	10,227		$	5,994		$	740		$	16,961
Net income (loss)	$	30		$	(200	)	$	(641	)	$	(811	)
Supplemental Information:
Equity in net income (loss) of investees accounted for under the equity method	$	178		$	46		$	(2	)	$	222
Amortization of deferred policy acquisition costs, deferred sales inducements, and value of business acquired		1,673			1,167			1			2,841
Goodwill impairment		-			-			500			500
Interest expense		-			-			47			47
Income tax expense (benefit)		(19	)		(246	)		(67	)		(332	)

The Company operates primarily in the United States and has no reportable major customers.

Note 18 — Subsequent Events

The Company evaluated the recognition and disclosure of subsequent events for its December 31, 2013 consolidated financial statements through the date on which the consolidated financial statements were issued.

F-86

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Audited Financial Statements

Year ended December 31, 2013 with Report of Independent Registered Public Accounting Firm

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Audited Financial Statements

Year ended December 31, 2013

Contents

Report of Independent Registered Public Accounting Firm	5
Statements of Assets and Contract Owners’ Equity	8
Statements of Operations and Changes in Contract Owners’ Equity	12
Notes to Financial Statements	68
Organization	68
Significant Accounting Policies	69
Mortality and Expense Risks Charges	70
Contract Charges	70
Federal Income Taxes	70
Purchases and Sales of Investments	71
Transaction with Affiliates	74
Diversification Requirements	74
Subsequent Events	74
Financial Highlights	75

Report of Independent Registered Public Accounting Firm

Board of Directors of the John Hancock Life Insurance Company (U.S.A.) and Contract Owners of John Hancock Life Insurance Company (U.S.A.) Separate Account N

“Active” sub-accounts
500 Index Trust B Series 0	Franklin Templeton Founding Allocation Trust Series 1
Active Bond Trust Series 0	Fundamental All Cap Core Trust Series 0
Active Bond Trust Series 1	Fundamental All Cap Core Trust Series 1
All Cap Core Trust Series 0	Fundamental Large Cap Value Trust Series 0
All Cap Core Trust Series 1	Fundamental Large Cap Value Trust Series 1
Alpha Opportunities Trust Series 0	Fundamental Value Trust Series 0
Alpha Opportunities Trust Series 1	Fundamental Value Trust Series 1
American Asset Allocation Trust Series 1	Global Bond Trust Series 0
American Global Growth Trust Series 1	Global Bond Trust Series 1
American Growth Trust Series 1	Global Trust Series 0
American Growth-Income Trust Series 1	Global Trust Series 1
American International Trust Series 1	Health Sciences Trust Series 0
American New World Trust Series 1	Health Sciences Trust Series 1
Blue Chip Growth Trust Series 0	High Yield Trust Series 0
Blue Chip Growth Trust Series 1	High Yield Trust Series 1
Bond Trust Series 0	International Core Trust Series 0
Bond Trust Series 1	International Core Trust Series 1
Capital Appreciation Trust Series 0	International Equity Index Trust B Series 0
Capital Appreciation Trust Series 1	International Equity Index Trust B Series 1
Capital Appreciation Value Trust Series 0	International Growth Stock Trust Series 0
Capital Appreciation Value Trust Series 1	International Growth Stock Trust Series 1
Core Bond Trust Series 0	International Small Company Trust Series 0
Core Bond Trust Series 1	International Small Company Trust Series 1
Core Strategy Trust Series 0	International Value Trust Series 0
Core Strategy Trust Series 1	International Value Trust Series 1
Emerging Markets Value Trust Series 0	Investment Quality Bond Trust Series 0
Emerging Markets Value Trust Series 1	Investment Quality Bond Trust Series 1
Equity-Income Trust Series 0	Lifestyle Aggressive Trust Series 0
Equity-Income Trust Series 1	Lifestyle Aggressive Trust Series 1
Financial Services Trust Series 0	Lifestyle Balanced Trust Series 0
Financial Services Trust Series 1	Lifestyle Balanced Trust Series 1
Franklin Templeton Founding Allocation Trust Series 0	Lifestyle Conservative Trust Series 0

5

Report of Independent Registered Public Accounting Firm

Lifestyle Conservative Trust Series 1	Small Cap Index Trust Series 1
Lifestyle Growth Trust Series 0	Small Cap Opportunities Trust Series 0
Lifestyle Growth Trust Series 1	Small Cap Opportunities Trust Series 1
Lifestyle Moderate Trust Series 0	Small Cap Value Trust Series 0
Lifestyle Moderate Trust Series 1	Small Cap Value Trust Series 1
Mid Cap Index Trust Series 0	Small Company Value Trust Series 0
Mid Cap Index Trust Series 1	Small Company Value Trust Series 1
Mid Cap Stock Trust Series 0	Strategic Income Opportunities Trust Series 0
Mid Cap Stock Trust Series 1	Strategic Income Opportunities Trust Series 1
Mid Value Trust Series 0	Total Bond Market Trust B Series 0
Mid Value Trust Series 1	Total Return Trust Series 0
Money Market Trust B Series 0	Total Return Trust Series 1
Money Market Trust Series 1	Total Stock Market Index Trust Series 0
Natural Resources Trust Series 0	Total Stock Market Index Trust Series 1
Natural Resources Trust Series 1	Ultra Short Term Bond Trust Series 0
Real Estate Securities Trust Series 0	Ultra Short Term Bond Trust Series 1
Real Estate Securities Trust Series 1	U.S. Equity Trust Series 0
Real Return Bond Trust Series 0	U.S. Equity Trust Series 1
Real Return Bond Trust Series 1	Utilities Trust Series 0
Science & Technology Trust Series 0	Utilities Trust Series 1
Science & Technology Trust Series 1	Value Trust Series 0
Short Term Government Income Trust Series 0	Value Trust Series 1
Short Term Government Income Trust Series 1	All Asset Portfolio
Small Cap Growth Trust Series 0	Brandes International Equity
Small Cap Growth Trust Series 1	Frontier Capital Appreciation
Small Cap Index Trust Series 0	Large Cap Growth
“Closed” sub-accounts
All Cap Value Trust Series 0	Disciplined Diversification Trust Series 0
All Cap Value Trust Series 1	Disciplined Diversification Trust Series 1
American Global Small Capitalization Trust Series 1	Fundamental Holdings Trust Series 1
American High-Income Bond Trust Series 1	Global Diversification Trust Series 1
Core Allocation Plus Trust Series 0	Smaller Company Growth Trust Series 0
Core Allocation Plus Trust Series 1	Smaller Company Growth Trust Series 1

6

Report of Independent Registered Public Accounting Firm

We have audited the accompanying statements of assets and contract owners’ equity of John Hancock Life Insurance Company (U.S.A.) Separate Account N (the “Account”), comprised of the active sub-accounts as of December 31, 2013, and the related statements of operations and changes in contract owners’ equity of the active and closed sub-accounts for each of the two years in the period then ended (or years since inception), and the financial highlights for each of the five years in the period then ended (or years since inception). These financial statements and financial highlights are the responsibility of the Account’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits 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 and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Account’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Account’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian or fund manager of the underlying portfolios. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the active sub-accounts constituting John Hancock Life Insurance Company (U.S.A.) Separate Account N at December 31, 2013, and the results of its operations and changes in contract owners’ equity of the active and closed sub-accounts for each of the two years in the period then ended (or years since inception), and the financial highlights for each of the five years in the period then ended (or years since inception), in conformity with U.S. generally accepted accounting principles.

/s/ ERNST & YOUNG LLP

Chartered Accountants

Licensed Public Accountants

Toronto, Canada

March 28, 2014

7

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Assets and Contract Owners’ Equity

December 31, 2013

Assets
Investments at fair value:
Sub-accounts invested in John Hancock Variable Insurance Trust portfolios:
500 Index Trust B Series 0 - 2,374,606 shares (cost $43,820,059)	$	55,399,561
Active Bond Trust Series 0 - 18,707 shares (cost $191,588)		179,586
Active Bond Trust Series 1 - 57,945 shares (cost $579,542)		556,274
All Cap Core Trust Series 0 - 42,289 shares (cost $742,072)		1,063,998
All Cap Core Trust Series 1 - 18,281 shares (cost $307,053)		459,756
All Cap Value Trust Series 0		—
All Cap Value Trust Series 1		—
Alpha Opportunities Trust Series 0 - 2,747 shares (cost $40,201)		44,561
Alpha Opportunities Trust Series 1 - 2,655 shares (cost $41,719)		43,043
American Asset Allocation Trust Series 1 - 641,848 shares (cost $6,103,113)		9,768,925
American Global Growth Trust Series 1 - 12,989 shares (cost $165,324)		203,663
American Global Small Capitalization Trust Series 1		—
American Growth Trust Series 1 - 593,603 shares (cost $10,593,043)		13,320,450
American Growth-Income Trust Series 1 - 529,628 shares (cost $7,597,790)		11,630,639
American High-Income Bond Trust Series 1		—
American International Trust Series 1 - 953,247 shares (cost $15,277,066)		18,330,944
American New World Trust Series 1 - 38,280 shares (cost $520,146)		569,996
Blue Chip Growth Trust Series 0 - 845,286 shares (cost $20,654,577)		28,908,765
Blue Chip Growth Trust Series 1 - 198,146 shares (cost $4,261,755)		6,782,542
Bond Trust Series 0 - 41,203 shares (cost $577,882)		547,591
Bond Trust Series 1 - 37,319 shares (cost $516,196)		496,345
Capital Appreciation Trust Series 0 - 68,846 shares (cost $805,043)		1,087,072
Capital Appreciation Trust Series 1 - 522,671 shares (cost $6,725,996)		8,247,743
Capital Appreciation Value Trust Series 0 - 8,126 shares (cost $103,671)		105,643
Capital Appreciation Value Trust Series 1 - 39,243 shares (cost $495,359)		510,944
Core Allocation Plus Trust Series 0		—
Core Allocation Plus Trust Series 1		—
Core Bond Trust Series 0 - 34,842 shares (cost $485,762)		445,981
Core Bond Trust Series 1 - 1,074 shares (cost $14,987)		13,796
Core Strategy Trust Series 0 - 16,598 shares (cost $234,974)		240,503
Core Strategy Trust Series 1 - 10,443 shares (cost $149,387)		151,220
Disciplined Diversification Trust Series 0		—
Disciplined Diversification Trust Series 1		—
Emerging Markets Value Trust Series 0 - 162,323 shares (cost $1,709,191)		1,606,997
Emerging Markets Value Trust Series 1 - 97,327 shares (cost $974,901)		965,483
Equity-Income Trust Series 0 - 1,861,529 shares (cost $29,339,425)		36,783,810
Equity-Income Trust Series 1 - 590,487 shares (cost $8,533,937)		11,703,456
Financial Services Trust Series 0 - 28,379 shares (cost $348,836)		449,238
Financial Services Trust Series 1 - 69,718 shares (cost $921,234)		1,105,023
Franklin Templeton Founding Allocation Trust Series 0 - 14,732 shares (cost $158,879)		192,100

8

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Assets and Contract Owners’ Equity

December 31, 2013

Assets (continued)
Investments at fair value:
Sub-accounts invested in John Hancock Variable Insurance Trust portfolios:
Franklin Templeton Founding Allocation Trust Series 1 - 999 shares (cost $10,997)	$	13,031
Fundamental All Cap Core Trust Series 0 - 37,643 shares (cost $578,176)		778,467
Fundamental All Cap Core Trust Series 1 - 16,716 shares (cost $212,943)		344,517
Fundamental Holdings Trust Series 1		—
Fundamental Large Cap Value Trust Series 0 - 131,178 shares (cost $1,942,994)		2,090,977
Fundamental Large Cap Value Trust Series 1 - 167,644 shares (cost $2,599,433)		2,672,239
Fundamental Value Trust Series 0 - 144,471 shares (cost $2,240,654)		2,912,528
Fundamental Value Trust Series 1 - 234,201 shares (cost $3,082,588)		4,735,554
Global Bond Trust Series 0 - 536,715 shares (cost $7,001,907)		6,617,695
Global Bond Trust Series 1 - 206,916 shares (cost $2,683,717)		2,563,695
Global Diversification Trust Series 1		—
Global Trust Series 0 - 33,699 shares (cost $546,602)		689,822
Global Trust Series 1 - 85,601 shares (cost $1,334,679)		1,754,824
Health Sciences Trust Series 0 - 117,932 shares (cost $2,637,844)		3,462,485
Health Sciences Trust Series 1 - 166,106 shares (cost $3,534,986)		4,848,645
High Yield Trust Series 0 - 409,153 shares (cost $2,494,513)		2,471,286
High Yield Trust Series 1 - 781,573 shares (cost $4,722,473)		4,767,593
International Core Trust Series 0 - 34,987 shares (cost $344,866)		408,297
International Core Trust Series 1 - 257,391 shares (cost $2,452,896)		3,011,476
International Equity Index Trust B Series 0 - 871,954 shares (cost $12,668,398)		14,936,566
International Equity Index Trust B Series 1 - 240,507 shares (cost $3,664,273)		4,122,296
International Growth Stock Trust Series 0 - 474,669 shares (cost $6,943,626)		8,002,919
International Growth Stock Trust Series 1 - 35,039 shares (cost $516,327)		590,404
International Small Company Trust Series 0 - 83,147 shares (cost $878,190)		1,047,653
International Small Company Trust Series 1 - 83,340 shares (cost $826,147)		1,050,913
International Value Trust Series 0 - 385,075 shares (cost $4,514,832)		5,652,902
International Value Trust Series 1 - 279,085 shares (cost $3,185,179)		4,124,870
Investment Quality Bond Trust Series 0 - 38,119 shares (cost $462,326)		433,416
Investment Quality Bond Trust Series 1 - 322,484 shares (cost $3,680,141)		3,679,543
Lifestyle Aggressive Trust Series 0 - 614,005 shares (cost $5,432,485)		6,698,791
Lifestyle Aggressive Trust Series 1 - 278,930 shares (cost $2,471,573)		3,043,131
Lifestyle Balanced Trust Series 0 - 1,426,271 shares (cost $17,826,000)		19,568,439
Lifestyle Balanced Trust Series 1 - 598,188 shares (cost $7,540,073)		8,189,191
Lifestyle Conservative Trust Series 0 - 598,730 shares (cost $7,833,453)		7,549,989
Lifestyle Conservative Trust Series 1 - 486,079 shares (cost $6,383,206)		6,114,874
Lifestyle Growth Trust Series 0 - 1,750,938 shares (cost $21,342,305)		24,933,353
Lifestyle Growth Trust Series 1 - 392,643 shares (cost $4,534,896)		5,587,312
Lifestyle Moderate Trust Series 0 - 667,406 shares (cost $8,685,527)		9,136,789
Lifestyle Moderate Trust Series 1 - 146,264 shares (cost $1,880,382)		2,000,892
Mid Cap Index Trust Series 0 - 441,448 shares (cost $8,564,008)		9,632,397
Mid Cap Index Trust Series 1 - 236,107 shares (cost $4,384,397)		5,151,859
Mid Cap Stock Trust Series 0 - 396,506 shares (cost $7,444,206)		8,401,970

9

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Assets and Contract Owners’ Equity

December 31, 2013

Assets (continued)
Investments at fair value:
Sub-accounts invested in John Hancock Variable Insurance Trust portfolios:
Mid Cap Stock Trust Series 1 - 159,956 shares (cost $2,258,854)	$	3,370,278
Mid Value Trust Series 0 - 689,506 shares (cost $8,257,153)		9,611,707
Mid Value Trust Series 1 - 402,947 shares (cost $4,689,657)		5,637,228
Money Market Trust B Series 0 - 70,547,240 shares (cost $70,547,240)		70,547,240
Money Market Trust Series 1 - 24,558,762 shares (cost $24,558,762)		24,558,762
Natural Resources Trust Series 0 - 276,329 shares (cost $2,894,911)		2,807,506
Natural Resources Trust Series 1 - 362,142 shares (cost $3,895,081)		3,740,929
Real Estate Securities Trust Series 0 - 733,075 shares (cost $10,410,970)		10,087,109
Real Estate Securities Trust Series 1 - 649,095 shares (cost $7,777,749)		8,983,472
Real Return Bond Trust Series 0 - 941,187 shares (cost $12,268,766)		10,955,422
Real Return Bond Trust Series 1 - 271,023 shares (cost $3,452,572)		3,198,067
Science & Technology Trust Series 0 - 93,488 shares (cost $1,755,087)		2,323,173
Science & Technology Trust Series 1 - 304,213 shares (cost $5,453,939)		7,523,194
Short Term Government Income Trust Series 0 - 134,401 shares (cost $1,720,526)		1,680,009
Short Term Government Income Trust Series 1 - 116,999 shares (cost $1,518,662)		1,462,493
Small Cap Growth Trust Series 0 - 718,682 shares (cost $7,634,077)		9,263,812
Small Cap Growth Trust Series 1 - 119,917 shares (cost $1,301,404)		1,537,330
Small Cap Index Trust Series 0 - 412,049 shares (cost $5,595,979)		6,526,860
Small Cap Index Trust Series 1 - 332,220 shares (cost $4,395,194)		5,259,042
Small Cap Opportunities Trust Series 0 - 8,870 shares (cost $234,401)		272,308
Small Cap Opportunities Trust Series 1 - 550,783 shares (cost $16,447,494)		16,986,134
Small Cap Value Trust Series 0 - 426,102 shares (cost $9,078,404)		11,095,703
Small Cap Value Trust Series 1 - 40,831 shares (cost $851,789)		1,065,292
Small Company Value Trust Series 0 - 49,210 shares (cost $955,676)		1,241,087
Small Company Value Trust Series 1 - 234,657 shares (cost $4,239,838)		5,927,427
Smaller Company Growth Trust Series 0		—
Smaller Company Growth Trust Series 1		—
Strategic Income Opportunities Trust Series 0 - 274,678 shares (cost $3,695,007)		3,609,267
Strategic Income Opportunities Trust Series 1 - 149,990 shares (cost $2,023,056)		1,976,866
Total Bond Market Trust B Series 0 - 1,284,145 shares (cost $13,659,922)		12,957,019
Total Return Trust Series 0 - 1,780,773 shares (cost $25,862,615)		24,129,479
Total Return Trust Series 1 - 687,470 shares (cost $9,806,881)		9,349,597
Total Stock Market Index Trust Series 0 - 50,424 shares (cost $713,251)		861,240
Total Stock Market Index Trust Series 1 - 102,915 shares (cost $1,369,623)		1,757,783
Ultra Short Term Bond Trust Series 0 - 18,133 shares (cost $219,746)		217,231
Ultra Short Term Bond Trust Series 1 - 1,474 shares (cost $17,942)		17,662
U.S. Equity Trust Series 0 - 149,331 shares (cost $2,189,936)		2,646,138
U.S. Equity Trust Series 1 - 77,833 shares (cost $1,173,755)		1,378,427
Utilities Trust Series 0 - 107,627 shares (cost $1,386,188)		1,659,610
Utilities Trust Series 1 - 121,079 shares (cost $1,532,476)		1,869,458
Value Trust Series 0 - 43,832 shares (cost $845,856)		1,136,118

10

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Assets and Contract Owners’ Equity

December 31, 2013

Assets (continued)
Investments at fair value:
Sub-accounts invested in John Hancock Variable Insurance Trust portfolios:
Value Trust Series 1 - 102,910 shares (cost $1,909,949)	$	2,670,527
Sub-accounts invested in Outside Trust portfolios:
All Asset Portfolio - 313,110 shares (cost $3,519,092)	$	3,456,735
Brandes International Equity		—
Frontier Capital Appreciation - 7,393 shares (cost $193,054)		219,633
Large Cap Growth - 19,812 shares (cost $399,735)		490,156
Total assets	$	711,773,778
Contract Owners’ Equity
Variable universal life insurance contracts	$	711,773,778

See accompanying notes.

11

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

	Sub-Account
	500 Index Trust B Series 0						500 Index Trust Series 1
	Year Ended			Year Ended				Year Ended
	Dec. 31/13			Dec. 31/12				Dec. 31/12 (t)
Income:
Dividend income distribution	$	923,231		$	453,120			$	57,066
Total Investment Income		923,231			453,120				57,066
Expenses:
Mortality and expense risk		88,960			68,403				5,359
Net investment income (loss)		834,271			384,717				51,707
Realized gains (losses) on investments:
Capital gain distributions		106,786			—				122,095
Net realized gains (losses)		5,069,350			4,185,504				275,215
Realized gains (losses)		5,176,136			4,185,504				397,310
Unrealized appreciation (depreciation) during the period		7,764,094			971,282				(121,493	)
Net increase (decrease) in assets from operations		13,774,501			5,541,503				327,524
Changes from principal transactions:
Transfer of net premiums		1,708,025			2,444,029				74,704
Transfer on terminations		(3,184,363	)		(3,442,935	)			(142,055	)
Transfer on policy loans		(561,016	)		(776,460	)			14
Net interfund transfers		4,663,041			5,509,355				(1,481,949	)
Net increase (decrease) in assets from principal transactions		2,625,687			3,733,989				(1,549,286	)
Total increase (decrease) in assets		16,400,188			9,275,492				(1,221,762	)
Assets, beginning of period		38,999,373			29,723,881				1,221,762
Assets, end of period	$	55,399,561		$	38,999,373				—

(t) Terminated as an investment option and funds transferred to 500 Index Trust B Series 0 on November 5, 2012.

(bf) Fund has no Series. Previously presented as Series 0 and Series 1.

See accompanying notes.

12

Sub-Account
Active Bond Trust Series 0						Active Bond Trust Series 1						All Asset Portfolio
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13 (bf)			Year Ended Dec. 31/12 (bf)
$	12,736		$	8,814		$	38,096		$	33,051		$	139,658		$	102,568
	12,736			8,814			38,096			33,051			139,658			102,568
	—			—			3,469			4,198			3,705			3,416
	12,736			8,814			34,627			28,853			135,953			99,152
	—			703			—			5,559			—			—
	(4,207	)		5,061			(2,017	)		26,162			12,539			(247	)
	(4,207	)		5,764			(2,017	)		31,721			12,539			(247	)
	(8,024	)		3,054			(33,769	)		9,556			(164,053	)		173,487
	505			17,632			(1,159	)		70,130			(15,561	)		272,392
	27,249			22,431			30,685			4,903			340,006			258,677
	(82,443	)		(123,479	)		(108,360	)		(363,693	)		(251,157	)		(469,991	)
	—			—			(313	)		(360	)		(519	)		(15,146	)
	(5,193	)		89,078			91,588			(94,132	)		742,247			820,234
	(60,387	)		(11,970	)		13,600			(453,282	)		830,577			593,774
	(59,882	)		5,662			12,441			(383,152	)		815,016			866,166
	239,468			233,806			543,833			926,985			2,641,719			1,775,553
$	179,586		$	239,468		$	556,274		$	543,833		$	3,456,735		$	2,641,719

13

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	All Cap Core Trust Series 0						All Cap Core Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	12,883		$	7,656		$	5,331		$	4,448
Total Investment Income		12,883			7,656			5,331			4,448
Expenses:
Mortality and expense risk		—			—			2,828			2,819
Net investment income (loss)		12,883			7,656			2,503			1,629
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		56,163			12,042			9,531			11,086
Realized gains (losses)		56,163			12,042			9,531			11,086
Unrealized appreciation (depreciation) during the period		210,472			65,066			107,522			52,669
Net increase (decrease) in assets from operations		279,518			84,764			119,556			65,384
Changes from principal transactions:
Transfer of net premiums		45,561			376,843			17,811			16,485
Transfer on terminations		(24,610	)		(18,907	)		(91,648	)		(70,488	)
Transfer on policy loans		—			—			2,269			(165	)
Net interfund transfers		(49,903	)		126,287			3,697			(16,956	)
Net increase (decrease) in assets from principal transactions		(28,952	)		484,223			(67,871	)		(71,124	)
Total increase (decrease) in assets		250,566			568,987			51,685			(5,740	)
Assets, beginning of period		813,432			244,445			408,071			413,811
Assets, end of period	$	1,063,998		$	813,432		$	459,756		$	408,071

(x) Terminated as an investment option and funds transferred to Fundamental Large Cap Value Trust on December 9, 2013.

See accompanying notes.

14

Sub-Account
All Cap Value Trust Series 0						All Cap Value Trust Series 1						Alpha Opportunities Trust Series 0
Year Ended Dec. 31/13 (x)			Year Ended Dec. 31/12			Year Ended Dec. 31/13 (x)			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	19,273		$	7,693		$	30,191		$	22,652		$	301		$	106
	19,273			7,693			30,191			22,652			301			106
	—			—			9,807			11,353			—			—
	19,273			7,693			20,384			11,299			301			106
	749,351			31,341			1,206,265			106,191			3,724			1,007
	(417,601	)		11,765			(491,629	)		296,919			893			5
	331,750			43,106			714,636			403,110			4,617			1,012
	(2,997	)		25,702			(76,228	)		(62,256	)		3,888			1,549
	348,026			76,501			658,792			352,153			8,806			2,667
	140,802			453,302			60,768			51,056			14,115			4,203
	(39,400	)		(82,903	)		(535,450	)		(334,789	)		(1,222	)		(611	)
	(25	)		(1,310	)		—			—			—			—
	(1,561,393	)		147,730			(2,695,043	)		(1,271,284	)		3,603			1,797
	(1,460,016	)		516,819			(3,169,725	)		(1,555,017	)		16,496			5,389
	(1,111,990	)		593,320			(2,510,933	)		(1,202,864	)		25,302			8,056
	1,111,990			518,670			2,510,933			3,713,797			19,259			11,203
	—		$	1,111,990			—		$	2,510,933		$	44,561		$	19,259

15

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Alpha Opportunities Trust Series 1						American Asset Allocation Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	153		$	207		$	98,233		$	131,905
Total Investment Income		153			207			98,233			131,905
Expenses:
Mortality and expense risk		284			199			57,675			56,047
Net investment income (loss)		(131	)		8			40,558			75,858
Realized gains (losses) on investments:
Capital gain distributions		2,015			2,691			—			—
Net realized gains (losses)		8,618			12			465,620			654,043
Realized gains (losses)		10,633			2,703			465,620			654,043
Unrealized appreciation (depreciation) during the period		402			1,245			1,387,170			601,283
Net increase (decrease) in assets from operations		10,904			3,956			1,893,348			1,331,184
Changes from principal transactions:
Transfer of net premiums		—			—			579,645			613,846
Transfer on terminations		(709	)		(508	)		(1,320,800	)		(2,459,154	)
Transfer on policy loans		—			—			31,342			71,682
Net interfund transfers		(7,083	)		23,621			(45,475	)		(635,649	)
Net increase (decrease) in assets from principal transactions		(7,792	)		23,113			(755,288	)		(2,409,275	)
Total increase (decrease) in assets		3,112			27,069			1,138,060			(1,078,091	)
Assets, beginning of period		39,931			12,862			8,630,865			9,708,956
Assets, end of period	$	43,043		$	39,931		$	9,768,925		$	8,630,865

(v) Terminated as an investment option and funds transferred to American Growth-Income Trust Series 1 on November 5, 2012.

(f) Terminated as an investment option and funds transferred to American Global Growth Trust Series 1 on April 29, 2013.

See accompanying notes.

16

Sub-Account
American Blue Chip Income and Growth Trust Series 1				American Global Growth Trust Series 1						American Global  Small Capitalization Trust Series 1
	Year Ended Dec. 31/12 (v)			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13 (f)			Year Ended Dec. 31/12
		—		$	1,650		$	1,742		$	118		$	379
		—			1,650			1,742			118			379
		5,848			632			1,559			18			48
		(5,848	)		1,018			183			100			331
		290,365			—			—			—			—
		76,298			58,508			(4,775	)		6,287			(3,736	)
		366,663			58,508			(4,775	)		6,287			(3,736	)
		(123,201	)		2,319			71,381			(1,503	)		8,443
		237,614			61,845			66,789			4,884			5,038
		99,860			29,880			1,279			5,467			5,626
		(101,419	)		(71,859	)		(1,802	)		(552	)		(6,252	)
		(13,842	)		5,016			3,096			—			—
		(2,370,556	)		(201,315	)		(33,094	)		(55,941	)		16,457
		(2,385,957	)		(238,278	)		(30,521	)		(51,026	)		15,831
		(2,148,343	)		(176,433	)		36,268			(46,142	)		20,869
		2,148,343			380,096			343,828			46,142			25,273
		—		$	203,663		$	380,096			—		$	46,142

17

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	American Growth Trust Series 1						American Growth-Income Trust Series  1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	67,014		$	52,888		$	103,241		$	118,699
Total Investment Income		67,014			52,888			103,241			118,699
Expenses:
Mortality and expense risk		22,272			31,039			47,529			48,131
Net investment income (loss)		44,742			21,849			55,712			70,568
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		1,811,240			1,964,408			661,550			1,335,885
Realized gains (losses)		1,811,240			1,964,408			661,550			1,335,885
Unrealized appreciation (depreciation) during the period		1,634,697			393,295			2,257,913			137,449
Net increase (decrease) in assets from operations		3,490,679			2,379,552			2,975,175			1,543,902
Changes from principal transactions:
Transfer of net premiums		732,973			673,885			665,892			466,364
Transfer on terminations		(2,208,492	)		(1,039,921	)		(1,610,819	)		(3,647,502	)
Transfer on policy loans		25,370			(25,753	)		34,876			31,856
Net interfund transfers		(1,720,509	)		(4,079,079	)		(2,647	)		1,092,856
Net increase (decrease) in assets from principal transactions		(3,170,658	)		(4,470,868	)		(912,698	)		(2,056,426	)
Total increase (decrease) in assets		320,021			(2,091,316	)		2,062,477			(512,524	)
Assets, beginning of period		13,000,429			15,091,745			9,568,162			10,080,686
Assets, end of period	$	13,320,450		$	13,000,429		$	11,630,639		$	9,568,162

(k) Terminated as an investment option and funds transferred to High Yield Trust Series 1 on April 29, 2013.

See accompanying notes.

18

Sub-Account
American High-Income Bond Trust Series 1						American International Trust Series 1						American New World Trust Series 1
Year Ended Dec. 31/13  (k)			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	30		$	2,151		$	177,397		$	178,380		$	5,103		$	3,983
	30			2,151			177,397			178,380			5,103			3,983
	44			136			18,856			30,171			589			2,049
	(14	)		2,015			158,541			148,209			4,514			1,934
	935			—			—			—			—			—
	(495	)		(59	)		908,712			332,147			25,093			10,059
	440			(59	)		908,712			332,147			25,093			10,059
	557			1,179			2,353,913			2,896,233			23,805			65,858
	983			3,135			3,421,166			3,376,589			53,412			77,851
	2,464			6,691			649,762			1,069,780			22,850			21,741
	(475	)		(1,238	)		(3,166,833	)		(1,646,821	)		(10,260	)		(18,910	)
	—			—			19,746			(33,133	)		(2	)		2,879
	(36,818	)		7,776			1,261,595			(9,080,951	)		(210,896	)		137,994
	(34,829	)		13,229			(1,235,730	)		(9,691,125	)		(198,308	)		143,704
	(33,846	)		16,364			2,185,436			(6,314,536	)		(144,896	)		221,555
	33,846			17,482			16,145,508			22,460,044			714,892			493,337
	—		$	33,846		$	18,330,944		$	16,145,508		$	569,996		$	714,892

19

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Balanced Trust Series 0				Balanced Trust Series 1
		Year Ended Dec. 31/12 (j)				Year Ended Dec. 31/12 (j)
Income:
Dividend income distribution		$	934			$	379
Total Investment Income			934				379
Expenses:
Mortality and expense risk			—				54
Net investment income (loss)			934				325
Realized gains (losses) on investments:
Capital gain distributions			21,326				8,809
Net realized gains (losses)			(15,673	)			(7,402	)
Realized gains (losses)			5,653				1,407
Unrealized appreciation (depreciation) during the period			(1,502	)			423
Net increase (decrease) in assets from operations			5,085				2,155
Changes from principal transactions:
Transfer of net premiums			2,171				790
Transfer on terminations			(1,067	)			(788	)
Transfer on policy loans			(54	)			—
Net interfund transfers			(65,353	)			(27,794	)
Net increase (decrease) in assets from principal transactions			(64,303	)			(27,792	)
Total increase (decrease) in assets			(59,218	)			(25,637	)
Assets, beginning of period			59,218				25,637
Assets, end of period			—				—

(j) Terminated as an investment option and funds transferred to Lifestyle Growth Trust on April 30, 2012.

See accompanying notes.

20

Sub-Account
Blue Chip Growth Trust Series 0						Blue Chip Growth Trust Series 1						Bond Trust Series 0
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	74,316		$	24,466		$	15,806		$	7,481		$	14,968		$	22,221
	74,316			24,466			15,806			7,481			14,968			22,221
	—			—			27,508			37,473			—			—
	74,316			24,466			(11,702	)		(29,992	)		14,968			22,221
	—			—			—			—			3,738			3,587
	1,415,722			1,555,536			536,789			1,722,728			1,397			(1,264	)
	1,415,722			1,555,536			536,789			1,722,728			5,135			2,323
	6,282,618			1,219,581			1,468,806			(14,785	)		(28,131	)		5,807
	7,772,656			2,799,583			1,993,893			1,677,951			(8,028	)		30,351
	1,456,186			1,322,190			66,051			86,038			100,313			85,720
	(935,683	)		(423,640	)		(1,350,380	)		(3,748,657	)		(90,995	)		(35,963	)
	(1,611	)		(48,459	)		(6,496	)		(352,284	)		(70	)		(16,647	)
	4,056,874			(1,482,944	)		564,305			(2,602,155	)		(350,121	)		378,891
	4,575,766			(632,853	)		(726,520	)		(6,617,058	)		(340,873	)		412,001
	12,348,422			2,166,730			1,267,373			(4,939,107	)		(348,901	)		442,352
	16,560,343			14,393,613			5,515,169			10,454,276			896,492			454,140
$	28,908,765		$	16,560,343		$	6,782,542		$	5,515,169		$	547,591		$	896,492

21

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Bond Trust Series 1						Brandes International Equity
	Year Ended			Year Ended			Year Ended		Year Ended
	Dec. 31/13			Dec. 31/12			Dec. 31/13 (ad)		Dec. 31/12 (g)
Income:
Dividend income distribution	$	14,210		$	25,491			—		—
Total Investment Income		14,210			25,491			—		—
Expenses:
Mortality and expense risk		1,573			3,023			—		—
Net investment income (loss)		12,637			22,468			—		—
Realized gains (losses) on investments:
Capital gain distributions		3,649			6,162			—		—
Net realized gains (losses)		(29	)		4,280			—		233
Realized gains (losses)		3,620			10,442			—		233
Unrealized appreciation (depreciation) during the period		(23,467	)		25,324			—		—
Net increase (decrease) in assets from operations		(7,210	)		58,234			—		233
Changes from principal transactions:
Transfer of net premiums		159			1,163			—		—
Transfer on terminations		(5,923	)		(580,100	)		—		(234	)
Transfer on policy loans		—			—			—		—
Net interfund transfers		75,539			(277,198	)		—		1
Net increase (decrease) in assets from principal transactions		69,775			(856,135	)		—		(233	)
Total increase (decrease) in assets		62,565			(797,901	)		—		—
Assets, beginning of period		433,780			1,231,681			—		—
Assets, end of period	$	496,345		$	433,780			—		—

(ad) Fund available but no activity.

(g) Fund available in prior year but no activity.

See accompanying notes.

22

Sub-Account
Capital Appreciation Trust Series 0						Capital Appreciation Trust Series 1						Capital Appreciation Value Trust Series 0
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	2,377		$	1,603		$	7,838		$	5,513		$	1,277		$	357
	2,377			1,603			7,838			5,513			1,277			357
	—			—			16,044			15,798			—			—
	2,377			1,603			(8,206	)		(10,285	)		1,277			357
	—			—			—			—			8,406			2,099
	125,579			22,729			113,649			565,540			247			2,101
	125,579			22,729			113,649			565,540			8,653			4,200
	186,729			69,344			1,144,763			365			3,390			(1,361	)
	314,685			93,676			1,250,206			555,620			13,320			3,196
	104,489			154,626			35,237			37,732			14,387			3,947
	(78,490	)		(34,297	)		(181,045	)		(1,087,402	)		(2,836	)		(2,407	)
	(5,137	)		(17,357	)		(9,065	)		16,562			—			—
	(121,103	)		105,322			4,553,912			(1,115,456	)		36,161			36,621
	(100,241	)		208,294			4,399,039			(2,148,564	)		47,712			38,161
	214,444			301,970			5,649,245			(1,592,944	)		61,032			41,357
	872,628			570,658			2,598,498			4,191,442			44,611			3,254
$	1,087,072		$	872,628		$	8,247,743		$	2,598,498		$	105,643		$	44,611

23

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Capital Appreciation Value Trust Series 1						Core Allocation Plus Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	5,389		$	4,843		$	2,468		$	503
Total Investment Income		5,389			4,843			2,468			503
Expenses:
Mortality and expense risk		1,419			1,428			—			—
Net investment income (loss)		3,970			3,415			2,468			503
Realized gains (losses) on investments:
Capital gain distributions		26,522			32,688			25,419			1,917
Net realized gains (losses)		17,282			19,573			(16,311	)		(973	)
Realized gains (losses)		43,804			52,261			9,108			944
Unrealized appreciation (depreciation) during the period		27,078			(5,626	)		(699	)		1,863
Net increase (decrease) in assets from operations		74,852			50,050			10,877			3,310
Changes from principal transactions:
Transfer of net premiums		1,512			1,247			32,815			18,262
Transfer on terminations		(10,607	)		(39,705	)		(2,201	)		(1,114	)
Transfer on policy loans		(153	)		(58	)		—			—
Net interfund transfers		106,051			(102,341	)		(85,510	)		2,260
Net increase (decrease) in assets from principal transactions		96,803			(140,857	)		(54,896	)		19,408
Total increase (decrease) in assets		171,655			(90,807	)		(44,019	)		22,718
Assets, beginning of period		339,289			430,096			44,019			21,301
Assets, end of period	$	510,944		$	339,289			—		$	44,019

(y) Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013.

See accompanying notes.

24

Sub-Account
Core Allocation Plus Trust Series 1						Core Bond Trust Series 0						Core Bond Trust Series 1
Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	8		$	19,157		$	9,796		$	19,173		$	305		$	714
	8			19,157			9,796			19,173			305			714
	1,338			7,277			—			—			125			538
	(1,330	)		11,880			9,796			19,173			180			176
	118			90,530			16,477			18,009			547			698
	87,926			122,232			(20,925	)		11,828			(310	)		(2,119	)
	88,044			212,762			(4,448	)		29,837			237			(1,421	)
	1,725			172,650			(20,669	)		(9,218	)		(964	)		8,162
	88,439			397,292			(15,321	)		39,792			(547	)		6,917
	—			187			76,074			99,528			1,159			2,133
	(1,362,830	)		(62,306	)		(31,143	)		(40,619	)		(2,297	)		(8,519	)
	—			—			(94	)		(2,603	)		—			—
	(49,972	)		(3,226,650	)		(374,807	)		96,510			(10,856	)		(421,466	)
	(1,412,802	)		(3,288,769	)		(329,970	)		152,816			(11,994	)		(427,852	)
	(1,324,363	)		(2,891,477	)		(345,291	)		192,608			(12,541	)		(420,935	)
	1,324,363			4,215,840			791,272			598,664			26,337			447,272
	—		$	1,324,363		$	445,981		$	791,272		$	13,796		$	26,337

25

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Core Strategy Trust Series 0						Core Strategy Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	1,500		$	825		$	869		$	31
Total Investment Income		1,500			825			869			31
Expenses:
Mortality and expense risk		—			—			70			5
Net investment income (loss)		1,500			825			799			26
Realized gains (losses) on investments:
Capital gain distributions		3,949			—			38			—
Net realized gains (losses)		321			106			213			21
Realized gains (losses)		4,270			106			251			21
Unrealized appreciation (depreciation) during the period		4,062			1,896			1,743			40
Net increase (decrease) in assets from operations		9,832			2,827			2,793			87
Changes from principal transactions:
Transfer of net premiums		8,582			6,030			397			372
Transfer on terminations		(1,471	)		(996	)		(1,277	)		(217	)
Transfer on policy loans		(3	)		—			—			—
Net interfund transfers		193,170			4,641			148,134			307
Net increase (decrease) in assets from principal transactions		200,278			9,675			147,254			462
Total increase (decrease) in assets		210,110			12,502			150,047			549
Assets, beginning of period		30,393			17,891			1,173			624
Assets, end of period	$	240,503		$	30,393		$	151,220		$	1,173

(y) Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013.

See accompanying notes.

26

Sub-Account
Disciplined Diversification Trust Series 0						Disciplined Diversification Trust Series 1						Emerging Markets Value Trust Series 0
Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	843		$	377			—		$	16		$	21,254		$	11,235
	843			377			—			16			21,254			11,235
	—			—			4			4			—			—
	843			377			(4	)		12			21,254			11,235
	9,666			177			—			8			53,047			81,899
	(6,950	)		138			83			(1	)		(59,936	)		(260,785	)
	2,716			315			83			7			(6,889	)		(178,886	)
	(568	)		1,411			—			51			(66,941	)		344,347
	2,991			2,103			79			70			(52,576	)		176,696
	10,662			11,274			29			34			237,399			268,147
	(3,809	)		(1,134	)		(783	)		(27	)		(51,397	)		(137,209	)
	(4,528	)		(17,356	)		—			—			16,736			(3,974	)
	(23,737	)		756			10			16			283,019			(146,249	)
	(21,412	)		(6,460	)		(744	)		23			485,757			(19,285	)
	(18,421	)		(4,357	)		(665	)		93			433,181			157,411
	18,421			22,778			665			572			1,173,816			1,016,405
	—		$	18,421			—		$	665		$	1,606,997		$	1,173,816

27

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Emerging Markets Value Trust Series 1						Equity-Income Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	13,469		$	12,551		$	680,855		$	493,953
Total Investment Income		13,469			12,551			680,855			493,953
Expenses:
Mortality and expense risk		5,999			5,383			—			—
Net investment income (loss)		7,470			7,168			680,855			493,953
Realized gains (losses) on investments:
Capital gain distributions		41,037			83,576			—			—
Net realized gains (losses)		(163,639	)		(148,381	)		2,306,762			3,491,381
Realized gains (losses)		(122,602	)		(64,805	)		2,306,762			3,491,381
Unrealized appreciation (depreciation) during the period		80,122			200,294			5,027,676			(144,486	)
Net increase (decrease) in assets from operations		(35,010	)		142,657			8,015,293			3,840,848
Changes from principal transactions:
Transfer of net premiums		25,277			21,603			1,600,362			1,775,236
Transfer on terminations		(36,197	)		(26,717	)		(1,070,641	)		(815,502	)
Transfer on policy loans		—			—			37,366			(38,338	)
Net interfund transfers		(333,483	)		465,494			3,779,740			(1,233,496	)
Net increase (decrease) in assets from principal transactions		(344,403	)		460,380			4,346,827			(312,100	)
Total increase (decrease) in assets		(379,413	)		603,037			12,362,120			3,528,748
Assets, beginning of period		1,344,896			741,859			24,421,690			20,892,942
Assets, end of period	$	965,483		$	1,344,896		$	36,783,810		$	24,421,690

See accompanying notes.

28

Sub-Account
Equity-Income Trust Series 1						Financial Services Trust Series 0						Financial Services Trust Series 1
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	214,765		$	244,107		$	2,670		$	2,519		$	6,057		$	3,250
	214,765			244,107			2,670			2,519			6,057			3,250
	52,148			51,965			—			—			3,863			2,014
	162,617			192,142			2,670			2,519			2,194			1,236
	—			—			4,102			—			9,974			—
	1,013,622			1,209,221			10,901			27,469			66,662			3,396
	1,013,622			1,209,221			15,003			27,469			76,636			3,396
	1,813,554			480,490			81,970			32,410			127,748			55,952
	2,989,793			1,881,853			99,643			62,398			206,578			60,584
	80,685			96,740			36,807			33,483			4,054			11,574
	(943,275	)		(2,806,269	)		(37,971	)		(21,596	)		(127,810	)		(25,790	)
	17,339			2,963			(91	)		(13,996	)		(495	)		(20	)
	(1,459,075	)		(343,854	)		28,972			(108,588	)		431,412			240,441
	(2,304,326	)		(3,050,420	)		27,717			(110,697	)		307,161			226,205
	685,467			(1,168,567	)		127,360			(48,299	)		513,739			286,789
	11,017,989			12,186,556			321,878			370,177			591,284			304,495
$	11,703,456		$	11,017,989		$	449,238		$	321,878		$	1,105,023		$	591,284

29

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Franklin Templeton Founding Allocation Trust Series 0						Franklin Templeton Founding Allocation Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	4,404		$	4,086		$	293		$	309
Total Investment Income		4,404			4,086			293			309
Expenses:
Mortality and expense risk		—			—			79			56
Net investment income (loss)		4,404			4,086			214			253
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		3,469			23,823			831			161
Realized gains (losses)		3,469			23,823			831			161
Unrealized appreciation (depreciation) during the period		28,169			6,717			1,457			809
Net increase (decrease) in assets from operations		36,042			34,626			2,502			1,223
Changes from principal transactions:
Transfer of net premiums		33,024			20,251			5,114			5,016
Transfer on terminations		(5,467	)		(205,295	)		(5,058	)		(4,453	)
Transfer on policy loans		(7	)		(31	)		—			—
Net interfund transfers		(8,822	)		2,721			—			1,617
Net increase (decrease) in assets from principal transactions		18,728			(182,354	)		56			2,180
Total increase (decrease) in assets		54,770			(147,728	)		2,558			3,403
Assets, beginning of period		137,330			285,058			10,473			7,070
Assets, end of period	$	192,100		$	137,330		$	13,031		$	10,473

(g) Fund available in prior year but no activity.

See accompanying notes.

30

Sub-Account
Frontier Capital Appreciation						Fundamental All Cap Core Trust Series 0						Fundamental All Cap Core Trust Series 1
Year Ended Dec. 31/13			Year Ended Dec. 31/12 (g)			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
	—		$	365		$	6,829		$	3,927		$	3,023		$	4,156
	—			365			6,829			3,927			3,023			4,156
	—			—			—			—			1,498			2,019
	—			365			6,829			3,927			1,525			2,137
	18,043			7,047			—			—			—			—
	657			17,258			27,594			98,271			22,490			44,506
	18,700			24,305			27,594			98,271			22,490			44,506
	29,067			(2,489	)		157,964			(709	)		74,472			53,853
	47,767			22,181			192,387			101,489			98,487			100,496
	—			—			156,237			87,649			391			1,133
	(3,784	)		(21,876	)		(104,341	)		(21,649	)		(12,758	)		(279,116	)
	—			—			(112	)		(5,629	)		—			—
	58,250			117,095			(10,800	)		36,329			(53,991	)		207,893
	54,466			95,219			40,984			96,700			(66,358	)		(70,090	)
	102,233			117,400			233,371			198,189			32,129			30,406
	117,400			—			545,096			346,907			312,388			281,982
$	219,633		$	117,400		$	778,467		$	545,096		$	344,517		$	312,388

31

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Fundamental Holdings Trust Series 1						Fundamental Large Cap Value Trust Series 0
	Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	564		$	296		$	5,457		$	16,849
Total Investment Income		564			296			5,457			16,849
Expenses:
Mortality and expense risk		107			106			—			—
Net investment income (loss)		457			190			5,457			16,849
Realized gains (losses) on investments:
Capital gain distributions		10,837			—			—			—
Net realized gains (losses)		(5,618	)		109			3,067			63,906
Realized gains (losses)		5,219			109			3,067			63,906
Unrealized appreciation (depreciation) during the period		(2,187	)		1,549			141,720			(23,716	)
Net increase (decrease) in assets from operations		3,489			1,848			150,244			57,039
Changes from principal transactions:
Transfer of net premiums		7,476			1,463			61,355			49,325
Transfer on terminations		(1,143	)		(661	)		(19,719	)		(15,163	)
Transfer on policy loans		—			—			—			—
Net interfund transfers		(27,657	)		(439	)		1,592,535			16,958
Net increase (decrease) in assets from principal transactions		(21,324	)		363			1,634,171			51,120
Total increase (decrease) in assets		(17,835	)		2,211			1,784,415			108,159
Assets, beginning of period		17,835			15,624			306,562			198,403
Assets, end of period		—		$	17,835		$	2,090,977		$	306,562

(y) Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013.

See accompanying notes.

32

Sub-Account
Fundamental Large Cap Value Trust Series 1						Fundamental Value Trust Series 0						Fundamental Value Trust Series 1
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	222		$	28		$	35,694		$	25,376		$	59,273		$	56,138
	222			28			35,694			25,376			59,273			56,138
	775			3			—			—			24,407			29,032
	(553	)		25			35,694			25,376			34,866			27,106
	—			—			—			—			—			—
	1,557			1			288,985			495,449			654,910			769,874
	1,557			1			288,985			495,449			654,910			769,874
	72,717			87			558,633			(73,353	)		746,325			128,058
	73,721			113			883,312			447,472			1,436,101			925,038
	449			—			81,140			78,507			170,078			205,264
	(1,051	)		(56	)		(135,387	)		(82,575	)		(1,786,750	)		(748,850	)
	—			—			—			—			(775	)		1,323
	2,596,175			2,874			(1,864,515	)		554,215			(792,107	)		(3,033,606	)
	2,595,573			2,818			(1,918,762	)		550,147			(2,409,554	)		(3,575,869	)
	2,669,294			2,931			(1,035,450	)		997,619			(973,453	)		(2,650,831	)
	2,945			14			3,947,978			2,950,359			5,709,007			8,359,838
$	2,672,239		$	2,945		$	2,912,528		$	3,947,978		$	4,735,554		$	5,709,007

33

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Global Bond Trust Series 0						Global Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	39,271		$	960,253		$	11,747		$	263,143
Total Investment Income		39,271			960,253			11,747			263,143
Expenses:
Mortality and expense risk		—			—			12,996			16,792
Net investment income (loss)		39,271			960,253			(1,249	)		246,351
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		(671,949	)		553,092			(59,273	)		27,695
Realized gains (losses)		(671,949	)		553,092			(59,273	)		27,695
Unrealized appreciation (depreciation) during the period		49,472			(600,066	)		(107,974	)		(30,459	)
Net increase (decrease) in assets from operations		(583,206	)		913,279			(168,496	)		243,587
Changes from principal transactions:
Transfer of net premiums		224,361			283,632			191,063			201,518
Transfer on terminations		(231,775	)		(406,236	)		(174,406	)		(1,324,176	)
Transfer on policy loans		14,784			1,703			(121	)		1,193
Net interfund transfers		(6,013,991	)		(1,334,245	)		(317,381	)		217,124
Net increase (decrease) in assets from principal transactions		(6,006,621	)		(1,455,146	)		(300,845	)		(904,341	)
Total increase (decrease) in assets		(6,589,827	)		(541,867	)		(469,341	)		(660,754	)
Assets, beginning of period		13,207,522			13,749,389			3,033,036			3,693,790
Assets, end of period	$	6,617,695		$	13,207,522		$	2,563,695		$	3,033,036

(y) Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013.

See accompanying notes.

34

Sub-Account
Global Diversification Trust Series 1						Global Trust Series 0						Global Trust Series 1
Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	3,118		$	2,514		$	8,495		$	6,464		$	25,442		$	43,116
	3,118			2,514			8,495			6,464			25,442			43,116
	758			679			—			—			9,070			9,989
	2,360			1,835			8,495			6,464			16,372			33,127
	43,626			—			—			—			—			—
	(15,019	)		62			6,943			2,121			114,491			14,608
	28,607			62			6,943			2,121			114,491			14,608
	(8,993	)		15,704			121,026			33,743			270,528			249,294
	21,974			17,601			136,464			42,328			401,391			297,029
	23,532			14,742			42,151			33,698			14,304			37,406
	(6,395	)		(3,742	)		(22,004	)		(7,877	)		(204,255	)		(931,363	)
	(2	)		(791	)		(126	)		(2,925	)		(878	)		4,906
	(191,180	)		38,060			121,617			167,584			(26,761	)		1,127,465
	(174,045	)		48,269			141,638			190,480			(217,590	)		238,414
	(152,071	)		65,870			278,102			232,808			183,801			535,443
	152,071			86,201			411,720			178,912			1,571,023			1,035,580
	—		$	152,071		$	689,822		$	411,720		$	1,754,824		$	1,571,023

35

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Health Sciences Trust Series 0						Health Sciences Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution		—			—			—			—
Total Investment Income		—			—			—			—
Expenses:
Mortality and expense risk		—			—			21,055			16,733
Net investment income (loss)		—			—			(21,055	)		(16,733	)
Realized gains (losses) on investments:
Capital gain distributions		256,118			107,714			359,517			198,483
Net realized gains (losses)		185,900			224,502			520,429			293,644
Realized gains (losses)		442,018			332,216			879,946			492,127
Unrealized appreciation (depreciation) during the period		618,529			53,675			784,116			344,099
Net increase (decrease) in assets from operations		1,060,547			385,891			1,643,007			819,493
Changes from principal transactions:
Transfer of net premiums		183,128			150,963			54,651			70,517
Transfer on terminations		(105,576	)		(74,936	)		(336,334	)		(510,472	)
Transfer on policy loans		17,035			(9,732	)		(1,076	)		(317	)
Net interfund transfers		360,086			360,503			78,547			272,997
Net increase (decrease) in assets from principal transactions		454,673			426,798			(204,212	)		(167,275	)
Total increase (decrease) in assets		1,515,220			812,689			1,438,795			652,218
Assets, beginning of period		1,947,265			1,134,576			3,409,850			2,757,632
Assets, end of period	$	3,462,485		$	1,947,265		$	4,848,645		$	3,409,850

See accompanying notes.

36

Sub-Account
High Yield Trust Series 0						High Yield Trust Series 1						International Core Trust Series 0
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	170,353		$	172,095		$	320,073		$	348,632		$	11,420		$	5,898
	170,353			172,095			320,073			348,632			11,420			5,898
	—			—			21,636			21,354			—			—
	170,353			172,095			298,437			327,278			11,420			5,898
	—			—			—			—			—			—
	58,347			(43,312	)		(44,158	)		(325,842	)		14,004			(3,550	)
	58,347			(43,312	)		(44,158	)		(325,842	)		14,004			(3,550	)
	(9,035	)		224,961			90,255			804,694			56,502			24,364
	219,665			353,744			344,534			806,130			81,926			26,712
	140,945			81,158			23,807			66,583			55,210			50,003
	(117,201	)		(59,864	)		(330,376	)		(1,230,130	)		(62,904	)		(23,452	)
	1,460			(13,414	)		(2	)		49			(6,036	)		(6,000	)
	(143,178	)		457,969			727,544			(341,580	)		124,946			1,245
	(117,974	)		465,849			420,973			(1,505,078	)		111,216			21,796
	101,691			819,593			765,507			(698,948	)		193,142			48,508
	2,369,595			1,550,002			4,002,086			4,701,034			215,155			166,647
$	2,471,286		$	2,369,595		$	4,767,593		$	4,002,086		$	408,297		$	215,155

37

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	International Core Trust Series 1						International Equity Index Trust A Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12				Year Ended Dec. 31/12 (u)
Income:
Dividend income distribution	$	79,557		$	64,795			$	7,750
Total Investment Income		79,557			64,795				7,750
Expenses:
Mortality and expense risk		14,179			12,946				—
Net investment income (loss)		65,378			51,849				7,750
Realized gains (losses) on investments:
Capital gain distributions		—			—				13,490
Net realized gains (losses)		6,049			(82,782	)			(41,377	)
Realized gains (losses)		6,049			(82,782	)			(27,887	)
Unrealized appreciation (depreciation) during the period		512,314			376,035				50,482
Net increase (decrease) in assets from operations		583,741			345,102				30,345
Changes from principal transactions:
Transfer of net premiums		40,283			56,516				37,317
Transfer on terminations		(214,939	)		(330,936	)			(10,993	)
Transfer on policy loans		4,123			7,313				(10,237	)
Net interfund transfers		219,303			(619,124	)			(314,349	)
Net increase (decrease) in assets from principal transactions		48,770			(886,231	)			(298,262	)
Total increase (decrease) in assets		632,511			(541,129	)			(267,917	)
Assets, beginning of period		2,378,965			2,920,094				267,917
Assets, end of period	$	3,011,476		$	2,378,965				—

(u) Terminated as an investment option and funds transferred to International Equity Index Trust B on November 5, 2012.

(s) Reflects the period from commencement of operations on November 5, 2012 through December 31, 2012.

See accompanying notes.

38

Sub-Account
International Equity Index Trust A Series 1				International Equity Index Trust B Series 0						International Equity Index Trust B Series 1
	Year Ended Dec. 31/12 (u)			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12 (s)
	$	107,104		$	358,804		$	168,098		$	94,924		$	39,586
		107,104			358,804			168,098			94,924			39,586
		13,494			—			—			14,070			2,263
		93,610			358,804			168,098			80,854			37,323
		192,157			—			—			—			—
		(790,361	)		557,661			(155,634	)		90,643			9,739
		(598,204	)		557,661			(155,634	)		90,643			9,739
		899,946			1,108,192			2,085,229			297,830			160,192
		395,352			2,024,657			2,097,693			469,327			207,254
		140,790			563,763			1,032,428			213,052			3,758
		(213,579	)		(828,880	)		(462,095	)		(347,269	)		(21,807	)
		163			(413,830	)		(405,563	)		1,235			187
		(4,318,079	)		(911,161	)		3,481,584			326,013			3,270,546
		(4,390,705	)		(1,590,108	)		3,646,354			193,031			3,252,684
		(3,995,353	)		434,549			5,744,047			662,358			3,459,938
		3,995,353			14,502,017			8,757,970			3,459,938			—
		—		$	14,936,566		$	14,502,017		$	4,122,296		$	3,459,938

39

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	International Growth Stock Trust Series 0						International Growth Stock Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12 (r)			Year Ended Dec. 31/13			Year Ended Dec. 31/12 (r)
Income:
Dividend income distribution	$	98,403		$	36,502		$	5,454		$	2,795
Total Investment Income		98,403			36,502			5,454			2,795
Expenses:
Mortality and expense risk		—			—			1,846			268
Net investment income (loss)		98,403			36,502			3,608			2,527
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		422,313			14,855			20,981			237
Realized gains (losses)		422,313			14,855			20,981			237
Unrealized appreciation (depreciation) during the period		876,073			183,219			56,599			17,478
Net increase (decrease) in assets from operations		1,396,789			234,576			81,188			20,242
Changes from principal transactions:
Transfer of net premiums		67,114			488,562			1,298			97
Transfer on terminations		(103,514	)		(6,464	)		(18,813	)		(2,906	)
Transfer on policy loans		(2,944	)		—			—			—
Net interfund transfers		1,400,659			4,528,141			82,095			427,203
Net increase (decrease) in assets from principal transactions		1,361,315			5,010,239			64,580			424,394
Total increase (decrease) in assets		2,758,104			5,244,815			145,768			444,636
Assets, beginning of period		5,244,815			—			444,636			—
Assets, end of period	$	8,002,919		$	5,244,815		$	590,404		$	444,636

(r) Reflects the period from commencement of operations on November 5, 2012 through December 31, 2012.

(w) Terminated as an investment option and funds transferred to International Growth Stock Trust on November 5, 2012.

See accompanying notes.

40

Sub-Account
International Opportunities Trust Series 0				International Opportunities Trust Series 1				International Small Company Trust Series 0
	Year Ended Dec. 31/12 (w)				Year Ended Dec.  31/12 (w)			Year Ended Dec. 31/13			Year Ended Dec. 31/12
	$	92,220			$	6,453		$	18,033		$	9,256
		92,220				6,453			18,033			9,256
		—				1,492			—			—
		92,220				4,961			18,033			9,256
		—				—			—			—
		(669,559	)			(38,732	)		74,630			18,111
		(669,559	)			(38,732	)		74,630			18,111
		893,118				89,481			123,432			91,820
		315,779				55,710			216,095			119,187
		70,762				2,334			68,445			78,369
		(62,376	)			(20,913	)		(148,351	)		(41,242	)
		(10,044	)			—			4,252			4,821
		(4,282,547	)			(715,627	)		69,764			62,129
		(4,284,205	)			(734,206	)		(5,890	)		104,077
		(3,968,426	)			(678,496	)		210,205			223,264
		3,968,426				678,496			837,448			614,184
		—				—		$	1,047,653		$	837,448

41

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	International Small Company Trust Series 1						International Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	17,185		$	16,551		$	93,028		$	117,318
Total Investment Income		17,185			16,551			93,028			117,318
Expenses:
Mortality and expense risk		5,625			7,156			—			—
Net investment income (loss)		11,560			9,395			93,028			117,318
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		76,517			18,003			205,961			(633,920	)
Realized gains (losses)		76,517			18,003			205,961			(633,920	)
Unrealized appreciation (depreciation) during the period		138,946			242,164			828,242			1,255,781
Net increase (decrease) in assets from operations		227,023			269,562			1,127,231			739,179
Changes from principal transactions:
Transfer of net premiums		82,117			70,172			92,397			186,486
Transfer on terminations		(71,081	)		(452,158	)		(374,886	)		(148,664	)
Transfer on policy loans		(5,987	)		1,557			7,304			(1,192	)
Net interfund transfers		(206,061	)		(895,042	)		183,902			90,814
Net increase (decrease) in assets from principal transactions		(201,012	)		(1,275,471	)		(91,283	)		127,444
Total increase (decrease) in assets		26,011			(1,005,909	)		1,035,948			866,623
Assets, beginning of period		1,024,902			2,030,811			4,616,954			3,750,331
Assets, end of period	$	1,050,913		$	1,024,902		$	5,652,902		$	4,616,954

See accompanying notes.

42

Sub-Account
International Value Trust Series 1						Investment Quality Bond Trust Series 0						Investment Quality Bond Trust Series 1
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	68,609		$	135,246		$	17,462		$	13,466		$	143,074		$	104,616
	68,609			135,246			17,462			13,466			143,074			104,616
	17,552			20,056			—			—			21,843			28,447
	51,057			115,190			17,462			13,466			121,231			76,169
	—			—			8,426			—			70,625			—
	265,855			(50,375	)		17,926			2,872			43,284			104,815
	265,855			(50,375	)		26,352			2,872			113,909			104,815
	685,798			879,202			(52,466	)		25,790			(333,211	)		192,060
	1,002,710			944,017			(8,652	)		42,128			(98,071	)		373,044
	30,696			108,542			128,502			38,611			156,298			155,720
	(288,288	)		(1,030,428	)		(34,939	)		(21,582	)		(651,756	)		(1,435,724	)
	615			2,938			6,657			(818	)		(8,028	)		11,170
	(1,346,802	)		(1,098,783	)		(301,762	)		78,015			44,911			(1,109,654	)
	(1,603,779	)		(2,017,731	)		(201,542	)		94,226			(458,575	)		(2,378,488	)
	(601,069	)		(1,073,714	)		(210,194	)		136,354			(556,646	)		(2,005,444	)
	4,725,939			5,799,653			643,610			507,256			4,236,189			6,241,633
$	4,124,870		$	4,725,939		$	433,416		$	643,610		$	3,679,543		$	4,236,189

43

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Large Cap Growth						Large Cap Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12 (g)				Year Ended Dec. 31/12 (p)
Income:
Dividend income distribution	$	2,177		$	68			$	2,830
Total Investment Income		2,177			68				2,830
Expenses:
Mortality and expense risk		—			—				—
Net investment income (loss)		2,177			68				2,830
Realized gains (losses) on investments:
Capital gain distributions		23,454			—				—
Net realized gains (losses)		1,371			(17	)			81,845
Realized gains (losses)		24,825			(17	)			81,845
Unrealized appreciation (depreciation) during the period		86,514			3,907				(19,598	)
Net increase (decrease) in assets from operations		113,516			3,958				65,077
Changes from principal transactions:
Transfer of net premiums		—			—				4,346
Transfer on terminations		(9,552	)		(4,075	)			(5,532	)
Transfer on policy loans		—			—				(324	)
Net interfund transfers		76,767			309,542				(513,708	)
Net increase (decrease) in assets from principal transactions		67,215			305,467				(515,218	)
Total increase (decrease) in assets		180,731			309,425				(450,141	)
Assets, beginning of period		309,425			—				450,141
Assets, end of period	$	490,156		$	309,425				—

(g) Fund available in prior year but no activity.

(p) Terminated as an investment option and funds transferred to U.S. Equity Trust on April 30, 2012.

See accompanying notes.

44

Sub-Account
Large Cap Trust Series 1				Lifestyle Aggressive Trust Series 0						Lifestyle Aggressive Trust Series 1
	Year Ended Dec. 31/12 (p)			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
	$	7,319		$	153,831		$	81,493		$	68,832		$	29,646
		7,319			153,831			81,493			68,832			29,646
		2,580			—			—			15,426			10,122
		4,739			153,831			81,493			53,406			19,524
		—			—			—			—			—
		217,776			475,394			485,194			26,009			123,547
		217,776			475,394			485,194			26,009			123,547
		11,164			793,925			335,175			560,598			169,130
		233,679			1,423,150			901,862			640,013			312,201
		10,627			941,430			1,153,332			45,666			75,957
		(47,342	)		(754,622	)		(334,924	)		(220,666	)		(102,510	)
		(158,280	)		(480,393	)		(661,359	)		25,447			(33,133	)
		(1,990,606	)		(227,367	)		(2,639,915	)		373,488			(2,418,117	)
		(2,185,601	)		(520,952	)		(2,482,866	)		223,935			(2,477,803	)
		(1,951,922	)		902,198			(1,581,004	)		863,948			(2,165,602	)
		1,951,922			5,796,593			7,377,597			2,179,183			4,344,785
		—		$	6,698,791		$	5,796,593		$	3,043,131		$	2,179,183

45

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Lifestyle Balanced Trust Series 0						Lifestyle Balanced Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	540,343		$	385,384		$	227,172		$	192,503
Total Investment Income		540,343			385,384			227,172			192,503
Expenses:
Mortality and expense risk		—			—			46,308			46,330
Net investment income (loss)		540,343			385,384			180,864			146,173
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		571,405			547,421			488,020			388,837
Realized gains (losses)		571,405			547,421			488,020			388,837
Unrealized appreciation (depreciation) during the period		1,144,026			841,932			359,394			462,475
Net increase (decrease) in assets from operations		2,255,774			1,774,737			1,028,278			997,485
Changes from principal transactions:
Transfer of net premiums		3,463,531			3,119,273			305,482			293,280
Transfer on terminations		(2,228,512	)		(1,290,743	)		(1,798,367	)		(1,504,614	)
Transfer on policy loans		476,304			(1,668,554	)		(6,527	)		(20,752	)
Net interfund transfers		(1,500,340	)		(2,797,778	)		(16,110	)		(3,997,297	)
Net increase (decrease) in assets from principal transactions		210,983			(2,637,802	)		(1,515,522	)		(5,229,383	)
Total increase (decrease) in assets		2,466,757			(863,065	)		(487,244	)		(4,231,898	)
Assets, beginning of period		17,101,682			17,964,747			8,676,435			12,908,333
Assets, end of period	$	19,568,439		$	17,101,682		$	8,189,191		$	8,676,435

See accompanying notes.

46

Sub-Account
Lifestyle Conservative Trust Series 0						Lifestyle Conservative Trust Series 1						Lifestyle Growth Trust Series 0
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	263,994		$	223,297		$	212,108		$	182,230		$	591,010		$	379,723
	263,994			223,297			212,108			182,230			591,010			379,723
	—			—			29,239			23,264			—			—
	263,994			223,297			182,869			158,966			591,010			379,723
	249,750			144,250			194,957			149,630			—			—
	82,014			71,780			50,227			13,793			1,134,488			954,641
	331,764			216,030			245,184			163,423			1,134,488			954,641
	(291,649	)		57,431			(222,643	)		33,773			2,240,316			1,102,143
	304,109			496,758			205,410			356,162			3,965,814			2,436,507
	1,439,760			1,220,876			248,833			225,792			2,894,463			3,845,491
	(838,252	)		(324,620	)		(591,938	)		(317,582	)		(2,172,237	)		(1,342,031	)
	(175,278	)		(185,513	)		(145	)		474			(991,150	)		(1,021,067	)
	(988,093	)		1,606,196			(212,766	)		3,009,259			618,736			(2,499,198	)
	(561,863	)		2,316,939			(556,016	)		2,917,943			349,812			(1,016,805	)
	(257,754	)		2,813,697			(350,606	)		3,274,105			4,315,626			1,419,702
	7,807,743			4,994,046			6,465,480			3,191,375			20,617,727			19,198,025
$	7,549,989		$	7,807,743		$	6,114,874		$	6,465,480		$	24,933,353		$	20,617,727

47

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Lifestyle Growth Trust Series 1						Lifestyle Moderate Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	130,586		$	87,821		$	266,479		$	218,659
Total Investment Income		130,586			87,821			266,479			218,659
Expenses:
Mortality and expense risk		28,095			26,673			—			—
Net investment income (loss)		102,491			61,148			266,479			218,659
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		243,943			554,579			319,407			289,447
Realized gains (losses)		243,943			554,579			319,407			289,447
Unrealized appreciation (depreciation) during the period		582,810			120,557			296,972			231,427
Net increase (decrease) in assets from operations		929,244			736,284			882,858			739,533
Changes from principal transactions:
Transfer of net premiums		156,216			185,448			1,982,212			1,662,291
Transfer on terminations		(618,323	)		(610,878	)		(1,741,936	)		(344,817	)
Transfer on policy loans		(4,663	)		(60,104	)		(75,330	)		(4,220	)
Net interfund transfers		241,019			(4,141,005	)		(639,570	)		(4,288	)
Net increase (decrease) in assets from principal transactions		(225,751	)		(4,626,539	)		(474,624	)		1,308,966
Total increase (decrease) in assets		703,493			(3,890,255	)		408,234			2,048,499
Assets, beginning of period		4,883,819			8,774,074			8,728,555			6,680,056
Assets, end of period	$	5,587,312		$	4,883,819		$	9,136,789		$	8,728,555

See accompanying notes.

48

Sub-Account
Lifestyle Moderate Trust Series 1						Mid Cap Index Trust Series 0						Mid Cap Index Trust Series 1
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	57,602		$	56,039		$	97,599		$	97,462		$	49,728		$	80,941
	57,602			56,039			97,599			97,462			49,728			80,941
	10,926			11,833			—			—			25,181			28,173
	46,676			44,206			97,599			97,462			24,547			52,768
	—			—			471,024			616,979			247,845			552,441
	90,049			6,932			678,837			188,894			426,977			1,086,871
	90,049			6,932			1,149,861			805,873			674,822			1,639,312
	42,971			167,084			1,064,662			69,046			636,012			(316,692	)
	179,696			218,222			2,312,122			972,381			1,335,381			1,375,388
	29,433			52,162			612,911			1,124,175			97,764			121,055
	(380,805	)		(315,856	)		(712,944	)		(410,281	)		(2,522,966	)		(739,450	)
	(417	)		709			(334,715	)		(404,107	)		169			13
	(105,394	)		(293,207	)		931,045			491,053			919,865			(4,425,568	)
	(457,183	)		(556,192	)		496,297			800,840			(1,505,168	)		(5,043,950	)
	(277,487	)		(337,970	)		2,808,419			1,773,221			(169,787	)		(3,668,562	)
	2,278,379			2,616,349			6,823,978			5,050,757			5,321,646			8,990,208
$	2,000,892		$	2,278,379		$	9,632,397		$	6,823,978		$	5,151,859		$	5,321,646

49

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Mid Cap Stock Trust Series 0						Mid Cap Stock Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	4,934			—		$	1,098			—
Total Investment Income		4,934			—			1,098			—
Expenses:
Mortality and expense risk		—			—			11,340			14,703
Net investment income (loss)		4,934			—			(10,242	)		(14,703	)
Realized gains (losses) on investments:
Capital gain distributions		134,699			—			54,889			—
Net realized gains (losses)		1,418,392			841,475			139,840			532,777
Realized gains (losses)		1,553,091			841,475			194,729			532,777
Unrealized appreciation (depreciation) during the period		657,769			257,748			684,233			296,451
Net increase (decrease) in assets from operations		2,215,794			1,099,223			868,720			814,525
Changes from principal transactions:
Transfer of net premiums		177,225			529,734			21,900			27,359
Transfer on terminations		(214,583	)		(186,857	)		(132,510	)		(1,414,981	)
Transfer on policy loans		2,182			(16,217	)		(1,508	)		(81	)
Net interfund transfers		194,471			(307,057	)		98,950			(1,363,601	)
Net increase (decrease) in assets from principal transactions		159,295			19,603			(13,168	)		(2,751,304	)
Total increase (decrease) in assets		2,375,089			1,118,826			855,552			(1,936,779	)
Assets, beginning of period		6,026,881			4,908,055			2,514,726			4,451,505
Assets, end of period	$	8,401,970		$	6,026,881		$	3,370,278		$	2,514,726

See accompanying notes.

50

Sub-Account
Mid Value Trust Series 0						Mid Value Trust Series 1						Money Market Trust B Series 0
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	100,678		$	67,209		$	54,576		$	31,335		$	6,430		$	20,248
	100,678			67,209			54,576			31,335			6,430			20,248
	—			—			20,391			15,123			—			—
	100,678			67,209			34,185			16,212			6,430			20,248
	630,927			569,783			357,340			286,004			2,841			3,511
	411,668			626,692			160,415			284,642			—			—
	1,042,595			1,196,475			517,755			570,646			2,841			3,511
	1,248,708			(8,322	)		712,744			95,952			—			—
	2,391,981			1,255,362			1,264,684			682,810			9,271			23,759
	157,087			116,440			138,447			97,448			23,079,252			37,335,546
	(241,422	)		(154,300	)		(152,103	)		(387,826	)		(2,946,995	)		(13,682,629	)
	4,127			(7,723	)		(15,321	)		4,086			(10,094,655	)		(1,858,913	)
	(90,945	)		106,704			534,105			(466,445	)		1,346,527			(13,019,020	)
	(171,153	)		61,121			505,128			(752,737	)		11,384,129			8,774,984
	2,220,828			1,316,483			1,769,812			(69,927	)		11,393,400			8,798,743
	7,390,879			6,074,396			3,867,416			3,937,343			59,153,840			50,355,097
$	9,611,707		$	7,390,879		$	5,637,228		$	3,867,416		$	70,547,240		$	59,153,840

51

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Money Market Trust Series 1						Natural Resources Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution		—			—		$	18,402		$	20,130
Total Investment Income		—			—			18,402			20,130
Expenses:
Mortality and expense risk		169,578			277,716			—			—
Net investment income (loss)		(169,578	)		(277,716	)		18,402			20,130
Realized gains (losses) on investments:
Capital gain distributions		1,818			6,492			—			—
Net realized gains (losses)		—			—			(154,335	)		(71,051	)
Realized gains (losses)		1,818			6,492			(154,335	)		(71,051	)
Unrealized appreciation (depreciation) during the period		—			—			190,142			70,977
Net increase (decrease) in assets from operations		(167,760	)		(271,224	)		54,209			20,056
Changes from principal transactions:
Transfer of net premiums		1,455,198			2,571,938			280,103			241,279
Transfer on terminations		(58,234,016	)		(7,462,416	)		(203,812	)		(223,332	)
Transfer on policy loans		(16,913	)		14,326			20,355			(32,638	)
Net interfund transfers		(622,387	)		59,917,269			110,788			346,474
Net increase (decrease) in assets from principal transactions		(57,418,118	)		55,041,117			207,434			331,783
Total increase (decrease) in assets		(57,585,878	)		54,769,893			261,643			351,839
Assets, beginning of period		82,144,640			27,374,747			2,545,863			2,194,024
Assets, end of period	$	24,558,762		$	82,144,640		$	2,807,506		$	2,545,863

See accompanying notes.

52

Sub-Account
Natural Resources Trust Series 1						Real Estate Securities Trust Series 0						Real Estate Securities Trust Series 1
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	20,438		$	31,690		$	252,734		$	170,323		$	184,795		$	198,592
	20,438			31,690			252,734			170,323			184,795			198,592
	15,442			20,624			—			—			63,495			69,450
	4,996			11,066			252,734			170,323			121,300			129,142
	—			—			—			—			—			—
	(145,114	)		(418,842	)		1,262,383			1,765,820			94,149			(36,855	)
	(145,114	)		(418,842	)		1,262,383			1,765,820			94,149			(36,855	)
	206,417			409,621			(1,653,540	)		(531,311	)		(221,185	)		1,760,908
	66,299			1,845			(138,423	)		1,404,832			(5,736	)		1,853,195
	101,326			111,810			305,541			328,829			277,304			315,144
	(288,657	)		(1,103,571	)		(571,062	)		(255,792	)		(1,163,977	)		(2,597,112	)
	(19	)		7,743			3,289			(21,039	)		14,941			14,186
	657,494			(607,734	)		704,034			561,937			(1,436,561	)		(678,835	)
	470,144			(1,591,752	)		441,802			613,935			(2,308,293	)		(2,946,617	)
	536,443			(1,589,907	)		303,379			2,018,767			(2,314,029	)		(1,093,422	)
	3,204,486			4,794,393			9,783,730			7,764,963			11,297,501			12,390,923
$	3,740,929		$	3,204,486		$	10,087,109		$	9,783,730		$	8,983,472		$	11,297,501

53

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Real Return Bond Trust Series 0						Real Return Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	331,588		$	182,576		$	84,783		$	85,952
Total Investment Income		331,588			182,576			84,783			85,952
Expenses:
Mortality and expense risk		—			—			18,507			23,900
Net investment income (loss)		331,588			182,576			66,276			62,052
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		(218,151	)		613,975			90,506			93,150
Realized gains (losses)		(218,151	)		613,975			90,506			93,150
Unrealized appreciation (depreciation) during the period		(1,404,619	)		(1,251	)		(551,896	)		236,531
Net increase (decrease) in assets from operations		(1,291,182	)		795,300			(395,114	)		391,733
Changes from principal transactions:
Transfer of net premiums		883,715			1,233,306			23,515			56,462
Transfer on terminations		(495,594	)		(193,308	)		(367,700	)		(559,225	)
Transfer on policy loans		(216,989	)		33,062			—			1,270
Net interfund transfers		660,369			600,477			(1,153,884	)		(168,182	)
Net increase (decrease) in assets from principal transactions		831,501			1,673,537			(1,498,069	)		(669,675	)
Total increase (decrease) in assets		(459,681	)		2,468,837			(1,893,183	)		(277,942	)
Assets, beginning of period		11,415,103			8,946,266			5,091,250			5,369,192
Assets, end of period	$	10,955,422		$	11,415,103		$	3,198,067		$	5,091,250

See accompanying notes.

54

Sub-Account
Science & Technology Trust Series 0						Science & Technology Trust Series 1						Short Term Government Income Trust Series 0
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
	—			—			—			—		$	36,368		$	37,207
	—			—			—			—			36,368			37,207
	—			—			28,776			28,246			—			—
	—			—			(28,776	)		(28,246	)		36,368			37,207
	—			—			—			—			—			—
	150,354			54,682			252,498			448,187			(42,001	)		12,295
	150,354			54,682			252,498			448,187			(42,001	)		12,295
	472,501			56,674			1,959,036			195,111			(12,115	)		(27,054	)
	622,855			111,356			2,182,758			615,052			(17,748	)		22,448
	122,921			201,855			141,604			143,835			41,927			24,966
	(139,434	)		(58,790	)		(445,666	)		(1,181,546	)		(191,250	)		(80,333	)
	16,239			(8,966	)		(4,964	)		(207,984	)		(384	)		(7,506	)
	398,347			(31,965	)		242,217			(265,332	)		(561,306	)		1,701,578
	398,073			102,134			(66,809	)		(1,511,027	)		(711,013	)		1,638,705
	1,020,928			213,490			2,115,949			(895,975	)		(728,761	)		1,661,153
	1,302,245			1,088,755			5,407,245			6,303,220			2,408,770			747,617
$	2,323,173		$	1,302,245		$	7,523,194		$	5,407,245		$	1,680,009		$	2,408,770

55

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Short Term Government Income Trust Series 1						Small Cap Growth Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	31,512		$	35,143			—			—
Total Investment Income		31,512			35,143			—			—
Expenses:
Mortality and expense risk		15,091			11,868			—			—
Net investment income (loss)		16,421			23,275			—			—
Realized gains (losses) on investments:
Capital gain distributions		—			—			329,039			675,695
Net realized gains (losses)		(37,714	)		(14,978	)		94,005			446,111
Realized gains (losses)		(37,714	)		(14,978	)		423,044			1,121,806
Unrealized appreciation (depreciation) during the period		(28,713	)		6,972			1,995,852			(438,127	)
Net increase (decrease) in assets from operations		(50,006	)		15,269			2,418,896			683,679
Changes from principal transactions:
Transfer of net premiums		13,745			35,280			102,737			201,039
Transfer on terminations		(221,597	)		(866,244	)		(446,978	)		(103,539	)
Transfer on policy loans		33,495			294			3,753			(4,907	)
Net interfund transfers		(458,499	)		457,872			2,024,685			59,272
Net increase (decrease) in assets from principal transactions		(632,856	)		(372,798	)		1,684,197			151,865
Total increase (decrease) in assets		(682,862	)		(357,529	)		4,103,093			835,544
Assets, beginning of period		2,145,355			2,502,884			5,160,719			4,325,175
Assets, end of period	$	1,462,493		$	2,145,355		$	9,263,812		$	5,160,719

See accompanying notes.

56

Sub-Account
Small Cap Growth Trust Series 1						Small Cap Index Trust Series 0						Small Cap Index Trust Series 1
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
	—			—		$	89,233		$	97,113		$	66,891		$	71,355
	—			—			89,233			97,113			66,891			71,355
	6,310			6,463			—			—			20,649			17,341
	(6,310	)		(6,463	)		89,233			97,113			46,242			54,014
	53,956			158,734			417,724			760,305			321,706			586,834
	57,938			86,053			72,560			101,537			50,124			99,406
	111,894			244,787			490,284			861,842			371,830			686,240
	336,075			(73,691	)		1,329,413			(351,730	)		1,039,083			(234,508	)
	441,659			164,633			1,908,930			607,225			1,457,155			505,746
	7,004			20,478			373,963			682,422			149,737			93,874
	(199,521	)		(231,561	)		(516,927	)		(242,983	)		(245,665	)		(522,150	)
	—			—			(213,523	)		(152,873	)		—			—
	167,539			109,956			(81,732	)		1,065,810			(1,674,308	)		3,259,343
	(24,978	)		(101,127	)		(438,219	)		1,352,376			(1,770,236	)		2,831,067
	416,681			63,506			1,470,711			1,959,601			(313,081	)		3,336,813
	1,120,649			1,057,143			5,056,149			3,096,548			5,572,123			2,235,310
$	1,537,330		$	1,120,649		$	6,526,860		$	5,056,149		$	5,259,042		$	5,572,123

57

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Small Cap Opportunities Trust Series 0						Small Cap Opportunities Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	1,727			—		$	4,666			—
Total Investment Income		1,727			—			4,666			—
Expenses:
Mortality and expense risk		—			—			9,917			2,371
Net investment income (loss)		1,727			—			(5,251	)		(2,371	)
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		49,603			14,468			142,698			28,461
Realized gains (losses)		49,603			14,468			142,698			28,461
Unrealized appreciation (depreciation) during the period		22,047			5,856			513,695			65,090
Net increase (decrease) in assets from operations		73,377			20,324			651,142			91,180
Changes from principal transactions:
Transfer of net premiums		23,783			17,997			41,288			16,606
Transfer on terminations		(176,539	)		(26,073	)		(159,602	)		(35,026	)
Transfer on policy loans		(59	)		(9,174	)		(12,644	)		101
Net interfund transfers		221,048			(2,233	)		16,029,359			(371,726	)
Net increase (decrease) in assets from principal transactions		68,233			(19,483	)		15,898,401			(390,045	)
Total increase (decrease) in assets		141,610			841			16,549,543			(298,865	)
Assets, beginning of period		130,698			129,857			436,591			735,456
Assets, end of period	$	272,308		$	130,698		$	16,986,134		$	436,591

See accompanying notes.

58

Sub-Account
Small Cap Value Trust Series 0						Small Cap Value Trust Series 1						Small Company Value Trust Series 0
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	63,358		$	71,381		$	4,608		$	9,620		$	25,931		$	2,631
	63,358			71,381			4,608			9,620			25,931			2,631
	—			—			4,920			6,115			—			—
	63,358			71,381			(312	)		3,505			25,931			2,631
	578,887			370,084			45,499			51,849			—			—
	890,910			1,072,732			62,929			73,773			234,483			86,076
	1,469,797			1,442,816			108,428			125,622			234,483			86,076
	1,343,087			(390,175	)		148,574			(21,545	)		138,703			74,974
	2,876,242			1,124,022			256,690			107,582			399,117			163,681
	215,765			275,858			8,509			17,703			129,672			127,644
	(306,712	)		(312,822	)		(107,766	)		(312,091	)		(470,798	)		(46,055	)
	4,023			(17,073	)		—			—			11,817			6,560
	491,444			(218,231	)		17,118			615,087			(131,436	)		21,754
	404,520			(272,268	)		(82,139	)		320,699			(460,745	)		109,903
	3,280,762			851,754			174,551			428,281			(61,628	)		273,584
	7,814,941			6,963,187			890,741			462,460			1,302,715			1,029,131
$	11,095,703		$	7,814,941		$	1,065,292		$	890,741		$	1,241,087		$	1,302,715

59

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Small Company Value Trust Series 1						Smaller Company Growth Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13 (ac)			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	93,343		$	12,565			—			—
Total Investment Income		93,343			12,565			—			—
Expenses:
Mortality and expense risk		21,514			20,162			—			—
Net investment income (loss)		71,829			(7,597	)		—			—
Realized gains (losses) on investments:
Capital gain distributions		—			—			14,654			12,685
Net realized gains (losses)		468,768			606,448			48,962			2,568
Realized gains (losses)		468,768			606,448			63,616			15,253
Unrealized appreciation (depreciation) during the period		880,713			212,641			53			11,766
Net increase (decrease) in assets from operations		1,421,310			811,492			63,669			27,019
Changes from principal transactions:
Transfer of net premiums		80,912			84,585			41,144			43,211
Transfer on terminations		(348,812	)		(1,199,834	)		(115,491	)		(14,616	)
Transfer on policy loans		(1,563	)		25,135			(401	)		(24,069	)
Net interfund transfers		114,648			(1,216,493	)		(154,264	)		(74,300	)
Net increase (decrease) in assets from principal transactions		(154,815	)		(2,306,607	)		(229,012	)		(69,774	)
Total increase (decrease) in assets		1,266,495			(1,495,115	)		(165,343	)		(42,755	)
Assets, beginning of period		4,660,932			6,156,047			165,343			208,098
Assets, end of period	$	5,927,427		$	4,660,932			—		$	165,343

(ac) Terminated as an investment option and funds transferred to Small Cap Opportunities Trust on December 9, 2013.

See accompanying notes.

60

Sub-Account
Smaller Company Growth Trust Series 1						Strategic Income Opportunities Trust Series 0						Strategic Income Opportunities Trust Series 1
Year Ended Dec. 31/13 (ac)			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
	—			—		$	198,885		$	193,473		$	91,566		$	125,334
	—			—			198,885			193,473			91,566			125,334
	84,004			90,857			—			—			7,606			9,162
	(84,004	)		(90,857	)		198,885			193,473			83,960			116,172
	1,008,101			1,238,295			—			—			—			—
	5,690,292			895,692			(70,116	)		(42,254	)		(18,719	)		(131,905	)
	6,698,393			2,133,987			(70,116	)		(42,254	)		(18,719	)		(131,905	)
	(2,337,394	)		162,929			(8,447	)		162,474			(13,769	)		243,295
	4,276,995			2,206,059			120,322			313,693			51,472			227,562
	455,364			555,524			341,854			283,080			96,864			72,048
	(1,804,972	)		(4,185,161	)		(261,118	)		(158,433	)		(107,187	)		(603,888	)
	109,318			171,708			(8,468	)		(8,779	)		—			(437	)
	(16,154,829	)		(1,016,794	)		222,147			659,353			568,750			(496,267	)
	(17,395,119	)		(4,474,723	)		294,415			775,221			558,427			(1,028,544	)
	(13,118,124	)		(2,268,664	)		414,737			1,088,914			609,899			(800,982	)
	13,118,124			15,386,788			3,194,530			2,105,616			1,366,967			2,167,949
	—		$	13,118,124		$	3,609,267		$	3,194,530		$	1,976,866		$	1,366,967

61

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Total Bond Market Trust B Series 0						Total Return Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	519,795		$	209,800		$	807,547		$	596,165
Total Investment Income		519,795			209,800			807,547			596,165
Expenses:
Mortality and expense risk		—			—			—			—
Net investment income (loss)		519,795			209,800			807,547			596,165
Realized gains (losses) on investments:
Capital gain distributions		—			—			575,426			—
Net realized gains (losses)		(184,889	)		222,631			490,003			21,365
Realized gains (losses)		(184,889	)		222,631			1,065,429			21,365
Unrealized appreciation (depreciation) during the period		(718,169	)		(17,998	)		(2,538,230	)		1,796,755
Net increase (decrease) in assets from operations		(383,263	)		414,433			(665,254	)		2,414,285
Changes from principal transactions:
Transfer of net premiums		996,950			1,311,175			3,181,815			4,900,233
Transfer on terminations		(421,855	)		(396,895	)		(914,714	)		(1,134,035	)
Transfer on policy loans		28,314			30,864			(485,578	)		(445,988	)
Net interfund transfers		(217,977	)		3,845,152			(8,374,640	)		(2,898,015	)
Net increase (decrease) in assets from principal transactions		385,432			4,790,296			(6,593,117	)		422,195
Total increase (decrease) in assets		2,169			5,204,729			(7,258,371	)		2,836,480
Assets, beginning of period		12,954,850			7,750,121			31,387,850			28,551,370
Assets, end of period	$	12,957,019		$	12,954,850		$	24,129,479		$	31,387,850

See accompanying notes.

62

Sub-Account
Total Return Trust Series 1						Total Stock Market Index Trust Series 0						Total Stock Market Index Trust Series 1
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	349,503		$	540,465		$	11,216		$	6,835		$	26,952		$	30,946
	349,503			540,465			11,216			6,835			26,952			30,946
	58,461			116,360			—			—			10,208			9,074
	291,042			424,105			11,216			6,835			16,744			21,872
	264,939			—			10,698			1,063			35,544			5,213
	812,627			(262,321	)		43,345			19,687			341,414			233,290
	1,077,566			(262,321	)		54,043			20,750			376,958			238,503
	(1,508,645	)		2,492,566			121,559			51,315			231,981			22,731
	(140,037	)		2,654,350			186,818			78,900			625,683			283,106
	288,552			238,258			220,345			90,869			194,682			133,763
	(13,925,237	)		(4,431,468	)		(45,560	)		(280,634	)		(27,692	)		(52,363	)
	(479	)		(124,743	)		(164	)		(10,737	)		—			—
	(3,503,085	)		(19,580,804	)		41,364			(40,856	)		(1,016,986	)		(293,249	)
	(17,140,249	)		(23,898,757	)		215,985			(241,358	)		(849,996	)		(211,849	)
	(17,280,286	)		(21,244,407	)		402,803			(162,458	)		(224,313	)		71,257
	26,629,883			47,874,290			458,437			620,895			1,982,096			1,910,839
$	9,349,597		$	26,629,883		$	861,240		$	458,437		$	1,757,783		$	1,982,096

63

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Ultra Short Term Bond Trust Series 0						Ultra Short Term Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	2,441		$	2,550		$	209		$	364
Total Investment Income		2,441			2,550			209			364
Expenses:
Mortality and expense risk		—			—			5,693			203
Net investment income (loss)		2,441			2,550			(5,484	)		161
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		(2,653	)		(1,524	)		(6,496	)		(26	)
Realized gains (losses)		(2,653	)		(1,524	)		(6,496	)		(26	)
Unrealized appreciation (depreciation) during the period		(610	)		(89	)		336			(182	)
Net increase (decrease) in assets from operations		(822	)		937			(11,644	)		(47	)
Changes from principal transactions:
Transfer of net premiums		76,419			114,035			405			—
Transfer on terminations		(25,973	)		(94,329	)		(25,672	)		(1,767	)
Transfer on policy loans		—			—			(35	)		—
Net interfund transfers		(172,773	)		204,035			21,789			7,808
Net increase (decrease) in assets from principal transactions		(122,327	)		223,741			(3,513	)		6,041
Total increase (decrease) in assets		(123,149	)		224,678			(15,157	)		5,994
Assets, beginning of period		340,380			115,702			32,819			26,825
Assets, end of period	$	217,231		$	340,380		$	17,662		$	32,819

(q) Reflects the period from commencement of operations on April 30, 2012 through December 31, 2012.

See accompanying notes.

64

Sub-Account
U.S. Equity Trust Series 0						U.S. Equity Trust Series 1						Utilities Trust Series 0
Year Ended Dec. 31/13			Year Ended Dec. 31/12 (q)			Year Ended Dec. 31/13			Year Ended Dec. 31/12 (q)			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	41,950		$	7,889		$	16,079		$	15,550		$	32,551		$	41,518
	41,950			7,889			16,079			15,550			32,551			41,518
	—			—			5,187			3,657			—			—
	41,950			7,889			10,892			11,893			32,551			41,518
	—			—			—			—			—			—
	22,110			669			70,518			(7,373	)		36,154			43,373
	22,110			669			70,518			(7,373	)		36,154			43,373
	449,904			6,298			191,615			13,057			185,409			56,347
	513,964			14,856			273,025			17,577			254,114			141,238
	57,201			12,789			28,987			18,131			217,510			131,614
	(100,609	)		(13,230	)		(138,379	)		(163,284	)		(88,346	)		(121,634	)
	(3,481	)		(10,696	)		(5,244	)		(5,806	)		(331	)		(2,783	)
	1,640,633			534,711			147,885			1,205,535			102,757			32,542
	1,593,744			523,574			33,249			1,054,576			231,590			39,739
	2,107,708			538,430			306,274			1,072,153			485,704			180,977
	538,430			—			1,072,153			—			1,173,906			992,929
$	2,646,138		$	538,430		$	1,378,427		$	1,072,153		$	1,659,610		$	1,173,906

65

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Statements of Operations and Changes in Contract Owners’ Equity

(continued)

	Sub-Account
	Utilities Trust Series 1						Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
Income:
Dividend income distribution	$	36,806		$	69,574		$	8,673		$	6,144
Total Investment Income		36,806			69,574			8,673			6,144
Expenses:
Mortality and expense risk		9,897			10,138			—			—
Net investment income (loss)		26,909			59,436			8,673			6,144
Realized gains (losses) on investments:
Capital gain distributions		—			—			—			—
Net realized gains (losses)		58,880			136,298			110,548			12,483
Realized gains (losses)		58,880			136,298			110,548			12,483
Unrealized appreciation (depreciation) during the period		229,034			32,088			157,639			80,571
Net increase (decrease) in assets from operations		314,823			227,822			276,860			99,198
Changes from principal transactions:
Transfer of net premiums		53,831			61,444			96,024			101,749
Transfer on terminations		(187,917	)		(669,845	)		(34,681	)		(31,935	)
Transfer on policy loans		(154	)		(59	)		5,985			(2,011	)
Net interfund transfers		45,252			194,406			37,982			63,487
Net increase (decrease) in assets from principal transactions		(88,988	)		(414,054	)		105,310			131,290
Total increase (decrease) in assets		225,835			(186,232	)		382,170			230,488
Assets, beginning of period		1,643,623			1,829,855			753,948			523,460
Assets, end of period	$	1,869,458		$	1,643,623		$	1,136,118		$	753,948

See accompanying notes.

66

Sub-Account
Value Trust Series 1						Total
Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/13			Year Ended Dec. 31/12
$	20,960		$	30,495		$	10,730,577		$	9,972,195
	20,960			30,495			10,730,577			9,972,195
	15,614			17,275			1,292,030			1,498,405
	5,346			13,220			9,438,547			8,473,790
	—			—			9,068,674			7,620,175
	388,372			554,076			34,422,088			31,527,281
	388,372			554,076			43,490,762			39,147,456
	452,902			(6,977	)		51,681,035			26,311,717
	846,620			560,319			104,610,344			73,932,963
	25,630			29,773			58,824,430			80,716,462
	(290,664	)		(1,201,422	)		(127,884,797	)		(88,780,052	)
	(10,806	)		474			(13,184,560	)		(8,565,243	)
	(635,566	)		(153,270	)		(2,735,829	)		(11,459,227	)
	(911,406	)		(1,324,445	)		(84,980,756	)		(28,088,060	)
	(64,786	)		(764,126	)		19,629,588			45,844,903
	2,735,313			3,499,439			692,144,190			646,299,287
$	2,670,527		$	2,735,313		$	711,773,778		$	692,144,190

67

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements

December 31, 2013

1. Organization

John Hancock Life Insurance Company (U.S.A.) Separate Account N (the “Account”) is a separate account administered and sponsored by John Hancock Life Insurance Company (U.S.A.) (“JHUSA” or the “Company”). The Account operates as a Unit Investment Trust registered under the Investment Company Act of 1940, as amended (the “Act”) and has 112 active investment sub-accounts that invest in shares of a particular John Hancock Variable Insurance Trust (the “Trust”), which was formerly known as the John Hancock Trust, portfolio and 4 sub-accounts that invests in shares of other outside investment trusts as of December 31, 2013. The Trust is registered under the Act as an open-end management investment company, commonly known as a mutual fund, which does not transact with the general public. Instead, the Trust deals primarily with insurance companies by providing the investment medium for variable contracts. The Account is a funding vehicle for the allocation of net premiums under variable universal life insurance contracts (the “Contracts”) issued by the Company.

The Company is a stock life insurance company incorporated under the laws of Michigan in 1979. The Company is an indirect wholly owned subsidiary of Manulife Financial Corporation (“MFC”), a Canadian based publicly traded life insurance company.

The Company is required to maintain assets in the Account with a total fair value at least equal to the reserves and other liabilities relating to the variable benefits under all Contracts participating in the Account. These assets may not be charged with liabilities which arise from any other business the Company conducts. However, all obligations under the Contracts are general corporate obligations of the Company.

Additional assets are held in the Company’s general account to cover the contingency that the guaranteed minimum death benefit might exceed the death benefit which would have been payable in the absence of such guarantee.

Each sub-account that invests in portfolios of the Trust may offer two classes of units to fund the Contracts issued by the Company. These classes, Series 1 and Series 0 represent an interest in the same Trust portfolio but in different share classes of that portfolio. Series 1 represents interests in Series 1 shares of the Trust’s portfolio and Series 0 represents interests in Series NAV shares of the Trust’s portfolio. Series 1 and Series NAV shares differ in the level of 12b-1 fees and other expenses assessed against the portfolio’s assets.

As the result of a portfolio change, the following sub-account of the Account was renamed as follows:

Previous Name	New Name	Effective Date
Business Opportunity Value	Large Cap Value	April 29, 2013

68

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

The following sub-accounts of the Account were terminated as investment options and the funds were transferred to existing sub-account funds as follows:

Terminated	Transferred To	Effective Date
All Cap Value Trust	Fundamental Large Cap Value Trust	December 9, 2013
American Global Small Capitalization Trust Series 1	American Global Growth Trust Series 1	April 29, 2013
American High-Income Bond Trust Series 1	High Yield Trust Series 1	April 29, 2013
Core Allocation Trust	Core Strategy Trust	December 9, 2013
Disciplined Diversification Trust	Core Strategy Trust	December 9, 2013
Fundamental Holdings Trust Series 1	Core Strategy Trust Series 1	December 9, 2013
Global Diversification Trust Series 1	Core Strategy Trust Series 1	December 9, 2013
Smaller Company Growth Trust	Small Cap Opportunities Trust	December 9, 2013

Where a sub-account has two series, the changes noted above apply to both Series 0 and Series 1.

2. Significant Accounting Policies

Investments of each sub-account consist of shares in the respective portfolios of the Trust. These shares are carried at fair value which is calculated using the fair value of the investment securities underlying each Trust portfolio. Transactions are recorded on the trade date. Income from dividends is recorded on the ex-dividend date. Realized gains and losses on the sale of investments are computed on the basis of the specifically identified cost of the investment sold.

In addition to the Account, a contract holder may also allocate funds to the fixed account contained within the Company’s general account. Because of exemptive and exclusionary provisions, interests in the fixed account have not been registered under the Securities Act of 1933 and the Company’s general account has not been registered as an investment company under the Act. Net interfund transfers include interfund transfers between separate and general accounts.

FASB ASC Topic 820 - Fair Value Measurement and Disclosure (“ASC 820”) provides a single definition of fair value for accounting purposes, establishes a consistent framework for measuring fair value and expands disclosure requirements about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; that is, an exit value. An exit value is not a forced liquidation or distressed sale. Assets not measured at fair value are excluded from ASC 820 note disclosure, including Policy Loans which are held to maturity and accounted for at cost.

Following ASC 820 guidance, the Account has categorized its fair value measurements according to a three-level hierarchy. The hierarchy prioritizes the inputs used by the Account’s valuation techniques. A level is assigned to each fair value measurement based on the lowest level input significant to the fair value measurement in its entirety. The three levels of the fair value hierarchy are defined as follows:

• Level 1 – Fair value measurements that reflect unadjusted, quoted prices in active markets for identical assets and liabilities that the Account has the ability to access at the measurement date.

• Level 2 – Fair value measurements using inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly.

• Level 3 – Fair value measurements using significant non-market observable inputs.

69

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

Assets owned by the Account are primarily open-ended mutual fund investments issued by the Trust. These are classified within Level 1, as fair values of the underlying funds are based upon reported net asset values (“NAV”), which represent the values at which each sub-account can redeem its investments.

The following table presents the Account’s assets that are measured at fair value on a recurring basis by fair value hierarchy level under ASC 820, as of December 31, 2013.

	Mutual Funds
Level 1	$	711,773,778
Level 2		—
Level 3		—
	$	711,773,778

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported herein. Actual results could differ from those estimates.

3. Mortality and Expense Risks Charges

The Company deducts from the assets of the Account a daily charge equivalent to annual rates between 0% and 0.70% of the average net value of the Account’s assets for the assumption of mortality and expense risks.

4. Contract Charges

The Company deducts certain charges from gross premiums before placing the remaining net premiums in the sub-account. In the event of a surrender by the contract holder, surrender charges may be levied by the Company against the contract value at the time of termination to cover sales and administrative expenses associated with underwriting and issuing the Contract. Additionally, each month a deduction consisting of an administration charge, a charge for cost of insurance and charges for supplementary benefits is deducted from the contract value. Contract charges are paid through the redemption of sub-account units and are reflected as terminations.

5. Federal Income Taxes

The Account does not file separate tax returns. The taxable income of the Account is consolidated with that of the Company within the consolidated federal tax return. Any tax contingencies arising from the taxable income generated by the Account are the responsibility of the Company and the Company holds any and all tax contingencies on its financial statements. The Account is not a party to the consolidated tax sharing agreement thus no amount of income taxes or tax contingencies are passed through to the Account. The legal form of the Account is not taxable in any state or foreign jurisdictions.

70

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

The Income Taxes topic of the FASB Accounting Standard Codification establishes a minimum threshold for financial statement recognition of the benefit of positions taken, or expected to be taken, in filing tax returns (including whether the Account is taxable in certain jurisdictions). The topic requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether tax positions are “more-likely-than not” of being sustained by the applicable tax authority. Tax positions deemed to meet the more-likely-than-not threshold would be recorded as tax expense or benefit.

The Account complies with the provisions of FASB ASC Topic 740, Income Taxes. As of December 31, 2013, the Account did not have a liability for any uncertain tax positions. The Account recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statements of Operations.

6. Purchases and Sales of Investments

The cost of purchases and proceeds from sales of investments for the year ended December 31, 2013 were as follows:

	Purchases		Sales
Sub-accounts:
500 Index Trust B Series 0	$	25,302,467	$	21,735,723
Active Bond Trust Series 0		63,630		111,281
Active Bond Trust Series 1		245,025		196,798
All Cap Core Trust Series 0		131,082		147,151
All Cap Core Trust Series 1		118,630		183,997
All Cap Value Trust Series 0		1,068,504		1,759,895
All Cap Value Trust Series 1		1,797,619		3,740,696
Alpha Opportunities Trust Series 0		29,081		8,559
Alpha Opportunities Trust Series 1		42,088		47,996
American Asset Allocation Trust Series 1		732,474		1,447,204
American Global Growth Trust Series 1		332,624		569,884
American Global Small Capitalization Trust Series 1		7,788		58,714
American Growth Trust Series 1		9,056,462		12,182,378
American Growth-Income Trust Series 1		6,696,346		7,553,333
American High-Income Bond Trust Series 1		10,732		44,640
American International Trust Series 1		8,880,522		9,957,710
American New World Trust Series 1		259,869		453,663
Blue Chip Growth Trust Series 0		10,894,803		6,244,722
Blue Chip Growth Trust Series 1		1,067,943		1,806,165
Bond Trust Series 0		187,007		509,174
Bond Trust Series 1		93,183		7,122
Capital Appreciation Trust Series 0		306,053		403,918
Capital Appreciation Trust Series 1		4,789,533		398,699
Capital Appreciation Value Trust Series 0		65,486		8,090
Capital Appreciation Value Trust Series 1		708,695		581,399
Core Allocation Plus Trust Series 0		60,348		87,356
Core Allocation Plus Trust Series 1		31,134		1,445,148
Core Bond Trust Series 0		156,537		460,233
Core Bond Trust Series 1		1,852		13,119
Core Strategy Trust Series 0		207,161		1,434
Core Strategy Trust Series 1		149,257		1,167
Disciplined Diversification Trust Series 0		20,899		31,801
Disciplined Diversification Trust Series 1		35		783
Emerging Markets Value Trust Series 0		894,577		334,520
Emerging Markets Value Trust Series 1		1,173,899		1,469,796

71

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

	Purchases		Sales
Sub-accounts:
Equity-Income Trust Series 0	$	15,681,467	$	10,653,786
Equity-Income Trust Series 1		1,487,439		3,629,148
Financial Services Trust Series 0		108,794		74,305
Financial Services Trust Series 1		552,053		232,724
Franklin Templeton Founding Allocation Trust Series 0		41,763		18,631
Franklin Templeton Founding Allocation Trust Series 1		4,930		4,660
Fundamental All Cap Core Trust Series 0		196,182		148,370
Fundamental All Cap Core Trust Series 1		12,881		77,714
Fundamental Holdings Trust Series 1		26,207		36,238
Fundamental Large Cap Value Trust Series 0		1,662,214		22,586
Fundamental Large Cap Value Trust Series 1		2,620,950		25,929
Fundamental Value Trust Series 0		622,222		2,505,290
Fundamental Value Trust Series 1		567,829		2,942,517
Global Bond Trust Series 0		3,356,348		9,323,699
Global Bond Trust Series 1		1,365,508		1,667,603
Global Diversification Trust Series 1		186,146		314,205
Global Trust Series 0		185,147		35,014
Global Trust Series 1		452,624		653,842
Health Sciences Trust Series 0		1,202,003		491,212
Health Sciences Trust Series 1		1,524,405		1,390,156
High Yield Trust Series 0		2,391,721		2,339,341
High Yield Trust Series 1		2,240,543		1,521,132
International Core Trust Series 0		326,674		204,038
International Core Trust Series 1		555,357		441,208
International Equity Index Trust B Series 0		4,567,424		5,798,729
International Equity Index Trust B Series 1		1,526,803		1,252,919
International Growth Stock Trust Series 0		5,577,276		4,117,559
International Growth Stock Trust Series 1		228,466		160,278
International Small Company Trust Series 0		459,308		447,166
International Small Company Trust Series 1		313,106		502,558
International Value Trust Series 0		1,959,425		1,957,680
International Value Trust Series 1		471,521		2,024,243
Investment Quality Bond Trust Series 0		364,722		540,376
Investment Quality Bond Trust Series 1		569,525		836,244
Lifestyle Aggressive Trust Series 0		2,296,000		2,663,121
Lifestyle Aggressive Trust Series 1		1,185,603		908,261
Lifestyle Balanced Trust Series 0		6,099,567		5,348,241
Lifestyle Balanced Trust Series 1		3,396,603		4,731,262
Lifestyle Conservative Trust Series 0		3,752,219		3,800,338
Lifestyle Conservative Trust Series 1		4,695,935		4,874,125
Lifestyle Growth Trust Series 0		6,727,062		5,786,240
Lifestyle Growth Trust Series 1		1,099,098		1,222,358
Lifestyle Moderate Trust Series 0		3,813,855		4,021,999
Lifestyle Moderate Trust Series 1		830,035		1,240,542
Mid Cap Index Trust Series 0		8,440,504		7,375,585
Mid Cap Index Trust Series 1		1,883,041		3,115,819
Mid Cap Stock Trust Series 0		8,324,793		8,025,866
Mid Cap Stock Trust Series 1		745,688		714,209
Mid Value Trust Series 0		4,012,629		3,452,176
Mid Value Trust Series 1		1,572,619		675,966
Money Market Trust B Series 0		88,237,742		76,844,342

72

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

	Purchases		Sales
Sub-accounts:
Money Market Trust Series 1	$	14,109,071	$	71,694,949
Natural Resources Trust Series 0		1,153,661		927,824
Natural Resources Trust Series 1		1,364,747		889,608
Real Estate Securities Trust Series 0		6,296,211		5,601,674
Real Estate Securities Trust Series 1		1,487,397		3,674,392
Real Return Bond Trust Series 0		9,812,333		8,649,244
Real Return Bond Trust Series 1		1,079,206		2,511,000
Science & Technology Trust Series 0		888,636		490,564
Science & Technology Trust Series 1		1,561,289		1,656,874
Short Term Government Income Trust Series 0		2,283,630		2,958,274
Short Term Government Income Trust Series 1		3,181,723		3,798,158
Small Cap Growth Trust Series 0		4,005,387		1,992,151
Small Cap Growth Trust Series 1		737,994		715,325
Small Cap Index Trust Series 0		3,388,696		3,319,957
Small Cap Index Trust Series 1		1,498,075		2,900,363
Small Cap Opportunities Trust Series 0		373,119		303,160
Small Cap Opportunities Trust Series 1		16,458,647		565,496
Small Cap Value Trust Series 0		4,852,631		3,805,866
Small Cap Value Trust Series 1		233,769		270,720
Small Company Value Trust Series 0		387,221		822,036
Small Company Value Trust Series 1		1,313,079		1,396,065
Smaller Company Growth Trust Series 0		71,322		285,680
Smaller Company Growth Trust Series 1		1,288,314		17,759,337
Strategic Income Opportunities Trust Series 0		1,599,036		1,105,736
Strategic Income Opportunities Trust Series 1		1,075,718		433,331
Total Bond Market Trust B Series 0		14,535,436		13,630,209
Total Return Trust Series 0		19,559,894		24,770,038
Total Return Trust Series 1		3,051,662		19,635,929
Total Stock Market Index Trust Series 0		449,210		211,311
Total Stock Market Index Trust Series 1		766,643		1,564,351
Ultra Short Term Bond Trust Series 0		300,216		420,102
Ultra Short Term Bond Trust Series 1		2,385,487		2,394,484
U.S. Equity Trust Series 0		1,770,713		135,019
U.S. Equity Trust Series 1		523,173		479,034
Utilities Trust Series 0		427,363		163,222
Utilities Trust Series 1		308,075		370,155
Value Trust Series 0		421,813		307,829
Value Trust Series 1		683,534		1,589,594
All Asset Portfolio		1,473,184		506,655
Brandes International Equity		—		—
Frontier Capital Appreciation		76,292		3,784
Large Cap Growth		102,397		9,551
	$	403,441,325	$	469,914,869

73

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

7. Transaction with Affiliates

John Hancock Distributors LLC, a registered broker-dealer and wholly owned subsidiary of JHUSA, acts as the principal underwriter of the Contracts pursuant to a distribution agreement with the Company. Contracts are sold by registered representatives of either John Hancock Distributors LLC or other broker-dealers having distribution agreements with John Hancock Distributors LLC who are also authorized as variable life insurance agents under applicable state insurance laws. Registered representatives are compensated on a commission basis.

JHUSA has a formal service agreement with its ultimate parent company, MFC, which can be terminated by either party upon two months’ notice. Under this agreement, JHUSA pays for legal, actuarial, investment and certain other administrative services.

The majority of the investments held by the Account are invested in the Trust (Note 1).

Mortality and expense risks charges, as described in Note 3, are paid to JHUSA.

8. Diversification Requirements

The Internal Revenue Service has issued regulations under Section 817(h) of the Internal Revenue Code (the “Code”). Under the provisions of Section 817(h) of the Code, a variable life contract will not be treated as a life contract for federal tax purposes for any period for which the investments of the Account on which the contract is based are not adequately diversified. The Code provides that the “adequately diversified” requirement may be met if the underlying investments satisfy either a statutory safe harbour test or diversification requirements set forth in regulations issued by the Secretary of Treasury. JHUSA believes that the Account satisfies the current requirements of the regulations, and the Account will continue to meet such requirements.

9. Subsequent Events

In accordance with the provision set forth in FASB ASC Topic 855 - Subsequent Events (“ASC 855”), management has evaluated the possibility of subsequent events existing in the Account’s financial statements through March 28, 2014 and has determined that no events have occurred that require additional disclosure.

74

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	500 Index Trust B Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		1,598,557			1,390,856			1,290,604			1,301,021			1,219,448
Units issued		953,051			1,230,219			619,564			517,339			698,381
Units redeemed		(764,772	)		(1,022,518	)		(519,312	)		(527,756	)		(616,808	)
Units, end of period		1,786,836			1,598,557			1,390,856			1,290,604			1,301,021
Unit value, end of period $		22.15 to 37.65			16.90 to 28.52			14.50 to 24.63			14.53 to 24.18			12.77 to 21.05
Assets, end of period $		55,399,561			38,999,373			29,723,881			26,434,250			22,312,778
Investment income ratio*		1.83	%		1.07	%		1.93	%		1.84	%		2.30	%
Expense ratio, lowest to highest**		0.00% to 0.70	%		0.00% to 0.70	%		0.00% to 0.70	%		0.00% to 0.70	%		0.00% to 0.65	%
Total return, lowest to highest***		31.11% to 32.03	%		14.99% to 15.80	%		0.95% to 1.87	%		14.06% to 14.85	%		25.53% to 26.36	%
	Sub-Account
	Active Bond Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		3,613			3,871			6,841			4,896			10,376
Units issued		773			61,998			2,108			4,921			3,279
Units redeemed		(1,681	)		(62,256	)		(5,078	)		(2,976	)		(8,759	)
Units, end of period		2,705			3,613			3,871			6,841			4,896
Unit value, end of period $		66.44			66.31			60.42			57.02			50.05
Assets, end of period $		179,586			239,468			233,806			389,972			245,021
Investment income ratio*		5.68	%		4.25	%		4.23	%		10.01	%		4.48	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		0.19	%		9.76	%		5.97	%		13.91	%		24.86	%

75

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Active Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		28,002			52,039			83,593			86,344			67,710
Units issued		10,703			29,071			25,119			36,499			108,085
Units redeemed		(9,961	)		(53,108	)		(56,673	)		(39,250	)		(89,451	)
Units, end of period		28,744			28,002			52,039			83,593			86,344
Unit value, end of period $		19.30 to 20.06			19.38 to 20.05			17.48 to 18.56			16.91 to 17.34			14.95 to 15.19
Assets, end of period $		556,274			543,833			926,985			1,419,732			1,297,722
Investment income ratio*		6.73	%		4.45	%		4.54	%		7.99	%		9.00	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		(0.40%) to 0.05	%		8.99% to 9.49	%		4.87% to 5.81	%		13.11% to 13.62	%		24.00% to 24.44	%
	Sub-Account
	All Asset Portfolio
	Year Ended Dec. 31/13 (bf)			Year Ended Dec. 31/12 (bf)			Year Ended Dec. 31/11 (bf)			Year Ended Dec. 31/10 (bf)			Year Ended Dec. 31/09
Units, beginning of period		156,826			120,106			131,872			116,482			50,680
Units issued		79,706			74,562			43,749			69,869			97,260
Units redeemed		(27,607	)		(37,842	)		(55,515	)		(54,479	)		(31,458	)
Units, end of period		208,925			156,826			120,106			131,872			116,482
Unit value, end of period $		20.95 to 21.88			15.82 to 21.11			18.18 to 19.48			13.58 to 18.35			12.05 to 16.67
Assets, end of period $		3,456,735			2,641,719			1,775,553			1,987,169			1,563,518
Investment income ratio*		4.57	%		4.87	%		6.34	%		6.94	%		9.51	%
Expense ratio, lowest to highest**		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.35% to 0.65	%
Total return, lowest to highest***		(0.75%) to (0.10	%)		13.90% to 14.65	%		0.75% to 1.66	%		11.98% to 12.71	%		20.52% to 20.89	%
(bf)  Fund has no Series. Previously presented as Series 0 and Series 1.

76

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	All Cap Core Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		59,305			20,786			20,587			14,832			1,899
Units issued		7,621			43,314			5,406			7,798			15,567
Units redeemed		(9,224	)		(4,795	)		(5,207	)		(2,043	)		(2,634	)
Units, end of period		57,702			59,305			20,786			20,587			14,832
Unit value, end of period $		18.44			13.72			11.76			11.71			10.36
Assets, end of period $		1,063,998			813,432			244,445			241,137			153,621
Investment income ratio*		1.33	%		1.24	%		1.09	%		1.26	%		2.08	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		34.44	%		16.62	%		0.40	%		13.09	%		28.61	%
	Sub-Account
	All Cap Core Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		20,573			24,152			29,325			68,668			411,878
Units issued		4,675			28,690			14,019			4,369			79,155
Units redeemed		(7,879	)		(32,269	)		(19,192	)		(43,712	)		(422,365	)
Units, end of period		17,369			20,573			24,152			29,325			68,668
Unit value, end of period $		14.71 to 28.06			19.72 to 20.68			9.50 to 18.40			17.08 to 17.78			15.29 to 15.77
Assets, end of period $		459,756			408,071			413,811			504,744			1,059,003
Investment income ratio*		1.24	%		0.97	%		0.94	%		0.76	%		1.25	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.30% to 0.70	%		0.00% to 0.65	%		0.30% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		33.39% to 34.06	%		15.75% to 16.21	%		(0.49%) to 0.41	%		12.25% to 12.70	%		27.62% to 28.08	%

77

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	All Cap Value Trust Series 0
	Year Ended Dec. 31/13 (x)			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		71,302			36,891			15,042			42,141			21,831
Units issued		16,185			43,228			33,908			24,757			44,155
Units redeemed		(87,487	)		(8,817	)		(12,059	)		(51,856	)		(23,845	)
Units, end of period		—			71,302			36,891			15,042			42,141
Unit value, end of period $		20.42			15.60			14.06			14.67			12.38
Assets, end of period $		—			1,111,990			518,670			220,669			521,779
Investment income ratio*		1.53	%		0.93	%		0.48	%		0.20	%		0.74	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		30.93	%		10.92	%		(4.17	%)		18.50	%		26.59	%
(x)    Terminated as an investment option and funds transferred to Fundamental Large Cap Value Trust on December 9, 2013.
	Sub-Account
	All Cap Value Trust Series 1
	Year Ended Dec. 31/13 (x)			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		122,022			200,208			179,275			115,523			363,932
Units issued		23,614			100,075			70,122			129,563			33,538
Units redeemed		(145,636	)		(178,261	)		(49,189	)		(65,811	)		(281,947	)
Units, end of period		—			122,022			200,208			179,275			115,523
Unit value, end of period $		25.99 to 27.50			19.99 to 21.07			17.66 to 19.44			19.05 to 19.90			16.21 to 16.71
Assets, end of period $		—			2,510,933			3,713,797			3,492,399			1,904,662
Investment income ratio*		1.28	%		0.84	%		0.36	%		0.46	%		0.47	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		29.99% to 30.54	%		10.23% to 10.73	%		(5.06%) to (4.21	%)		17.59% to 18.12	%		25.79% to 26.23	%
(x)    Terminated as an investment option and funds transferred to Fundamental Large Cap Value Trust on December 9, 2013.

78

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Alpha Opportunities Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (ak)
Units, beginning of period		1,158			818			324			15,886			—
Units issued		1,267			380			513			379			15,886
Units redeemed		(449	)		(40	)		(19	)		(15,941	)		—
Units, end of period		1,976			1,158			818			324			15,886
Unit value, end of period $		22.54			16.63			13.70			14.89			12.73
Assets, end of period $		44,561			19,259			11,203			4,817			202,244
Investment income ratio*		1.01	%		0.76	%		0.35	%		0.35	%		0.00	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		35.58	%		21.38	%		(8.02	%)		16.98	%		27.31	%
(ak)  Reflects the period from commencement of operations on May 4, 2009 through December 31, 2009.
				Sub-Account
				Alpha Opportunities Trust Series 1
				Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10 (g)
Units, beginning of period					2,599			1,009			68			—
Units issued					2,097			1,675			958			70
Units redeemed					(2,616	)		(85	)		(17	)		(2	)
Units, end of period					2,080			2,599			1,009			68
Unit value, end of period $					20.69			15.36			12.66 to 12.96			13.97
Assets, end of period $					43,043			39,931			12,862			949
Investment income ratio*					0.35	%		0.67	%		0.62	%		0.70	%
Expense ratio, lowest to highest**					0.65	%		0.65	%		0.00% to 0.65	%		0.65	%
Total return, lowest to highest***					34.68	%		20.55	%		(8.96%) to (8.14	%)		16.17	%
(g)    Fund available in prior year but no activity.

79

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	American Asset Allocation Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		756,098			977,731			1,142,310			1,347,946			29,748
Units issued		53,077			58,651			119,383			228,225			1,527,333
Units redeemed		(110,851	)		(280,284	)		(283,962	)		(433,861	)		(209,135	)
Units, end of period		698,324			756,098			977,731			1,142,310			1,347,946
Unit value, end of period $		13.92 to 14.49			11.37 to 11.75			9.82 to 10.15			9.87 to 10.06			8.87 to 8.98
Assets, end of period $		9,768,925			8,630,865			9,708,956			11,308,578			11,976,200
Investment income ratio*		1.05	%		1.43	%		1.40	%		1.53	%		2.77	%
Expense ratio, lowest to highest**		0.00% to 0.70	%		0.00% to 0.70	%		0.00% to 0.65	%		0.00% to 0.70	%		0.00% to 0.70	%
Total return, lowest to highest***		22.44% to 23.30	%		14.95% to 15.77	%		0.01% to 0.91	%		11.27% to 12.07	%		22.75% to 23.61	%

	Sub-Account
	American Global Growth Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10 (bd)
Units, beginning of period		34,288			37,700			30,482			—
Units issued		26,829			9,306			7,284			30,482
Units redeemed		(46,843	)		(12,718	)		(66	)		—
Units, end of period		14,274			34,288			37,700			30,482
Unit value, end of period $		14.11 to 14.40			11.04 to 11.19			9.07 to 9.17			10.09 to 10.10
Assets, end of period $		203,663			380,096			343,828			307,651
Investment income ratio*		0.83	%		0.50	%		1.06	%		6.23	%
Expense ratio, lowest to highest**		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		27.80% to 28.63	%		21.33% to 22.12	%		(10.05%) to (9.24	%)		0.90% to 0.99	%
(bd)  Reflects the period from commencement of operations on November 8, 2010 through December 31, 2010.

80

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	American Global Small Capitalization Trust Series 1
	Year Ended Dec. 31/13 (f)			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (g)
Units, beginning of period		4,797			3,085			—
Units issued		733			6,926			7,101
Units redeemed		(5,530	)		(5,214	)		(4,016	)
Units, end of period		—			4,797			3,085
Unit value, end of period $		10.47 to 10.64			9.51 to 9.64			8.10 to 8.19
Assets, end of period $		—			46,142			25,273
Investment income ratio*		0.73	%		1.13	%		1.64	%
Expense ratio, lowest to highest**		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		10.15% to 10.37	%		16.95% to 17.71	%		(20.15%) to (19.43	%)
(f)     Terminated as an investment option and funds transferred to American Global Growth Trust Series 1 on April 29, 2013.
(g)    Fund available in prior year but no activity.

	Sub-Account
	American Growth Trust Series 1
	Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
	Dec. 31/13			Dec. 31/12			Dec. 31/11			Dec. 31/10			Dec. 31/09
Units, beginning of period		731,794			942,082			1,150,584			1,055,312			1,656,204
Units issued		526,866			364,673			220,746			602,474			1,119,034
Units redeemed		(632,624	)		(574,961	)		(429,248	)		(507,202	)		(1,719,926	)
Units, end of period		626,036			731,794			942,082			1,150,584			1,055,312
Unit value, end of period $		27.54 to 28.87			15.11 to 21.39			17.93 to 19.36			13.48 to 19.34			11.40 to 16.46
Assets, end of period $		13,320,450			13,000,429			15,091,745			19,293,612			15,119,166
Investment income ratio*		0.49	%		0.38	%		0.21	%		0.36	%		0.25	%
Expense ratio, lowest to highest**		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		28.76% to 29.61	%		16.73% to 17.49	%		(5.48%) to (4.63	%)		17.47% to 18.24	%		37.98% to 38.87	%

81

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	American Growth-Income Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		544,696			647,424			687,527			839,780			158,070
Units issued		440,687			462,947			275,600			90,377			957,864
Units redeemed		(477,891	)		(565,675	)		(315,703	)		(242,630	)		(276,154	)
Units, end of period		507,492			544,696			647,424			687,527			839,780
Unit value, end of period $		25.12 to 26.48			13.62 to 19.02			16.08 to 17.35			11.87 to 16.82			10.69 to 15.25
Assets, end of period $		11,630,639			9,568,162			10,080,686			11,141,813			12,417,690
Investment income ratio*		0.97	%		1.22	%		1.15	%		1.03	%		1.61	%
Expense ratio, lowest to highest**		0.00% to 0.70	%		0.00% to 0.70	%		0.00% to 0.65	%		0.00% to 0.70	%		0.00% to 0.70	%
Total return, lowest to highest***		32.09% to 33.02	%		16.33% to 17.16	%		(2.97%) to (2.09	%)		10.28% to 11.06	%		29.88% to 30.79	%

	Sub-Account
	American High-Income Bond Trust Series 1
	Year Ended Dec. 31/13 (k)			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (g)
Units, beginning of period		2,968			1,731			—
Units issued		840			2,182			4,254
Units redeemed		(3,808	)		(945	)		(2,523	)
Units, end of period		—			2,968			1,731
Unit value, end of period $		11.64 to 11.83			11.34 to 11.49			10.06 to 10.16
Assets, end of period $		—			33,846			17,482
Investment income ratio*		0.26	%		7.33	%		14.92	%
Expense ratio, lowest to highest**		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		2.70% to 2.90	%		12.38% to 13.11	%		0.55% to 1.46	%
(k)    Terminated as an investment option and funds transferred to High Yield Trust Series 1 on April 29, 2013.
(g)    Fund available in prior year but no activity.

82

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	American International Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		886,530			1,290,175			1,471,085			1,474,064			1,592,548
Units issued		488,621			341,326			267,335			680,229			761,348
Units redeemed		(496,700	)		(744,971	)		(448,245	)		(683,208	)		(879,832	)
Units, end of period		878,451			886,530			1,290,175			1,471,085			1,474,064
Unit value, end of period $		31.01 to 32.50			15.55 to 25.75			21.60 to 23.31			15.45 to 25.92			14.46 to 24.41
Assets, end of period $		18,330,944			16,145,508			22,460,044			30,600,335			28,772,677
Investment income ratio*		0.99	%		0.99	%		1.28	%		1.68	%		1.14	%
Expense ratio, lowest to highest**		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		20.41% to 21.20	%		16.73% to 17.50	%		(15.11%) to (14.34	%)		6.19% to 6.88	%		41.67% to 42.58	%
	Sub-Account
	American New World Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (ak)
Units, beginning of period		45,823			37,149			35,679			1,441			—
Units issued		15,613			21,231			8,115			49,000			1,900
Units redeemed		(28,740	)		(12,557	)		(6,645	)		(14,762	)		(459	)
Units, end of period		32,696			45,823			37,149			35,679			1,441
Unit value, end of period $		16.97 to 17.49			15.40 to 15.77			13.12 to 13.44			15.52 to 15.69			13.30 to 13.36
Assets, end of period $		569,996			714,892			493,337			556,143			19,195
Investment income ratio*		1.14	%		0.72	%		1.48	%		3.05	%		4.29	%
Expense ratio, lowest to highest**		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		10.17% to 10.89	%		16.60% to 17.37	%		(15.10%) to (14.33	%)		16.67% to 17.43	%		33.01% to 33.58	%
(ak)  Reflects the period from commencement of operations on May 4, 2009 through December 31, 2009.

83

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Blue Chip Growth Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		208,996			215,060			198,638			151,164			51,156
Units issued		120,663			75,023			128,002			83,088			127,285
Units redeemed		(71,699	)		(81,087	)		(111,580	)		(35,614	)		(27,277	)
Units, end of period		257,960			208,996			215,060			198,638			151,164
Unit value, end of period $		112.07			79.24			66.93			65.97			56.75
Assets, end of period $		28,908,765			16,560,343			14,393,613			13,104,521			8,578,346
Investment income ratio*		0.35	%		0.14	%		0.01	%		0.09	%		0.19	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		41.43	%		18.39	%		1.45	%		16.25	%		42.97	%
	Sub-Account
	Blue Chip Growth Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		188,851			415,800			503,904			691,737			759,580
Units issued		28,817			59,930			150,811			306,704			334,151
Units redeemed		(52,586	)		(286,879	)		(238,915	)		(494,537	)		(401,994	)
Units, end of period		165,082			188,851			415,800			503,904			691,737
Unit value, end of period $		22.34 to 43.71			29.18 to 30.99			13.51 to 26.83			24.66 to 25.92			21.48 to 22.26
Assets, end of period $		6,782,542			5,515,169			10,454,276			12,605,486			13,629,384
Investment income ratio*		0.27	%		0.09	%		0.01	%		0.08	%		0.13	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.25% to 0.65	%
Total return, lowest to highest***		40.34% to 41.05	%		17.49% to 18.08	%		0.53% to 1.44	%		15.34% to 15.92	%		41.96% to 42.54	%

84

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Bond Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (c)
Units, beginning of period		83,643			45,046			—
Units issued		15,870			76,163			45,553
Units redeemed		(47,742	)		(37,566	)		(507	)
Units, end of period		51,771			83,643			45,046
Unit value, end of period $		10.58			10.72			10.08
Assets, end of period $		547,591			896,492			454,140
Investment income ratio*		2.66	%		3.96	%		14.78	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(1.32	%)		6.31	%		0.82	%
(c)    Reflects the period from commencement of operations on October 31, 2011 through December 31, 2011.

	Sub-Account
	Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (c)
Units, beginning of period		40,632			122,304			—
Units issued		7,186			9,043			126,358
Units redeemed		(525	)		(90,715	)		(4,054	)
Units, end of period		47,293			40,632			122,304
Unit value, end of period $		10.42 to 10.52			10.63 to 10.69			10.06 to 10.08
Assets, end of period $		496,345			433,780			1,231,681
Investment income ratio*		3.09	%		2.83	%		14.34	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		(2.01%) to (1.56	%)		5.64% to 6.10	%		0.62% to 0.78	%
(c)    Reflects the period from commencement of operations on October 31, 2011 through December 31, 2011.

85

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Brandes International Equity
	Year Ended Dec. 31/13 (ad)			Year Ended Dec. 31/12 (g)
Units, beginning of period		—			—
Units issued		—			2,250
Units redeemed		—			(2,250	)
Units, end of period		—			—
Unit value, end of period $		35.56			30.57
Assets, end of period $		—			—
Investment income ratio*		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.00	%		0.00	%
Total return, lowest to highest***		16.32	%		20.68	%
(ad)  Fund available but no activity. (g)    Fund available in prior year but no activity.

	Sub-Account
	Capital Appreciation Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		54,107			41,055			31,367			22,064			13,784
Units issued		16,528			20,234			19,021			17,891			23,788
Units redeemed		(21,617	)		(7,182	)		(9,333	)		(8,588	)		(15,508	)
Units, end of period		49,018			54,107			41,055			31,367			22,064
Unit value, end of period $		22.17			16.13			13.90			13.88			12.41
Assets, end of period $		1,087,072			872,628			570,658			435,495			273,810
Investment income ratio*		0.24	%		0.22	%		0.12	%		0.22	%		0.31	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		37.50	%		16.03	%		0.11	%		11.88	%		42.35	%

86

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Capital Appreciation Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		166,828			310,510			315,408			321,766			533,714
Units issued		238,193			37,277			94,547			259,764			300,813
Units redeemed		(20,916	)		(180,959	)		(99,445	)		(266,122	)		(512,761	)
Units, end of period		384,105			166,828			310,510			315,408			321,766
Unit value, end of period $		20.67 to 22.02			15.15 to 16.06			12.88 to 14.18			13.24 to 13.89			11.97 to 12.34
Assets, end of period $		8,247,743			2,598,498			4,191,442			4,281,555			3,898,184
Investment income ratio*		0.21	%		0.15	%		0.07	%		0.13	%		0.24	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		36.45% to 37.14	%		15.16% to 15.75	%		(0.82%) to 0.07	%		11.05% to 11.61	%		41.37% to 41.87	%
	Sub-Account
	Capital Appreciation Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (g)
Units, beginning of period		3,496			292			23,931			15,751			—
Units issued		3,840			193,310			161			9,722			16,050
Units redeemed		(566	)		(190,106	)		(23,800	)		(1,542	)		(299	)
Units, end of period		6,770			3,496			292			23,931			15,751
Unit value, end of period $		15.60			12.76			11.12			10.79			9.47
Assets, end of period $		105,643			44,611			3,254			258,101			149,143
Investment income ratio*		1.91	%		1.63	%		0.12	%		2.04	%		17.30	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		22.29	%		14.77	%		3.09	%		13.91	%		30.26	%
(g)    Fund available in prior year but no activity.

87

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Capital Appreciation Value Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		27,102			39,327			52,030			2,458			407
Units issued		49,442			24,283			7,209			61,199			2,153
Units redeemed		(43,032	)		(36,508	)		(19,912	)		(11,627	)		(102	)
Units, end of period		33,512			27,102			39,327			52,030			2,458
Unit value, end of period $		15.02 to 15.27			12.36 to 12.53			10.75 to 11.12			10.59 to 10.67			9.36
Assets, end of period $		510,944			339,289			430,096			553,917			23,009
Investment income ratio*		1.45	%		1.41	%		1.25	%		2.45	%		7.80	%
Expense ratio, lowest to highest**		0.35% to 0.65	%		0.35% to 0.65	%		0.00% to 0.65	%		0.40% to 0.65	%		0.65	%
Total return, lowest to highest***		21.53% to 21.88	%		13.86% to 14.19	%		2.21% to 3.13	%		13.21% to 13.49	%		29.36	%

	Sub-Account
	Core Allocation Plus Trust Series 0
	Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10 (g)
Units, beginning of period		4,141			2,275			621			—
Units issued		2,717			3,081			1,705			634
Units redeemed		(6,858	)		(1,215	)		(51	)		(13	)
Units, end of period		—			4,141			2,275			621
Unit value, end of period $		12.75			10.63			9.36			9.58
Assets, end of period $		—			44,019			21,301			5,951
Investment income ratio*		4.25	%		1.79	%		2.24	%		2.36	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		20.00	%		13.53	%		(2.26	%)		10.57	%

(y) Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013.

(g) Fund available in prior year but no activity.

88

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Core Allocation Plus Trust Series 1
	Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (g)
Units, beginning of period		126,749			457,013			561,892			581,747			—
Units issued		2,838			1,322			—			310,318			609,771
Units redeemed		(129,587	)		(331,586	)		(104,879	)		(330,173	)		(28,024	)
Units, end of period		—			126,749			457,013			561,892			581,747
Unit value, end of period $		12.37 to 12.51			10.36 to 10.46			9.04 to 9.34			9.43 to 9.48			8.58 to 8.61
Assets, end of period $		—			1,324,363			4,215,840			5,323,691			4,999,225
Investment income ratio*		0.00	%		0.90	%		1.22	%		1.14	%		3.03	%
Expense ratio, lowest to highest**		0.30% to 0.50	%		0.30% to 0.50	%		0.00% to 0.65	%		0.30% to 0.50	%		0.30% to 0.50	%
Total return, lowest to highest***		19.36% to 19.59	%		13.01% to 13.25	%		(3.19%) to (2.32	%)		9.95% to 10.17	%		24.57% to 24.81	%
(y)    Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013. (g)    Fund available in prior year but no activity.
	Sub-Account
	Core Bond Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		50,496			40,704			50,392			8,529			265
Units issued		8,425			50,447			10,634			43,634			9,696
Units redeemed		(29,846	)		(40,655	)		(20,322	)		(1,771	)		(1,432	)
Units, end of period		29,075			50,496			40,704			50,392			8,529
Unit value, end of period $		15.34			15.67			14.71			13.58			12.67
Assets, end of period $		445,981			791,272			598,664			684,216			108,070
Investment income ratio*		1.73	%		2.84	%		3.28	%		6.30	%		3.96	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(2.12	%)		6.54	%		8.32	%		7.17	%		9.93	%

89

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Core Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		1,416			25,354			29,647			28,219			1,599
Units issued		54			541			43,772			10,682			86,727
Units redeemed		(707	)		(24,479	)		(48,065	)		(9,254	)		(60,107	)
Units, end of period		763			1,416			25,354			29,647			28,219
Unit value, end of period $		18.07 to 18.78			18.59 to 19.23			17.28 to 18.35			16.33 to 16.74			15.35 to 15.56
Assets, end of period $		13,796			26,337			447,272			485,274			433,606
Investment income ratio*		1.60	%		0.87	%		10.22	%		2.70	%		2.61	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.35% to 0.65	%
Total return, lowest to highest***		(2.79%) to (2.35	%)		5.78% to 6.25	%		7.35% to 8.32	%		6.39% to 6.87	%		9.22% to 9.55	%
	Sub-Account
	Core Strategy Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (ay)
Units, beginning of period		2,612			1,731			8,614			185			—
Units issued		14,826			977			1,136			8,646			189
Units redeemed		(112	)		(96	)		(8,019	)		(217	)		(4	)
Units, end of period		17,326			2,612			1,731			8,614			185
Unit value, end of period $		13.88			11.64			10.34			10.32			9.17
Assets, end of period $		240,503			30,393			17,891			88,874			1,693
Investment income ratio*		3.06	%		3.18	%		1.65	%		20.72	%		2.88	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		19.29	%		12.58	%		0.19	%		12.57	%		21.93	%

(ay) Fund available in prior year but no activity. Renamed on May 4, 2009. Previously known as Index Allocation Trust.

90

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Core Strategy Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (ay)
Units, beginning of period		104			62			58			111			—
Units issued		11,322			51			10			6			113
Units redeemed		(87	)		(9	)		(6	)		(59	)		(2	)
Units, end of period		11,339			104			62			58			111
Unit value, end of period $		13.33			11.26			9.98 to 10.32			10.12			9.06
Assets, end of period $		151,220			1,173			624			587			1,011
Investment income ratio*		7.87	%		3.89	%		2.25	%		1.51	%		4.35	%
Expense ratio, lowest to highest**		0.65	%		0.65	%		0.00% to 0.65	%		0.65	%		0.65	%
Total return, lowest to highest***		18.39	%		11.79	%		(0.69%) to 0.20	%		11.70	%		21.09	%
(ay)  Fund available in prior year but no activity. Renamed on May 4, 2009. Previously known as Index Allocation Trust.
	Sub-Account
	Disciplined Diversification Trust Series 0
	Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (g)
Units, beginning of period		1,599			2,230			8,805			16,326			—
Units issued		841			1,352			1,564			9,331			16,641
Units redeemed		(2,440	)		(1,983	)		(8,139	)		(16,852	)		(315	)
Units, end of period		—			1,599			2,230			8,805			16,326
Unit value, end of period $		13.23			11.51			10.21			10.42			9.19
Assets, end of period $		—			18,421			22,778			91,767			149,965
Investment income ratio*		4.10	%		1.85	%		1.70	%		0.82	%		15.46	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		14.89	%		12.79	%		(2.04	%)		13.45	%		27.27	%
(y)    Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013.
(g)    Fund available in prior year but no activity.

91

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Disciplined Diversification Trust Series 1
	Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		59			57			4,363			111			—
Units issued		3			4			881			4,316			113
Units redeemed		(62	)		(2	)		(5,187	)		(64	)		(2	)
Units, end of period		—			59			57			4,363			111
Unit value, end of period $		12.72			11.14			9.86 to 10.19			10.23			9.08
Assets, end of period $		—			665			572			44,616			1,009
Investment income ratio*		0.00	%		2.44	%		0.07	%		8.29	%		4.72	%
Expense ratio, lowest to highest**		0.65	%		0.65	%		0.00% to 0.65	%		0.65	%		0.65	%
Total return, lowest to highest***		14.19	%		12.00	%		(2.96%) to (2.09	%)		12.66	%		26.40	%
(y)    Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013.
	Sub-Account
	Emerging Markets Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		94,968			97,441			57,448			48,314			17,645
Units issued		66,971			44,804			54,626			60,080			52,715
Units redeemed		(27,655	)		(47,277	)		(14,633	)		(50,946	)		(22,046	)
Units, end of period		134,284			94,968			97,441			57,448			48,314
Unit value, end of period $		11.97			12.36			10.43			14.29			11.61
Assets, end of period $		1,606,997			1,173,816			1,016,405			821,128			560,976
Investment income ratio*		1.49	%		0.97	%		2.03	%		1.95	%		0.13	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(3.18	%)		18.49	%		(27.02	%)		23.11	%		1.56% to 101.36	%

92

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Emerging Markets Value Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		89,525			58,303			73,173			53,349			38,735
Units issued		79,146			71,067			23,815			49,763			39,554
Units redeemed		(101,667	)		(39,845	)		(38,685	)		(29,939	)		(24,940	)
Units, end of period		67,004			89,525			58,303			73,173			53,349
Unit value, end of period $		14.29 to 14.58			14.86 to 15.12			12.47 to 13.01			17.42 to 17.58			14.25 to 14.35
Assets, end of period $		965,483			1,344,896			741,859			1,281,303			763,018
Investment income ratio*		1.10	%		1.11	%		1.41	%		1.58	%		0.08	%
Expense ratio, lowest to highest**		0.35% to 0.65	%		0.35% to 0.65	%		0.00% to 0.65	%		0.40% to 0.65	%		0.40% to 0.65	%
Total return, lowest to highest***		(3.84%) to (3.55	%)		17.76% to 18.12	%		(27.71%) to (27.06	%)		22.23% to 22.53	%		99.84% to 100.34	%
	Sub-Account
	Equity-Income Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		745,053			748,752			717,950			608,455			422,688
Units issued		410,790			345,589			223,078			214,121			379,345
Units redeemed		(292,941	)		(349,288	)		(192,276	)		(104,626	)		(193,578	)
Units, end of period		862,902			745,053			748,752			717,950			608,455
Unit value, end of period $		42.63			32.78			27.90			28.12			24.40
Assets, end of period $		36,783,810			24,421,690			20,892,942			20,186,947			14,847,359
Investment income ratio*		2.17	%		2.06	%		1.90	%		2.09	%		2.41	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		30.05	%		17.47	%		(0.76	%)		15.23	%		25.76	%

93

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Equity-Income Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		367,007			474,127			573,745			616,496			944,208
Units issued		36,638			103,932			161,901			274,455			610,045
Units redeemed		(102,356	)		(211,052	)		(261,519	)		(317,206	)		(937,757	)
Units, end of period		301,289			367,007			474,127			573,745			616,496
Unit value, end of period $		28.33 to 40.31			29.25 to 31.06			18.77 to 27.11			25.48 to 26.79			22.39 to 23.21
Assets, end of period $		11,703,456			11,017,989			12,186,556			14,977,254			13,270,305
Investment income ratio*		1.84	%		2.05	%		1.73	%		1.97	%		2.19	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.25% to 0.65	%
Total return, lowest to highest***		29.14% to 29.78	%		16.54% to 17.13	%		(1.70%) to (0.81	%)		14.31% to 14.89	%		24.91% to 25.41	%
	Sub-Account
	Financial Services Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		16,077			21,823			15,021			11,361			11,844
Units issued		4,295			7,409			8,182			9,351			12,978
Units redeemed		(3,225	)		(13,155	)		(1,380	)		(5,691	)		(13,461	)
Units, end of period		17,147			16,077			21,823			15,021			11,361
Unit value, end of period $		26.20			20.02			16.96			18.72			16.68
Assets, end of period $		449,238			321,878			370,177			281,203			189,531
Investment income ratio*		0.72	%		0.64	%		2.01	%		0.48	%		0.77	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		30.86	%		18.03	%		(9.39	%)		12.22	%		41.53	%

94

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Financial Services Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		37,836			22,770			61,154			40,884			158,003
Units issued		28,735			21,267			16,544			91,248			53,886
Units redeemed		(12,708	)		(6,201	)		(54,928	)		(70,978	)		(171,005	)
Units, end of period		53,863			37,836			22,770			61,154			40,884
Unit value, end of period $		20.04 to 21.21			15.43 to 16.26			12.81 to 14.10			14.63 to 15.28			13.12 to 13.47
Assets, end of period $		1,105,023			591,284			304,495			905,383			544,204
Investment income ratio*		0.00	%		0.81	%		1.01	%		0.31	%		0.63	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.35% to 0.65	%
Total return, lowest to highest***		29.90% to 30.49	%		17.28% to 17.80	%		(10.32%) to (9.51	%)		11.53% to 12.03	%		40.49% to 40.91	%
	Sub-Account
	Franklin Templeton Founding Allocation Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		12,110			29,247			64,706			38,206			23,066
Units issued		3,000			27,966			9,528			42,673			39,529
Units redeemed		(1,504	)		(45,103	)		(44,987	)		(16,173	)		(24,389	)
Units, end of period		13,606			12,110			29,247			64,706			38,206
Unit value, end of period $		14.12			11.34			9.75			9.89			8.93
Assets, end of period $		192,100			137,330			285,058			639,946			341,295
Investment income ratio*		2.63	%		2.48	%		1.72	%		5.10	%		6.82	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		24.51	%		16.33	%		(1.45	%)		10.71	%		31.52	%

95

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Franklin Templeton Founding Allocation Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (g)
Units, beginning of period		953			743			—
Units issued		383			571			780
Units redeemed		(376	)		(361	)		(37	)
Units, end of period		960			953			743
Unit value, end of period $		13.57			10.98			9.42 to 9.74
Assets, end of period $		13,031			10,473			7,070
Investment income ratio*		2.46	%		3.60	%		20.73	%
Expense ratio, lowest to highest**		0.65	%		0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		23.63	%		15.51	%		(2.28%) to (1.41	%)
(g)    Fund available in prior year but no activity.

	Sub-Account
	Frontier Capital Appreciation
	Year Ended Dec. 31/13			Year Ended Dec. 31/12 (g)
Units, beginning of period		2,159			—
Units issued		801			74,148
Units redeemed		(58	)		(71,989	)
Units, end of period		2,902			2,159
Unit value, end of period $		75.67			54.36
Assets, end of period $		219,633			117,400
Investment income ratio*		0.00	%		0.61	%
Expense ratio, lowest to highest**		0.00	%		0.00	%
Total return, lowest to highest***		39.20	%		17.43	%
(g)    Fund available in prior year but no activity.

96

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Fundamental All Cap Core Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (m)			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		37,548			29,551			24,237			18,535			90,036
Units issued		10,976			166,368			6,839			9,686			18,980
Units redeemed		(9,055	)		(158,371	)		(1,525	)		(3,984	)		(90,481	)
Units, end of period		39,469			37,548			29,551			24,237			18,535
Unit value, end of period $		19.73			14.52			11.74			11.98			10.02
Assets, end of period $		778,467			545,096			346,907			290,400			185,772
Investment income ratio*		1.10	%		0.90	%		1.22	%		1.37	%		1.12	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		35.87	%		23.67	%		(2.02	%)		19.55	%		28.35	%
(m)   Renamed on June 27, 2011. Previously known as Optimized All Cap Trust.
	Sub-Account
	Fundamental All Cap Core Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (m)			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		13,346			14,807			15,676			5,876			4,357
Units issued		359			44,158			103,499			68,404			10,781
Units redeemed		(2,825	)		(45,619	)		(104,368	)		(58,604	)		(9,262	)
Units, end of period		10,880			13,346			14,807			15,676			5,876
Unit value, end of period $		31.01 to 32.53			22.97 to 23.99			18.32 to 19.80			19.24 to 19.91			16.20 to 16.52
Assets, end of period $		344,517			312,388			281,982			306,228			96,452
Investment income ratio*		0.93	%		0.80	%		0.86	%		1.64	%		1.50	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.35% to 0.65	%
Total return, lowest to highest***		35.00% to 35.61	%		22.72% to 23.27	%		(2.95%) to (2.08	%)		18.78% to 19.31	%		27.44% to 27.82	%
(m)   Renamed on June 27, 2011. Previously known as Optimized All Cap Trust.

97

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Fundamental Holdings Trust Series 1
	Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (l)			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (ak)
Units, beginning of period		1,244			1,221			1,232			75			—
Units issued		966			121			30			1,187			149
Units redeemed		(2,210	)		(98	)		(41	)		(30	)		(74	)
Units, end of period		—			1,244			1,221			1,232			75
Unit value, end of period $		16.17 to 16.67			14.32 to 14.66			12.71 to 13.02			13.01 to 13.15			11.87 to 11.92
Assets, end of period $		—			17,835			15,624			16,043			897
Investment income ratio*		2.10	%		1.79	%		1.53	%		3.18	%		2.19	%
Expense ratio, lowest to highest**		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		12.96% to 13.66	%		11.92% to 12.65	%		(1.94%) to (1.05	%)		9.64% to 10.36	%		18.70% to 19.20	%
(y)    Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013.
(l)     Renamed on October 31, 2011. Previously known as American Fundamental Holdings Trust Series 1.
(ak)  Reflects the period from commencement of operations on May 4, 2009 through December 31, 2009.
	Sub-Account
	Fundamental Large Cap Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11  (o)			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		22,510			18,135			14,686			10,692			3,363
Units issued		94,852			104,968			4,306			4,788			9,599
Units redeemed		(1,457	)		(100,593	)		(857	)		(794	)		(2,270	)
Units, end of period		115,905			22,510			18,135			14,686			10,692
Unit value, end of period $		18.04			13.62			10.94			10.74			9.46
Assets, end of period $		2,090,977			306,562			198,403			157,677			101,134
Investment income ratio*		1.11	%		4.85	%		1.15	%		2.37	%		2.64	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		32.46	%		24.48	%		1.90	%		13.51	%		24.53	%
(o)    Renamed on June 27, 2011. Previously known as Optimized Value Trust.

98

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Fundamental Large Cap Value Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (o)			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		160			—			—			—			50
Units issued		109,606			163			—			1,285			2,897
Units redeemed		(1,218	)		(3	)		—			(1,285	)		(2,947	)
Units, end of period		108,548			160			—			—			—
Unit value, end of period $		24.08 to 25.15			18.30 to 19.03			14.52 to 15.56			14.65 to 15.09			13.13 to 13.20
Assets, end of period $		2,672,239			2,945			14			14			12
Investment income ratio*		0.12	%		5.59	%		1.01	%		0.04	%		0.07	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.35% to 0.45	%
Total return, lowest to highest***		31.56% to 32.15	%		23.61% to 24.17	%		0.83% to 1.75	%		12.83% to 13.34	%		23.92% to 24.02	%
(o)    Renamed on June 27, 2011. Previously known as Optimized Value Trust.
	Sub-Account
	Fundamental Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		302,307			256,193			237,558			215,913			83,985
Units issued		39,531			287,534			71,293			135,430			253,970
Units redeemed		(174,935	)		(241,420	)		(52,658	)		(113,785	)		(122,042	)
Units, end of period		166,903			302,307			256,193			237,558			215,913
Unit value, end of period $		17.45			13.06			11.52			11.96			10.57
Assets, end of period $		2,912,528			3,947,978			2,950,359			2,842,099			2,281,949
Investment income ratio*		1.22	%		0.73	%		0.88	%		1.23	%		1.00	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		33.62	%		13.40	%		(3.74	%)		13.20	%		31.83	%

99

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Fundamental Value Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		329,752			544,450			692,765			702,850			591,549
Units issued		25,655			37,577			60,908			358,046			468,005
Units redeemed		(148,285	)		(252,275	)		(209,223	)		(368,131	)		(356,704	)
Units, end of period		207,122			329,752			544,450			692,765			702,850
Unit value, end of period $		22.31 to 23.76			16.82 to 17.83			14.62 to 16.10			15.64 to 16.41			13.98 to 14.42
Assets, end of period $		4,735,554			5,709,007			8,359,838			11,118,689			9,947,392
Investment income ratio*		1.17	%		0.88	%		0.75	%		1.15	%		1.08	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		32.59% to 33.25	%		12.59% to 13.15	%		(4.64%) to (3.78	%)		12.32% to 12.87	%		30.92% to 31.39	%
	Sub-Account
	Global Bond Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		414,794			462,668			433,270			312,324			280,537
Units issued		106,921			458,209			209,504			219,286			147,097
Units redeemed		(301,696	)		(506,083	)		(180,106	)		(98,340	)		(115,310	)
Units, end of period		220,019			414,794			462,668			433,270			312,324
Unit value, end of period $		30.08			31.84			29.72			27.24			24.68
Assets, end of period $		6,617,695			13,207,522			13,749,389			11,803,615			7,706,881
Investment income ratio*		0.46	%		7.03	%		6.84	%		4.19	%		12.29	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(5.54	%)		7.15	%		9.08	%		10.40	%		15.41	%

100

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Global Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		103,768			134,298			160,641			142,403			216,580
Units issued		48,502			33,052			65,777			107,848			174,925
Units redeemed		(58,987	)		(63,582	)		(92,120	)		(89,610	)		(249,102	)
Units, end of period		93,283			103,768			134,298			160,641			142,403
Unit value, end of period $		25.78 to 28.55			28.49 to 30.25			25.75 to 28.95			24.75 to 26.01			22.70 to 23.42
Assets, end of period $		2,563,695			3,033,036			3,693,790			4,072,834			3,275,176
Investment income ratio*		0.44	%		7.12	%		6.14	%		3.88	%		14.45	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		(6.07%) to (5.61	%)		6.28% to 6.81	%		8.11% to 9.08	%		9.54% to 10.09	%		14.65% to 15.05	%
	Sub-Account
	Global Diversification Trust Series 1
	Year Ended Dec. 31/13 (y)			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (i)			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (ak)
Units, beginning of period		10,084			6,584			10,310			6,219			—
Units issued		8,807			6,662			3,053			10,108			8,119
Units redeemed		(18,891	)		(3,162	)		(6,779	)		(6,017	)		(1,900	)
Units, end of period		—			10,084			6,584			10,310			6,219
Unit value, end of period $		16.91 to 17.42			15.00 to 15.36			12.94 to 13.26			14.03 to 14.18			12.54 to 12.59
Assets, end of period $		—			152,071			86,201			145,634			78,010
Investment income ratio*		1.89	%		1.86	%		1.87	%		6.90	%		1.89	%
Expense ratio, lowest to highest**		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		12.78% to 13.46	%		15.09% to 15.84	%		(7.32%) to (6.49	%)		11.85% to 12.57	%		25.40% to 25.94	%

(y)    Terminated as an investment option and funds transferred to Core Strategy Trust on December 9, 2013.

(i)     Renamed on October 31, 2011. Previously known as American Global Diversification Trust Series 1.

(ak)  Reflects the period from commencement of operations on May 4, 2009 through December 31, 2009.

101

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Global Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		30,474			16,131			20,110			21,685			32,930
Units issued		10,744			19,600			4,516			14,679			24,262
Units redeemed		(2,252	)		(5,257	)		(8,495	)		(16,254	)		(35,507	)
Units, end of period		38,966			30,474			16,131			20,110			21,685
Unit value, end of period $		17.70			13.51			11.09			11.79			10.94
Assets, end of period $		689,822			411,720			178,912			237,151			237,159
Investment income ratio*		1.71	%		2.63	%		2.15	%		2.10	%		1.16	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		31.04	%		21.82	%		(5.96	%)		7.82	%		31.47	%
	Sub-Account
	Global Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		70,450			55,386			97,222			96,641			145,276
Units issued		15,217			76,790			15,746			45,219			62,853
Units redeemed		(25,645	)		(61,726	)		(57,582	)		(44,638	)		(111,488	)
Units, end of period		60,022			70,450			55,386			97,222			96,641
Unit value, end of period $		22.63 to 31.17			22.44 to 23.83			14.34 to 20.05			19.88 to 20.90			18.66 to 19.26
Assets, end of period $		1,754,824			1,571,023			1,035,580			1,941,195			1,785,233
Investment income ratio*		1.65	%		2.25	%		1.36	%		1.57	%		1.83	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		30.17% to 30.82	%		20.89% to 21.50	%		(6.84%) to (6.00	%)		7.01% to 7.54	%		30.52% to 30.97	%

102

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Health Sciences Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		72,160			55,470			44,254			43,037			40,949
Units issued		26,377			53,368			21,681			24,062			32,120
Units redeemed		(13,698	)		(36,678	)		(10,465	)		(22,845	)		(30,032	)
Units, end of period		84,839			72,160			55,470			44,254			43,037
Unit value, end of period $		40.81			26.99			20.45			18.48			15.96
Assets, end of period $		3,462,485			1,947,265			1,134,576			817,962			686,852
Investment income ratio*		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		51.24	%		31.93	%		10.66	%		15.81	%		31.84	%
	Sub-Account
	Health Sciences Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		104,500			111,013			87,399			100,165			260,191
Units issued		27,303			41,452			104,522			51,255			114,028
Units redeemed		(33,149	)		(47,965	)		(80,908	)		(64,021	)		(274,054	)
Units, end of period		98,654			104,500			111,013			87,399			100,165
Unit value, end of period $		48.24 to 51.07			32.14 to 33.87			23.87 to 26.28			22.32 to 23.31			19.41 to 20.01
Assets, end of period $		4,848,645			3,409,850			2,757,632			1,969,865			1,957,724
Investment income ratio*		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		50.10% to 50.77	%		31.09% to 31.69	%		9.58% to 10.57	%		14.95% to 15.47	%		30.95% to 31.41	%

103

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	High Yield Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		121,863			94,907			158,303			131,736			77,172
Units issued		110,856			327,606			27,554			103,145			142,835
Units redeemed		(115,770	)		(300,650	)		(90,950	)		(76,578	)		(88,271	)
Units, end of period		116,949			121,863			94,907			158,303			131,736
Unit value, end of period $		21.14			19.45			16.33			16.15			14.20
Assets, end of period $		2,471,286			2,369,595			1,550,002			2,556,453			1,870,386
Investment income ratio*		6.37	%		8.40	%		8.02	%		42.98	%		13.46	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		8.68	%		19.07	%		1.14	%		13.75	%		54.51	%
	Sub-Account
	High Yield Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		147,764			205,205			259,083			224,470			294,419
Units issued		67,623			77,305			81,326			262,764			170,151
Units redeemed		(52,895	)		(134,746	)		(135,204	)		(228,151	)		(240,100	)
Units, end of period		162,492			147,764			205,205			259,083			224,470
Unit value, end of period $		24.48 to 30.42			26.46 to 28.09			19.17 to 24.17			22.35 to 23.49			19.87 to 20.50
Assets, end of period $		4,767,593			4,002,086			4,701,034			5,904,086			4,385,652
Investment income ratio*		6.93	%		7.52	%		7.86	%		45.08	%		11.42	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		7.78% to 8.30	%		18.15% to 18.77	%		(0.01%) to 0.90	%		12.99% to 13.56	%		53.51% to 54.05	%

104

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	International Core Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		15,628			13,939			16,904			35,484			20,154
Units issued		21,801			9,283			7,375			8,201			30,718
Units redeemed		(13,728	)		(7,594	)		(10,340	)		(26,781	)		(15,388	)
Units, end of period		23,701			15,628			13,939			16,904			35,484
Unit value, end of period $		17.23			13.77			11.96			13.22			12.05
Assets, end of period $		408,297			215,155			166,647			223,449			427,723
Investment income ratio*		3.04	%		3.23	%		2.07	%		1.74	%		3.08	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		25.13	%		15.16	%		(9.55	%)		9.67	%		18.62	%
	Sub-Account
	International Core Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		141,734			198,568			211,061			305,807			391,213
Units issued		25,922			10,259			86,394			106,060			127,741
Units redeemed		(23,445	)		(67,093	)		(98,887	)		(200,806	)		(213,147	)
Units, end of period		144,211			141,734			198,568			211,061			305,807
Unit value, end of period $		17.02 to 21.86			16.51 to 17.53			11.97 to 15.61			16.10 to 16.92			14.85 to 15.33
Assets, end of period $		3,011,476			2,378,965			2,920,094			3,453,284			4,569,358
Investment income ratio*		3.00	%		2.68	%		2.37	%		1.67	%		2.35	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		24.12% to 24.74	%		14.24% to 14.82	%		(10.38%) to (9.57	%)		8.82% to 9.36	%		17.87% to 18.28	%

105

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	International Equity Index Trust B Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		349,015			248,211			232,718			191,837			117,054
Units issued		97,781			267,310			114,913			110,334			139,800
Units redeemed		(132,947	)		(166,506	)		(99,420	)		(69,453	)		(65,017	)
Units, end of period		313,849			349,015			248,211			232,718			191,837
Unit value, end of period $		47.59			41.55			35.28			41.02			36.81
Assets, end of period $		14,936,566			14,502,017			8,757,970			9,546,882			7,062,159
Investment income ratio*		2.55	%		1.26	%		3.62	%		2.79	%		4.04	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		14.54	%		17.76	%		(13.99	%)		11.43	%		38.80	%

	Sub-Account
	International Equity Index Trust B Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12 (s)
Units, beginning of period		326,562			—
Units issued		127,503			404,251
Units redeemed		(113,142	)		(77,689	)
Units, end of period		340,923			326,562
Unit value, end of period $		12.05 to 12.12			10.59 to 10.60
Assets, end of period $		4,122,296			3,459,938
Investment income ratio*		2.68	%		6.74	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%
Total return, lowest to highest***		13.81% to 14.32	%		5.91% to 5.98	%
(s)    Reflects the period from commencement of operations on November 5, 2012 through December 31, 2012.

106

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	International Growth Stock Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12 (r)
Units, beginning of period		503,747			—
Units issued		507,663			609,250
Units redeemed		(366,512	)		(105,503	)
Units, end of period		644,898			503,747
Unit value, end of period $		12.41			10.41
Assets, end of period $		8,002,919			5,244,815
Investment income ratio*		1.27	%		4.39	%
Expense ratio, lowest to highest**		0.00	%		0.00	%
Total return, lowest to highest***		19.18	%		4.12	%
(r)     Reflects the period from commencement of operations on November 5, 2012 through December 31, 2012.
	Sub-Account
	International Growth Stock Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12  (r)
Units, beginning of period		42,750			—
Units issued		18,807			43,605
Units redeemed		(13,707	)		(855	)
Units, end of period		47,850			42,750
Unit value, end of period $		12.30 to 12.37			10.40 to 10.40
Assets, end of period $		590,404			444,636
Investment income ratio*		1.19	%		4.22	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%
Total return, lowest to highest***		18.33% to 18.86	%		3.96% to 4.04	%
(r)     Reflects the period from commencement of operations on November 5, 2012 through December 31, 2012.

107

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	International Small Company Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09  (al)
Units, beginning of period		69,431			60,716			50,913			37,839			—
Units issued		32,460			28,924			21,938			26,186			64,995
Units redeemed		(33,116	)		(20,209	)		(12,135	)		(13,112	)		(27,156	)
Units, end of period		68,775			69,431			60,716			50,913			37,839
Unit value, end of period $		15.23			12.06			10.12			12.07			9.84
Assets, end of period $		1,047,653			837,448			614,184			614,404			372,374
Investment income ratio*		1.92	%		1.27	%		1.93	%		3.20	%		0.59	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		26.30	%		19.23	%		(16.18	%)		22.62	%		(1.59	%)
(al)   Reflects the period from commencement of operations on November 16, 2009 through December 31, 2009.
	Sub-Account
	International Small Company Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (al)
Units, beginning of period		86,613			203,153			234,275			255,220			—
Units issued		22,809			11,791			85,662			164,375			265,040
Units redeemed		(38,693	)		(128,331	)		(116,784	)		(185,320	)		(9,820	)
Units, end of period		70,729			86,613			203,153			234,275			255,220
Unit value, end of period $		14.78 to 15.09			11.78 to 11.97			9.91 to 10.10			11.97 to 12.03			9.82 to 9.83
Assets, end of period $		1,050,913			1,024,902			2,030,811			2,810,297			2,507,098
Investment income ratio*		1.77	%		1.18	%		1.69	%		2.63	%		0.82	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		25.46% to 26.10	%		18.36% to 18.95	%		(16.97%) to (16.23	%)		21.85% to 22.46	%		(1.79%) to (1.74	%)
(al)   Reflects the period from commencement of operations on November 16, 2009 through December 31, 2009.

108

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	International Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		330,301			320,232			308,050			110,091			67,718
Units issued		121,318			250,848			392,599			303,935			114,220
Units redeemed		(131,193	)		(240,779	)		(380,417	)		(105,976	)		(71,847	)
Units, end of period		320,426			330,301			320,232			308,050			110,091
Unit value, end of period $		17.64			13.98			11.71			13.43			12.43
Assets, end of period $		5,652,902			4,616,954			3,750,331			4,136,819			1,368,878
Investment income ratio*		1.94	%		2.78	%		2.37	%		2.47	%		2.33	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		26.21	%		19.36	%		(12.80	%)		8.00	%		35.94	%
	Sub-Account
	International Value Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		231,083			335,983			467,868			554,278			833,727
Units issued		18,466			76,527			104,672			291,724			342,720
Units redeemed		(89,007	)		(181,427	)		(236,557	)		(378,134	)		(622,169	)
Units, end of period		160,542			231,083			335,983			467,868			554,278
Unit value, end of period $		24.72 to 26.38			19.73 to 20.95			16.28 to 17.98			19.23 to 20.22			18.02 to 18.68
Assets, end of period $		4,124,870			4,725,939			5,799,653			9,306,276			10,226,216
Investment income ratio*		1.58	%		2.67	%		2.18	%		1.85	%		2.20	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.25% to 0.65	%
Total return, lowest to highest***		25.27% to 25.90	%		18.54% to 19.14	%		(13.63%) to (12.85	%)		7.23% to 7.77	%		34.90% to 35.44	%

109

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Investment Quality Bond Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		41,710			35,394			48,371			21,951			23,104
Units issued		22,071			10,727			6,480			41,545			16,454
Units redeemed		(35,154	)		(4,411	)		(19,457	)		(15,125	)		(17,607	)
Units, end of period		28,627			41,710			35,394			48,371			21,951
Unit value, end of period $		15.14			15.43			14.33			13.26			12.33
Assets, end of period $		433,416			643,610			507,256			641,591			270,739
Investment income ratio*		4.03	%		2.33	%		3.65	%		7.27	%		3.98	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(1.88	%)		7.66	%		8.06	%		7.54	%		12.43	%
	Sub-Account
	Investment Quality Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		141,927			223,350			199,835			224,572			288,229
Units issued		12,121			14,451			81,166			48,281			94,522
Units redeemed		(27,739	)		(95,874	)		(57,651	)		(73,018	)		(158,179	)
Units, end of period		126,309			141,927			223,350			199,835			224,572
Unit value, end of period $		25.37 to 30.54			29.38 to 31.20			24.31 to 29.71			25.63 to 26.95			24.12 to 24.90
Assets, end of period $		3,679,543			4,236,189			6,241,633			5,170,750			5,426,904
Investment income ratio*		3.74	%		1.98	%		4.35	%		5.22	%		4.75	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		(2.60%) to (2.11	%)		6.83% to 7.36	%		7.10% to 8.07	%		6.71% to 7.24	%		11.72% to 12.11	%

110

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Large Cap Growth
	Year Ended Dec. 31/13			Year Ended Dec. 31/12 (g)
Units, beginning of period		9,248			—
Units issued		1,761			9,328
Units redeemed		(249	)		(80	)
Units, end of period		10,760			9,248
Unit value, end of period $		45.56			33.46
Assets, end of period $		490,156			309,425
Investment income ratio*		0.61	%		0.06	%
Expense ratio, lowest to highest**		0.00	%		0.00	%
Total return, lowest to highest***		36.15	%		19.31	%

(g) Fund available in prior year but no activity.

	Sub-Account
	Lifestyle Aggressive Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		399,552			593,290			517,979			281,048			208,575
Units issued		131,388			288,158			215,514			395,592			204,213
Units redeemed		(166,711	)		(481,896	)		(140,203	)		(158,661	)		(131,740	)
Units, end of period		364,229			399,552			593,290			517,979			281,048
Unit value, end of period $		18.39			14.51			12.43			13.29			11.41
Assets, end of period $		6,698,791			5,796,593			7,377,597			6,885,583			3,206,926
Investment income ratio*		2.64	%		1.53	%		1.94	%		2.58	%		1.13	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		26.77	%		16.67	%		(6.46	%)		16.50	%		35.70	%

111

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Lifestyle Aggressive Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		98,808			228,294			224,221			382,180			378,274
Units issued		46,892			36,665			73,036			70,885			369,002
Units redeemed		(36,604	)		(166,151	)		(68,963	)		(228,844	)		(365,096	)
Units, end of period		109,096			98,808			228,294			224,221			382,180
Unit value, end of period $		22.23 to 29.22			21.90 to 23.11			15.21 to 20.30			20.35 to 21.28			17.59 to 18.15
Assets, end of period $		3,043,131			2,179,183			4,344,785			4,596,754			6,742,728
Investment income ratio*		2.43	%		1.68	%		1.70	%		1.47	%		1.09	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		25.90% to 26.47	%		15.85% to 16.38	%		(7.34%) to (6.50	%)		15.69% to 16.22	%		34.75% to 35.22	%
	Sub-Account
	Lifestyle Balanced Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		1,145,704			1,346,741			859,624			372,821			345,505
Units issued		351,506			520,597			689,190			682,181			542,287
Units redeemed		(335,996	)		(721,634	)		(202,073	)		(195,378	)		(514,971	)
Units, end of period		1,161,214			1,145,704			1,346,741			859,624			372,821
Unit value, end of period $		16.85			14.93			13.34			13.25			11.85
Assets, end of period $		19,568,439			17,101,682			17,964,747			11,390,337			4,419,554
Investment income ratio*		2.92	%		2.41	%		3.98	%		4.09	%		4.92	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		12.89	%		11.90	%		0.67	%		11.78	%		30.89	%

112

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Lifestyle Balanced Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		315,813			524,150			475,830			409,137			512,877
Units issued		108,176			199,283			253,651			320,506			313,368
Units redeemed		(158,060	)		(407,620	)		(205,331	)		(253,813	)		(417,108	)
Units, end of period		265,929			315,813			524,150			475,830			409,137
Unit value, end of period $		24.30 to 32.24			27.14 to 28.64			19.47 to 26.23			24.43 to 25.55			22.00 to 22.71
Assets, end of period $		8,189,191			8,676,435			12,908,333			11,701,787			9,013,279
Investment income ratio*		2.44	%		2.13	%		3.34	%		3.02	%		4.47	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		12.05% to 12.56	%		11.14% to 11.64	%		(0.28%) to 0.62	%		11.02% to 11.53	%		29.90% to 30.35	%
	Sub-Account
	Lifestyle Conservative Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		519,702			360,851			246,229			100,145			34,442
Units issued		212,835			237,145			162,562			177,951			102,908
Units redeemed		(249,331	)		(78,294	)		(47,940	)		(31,867	)		(37,205	)
Units, end of period		483,206			519,702			360,851			246,229			100,145
Unit value, end of period $		15.62			15.02			13.84			13.27			12.15
Assets, end of period $		7,549,989			7,807,743			4,994,046			3,268,150			1,216,629
Investment income ratio*		3.45	%		3.53	%		5.32	%		4.36	%		8.43	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		3.99	%		8.55	%		4.27	%		9.25	%		21.63	%

113

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Lifestyle Conservative Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		220,417			116,560			89,871			75,416			178,286
Units issued		142,086			194,759			103,124			65,315			22,075
Units redeemed		(162,573	)		(90,902	)		(76,435	)		(50,860	)		(124,945	)
Units, end of period		199,930			220,417			116,560			89,871			75,416
Unit value, end of period $		24.68 to 31.77			29.03 to 30.65			22.14 to 28.92			26.01 to 27.21			23.99 to 24.76
Assets, end of period $		6,114,874			6,465,480			3,191,375			2,350,294			1,800,796
Investment income ratio*		3.51	%		3.82	%		4.60	%		3.07	%		4.29	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		3.21% to 3.67	%		7.81% to 8.29	%		3.30% to 4.23	%		8.42% to 8.92	%		20.92% to 21.35	%
	Sub-Account
	Lifestyle Growth Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		1,397,069			1,481,824			1,098,800			723,983			492,467
Units issued		382,073			335,541			567,853			752,935			372,790
Units redeemed		(363,934	)		(420,296	)		(184,829	)		(378,118	)		(141,274	)
Units, end of period		1,415,208			1,397,069			1,481,824			1,098,800			723,983
Unit value, end of period $		17.62			14.76			12.96			13.16			11.64
Assets, end of period $		24,933,353			20,617,727			19,198,025			14,460,188			8,427,534
Investment income ratio*		2.67	%		2.02	%		3.15	%		2.91	%		4.17	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		19.38	%		13.91	%		(1.55	%)		13.04	%		33.33	%

114

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Lifestyle Growth Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		193,847			393,934			370,626			567,681			616,972
Units issued		36,085			77,368			121,643			129,098			342,277
Units redeemed		(43,239	)		(277,455	)		(98,335	)		(326,153	)		(391,568	)
Units, end of period		186,693			193,847			393,934			370,626			567,681
Unit value, end of period $		23.02 to 31.30			24.89 to 26.28			17.13 to 23.64			22.51 to 23.55			20.04 to 20.69
Assets, end of period $		5,587,312			4,883,819			8,774,074			8,411,397			11,437,781
Investment income ratio*		2.42	%		1.75	%		2.88	%		1.95	%		3.52	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		18.57% to 19.10	%		13.13% to 13.64	%		(2.48%) to (1.60	%)		12.29% to 12.79	%		32.43% to 32.90	%
	Sub-Account
	Lifestyle Moderate Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		584,864			495,546			350,849			275,555			128,902
Units issued		228,970			343,424			248,355			272,501			290,244
Units redeemed		(258,622	)		(254,106	)		(103,658	)		(197,207	)		(143,591	)
Units, end of period		555,212			584,864			495,546			350,849			275,555
Unit value, end of period $		16.45			14.92			13.48			13.17			11.90
Assets, end of period $		9,136,789			8,728,555			6,680,056			4,619,782			3,277,916
Investment income ratio*		2.84	%		2.90	%		4.71	%		3.46	%		9.25	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		10.26	%		10.70	%		2.38	%		10.69	%		27.18	%

115

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Lifestyle Moderate Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		81,036			101,893			116,532			97,341			93,927
Units issued		25,901			30,821			106,507			98,781			84,461
Units redeemed		(42,048	)		(51,678	)		(121,146	)		(79,590	)		(81,047	)
Units, end of period		64,889			81,036			101,893			116,532			97,341
Unit value, end of period $		24.57 to 32.55			28.04 to 29.59			20.37 to 27.39			25.08 to 26.24			22.84 to 23.57
Assets, end of period $		2,000,892			2,278,379			2,616,349			2,967,735			2,238,073
Investment income ratio*		2.95	%		2.68	%		2.88	%		3.17	%		4.98	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		9.51% to 10.00	%		9.94% to 10.44	%		1.42% to 2.33	%		9.84% to 10.34	%		26.44% to 26.88	%
	Sub-Account
	Mid Cap Index Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		360,025			313,220			228,927			136,807			105,314
Units issued		353,301			222,036			187,723			137,152			101,997
Units redeemed		(331,475	)		(175,231	)		(103,430	)		(45,032	)		(70,504	)
Units, end of period		381,851			360,025			313,220			228,927			136,807
Unit value, end of period $		25.23			18.95			16.13			16.48			13.07
Assets, end of period $		9,632,397			6,823,978			5,050,757			3,772,366			1,788,270
Investment income ratio*		1.18	%		1.54	%		0.81	%		1.44	%		1.18	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		33.09	%		17.54	%		(2.14	%)		26.06	%		36.74	%

116

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Mid Cap Index Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		195,198			382,033			504,659			544,192			855,105
Units issued		50,628			74,985			78,808			261,685			136,277
Units redeemed		(101,752	)		(261,820	)		(201,434	)		(301,218	)		(447,190	)
Units, end of period		144,074			195,198			382,033			504,659			544,192
Unit value, end of period $		34.99 to 37.34			26.48 to 28.13			22.21 to 24.52			23.39 to 24.59			18.78 to 19.38
Assets, end of period $		5,151,859			5,321,646			8,990,208			12,202,258			10,434,709
Investment income ratio*		1.02	%		1.25	%		0.56	%		1.06	%		0.95	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		32.10% to 32.76	%		16.66% to 17.25	%		(3.13%) to (2.25	%)		25.11% to 25.73	%		35.88% to 36.36	%
	Sub-Account
	Mid Cap Stock Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		120,942			120,496			99,083			101,106			60,664
Units issued		139,021			158,543			51,889			36,064			82,168
Units redeemed		(136,750	)		(158,097	)		(30,476	)		(38,087	)		(41,726	)
Units, end of period		123,213			120,942			120,496			99,083			101,106
Unit value, end of period $		68.19			49.83			40.73			44.84			36.43
Assets, end of period $		8,401,970			6,026,881			4,908,055			4,442,910			3,683,767
Investment income ratio*		0.07	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		36.84	%		22.34	%		(9.16	%)		23.07	%		31.47	%

117

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Mid Cap Stock Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		116,498			250,553			318,928			395,538			736,367
Units issued		25,697			15,981			112,149			221,170			362,044
Units redeemed		(27,868	)		(150,036	)		(180,524	)		(297,780	)		(702,873	)
Units, end of period		114,327			116,498			250,553			318,928			395,538
Unit value, end of period $		28.32 to 30.49			20.84 to 22.13			16.80 to 18.55			19.05 to 20.03			15.65 to 16.23
Assets, end of period $		3,370,278			2,514,726			4,451,505			6,248,503			6,306,437
Investment income ratio*		0.04	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.25% to 0.65	%
Total return, lowest to highest***		35.86% to 36.55	%		21.35% to 21.97	%		(10.01%) to (9.20	%)		22.23% to 22.84	%		30.50% to 31.03	%
	Sub-Account
	Mid Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		269,510			264,797			260,297			254,696			84,702
Units issued		109,321			143,831			93,169			120,791			251,826
Units redeemed		(112,239	)		(139,118	)		(88,669	)		(115,190	)		(81,832	)
Units, end of period		266,592			269,510			264,797			260,297			254,696
Unit value, end of period $		36.05			27.42			22.94			24.10			20.74
Assets, end of period $		9,611,707			7,390,879			6,074,396			6,272,355			5,283,386
Investment income ratio*		1.13	%		0.92	%		0.75	%		2.12	%		0.78	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		31.47	%		19.54	%		(4.80	%)		16.16	%		46.27	%

118

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Mid Value Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (g)
Units, beginning of period		219,607			266,100			330,552			363,628			—
Units issued		56,718			63,640			117,985			149,464			473,014
Units redeemed		(31,561	)		(110,133	)		(182,437	)		(182,540	)		(109,386	)
Units, end of period		244,764			219,607			266,100			330,552			363,628
Unit value, end of period $		22.79 to 23.27			17.46 to 17.75			14.60 to 14.96			15.56 to 15.68			13.49 to 13.52
Assets, end of period $		5,637,228			3,867,416			3,937,343			5,165,985			4,909,319
Investment income ratio*		1.13	%		0.85	%		0.69	%		2.07	%		0.51	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.25% to 0.65	%
Total return, lowest to highest***		30.55% to 31.13	%		18.75% to 19.29	%		(5.77%) to (4.93	%)		15.41% to 15.93	%		34.85% to 35.21	%
(g)    Fund available in prior year but no activity.
	Sub-Account
	Money Market Trust B Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		3,405,304			2,900,049			2,163,145			2,590,839			4,093,720
Units issued		5,079,976			5,062,208			3,604,563			2,354,422			2,868,379
Units redeemed		(4,424,527	)		(4,556,953	)		(2,867,659	)		(2,782,116	)		(4,371,260	)
Units, end of period		4,060,753			3,405,304			2,900,049			2,163,145			2,590,839
Unit value, end of period $		17.37			17.37			17.36			17.35			17.34
Assets, end of period $		70,547,240			59,153,840			50,355,097			37,529,888			44,928,442
Investment income ratio*		0.01	%		0.04	%		0.00	%		0.05	%		0.51	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		0.01	%		0.03	%		0.08	%		0.03	%		0.47	%

119

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Money Market Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		3,865,319			1,293,433			1,006,382			1,733,854			4,818,232
Units issued		674,534			3,354,748			1,069,517			2,512,559			2,542,228
Units redeemed		(3,362,697	)		(782,862	)		(782,466	)		(3,240,031	)		(5,626,606	)
Units, end of period		1,177,156			3,865,319			1,293,433			1,006,382			1,733,854
Unit value, end of period $		14.99 to 21.72			20.49 to 21.76			15.15 to 22.28			20.77 to 21.83			21.00 to 21.78
Assets, end of period $		24,558,762			82,144,640			27,374,747			21,281,600			35,883,153
Investment income ratio*		0.00	%		0.00	%		0.00	%		0.00	%		0.24	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.25% to 0.65	%
Total return, lowest to highest***		(0.71%) to (0.18	%)		(0.70%) to (0.18	%)		(0.82%) to 0.07	%		(0.70%) to (0.19	%)		(0.46%) to (0.04	%)
	Sub-Account
	Natural Resources Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		150,053			130,067			84,677			113,681			59,882
Units issued		65,824			50,479			67,067			48,901			136,941
Units redeemed		(55,334	)		(30,493	)		(21,677	)		(77,905	)		(83,142	)
Units, end of period		160,543			150,053			130,067			84,677			113,681
Unit value, end of period $		17.49			16.97			16.87			21.16			18.36
Assets, end of period $		2,807,506			2,545,863			2,194,024			1,791,513			2,086,992
Investment income ratio*		0.69	%		0.89	%		0.61	%		0.62	%		1.11	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		3.07	%		0.58	%		(20.27	%)		15.25	%		59.23	%

120

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Natural Resources Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		83,594			125,092			128,093			124,917			241,760
Units issued		34,152			41,306			72,195			78,918			121,039
Units redeemed		(22,883	)		(82,804	)		(75,196	)		(75,742	)		(237,882	)
Units, end of period		94,863			83,594			125,092			128,093			124,917
Unit value, end of period $		38.60 to 40.50			37.73 to 39.41			36.98 to 39.97			47.71 to 49.38			41.68 to 42.66
Assets, end of period $		3,740,929			3,204,486			4,794,393			6,179,506			5,252,760
Investment income ratio*		0.63	%		0.73	%		0.45	%		0.64	%		1.02	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		2.30% to 2.76	%		(0.13%) to 0.32	%		(21.00%) to (20.29	%)		14.47% to 14.99	%		58.16% to 58.71	%
	Sub-Account
	Real Estate Securities Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		92,751			86,372			91,765			87,356			71,624
Units issued		55,140			46,227			22,574			34,131			76,003
Units redeemed		(52,216	)		(39,848	)		(27,967	)		(29,722	)		(60,271	)
Units, end of period		95,675			92,751			86,372			91,765			87,356
Unit value, end of period $		105.43			105.48			89.90			82.05			63.50
Assets, end of period $		10,087,109			9,783,730			7,764,963			7,528,838			5,547,371
Investment income ratio*		2.00	%		1.82	%		1.53	%		2.02	%		3.49	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(0.05	%)		17.33	%		9.58	%		29.20	%		30.26	%

121

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Real Estate Securities Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		93,432			120,266			146,488			165,443			221,440
Units issued		9,998			16,196			26,656			34,463			58,954
Units redeemed		(28,813	)		(43,030	)		(52,878	)		(53,418	)		(114,951	)
Units, end of period		74,617			93,432			120,266			146,488			165,443
Unit value, end of period $		48.06 to 128.34			121.22 to 128.73			41.48 to 112.45			95.78 to 100.69			74.65 to 77.39
Assets, end of period $		8,983,472			11,297,501			12,390,923			13,957,541			12,238,675
Investment income ratio*		1.73	%		1.66	%		1.38	%		1.82	%		3.52	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.30% to 0.70	%
Total return, lowest to highest***		(0.80%) to (0.30	%)		16.44% to 17.02	%		8.49% to 9.46	%		28.30% to 28.94	%		29.27% to 29.78	%
	Sub-Account
	Real Return Bond Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		727,416			620,592			545,434			318,234			91,101
Units issued		611,046			798,056			565,865			337,653			300,552
Units redeemed		(569,207	)		(691,232	)		(490,707	)		(110,453	)		(73,419	)
Units, end of period		769,255			727,416			620,592			545,434			318,234
Unit value, end of period $		14.24			15.69			14.41			12.85			11.81
Assets, end of period $		10,955,422			11,415,103			8,946,266			7,010,975			3,759,357
Investment income ratio*		2.63	%		1.83	%		4.19	%		13.22	%		10.16	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(9.25	%)		8.86	%		12.14	%		8.82	%		19.54	%

122

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Real Return Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		233,823			267,266			271,156			242,646			373,272
Units issued		48,870			71,604			197,462			152,618			207,023
Units redeemed		(120,388	)		(105,047	)		(201,352	)		(124,108	)		(337,649	)
Units, end of period		162,305			233,823			267,266			271,156			242,646
Unit value, end of period $		19.29 to 20.25			21.41 to 22.36			19.38 to 20.95			17.78 to 18.41			16.45 to 16.79
Assets, end of period $		3,198,067			5,091,250			5,369,192			4,890,281			4,034,568
Investment income ratio*		2.17	%		1.74	%		4.40	%		12.15	%		9.48	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.35% to 0.65	%
Total return, lowest to highest***		(9.87%) to (9.46	%)		8.15% to 8.64	%		11.03% to 12.02	%		8.12% to 8.61	%		18.70% to 19.06	%
	Sub-Account
	Science & Technology Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		78,611			72,649			58,546			60,306			61,404
Units issued		43,935			22,590			28,318			36,563			67,062
Units redeemed		(24,859	)		(16,628	)		(14,215	)		(38,323	)		(68,160	)
Units, end of period		97,687			78,611			72,649			58,546			60,306
Unit value, end of period $		23.78			16.57			14.99			16.24			13.02
Assets, end of period $		2,323,173			1,302,245			1,088,755			950,795			785,456
Investment income ratio*		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		43.55	%		10.54	%		(7.72	%)		24.69	%		64.57	%

123

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Science & Technology Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		291,613			373,442			366,903			448,641			635,775
Units issued		67,525			105,181			212,571			207,018			186,685
Units redeemed		(72,678	)		(187,010	)		(206,032	)		(288,756	)		(373,819	)
Units, end of period		286,460			291,613			373,442			366,903			448,641
Unit value, end of period $		10.37 to 28.56			18.77 to 19.94			6.61 to 18.49			18.68 to 19.64			15.17 to 15.66
Assets, end of period $		7,523,194			5,407,245			6,303,220			6,814,980			5,600,349
Investment income ratio*		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		42.53% to 43.24	%		9.67% to 10.23	%		(8.57%) to (7.75	%)		23.74% to 24.36	%		63.41% to 64.00	%

	Sub-Account
	Short Term Government Income Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10 (be)
Units, beginning of period		227,196			71,361			231,857			—
Units issued		212,390			668,684			109,848			520,659
Units redeemed		(279,948	)		(512,849	)		(270,344	)		(288,802	)
Units, end of period		159,638			227,196			71,361			231,857
Unit value, end of period $		10.52			10.60			10.48			10.19
Assets, end of period $		1,680,009			2,408,770			747,617			2,362,813
Investment income ratio*		1.77	%		1.96	%		1.39	%		1.20	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(0.74	%)		1.18	%		2.83	%		1.91	%

(be) Reflects the period from commencement of operations on May 3, 2010 through December 31, 2010.

124

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Short Term Government Income Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10 (be)
Units, beginning of period		205,456			241,317			389,362			—
Units issued		301,577			147,124			314,099			635,549
Units redeemed		(364,888	)		(182,985	)		(462,144	)		(246,187	)
Units, end of period		142,145			205,456			241,317			389,362
Unit value, end of period $		10.24 to 10.42			10.40 to 10.53			10.31 to 10.47			10.14 to 10.17
Assets, end of period $		1,462,493			2,145,355			2,502,884			3,952,866
Investment income ratio*		1.08	%		1.61	%		2.31	%		1.58	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%
Total return, lowest to highest***		(1.56%) to (1.09	%)		0.50% to 0.96	%		1.83% to 2.77	%		1.39% to 1.71	%

(be) Reflects the period from commencement of operations on May 3, 2010 through December 31, 2010.

	Sub-Account
	Small Cap Growth Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		244,314			238,585			223,327			225,128			193,656
Units issued		141,271			203,288			76,959			130,664			155,489
Units redeemed		(81,481	)		(197,559	)		(61,701	)		(132,465	)		(124,017	)
Units, end of period		304,104			244,314			238,585			223,327			225,128
Unit value, end of period $		30.46			21.12			18.13			19.45			15.92
Assets, end of period $		9,263,812			5,160,719			4,325,175			4,343,714			3,584,964
Investment income ratio*		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		44.22	%		16.53	%		(6.80	%)		22.14	%		34.46	%

125

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Small Cap Growth Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		64,133			70,153			61,158			26,160			6,857
Units issued		30,493			41,908			47,538			71,307			114,312
Units redeemed		(33,230	)		(47,928	)		(38,543	)		(36,309	)		(95,009	)
Units, end of period		61,396			64,133			70,153			61,158			26,160
Unit value, end of period $		24.85 to 25.43			17.36 to 17.68			14.88 to 15.31			16.20 to 16.36			13.36 to 13.41
Assets, end of period $		1,537,330			1,120,649			1,057,143			993,900			350,191
Investment income ratio*		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.35% to 0.65	%
Total return, lowest to highest***		43.15% to 43.80	%		15.71% to 16.24	%		(7.65%) to (6.81	%)		21.29% to 21.83	%		33.71% to 34.12	%
	Sub-Account
	Small Cap Index Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		282,951			201,116			138,757			101,272			42,355
Units issued		142,934			232,792			162,436			85,957			86,168
Units redeemed		(162,644	)		(150,957	)		(100,077	)		(48,472	)		(27,251	)
Units, end of period		263,241			282,951			201,116			138,757			101,272
Unit value, end of period $		24.79			17.87			15.40			16.10			12.74
Assets, end of period $		6,526,860			5,056,149			3,096,548			2,234,231			1,289,837
Investment income ratio*		1.53	%		2.17	%		1.32	%		0.63	%		1.12	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		38.75	%		16.06	%		(4.37	%)		26.43	%		26.70	%

126

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Small Cap Index Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		265,425			121,883			134,920			134,379			245,098
Units issued		45,473			253,618			110,385			96,468			349,934
Units redeemed		(130,339	)		(110,076	)		(123,422	)		(95,927	)		(460,653	)
Units, end of period		180,559			265,425			121,883			134,920			134,379
Unit value, end of period $		28.26 to 30.17			20.53 to 21.81			17.43 to 19.23			18.78 to 19.75			15.04 to 15.52
Assets, end of period $		5,259,042			5,572,123			2,235,310			2,594,585			2,052,561
Investment income ratio*		1.52	%		1.96	%		1.13	%		0.51	%		0.68	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		37.65% to 38.35	%		15.29% to 15.87	%		(5.36%) to (4.50	%)		25.48% to 26.11	%		25.82% to 26.27	%
	Sub-Account
	Small Cap Opportunities Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		9,663			11,222			11,785			6,758			3,802
Units issued		23,314			4,187			8,312			7,481			9,497
Units redeemed		(18,624	)		(5,746	)		(8,875	)		(2,454	)		(6,541	)
Units, end of period		14,353			9,663			11,222			11,785			6,758
Unit value, end of period $		18.97			13.52			11.57			11.94			9.21
Assets, end of period $		272,308			130,698			129,857			140,757			62,221
Investment income ratio*		0.74	%		0.00	%		0.12	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		40.28	%		16.88	%		(3.13	%)		29.71	%		34.03	%

127

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Small Cap Opportunities Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		16,677			32,741			58,239			51,003			57,063
Units issued		469,946			2,181			18,268			72,168			55,858
Units redeemed		(16,461	)		(18,245	)		(43,766	)		(64,932	)		(61,918	)
Units, end of period		470,162			16,677			32,741			58,239			51,003
Unit value, end of period $		35.77 to 37.73			25.70 to 26.97			21.77 to 23.54			23.03 to 23.93			17.95 to 18.37
Assets, end of period $		16,986,134			436,591			735,456			1,361,445			923,018
Investment income ratio*		0.27	%		0.00	%		0.09	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		39.18% to 39.88	%		16.02% to 16.61	%		(4.03%) to (3.16	%)		28.76% to 29.41	%		33.00% to 33.46	%
	Sub-Account
	Small Cap Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		161,503			166,604			155,124			138,090			104,513
Units issued		80,582			71,472			51,785			70,716			101,116
Units redeemed		(70,100	)		(76,573	)		(40,305	)		(53,682	)		(67,539	)
Units, end of period		171,985			161,503			166,604			155,124			138,090
Unit value, end of period $		64.51			48.39			41.79			41.32			32.75
Assets, end of period $		11,095,703			7,814,941			6,963,187			6,409,799			4,523,174
Investment income ratio*		0.62	%		0.91	%		0.90	%		0.44	%		0.74	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		33.33	%		15.78	%		1.15	%		26.15	%		28.79	%

128

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Small Cap Value Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		52,766			31,562			30,923			26,455			64,320
Units issued		8,833			69,766			31,165			16,761			34,363
Units redeemed		(13,996	)		(48,562	)		(30,526	)		(12,293	)		(72,228	)
Units, end of period		47,603			52,766			31,562			30,923			26,455
Unit value, end of period $		22.04 to 22.89			16.81 to 17.21			14.47 to 15.03			14.57 to 14.78			11.51 to 11.68
Assets, end of period $		1,065,292			890,741			462,460			451,145			308,717
Investment income ratio*		0.51	%		0.87	%		0.80	%		0.36	%		0.52	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.45% to 0.65	%
Total return, lowest to highest***		32.45% to 33.06	%		14.94% to 15.47	%		0.14% to 1.04	%		25.28% to 25.85	%		27.80% to 28.07	%
	Sub-Account
	Small Company Value Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		75,291			69,238			61,411			64,463			92,095
Units issued		18,375			33,203			26,511			29,669			53,623
Units redeemed		(39,196	)		(27,150	)		(18,684	)		(32,721	)		(81,255	)
Units, end of period		54,470			75,291			69,238			61,411			64,463
Unit value, end of period $		22.78			17.30			14.86			15.00			12.36
Assets, end of period $		1,241,087			1,302,715			1,029,131			921,462			796,777
Investment income ratio*		1.77	%		0.25	%		0.64	%		1.53	%		0.40	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		31.68	%		16.41	%		(0.94	%)		21.39	%		27.82	%

129

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Small Company Value Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		191,494			291,566			350,159			409,071			659,315
Units issued		43,880			40,056			112,759			188,953			232,804
Units redeemed		(49,816	)		(140,128	)		(171,352	)		(247,865	)		(483,048	)
Units, end of period		185,558			191,494			291,566			350,159			409,071
Unit value, end of period $		30.72 to 46.36			23.51 to 24.96			19.92 to 30.62			20.69 to 21.75			17.25 to 17.88
Assets, end of period $		5,927,427			4,660,932			6,156,047			7,495,689			7,560,437
Investment income ratio*		1.76	%		0.25	%		0.54	%		1.34	%		0.39	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.25% to 0.65	%
Total return, lowest to highest***		30.70% to 31.35	%		15.48% to 16.06	%		(1.82%) to (0.93	%)		20.51% to 21.11	%		26.86% to 27.37	%
	Sub-Account
	Smaller Company Growth Trust Series 0
	Year Ended Dec. 31/13 (ac)			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (al)
Units, beginning of period		11,623			17,007			14,551			18,939			—
Units issued		3,538			3,522			16,404			7,783			22,836
Units redeemed		(15,161	)		(8,906	)		(13,948	)		(12,171	)		(3,897	)
Units, end of period		—			11,623			17,007			14,551			18,939
Unit value, end of period $		19.23			14.23			12.24			13.16			10.52
Assets, end of period $		—			165,343			208,098			191,551			199,275
Investment income ratio*		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		35.12	%		16.27	%		(7.04	%)		25.12	%		5.22	%

(ac) Terminated as an investment option and funds transferred to Small Cap Opportunities Trust on December 9, 2013.

(al) Reflects the period from commencement of operations on November 16, 2009 through December 31, 2009.

130

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Smaller Company Growth Trust Series 1
	Year Ended Dec. 31/13 (ac)			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09 (al)
Units, beginning of period		941,436			1,275,254			1,471,612			1,713,753			—
Units issued		16,907			39,157			90,738			256,311			1,751,431
Units redeemed		(958,343	)		(372,975	)		(287,096	)		(498,452	)		(37,678	)
Units, end of period		—			941,436			1,275,254			1,471,612			1,713,753
Unit value, end of period $		18.65 to 19.03			13.90 to 14.12			11.99 to 12.22			13.05 to 13.13			10.51 to 10.52
Assets, end of period $		—			13,118,124			15,386,788			19,230,310			18,017,839
Investment income ratio*		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.20% to 0.70	%		0.25% to 0.70	%
Total return, lowest to highest***		34.18% to 34.81	%		15.41% to 15.99	%		(7.94%) to (7.10	%)		24.17% to 24.79	%		5.12% to 5.19	%

(ac) Terminated as an investment option and funds transferred to Small Cap Opportunities Trust on December 9, 2013.

(al) Reflects the period from commencement of operations on November 16, 2009 through December 31, 2009.

	Sub-Account
	Strategic Income Opportunities Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10 (bc)			Year Ended Dec. 31/09
Units, beginning of period		182,050			135,531			101,816			30,334			1,515
Units issued		77,913			71,787			75,477			83,957			35,273
Units redeemed		(61,812	)		(25,268	)		(41,762	)		(12,475	)		(6,454	)
Units, end of period		198,151			182,050			135,531			101,816			30,334
Unit value, end of period $		18.22			17.55			15.54			15.22			13.13
Assets, end of period $		3,609,267			3,194,530			2,105,616			1,549,526			398,301
Investment income ratio*		5.72	%		7.25	%		12.08	%		19.58	%		11.32	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		3.81	%		12.94	%		2.08	%		15.91	%		26.78	%

(bc) Renamed on May 3, 2010. Previously known as Strategic Income Trust.

131

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Strategic Income Opportunities Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10 (bc)			Year Ended Dec. 31/09
Units, beginning of period		60,522			107,503			132,773			39,687			83,658
Units issued		42,387			19,715			37,047			127,475			44,874
Units redeemed		(18,454	)		(66,696	)		(62,317	)		(34,389	)		(88,845	)
Units, end of period		84,455			60,522			107,503			132,773			39,687
Unit value, end of period $		23.08 to 24.12			22.38 to 23.27			19.59 to 20.98			19.69 to 20.29			17.10 to 17.40
Assets, end of period $		1,976,866			1,366,967			2,167,949			2,630,368			679,706
Investment income ratio*		6.34	%		6.72	%		9.78	%		23.98	%		10.03	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.35% to 0.65	%
Total return, lowest to highest***		3.15% to 3.63	%		12.12% to 12.64	%		1.11% to 2.03	%		15.13% to 15.66	%		25.84% to 26.23	%
(bc)  Renamed on May 3, 2010. Previously known as Strategic Income Trust.
	Sub-Account
	Total Bond Market Trust B Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		567,423			353,317			435,088			372,059			279,913
Units issued		616,740			585,480			200,377			286,144			294,840
Units redeemed		(602,464	)		(371,374	)		(282,148	)		(223,115	)		(202,694	)
Units, end of period		581,699			567,423			353,317			435,088			372,059
Unit value, end of period $		22.27			22.83			21.94			20.39			19.14
Assets, end of period $		12,957,019			12,954,850			7,750,121			8,869,928			7,122,388
Investment income ratio*		3.60	%		1.88	%		4.38	%		4.49	%		5.55	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(2.44	%)		4.08	%		7.60	%		6.49	%		6.29	%

132

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Total Return Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		1,786,424			1,764,258			1,387,764			870,388			224,706
Units issued		1,032,254			1,027,665			771,951			680,834			744,455
Units redeemed		(1,417,532	)		(1,005,499	)		(395,457	)		(163,458	)		(98,773	)
Units, end of period		1,401,146			1,786,424			1,764,258			1,387,764			870,388
Unit value, end of period $		17.22			17.57			16.18			15.57			14.46
Assets, end of period $		24,129,479			31,387,850			28,551,370			21,599,909			12,583,045
Investment income ratio*		3.33	%		2.00	%		4.80	%		2.58	%		5.68	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(1.98	%)		8.57	%		3.97	%		7.66	%		13.71	%
	Sub-Account
	Total Return Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		962,211			1,864,813			1,847,382			1,965,055			2,143,657
Units issued		89,607			301,982			640,355			1,318,461			1,140,824
Units redeemed		(704,032	)		(1,204,584	)		(622,924	)		(1,436,134	)		(1,319,426	)
Units, end of period		347,786			962,211			1,864,813			1,847,382			1,965,055
Unit value, end of period $		26.06 to 27.63			26.77 to 28.26			24.17 to 26.68			24.06 to 25.16			22.49 to 23.33
Assets, end of period $		9,349,597			26,629,883			47,874,290			45,740,261			45,086,578
Investment income ratio*		2.34	%		1.72	%		4.47	%		2.32	%		4.05	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.25% to 0.65	%
Total return, lowest to highest***		(2.67%) to (2.23	%)		7.78% to 8.27	%		2.98% to 3.91	%		6.95% to 7.43	%		12.86% to 13.31	%

133

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Total Stock Market Index Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		8,555			13,388			36,982			26,528			6,539
Units issued		6,819			4,258			16,284			20,727			44,607
Units redeemed		(3,332	)		(9,091	)		(39,878	)		(10,273	)		(24,618	)
Units, end of period		12,042			8,555			13,388			36,982			26,528
Unit value, end of period $		71.52			53.59			46.38			46.23			39.42
Assets, end of period $		861,240			458,437			620,895			1,709,553			1,045,820
Investment income ratio*		1.70	%		1.34	%		0.59	%		1.54	%		1.76	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		33.45	%		15.56	%		0.33	%		17.26	%		28.93	%
	Sub-Account
	Total Stock Market Index Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11			Year Ended Dec. 31/10			Year Ended Dec. 31/09
Units, beginning of period		130,191			144,884			144,037			65,078			186,446
Units issued		40,243			72,972			63,665			104,838			125,758
Units redeemed		(82,922	)		(87,665	)		(62,818	)		(25,879	)		(247,126	)
Units, end of period		87,512			130,191			144,884			144,037			65,078
Unit value, end of period $		19.53 to 20.84			14.74 to 15.65			12.57 to 13.88			12.91 to 13.43			11.14 to 11.45
Assets, end of period $		1,757,783			1,982,096			1,910,839			1,899,563			729,447
Investment income ratio*		1.17	%		1.54	%		1.16	%		1.73	%		1.04	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.65	%		0.30% to 0.70	%		0.35% to 0.65	%
Total return, lowest to highest***		32.46% to 33.12	%		14.69% to 15.26	%		(0.62%) to 0.28	%		16.37% to 16.84	%		28.03% to 28.42	%

134

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Ultra Short Term Bond Trust Series 0
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (g)
Units, beginning of period		33,804			11,566			—
Units issued		29,560			44,490			26,551
Units redeemed		(41,787	)		(22,252	)		(14,985	)
Units, end of period		21,577			33,804			11,566
Unit value, end of period $		10.07			10.07			10.00
Assets, end of period $		217,231			340,380			115,702
Investment income ratio*		0.67	%		1.10	%		1.32	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		(0.02	%)		0.66	%		0.09	%
(g)    Fund available in prior year but no activity.
	Sub-Account
	Ultra Short Term Bond Trust Series 1
	Year Ended Dec. 31/13			Year Ended Dec. 31/12			Year Ended Dec. 31/11 (g)
Units, beginning of period		3,308			2,701			—
Units issued		239,222			785			2,802
Units redeemed		(240,738	)		(178	)		(101	)
Units, end of period		1,792			3,308			2,701
Unit value, end of period $		9.84 to 9.92			9.91			9.91
Assets, end of period $		17,662			32,819			26,825
Investment income ratio*		0.02	%		1.16	%		2.05	%
Expense ratio, lowest to highest**		0.45% to 0.65	%		0.65	%		0.00% to 0.65	%
Total return, lowest to highest***		(0.74%) to (0.49	%)		(0.15	%)		(0.69%) to 0.12	%

(g) Fund available in prior year but no activity.

135

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	U.S. Equity Trust Series 0
	Year Ended			Year Ended
	Dec. 31/13			Dec. 31/12 (q)
Units, beginning of period		52,371			—
Units issued		159,205			56,636
Units redeemed		(11,059	)		(4,265	)
Units, end of period		200,517			52,371
Unit value, end of period $		13.20			10.28
Assets, end of period $		2,646,138			538,430
Investment income ratio*		1.84	%		2.14	%
Expense ratio, lowest to highest**		0.00	%		0.00	%
Total return, lowest to highest***		28.36	%		2.81	%

(q) Reflects the period from commencement of operations on April 30, 2012 through December 31, 2012.

	Sub-Account
	U.S. Equity Trust Series 1
	Year Ended			Year Ended
	Dec. 31/13			Dec. 31/12 (q)
Units, beginning of period		104,649			—
Units issued		40,824			151,071
Units redeemed		(40,029	)		(46,422	)
Units, end of period		105,444			104,649
Unit value, end of period $		13.02 to 13.13			10.23 to 10.26
Assets, end of period $		1,378,427			1,072,153
Investment income ratio*		1.46	%		1.97	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%
Total return, lowest to highest***		27.33% to 27.98	%		2.28% to 2.63	%

(q) Reflects the period from commencement of operations on April 30, 2012 through December 31, 2012.

136

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Utilities Trust Series 0
	Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
	Dec. 31/13			Dec. 31/12			Dec. 31/11			Dec. 31/10			Dec. 31/09
Units, beginning of period		53,431			51,356			55,968			32,844			55,369
Units issued		15,887			15,272			21,449			34,059			56,984
Units redeemed		(6,708	)		(13,197	)		(26,061	)		(10,935	)		(79,509	)
Units, end of period		62,610			53,431			51,356			55,968			32,844
Unit value, end of period $		26.50			21.97			19.33			18.10			15.88
Assets, end of period $		1,659,610			1,173,906			992,929			1,013,201			521,594
Investment income ratio*		2.30	%		3.78	%		3.82	%		3.58	%		4.85	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		20.65	%		13.63	%		6.80	%		14.00	%		33.58	%
	Sub-Account
	Utilities Trust Series 1
	Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
	Dec. 31/13			Dec. 31/12			Dec. 31/11			Dec. 31/10			Dec. 31/09
Units, beginning of period		63,791			80,036			77,427			79,013			249,807
Units issued		9,443			25,922			46,158			31,683			75,136
Units redeemed		(12,762	)		(42,167	)		(43,549	)		(33,269	)		(245,930	)
Units, end of period		60,472			63,791			80,036			77,427			79,013
Unit value, end of period $		30.52 to 32.32			25.48 to 26.86			21.98 to 24.19			21.29 to 22.25			18.81 to 19.40
Assets, end of period $		1,869,458			1,643,623			1,829,855			1,668,754			1,494,713
Investment income ratio*		2.06	%		3.65	%		3.56	%		2.52	%		3.61	%
Expense ratio, lowest to highest**		0.20% to 0.65	%		0.20% to 0.65	%		0.00% to 0.65	%		0.20% to 0.65	%		0.30% to 0.65	%
Total return, lowest to highest***		19.78% to 20.32	%		12.92% to 13.43	%		5.70% to 6.65	%		13.18% to 13.69	%		32.91% to 33.37	%

137

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

10. Financial Highlights

	Sub-Account
	Value Trust Series 0
	Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
	Dec. 31/13			Dec. 31/12			Dec. 31/11			Dec. 31/10			Dec. 31/09
Units, beginning of period		41,315			33,704			38,056			52,511			35,076
Units issued		19,223			10,626			5,484			30,722			69,744
Units redeemed		(14,572	)		(3,015	)		(9,836	)		(45,177	)		(52,309	)
Units, end of period		45,966			41,315			33,704			38,056			52,511
Unit value, end of period $		24.72			18.25			15.53			15.37			12.57
Assets, end of period $		1,136,118			753,948			523,460			585,025			659,988
Investment income ratio*		0.93	%		0.95	%		1.10	%		1.12	%		1.09	%
Expense ratio, lowest to highest**		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total return, lowest to highest***		35.44	%		17.50	%		1.03	%		22.30	%		41.19	%
	Sub-Account
	Value Trust Series 1
	Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
	Dec. 31/13			Dec. 31/12			Dec. 31/11			Dec. 31/10			Dec. 31/09
Units, beginning of period		76,370			113,325			114,791			142,586			310,735
Units issued		15,369			46,637			38,553			64,708			287,392
Units redeemed		(36,085	)		(83,592	)		(40,019	)		(92,503	)		(455,541	)
Units, end of period		55,654			76,370			113,325			114,791			142,586
Unit value, end of period $		43.00 to 50.43			35.15 to 37.32			27.35 to 32.56			30.06 to 31.60			24.88 to 25.68
Assets, end of period $		2,670,527			2,735,313			3,499,439			3,518,229			3,571,204
Investment income ratio*		0.72	%		0.84	%		1.04	%		0.96	%		1.29	%
Expense ratio, lowest to highest**		0.20% to 0.70	%		0.20% to 0.70	%		0.00% to 0.70	%		0.20% to 0.70	%		0.30% to 0.65	%
Total return, lowest to highest***		34.45% to 35.13	%		16.60% to 17.19	%		0.07% to 0.98	%		21.36% to 21.97	%		40.27% to 40.75	%

138

John Hancock Life Insurance Company (U.S.A.) Separate Account N

Notes to Financial Statements (continued)

The Account is a funding vehicle for a number of variable universal life insurance products which have unique combinations of features and fees that are charged against the contract owners’ account balances. Differences in the fee structures result in a variety of unit values, expense ratios and total returns.

The preceding table was developed by determining which products offered by the Company have the lowest and highest total return. Only product designs within each sub-account that had units outstanding during the period were considered when determining the lowest and highest total return. The summary may not reflect the minimum and maximum mortality and expense risks charges offered by the Company as contract owners may not have selected all available and applicable contract options as discussed in Notes 3 and 4.

^(*)  These ratios, which are not annualized, represent the dividends, excluding distributions of capital gains, received by the sub-account from the underlying Trust portfolio, net of management fees assessed by the Trust portfolio adviser, divided by the average net assets of the sub-account. These ratios exclude those expenses, such as mortality and expense risks charges, that result in direct reductions in unit values. The recognition of investment income by the sub-account is affected by the timing of the declarations of dividends by the underlying Trust portfolio in which the sub-accounts invest. It is the practice of the Trust, for income tax reasons, to declare dividends in April for investment income received in the previous calendar year for all sub-accounts of the Trust except for the Money Market Trust which declares and reinvests dividends on a daily basis. Any dividend distribution received from a sub-account of the Trust is reinvested immediately, at the net asset value, in shares of that sub-account and retained as assets of the corresponding sub-account so that the unit value of the sub-account is not affected by the declaration and reinvestment of dividends.

^(**)  These ratios represent the annualized contract expenses of the separate account, consisting primarily of mortality and expense risks charges, for the period indicated. The ratios include only those expenses that result in a direct reduction in unit values. Charges made directly to contract owner accounts through the redemption of units and expenses of the underlying Trust portfolio are excluded. When no range is given, the lowest and highest values are the same.

^(***)  These ratios, which are not annualized, represent the total return for the period indicated, including changes in the value of the underlying Trust portfolio, and reflect deductions for all items included in the expense ratio. The total return does not include any expenses assessed through the redemption of units; inclusion of these expenses in the calculation would result in a reduction in the total return presented. When no range is given, the lowest and highest values are the same.

139

PART C
OTHER INFORMATION

Item 26. Exhibits

The following exhibits are filed as part of this Registration Statement:

(a) Resolution of Board of Directors establishing Separate Account N is incorporated by reference to post-effective amendment number 1, file number 333-152409, filed with the Commission in April 2010.

(b) Not applicable.

(c) (1) Distribution Agreement and Servicing Agreement between John Hancock Distributors and John Hancock Life Insurance Company (U.S.A.) dated February 17, 2009, incorporated by reference to pre-effective amendment number 1, file number 333-157212, filed with the Commission on April 7, 2009.

(2)(a) Specimen General Agent and Broker-Dealer Selling Agreement by and among John Hancock Life Insurance Company (U.S.A.) and John Hancock Distributors LLC effective August, 2009, incorporated by reference to pre-effective amendment number 2, file number 333-157212, filed with the Commission in April, 2011.

(b) List of third party broker-dealer firms included as Attachment A, incorporated by reference to post-effective amendment number 6, file number 333-179570, filed with the Commission in April, 2014.

(d)(1) Specimen Flexible Premium Variable Life Insurance policy, incorporated by reference to pre-effective amendment number 2, file number 333-152409, filed with the Commission on November 12, 2008, form of Policy Endorsement dated 2009, incorporated by reference to post-effective amendment number 2, file number 333-152406, filed with the Commission in April 2010 and forms of Policy Endorsement dated 2010, incorporated by reference to post-effective amendment number 3, file number 333-152409, filed with the Commission on May 28, 2010.

(2) Specimen Accelerated Benefit Rider, incorporated by reference to pre-effective amendment number 2, file number 333-152409, filed with the Commission on November 12, 2008.

(3) Specimen Change of Life Insured Rider, incorporated by reference to pre-effective amendment number 2, file number 333-152409, filed with the Commission on November 12, 2008.

(4) Specimen Overloan Protection Rider, incorporated by reference to pre-effective amendment number 2, file number 333-152409, filed with the Commission on November 12, 2008.

(5) Specimen Return of Premium Death Benefit Rider, incorporated by reference to pre-effective amendment number 2, file number 333-152409, filed with the Commission on November 12, 2008.

(e) Specimen policy application, incorporated by reference to pre-effective amendment number 2, file number 333-152409, filed with the Commission on November 12, 2008.

(f) (1) Restated Articles of Redomestication of the John Hancock Life Insurance Company (U.S.A.) (formerly, The Manufacturers Life Insurance Company (U.S.A.)) dated December 30, 1992, incorporated by reference to post-effective amendment number 9, file number 333-85284, filed with the Commission in April, 2007.

(a) Amendment to the Articles of Redomestication of John Hancock Life Insurance Company (U.S.A.) (formerly, The Manufacturers Life Insurance Company (U.S.A.)) dated July 16, 2004, incorporated by reference to pre-effective amendment number 1, file number 333-126668, filed with the Commission on October 12, 2005.

(b) Amendment to the Articles of Redomestication effective January 1, 2005, incorporated by reference to post-effective amendment number 9, file number 333-85284, filed with the Commission in April, 2007.

(c) Amended and Restated Articles of Redomestication and Articles of Incorporation of John Hancock Life Insurance Company (U.S.A.) dated July 26, 2010, and further amended as of November 20, 2012, incorporated by reference to post-effective amendment number 2, file number 333-179570, filed with the Commission in April 2013.

(2) By-laws of John Hancock Life Insurance Company (U.S.A.) (formerly, The Manufacturers Life Insurance Company (U.S.A.)) dated December 2, 1992, incorporated by reference to pre-effective amendment number 1, file number 333-126668, filed with the Commission on October 12, 2005.

(a) Amendment to the By-laws of John Hancock Life Insurance Company (U.S.A.) (formerly, The Manufacturers Life Insurance Company (U.S.A.)) dated June 7, 2000, incorporated by reference to pre-effective amendment number 1, file number 333-126668, filed with the Commission on October 12, 2005.

(b) Amendment to the By-laws of John Hancock Life Insurance Company (U.S.A.) (formerly, The Manufacturers Life Insurance Company (U.S.A.)) dated March 12, 1999, incorporated by reference to pre-effective amendment number 1, file number 333-126668, filed with the Commission on October 12, 2005.

(c) Amendment to the By-laws of John Hancock Life Insurance Company (U.S.A.) (formerly, The Manufacturers Life Insurance Company (U.S.A.)) dated July 16, 2004, incorporated by reference to post-effective amendment number 9, file number 333-85284, filed with the Commission in April, 2007.

(d) Amended and Restated By-laws of John Hancock Life Insurance Company (U.S.A.) dated June 15, 2010, incorporated by reference to post-effective amendment number 2, file number 333-179570, filed with the Commission in April 2013.

(g)(1) Reinsurance Agreement between John Hancock Life Insurance Company (U.S.A.) and Optimum Re Insurance Company incorporated by reference to pre-effective amendment number 2 file number 333-152409, filed with the Commission on November 21, 2008.

(2) Reinsurance Agreement between John Hancock Life Insurance Company (U.S.A.) and Transamerica Financial Life Insurance Company, incorporated by reference to pre-effective amendment number 2 file number 333-152409, filed with the Commission on November 21, 2008.

(3) Reinsurance Agreement between John Hancock Life Insurance Company (U.S.A.) and Munich American Reassurance Company, incorporated by reference to pre-effective amendment number 2 file number 333-152409.

(4) Reinsurance Agreement between John Hancock Life Insurance Company (U.S.A.) and Generali USA Life Reassurance Company, incorporated by reference to pre-effective amendment number 2, file number 333-152409, filed with the Commission on November 21, 2008.

(5) Reinsurance Agreement between John Hancock Life Insurance Company (U.S.A.) and Hannover Life Reassurance Company of America, incorporated by reference to pre-effective amendment number 2, file number 333-152409, filed with the Commission on November 21, 2008.

(6) Reinsurance Agreement between John Hancock Life Insurance Company (U.S.A.) and Swiss Re Life & Health America Inc., incorporated by reference to pre-effective amendment number 2, file number 333-152409, filed with the Commission on November 21, 2008.

(7) Reinsurance Agreement between John Hancock Life Insurance Company (U.S.A.) and Hanover Life Reassurance Company of America, incorporated by reference to post-effective amendment number 5, file number 333-179570, filed with the Commission on December 6, 2013.

(8) Reinsurance Agreement between John Hancock Life Insurance Company (U.S.A.) and Generali USA Life Reassurance Company of America, incorporated by reference to post-effective amendment number 5, file number 333-179570, filed with the Commission on December 6, 2013.

(9) Reinsurance Agreement between John Hancock Life Insurance Company (U.S.A.) and RGA Reinsurance Company, incorporated by reference to post-effective amendment number 5, file number 333-179570, filed with the Commission on December 6, 2013.

(h)(1) Participation Agreement among the Manufacturers Insurance Company (U.S.A.), the Manufacturers Insurance Company of New York, PIMCO Variable Insurance Trust and PIMCO Advisors Distributors LLC dated April 30, 2004, incorporated by reference to pre-effective amendment number 1, file number 333-126668, filed with the Commission on October 12, 2005.

(2) Participation Agreement among John Hancock Life Insurance Company (U.S.A.), John Hancock Life Insurance Company of New York, and John Hancock Trust dated April 20, 2005, incorporated by reference to pre-effective amendment number 1, file number 333-126668, filed with the Commission on October 12, 2005.

(3) Participation Agreement among John Hancock Life Insurance Company (U.S.A.), John Hancock Life Insurance Company of New York, and M Financial Investment Advisers, Inc. dated November 13, 2009, incorporated by reference to file number 333-164150, filed with the Commission on January 4, 2010.

4) Shareholder Information Agreement between John Hancock Life Insurance Company (U.S.A.), John Hancock Life Insurance Company of New York, John Hancock Life Insurance Company, John Hancock Variable Life Insurance, and John Hancock Trust portfolios (except American Funds Insurance Series) dated April 16, 2007, incorporated by reference to post-effective amendment number 9, file number 333-85284, filed with the Commission in April, 2007.

(5) Shareholder Information Agreement between John Hancock Life Insurance Company (U.S.A.), John Hancock Life Insurance Company of New York, John Hancock Life Insurance Company, John Hancock Variable Life Insurance, and John Hancock Trust on behalf of series of the Trust that are feeder funds of the American Funds Insurance Series dated April 16, 2007, incorporated by reference to post-effective amendment number 9, file number 333-85284, filed with the Commission in April, 2007.

(i) (1) Service agreement between Manulife Financial Corporation and the Manufacturers Life Insurance Company (U.S.A.), dated January 1, 2001, incorporated by reference to post-effective amendment number 6, file number 333-179570, filed with the Commission in April, 2014.

(j) Not applicable.

(k) Opinion and consent of counsel for John Hancock Life Insurance Company (U.S.A.), incorporated by reference to pre-effective amendment number 3, file number 333-152409, filed with the Commission on November 21, 2008.

(l) Not Applicable.

(m) Not Applicable.

(n) Consents of Independent Registered Public Accounting Firm, filed herewith.

(n)(1) Opinion of Counsel as to the eligibility of this post-effective amendment to be filed pursuant to Rule 485(b), filed herewith.

(o) Not Applicable.

(p) Not Applicable.

(q) Memorandum Regarding Issuance, Face Amount Increase, Redemption and Transfer Procedures for the policies, incorporated by reference to pre-effective amendment number 1, file number 333-100597, filed with the Commission on December 16, 2002.

Powers of Attorney

(i) Powers of Attorney for Craig Bromley, Thomas Borshoff, Paul M. Connolly, Michael Doughty, Ruth Ann Fleming, James D. Gallagher, Scott S. Hartz, Rex Schlaybaugh, Jr., and John Vrysen, incorporated by reference to post-effective amendment number 1, file number 333-179570, filed with the Commission April 24, 2013.

Item 27. Directors and Officers of the Depositor

OFFICERS AND DIRECTORS OF JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

Name and Principal Business Address	Position with Depositor
Craig Bromley 601 Congress Street Boston, MA 02210	Director, Chairman and President
Thomas Borshoff 536 Stone Road Pittsford, NY 14534	Director
Paul M. Connolly 75 Indian Spring Road Milton, MA 02186	Director
Michael Doughty 197 Clarendon Street Boston, MA 02116	Director
Ruth Ann Fleming 205 Highland Avenue Short Hills, NJ 07078	Director
James D. Gallagher 601 Congress Street Boston, MA 02210	Director, Executive Vice President, General Counsel and Chief Administrative Officer
Scott S. Hartz 197 Clarendon Street Boston, MA 02116	Director, Executive Vice President and Chief Investment Officer
Rex Schlaybaugh, Jr. 400 Renaissance Center Detroit, MI 48243	Director
John G. Vrysen 601 Congress Street Boston, MA 02210	Director and Senior Vice President
Executive Vice Presidents
Michael Doughty**
Steven Finch*	and Chief Financial Officer
James D. Gallagher*	and General Counsel & Chief Administrative Officer
Scott S. Hartz**	and Chief Investment Officer – US Investments

Name and Principal Business Address	Position with Depositor
Senior Vice Presidents
Andrew G. Arnott*
Kevin J. Cloherty*
Barry Evans ††††
Peter Gordon*
Brian Heapps**
Gregory Mack*
Janis K. McDonough*****
H. Steven Moore****	and Treasurer
James O’Brien †††
Sebastian Pariath*	and Head of Operations and Chief Information Officer
Timothy W. Ramza*
Alan R. Seghezzi**
Anthony Teta**
Brooks Tingle**
Vice Presidents
Emanuel Alves*	Counsel and Corporate Secretary
John C.S. Anderson**
Roy V. Anderson*
Abigail M. Armstrong**
Kevin Askew*****
James Bacharach*
William Ball**
Ann Birle*****
Stephen J. Blewitt**
Alan Block*
Robert Boyda**
Grant Buchanan***
David Campbell***
Bob Carroll**
Rick A. Carlson*
Brian Collins*
Paul M. Crowley**
John J. Danello*
Brent Dennis**
Robert Donahue*****
Paul Gallagher*
Ann Gencarella**
Richard Harris***	and Appointed Actuary
John Hatch*
Kevin Hill**
Eugene Xavier Hodge, Jr.*
James C. Hoodlet**
Roy Kapoor****
Mitchell Karman*	and Chief Compliance Officer & Counsel
Frank Knox*	and Chief Compliance Officer – Retail Funds/Separate Accounts
Hung Ko***	Vice President, Treasury
David Kroach***
Robert Leach*
Scott Lively*
Cheryl Mallett****
Nathaniel I. Margolis**
John B. Maynard*
Karen McCafferty*
Scott A. McFetridge**
William McPadden**

Name and Principal Business Address	Position with Depositor
Maureen Milet**	and Chief Compliance Officer – Investments
Scott Morin*
Jeffrey H. Nataupsky*
Scott Navin**
Betty Ng***
Nina Nicolosi*
Jeffrey Packard**
Frank O‘Neill*
Daragh O’Sullivan**
Jacques Ouimet**
Gary M. Pelletier**
David Plumb*
Tracey Polsgrove*
Krishna Ramdial****	Vice President, Treasury
S. Mark Ray**
Jill Rebman***
George Revoir*
Mark Rizza*
Andrew Ross****
Lisa Anne Ryan †††
Thomas Samoluk*
Martin Sheerin*
Gordon Shone*
Rob Stanley*
Yiji S. Starr*
Christopher Sutherland**
Tony Todisco*****
Simonetta Vendittelli*	and Controller
Peter de Vries***
Linda A. Watters*
Jeffery Whitehead*
Brent Wilkinson †††
Henry Wong**
Leo Zerilli*
Assistant Vice Presidents
Cathy Addison
Joanne Adkins
Stacey Agretelis
Patricia L. Allison
Eynshteyn Averbukh
Michael Barnes
Jack Barry
Naomi S. Bazak
P. J. Beltramini
William D. Bertrand
Jon Bourgault
Daniel C. Budde
Jennifer Toone Campanella
Suzanne Cartledge
Tabitha Chinniah
Anjali Chitre
Catherine Collins
Thomas Corrigan
Thomas D. Crohan
Diane Cronin
Jaime Hertel Dasque
Lorn C. Davis
Todd D. Emmel

Name and Principal Business Address	Position with Depositor
Allan M. Fen
Paul A. Fishbin
Michael A. Foreman
Arthur Francis
Donna Frankel
Philip W. Freiberger
Scott B. Garfield
John M. Garrison
Keith Gendron
William A. Gottlieb
Gerald C. Hanrahan, Jr.
Teresa S. Hayes
Charles Whitney Hill
Tina Joseph
Recep C. Kendircioglu
Bruce Kinna
Patty Kisielis
Sally Kwan
Brigitte Labreche
Thomas Loftus
Timothy J. Malik
Robert Maulden
Kathleen E. McDonough
Reid W. McLay
Pamela Memishian
John P. Monahan
Geoffrey Norris
John O’Connor
E. David Pemsteim
Charlie Philbrook	and Chief Risk Officer
David Pickett
Michael A. Pirrello
Malcolm Pittman
Jason M. Pratt
Sonya Prear
David P. Previte
Peta-Gaye Prinn
Malcolm Quinn
Hilary Quosai
Kathryn Riley
Josephine M. Rolka
Timothy A. Roseen
Louise Santosuosso
Eileen Schindler	and Chief Accountant
Mark Shannon
Susan Simi
Debbie Stickland
Michael Traynor
Joan Marie Uzdavinis
John Wallace
Sean A. Williams
Jennifer Wilson
Sameh Youssef
Paolo Zadra
Aleksander Zivanovic

*Principal Business Office is 601 Congress Street, Boston, MA 02210

**Principal Business Office is 197 Clarendon Street, Boston, MA 02116

***Principal Business Office is 200 Bloor Street, Toronto, Canada M4W1E5

****Principal Business Office is 250 Bloor Street, Toronto, Canada M4W1E5

*****Principal Business Office is 380 Stuart Street, Boston, MA 02116

†Principal Business is 6400 Sheridan Drive, Williamsville, NY 14221

††Principal Business is 2001 Butterfield Road, Downers Grove, Illinois 60515

†††Principal Business is 200 Berkeley Street, Boston, MA 02116

††††Principal Business is 101 Huntington Avenue, Boston, MA 02116

Item 28. Persons Controlled by or Under Common Control with the Depositor or the Registrant

The Registrant is a separate account of the Depositor operating as a unit investment trust. The Registrant supports benefits payable under the Depositor’s variable life insurance policies by investing assets allocated to various investment options in shares of John Hancock Variable Insurance Trust (formerly, John Hancock Trust) and other mutual funds registered under the Investment Company Act of 1940 as open-end management investment companies of the “series” type.

As of the effective date of the registration statement, the Company and its affiliates are controlled by Manulife Financial Corporation.

Item 29. Indemnification

The Form of Selling Agreement or Service Agreement between John Hancock Distributors LLC (“JH Distributors”) and various broker-dealers may provide that the selling broker-dealer indemnify and hold harmless JH Distributors and the Company, including their affiliates, officers, directors, employees and agents against losses, claims, liabilities or expenses (including reasonable attorney’s fees), arising out of or based upon a breach of the Selling or Service Agreement, or any applicable law or regulation or any applicable rule of any self-regulatory organization or similar provision consistent with industry practice.

Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

Item 30. Principal Underwriter

(a) Set forth below is information concerning other investment companies for which JH Distributors, the principal underwriter of the contracts, acts as investment adviser or principal underwriter.

Name of Investment Company	Capacity in Which Acting
John Hancock Variable Life Account S	Principal Underwriter
John Hancock Variable Life Account U	Principal Underwriter
John Hancock Variable Life Account V	Principal Underwriter
John Hancock Variable Life Account UV	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account R	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account T	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account W	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account X	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account Q	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account A	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account N	Principal Underwriter

Name of Investment Company	Capacity in Which Acting
John Hancock Life Insurance Company (U.S.A.)   Separate Account H	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account I	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account J	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account K	Principal Underwriter
John Hancock Life Insurance Company (U.S.A.)   Separate Account M	Principal Underwriter
John Hancock Life Insurance Company of New York   Separate Account B	Principal Underwriter
John Hancock Life Insurance Company of New York   Separate Account A	Principal Underwriter

(b) John Hancock Life Insurance Company (U.S.A.) is the sole member of JH Distributors and the following comprise the Board of Managers and Officers of JH Distributors.

Name	Title
Michael Doughty**	Chairman, Director
Steven Finch*	Director
James C. Hoodlet**	Director
George Revoir*	Director, President and Chief Executive Officer
Alan Seghezzi**	Director
Christopher Walker***	Director, Vice President, Investments
Emanuel Alves*	Secretary
H. Steven Moore****	Senior Vice President, Treasurer
Brian Collins*	Vice President, US Taxation
Kris Ramdial****	Vice President, Treasury
Jeffrey H. Long*	Assistant Vice President, Chief Financial Officer and Financial Operations Principal
Michael Mahoney*	Assistant Vice President, Chief Compliance Officer
David Pickett*	Assistant Vice President, General Counsel

*Principal Business Office is 601 Congress Street, Boston, MA 02210

**Principal Business Office is 197 Clarendon Street, Boston, MA 02116

***Principal Business Office is 200 Bloor Street, Toronto, Canada M4W1E5

****Principal Business Office is 250 Bloor Street, Toronto, Canada M4W1E5

(c) John Hancock Distributors LLC

The information contained in the section titled “Principal Underwriter and Distributor” in the Statement of Additional Information, contained in this Registration Statement, is hereby incorporated by reference in response to Item 31.(c)(2-5).

Item 31. Location of Accounts and Records

The following entities prepare, maintain, and preserve the records required by Section 31(a) of the Act for the Registrant through written agreements between the parties to the effect that such services will be provided to the Registrant for such periods prescribed by the Rules and Regulations of the Commission under the Act and such records will be surrendered promptly on request: John Hancock Distributors LLC, John Hancock Place, Boston, Massachusetts 02117, serves as Registrant’s distributor and principal underwriter, and, in such capacities, keeps records regarding shareholders account records, canceled stock certificates. John Hancock Life Insurance Company (U.S.A.) (at the same address), in its capacity as Registrant’s depositor keeps all other records required by Section 31 (a) of the Act.

Item 32. Management Services

All management services contracts are discussed in Part A or Part B.

Item 33. Fee Representation

Representation of Insurer Pursuant to Section 26 of the Investment Company Act of 1940

John Hancock Life Insurance Company (U.S.A.) hereby represents that the fees and charges deducted under the contracts issued pursuant to this registration statement, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by the Company.

Signatures

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has caused this amendment to the Registration Statement to be signed on its behalf in the City of Boston, Commonwealth of Massachusetts, as of the 25^th day of April, 2014.

John Hancock Life Insurance Company (U.S.A.) Separate Account N

(Registrant)

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

By: /s/ Craig Bromley

Craig Bromley

Principal Executive Officer

JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.)

(Depositor)

By: /s/ Craig Bromley

Craig Bromley

Principal Executive Officer

Signatures

Pursuant to the requirements of the Securities Act of 1933, this post-effective amendment to the Registration Statement has been signed by the following persons in the capacities indicated as of the 25^th day of April, 2014.

Signatures	Title
/s/ Simonetta Vendittelli Simonetta Vendittelli	Vice President and Controller
/s/ Steven Finch Steven Finch	Executive Vice President and Chief Financial Officer
* Craig Bromley	Director
* Thomas Borshoff	Director
* Paul M. Connolly	Director
* Ruth Ann Fleming	Director
* Michael Doughty	Director
* James D. Gallagher	Director
* Scott S. Hartz	Director
* Rex E. Schlaybaugh, Jr.	Director
* John G. Vrysen	Director
/s/James C. Hoodlet James C. Hoodlet

*Pursuant to Power of Attorney

SUPPLEMENT DATED APRIL 30, 2014

TO

PROSPECTUSES DATED APRIL 30, 2014 OR LATER

This Supplement is to be distributed with certain prospectuses dated April 30, 2014 or later for variable life insurance policies of John Hancock Life Insurance Company (U.S.A.) or John Hancock Life Insurance Company of New York.

The prospectuses involved bear the title “Protection Variable Universal Life,” “Accumulation Variable Universal Life,” “Corporate VUL,” “Medallion Variable Universal Life Plus,” “Medallion Variable Universal Life Edge,” “Medallion Variable Universal Life Edge II,” “Medallion Executive Variable Life,” “Medallion Executive Variable Life II,” “Medallion Executive Variable Life III,” “Performance Executive Variable Life,” “Variable Estate Protection,” “Variable Estate Protection Plus,” “Variable Estate Protection Edge,” “Performance Survivorship Variable Universal Life”, “Protection Variable Universal Life”, and “Survivorship Variable Universal Life.” We refer to these prospectuses as the “Product Prospectuses.”

This supplement will be used only with policies sold through the product prospectuses and through registered representatives affiliated with the M Financial Group.

This Supplement is accompanied with a current prospectus for the M Fund, Inc. that contains detailed information about the funds. Be sure to read that prospectus before selecting any of the four additional variable investment options/investment accounts.

AMENDMENT TO PRODUCT PROSPECTUSES

The table on the cover page of each product prospectus is amended to include the following four additional variable investment options/investment accounts:

M Capital Appreciation

M International Equity

M Large Cap Growth

M Large Cap Value

VL M SUPP (4/2014)