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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K

                                 CURRENT REPORT
                         Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported): December 21, 2004

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                       John Hancock Life Insurance Company
             (Exact name of registrant as specified in its charter)


          Massachusetts                333-45862                 04-1414660
         (State or other              (Commission              (IRS Employer
  jurisdiction of incorporation)      File Number)           Identification No.)


                               John Hancock Place
                                   PO Box 111
                           Boston, Massachusetts 02117
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (617) 572-6000

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Item 1.01 Entry into a Material Definitive Agreement.

      On December 21, 2004, John Hancock Life Insurance Company and John Hancock
Financial Services (individually a "Borrower" and collectively the "Borrowers")
entered into a Credit Agreement (the "Agreement") with Manulife Financial
Corporation (the "Lender"), which established a one billion US dollar
($1,000,000,000) revolving credit facility (the "Facility"). Loans under the
Facility shall mature no later than 364 days after they are advanced by the
Lender. The Facility matures on December 20, 2005, but may be renewed by the
mutual agreement of the parties for four additional 364-day periods, provided
that no events of default are then existing. If the Lender declines a request
for renewal of the Facility, the total commitment shall be reduced to the amount
of loans outstanding under the Facility on the termination date and the
Borrowers may, at their option and after repaying all notes that the Borrower
has issued in respect of such outstanding loans, borrow from the Lender under
the Facility on such date an amount equal to the undiscounted amount of all
notes repaid on the termination date. The maturity date for such loans is 365
days following the termination date. Loan amounts under the Facility may be
advanced in Canadian or US dollars, at the Borrower's option. Canadian dollar
loans shall bear interest at the banker's acceptance discount rate plus 50 basis
points, and US dollar loans shall bear interest at LIBOR plus 50 basis points.
Interest shall be calculated on the date of each loan advance and subtracted
from the face amount of the loan at the time of the advance. The Borrower must
repay the face amount of the loan to the Lender at maturity. Loans may be
prepaid prior to their stated maturity date.

      The Agreement contains covenants that, subject to exceptions, restrict
each Borrower's ability to sell all or substantially all of its assets or merge
or incur certain liens. In addition, so long as any loan amounts are outstanding
under the Facility, neither Borrower's shareholders' equity may be less than two
billion US dollars ($2,000,000,000) and neither Borrower's Debt (as defined in
the Agreement) may exceed 50% of its Total Capital (as defined in the
Agreement).

      The Lender is not obligated to advance loan amounts under the Facility,
and may declare any loan amounts then outstanding together with accrued interest
thereon immediately due and payable, upon the occurrence and during the
continuance of customary defaults, including payment default, covenant default,
default of other indebtedness and bankruptcy-type defaults.

      The proceeds of the loans shall be used by the Borrowers for general
corporate purposes.

      John Hancock Financial Services is a wholly-owned subsidiary of Manulife
Financial Corporation, and John Hancock Life Insurance Company is a wholly-owned
subsidiary of John Hancock Financial Services.


Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
          Off-Balance Sheet Arrangement of a Registrant.

      The information disclosed above in Item 1.01 "Entry into a Material
Definitive Agreement" is hereby incorporated herein by reference.


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                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                   JOHN HANCOCK LIFE INSURANCE COMPANY


Date: December 22, 2004

                                   /s/ Patrick Gill
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                                   Name: Patrick Gill
                                   Title: Senior Vice President and Controller


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