| UNITED STATES | |
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| FORM N-Q | |
| QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED | |
| MANAGEMENT INVESTMENT COMPANIES | |
| Investment Company Act file number 811- 21202 | |
| John Hancock Preferred Income Fund II | |
| (Exact name of registrant as specified in charter) | |
| 601 Congress Street, Boston, Massachusetts 02210 | |
| (Address of principal executive offices) (Zip code) | |
| Salvatore Schiavone, Treasurer | |
| 601 Congress Street | |
| Boston, Massachusetts 02210 | |
| (Name and address of agent for service) | |
| Registrant's telephone number, including area code: 617-663-4497 | |
| Date of fiscal year end: | July 31 |
| Date of reporting period: | October 31, 2010 |
ITEM 1. SCHEDULE OF INVESTMENTS
John Hancock Preferred Income Fund II
As of 10-31-10 (Unaudited)
| Shares | Value | |
| Preferred Securities 133.34 % | $576,909,516 | |
| (Cost $583,335,719) | ||
| Consumer Discretionary 10.70% | 46,285,139 | |
| Media 10.70% | ||
| CBS Corp., 6.750% (L)(Z) | 182,800 | 4,621,184 |
| CBS Corp., 7.250% | 67,000 | 1,686,390 |
| Comcast Corp., 6.625% (Z) | 118,500 | 3,005,160 |
| Comcast Corp., Series B, 7.000% (L)(Z) | 610,000 | 15,707,500 |
| Viacom, Inc., 6.850% (L)(Z) | 834,245 | 21,264,905 |
| Consumer Staples 3.19% | 13,811,358 | |
| Food & Staples Retailing 3.02% | ||
| Ocean Spray Cranberries, Inc., Series A, 6.250% (L)(S)(Z) | 160,000 | 13,055,008 |
| Food Products 0.17% | ||
| Archer-Daniels-Midland Company, 6.250% | 17,500 | 756,350 |
| Energy 7.77% | 33,617,676 | |
| Oil, Gas & Consumable Fuels 7.77% | ||
| Apache Corp., Series D, 6.000% | 80,000 | 4,656,000 |
| Nexen, Inc., 7.350% (Z) | 1,151,100 | 28,961,676 |
| Financials 73.49% | 317,943,617 | |
| Capital Markets 8.15% | ||
| Credit Suisse Guernsey, 7.900% (Z) | 319,000 | 8,479,020 |
| Goldman Sachs Group, Inc., 6.125% | 260,000 | 6,427,200 |
| Lehman Brothers Holdings Capital Trust III, Series K, 6.375% (I) | 177,000 | 9,735 |
| Lehman Brothers Holdings Capital Trust V, Series M, 6.000% (I) | 46,600 | 1,445 |
| Lehman Brothers Holdings, Inc., Depositary Shares, Series C, | ||
| 5.940% (I) | 145,200 | 4,646 |
| Morgan Stanley Capital Trust III, 6.250% (Z) | 290,000 | 7,009,300 |
| Morgan Stanley Capital Trust IV, 6.250% (Z) | 161,800 | 3,905,852 |
| Morgan Stanley Capital Trust V, 5.750% (Z) | 355,000 | 8,264,400 |
| Morgan Stanley Capital Trust VII, 6.600% | 47,200 | 1,161,120 |
| Commercial Banks 17.21% | ||
| Barclays Bank PLC, Series 3, 7.100% (Z) | 375,000 | 9,348,750 |
| Barclays Bank PLC, Series 5, 8.125% (Z) | 305,000 | 7,951,350 |
| HSBC Holdings PLC, Series A, 6.200% (Z) | 254,600 | 6,227,516 |
| Royal Bank of Scotland Group PLC, Series L, 5.750% (L)(Z) | 480,000 | 9,144,000 |
| Santander Finance Preferred SA Unipersonal, Series 10, 10.500% | 329,000 | 9,511,390 |
| Santander Holdings USA, Inc., Series C, 7.300% | 105,567 | 2,622,284 |
| USB Capital VIII, Series 1, 6.350% (Z) | 233,500 | 5,856,180 |
| USB Capital X, 6.500% | 30,300 | 758,712 |
| USB Capital XI, 6.600% | 190,000 | 4,780,400 |
| Wells Fargo & Company, 8.000% (L)(Z) | 554,500 | 14,977,045 |
| Wells Fargo Capital Trust IV, 7.000% (Z) | 130,000 | 3,290,300 |
| Consumer Finance 4.54% | ||
| HSBC Finance Corp., 6.000% (Z) | 72,200 | 1,805,722 |
| HSBC Finance Corp., 6.875% (Z) | 310,900 | 7,822,244 |
| HSBC Finance Corp., Depositary Shares, Series B, 6.360% (Z) | 143,200 | 3,442,528 |
| SLM Corp., 6.000% (L)(Z) | 196,800 | 3,861,216 |
| SLM Corp., Series A, 6.970% (Z) | 64,000 | 2,695,680 |
| Page 1 |
John Hancock Preferred Income Fund II
As of 10-31-10 (Unaudited)
| Shares | Value | |
| Financials (continued) | ||
| Diversified Financial Services 25.27% | ||
| BAC Capital Trust II, 7.000% (Z) | 22,400 | $549,920 |
| Citigroup Capital VIII, 6.950% (L)(Z) | 660,000 | 16,236,000 |
| Citigroup Capital XIII (7.875% to 10-30-2040, then 3 month LIBOR + | ||
| 6.370%) | 19,000 | 503,500 |
| Corporate Backed Trust Certificates, Series HSBC, 6.250% (Z) | 45,400 | 1,111,392 |
| Deutsche Bank Capital Funding Trust X, 7.350% | 126,900 | 3,216,915 |
| Deutsche Bank Contingent Capital Trust II, 6.550% (Z) | 161,000 | 3,955,770 |
| Deutsche Bank Contingent Capital Trust III, 7.600% (L)(Z) | 382,500 | 10,048,275 |
| Federal National Mortgage Association, Series S (8.250% to 12-13- | ||
| 10, then higher of 3 month LIBOR + 4.230% or 7.750%) (I) | 75,000 | 41,250 |
| Fleet Capital Trust VIII, 7.200% (Z) | 332,000 | 8,114,080 |
| General Electric Capital Corp., 6.000% | 25,100 | 639,548 |
| General Electric Capital Corp., 6.050% | 23,000 | 591,330 |
| ING Groep NV, 7.050% (L)(Z) | 775,700 | 18,446,146 |
| JPMorgan Chase Capital XXIX, 6.700% | 563,009 | 14,244,128 |
| Merrill Lynch Preferred Capital Trust III, 7.000% (Z) | 360,400 | 8,595,540 |
| Merrill Lynch Preferred Capital Trust IV, 7.120% (Z) | 172,200 | 4,156,908 |
| Merrill Lynch Preferred Capital Trust V, 7.280% (Z) | 275,000 | 6,668,750 |
| RBS Capital Funding Trust V, 5.900% (Z) | 398,000 | 6,073,480 |
| RBS Capital Funding Trust VII, 6.080% (Z) | 145,000 | 2,212,700 |
| Repsol International Capital Ltd., Series A, 7.450% (Z) | 156,100 | 3,944,647 |
| Insurance 11.73% | ||
| Aegon NV, 6.375% (Z) | 355,000 | 8,133,050 |
| American Financial Group, Inc., 7.000% (I) | 226,000 | 5,650,000 |
| MetLife, Inc., Series B, 6.500% (L)(Z) | 780,950 | 19,523,750 |
| Phoenix Companies, Inc., 7.450% (Z) | 229,300 | 4,299,375 |
| PLC Capital Trust IV, 7.250% (Z) | 389,500 | 9,784,240 |
| Prudential PLC, 6.500% (Z) | 103,000 | 2,562,640 |
| RenaissanceRe Holdings Ltd., Series C, 6.080% (Z) | 32,500 | 777,725 |
| Real Estate Investment Trusts 5.15% | ||
| Duke Realty Corp., Depositary Shares, Series J, 6.625% (L)(Z) | 449,400 | 10,754,142 |
| Duke Realty Corp., Depositary Shares, Series K, 6.500% (Z) | 110,000 | 2,608,100 |
| Duke Realty Corp., Depositary Shares, Series L, 6.600% (Z) | 109,840 | 2,646,046 |
| Public Storage, 6.500% | 49,500 | 1,236,510 |
| Public Storage, Inc., Depositary Shares, Series X, 6.450% (Z) | 30,000 | 744,900 |
| Wachovia Preferred Funding Corp., Series A, 7.250% (Z) | 170,000 | 4,304,400 |
| Thrifts & Mortgage Finance 1.44% | ||
| Sovereign Capital Trust V, 7.750% (Z) | 242,500 | 6,210,425 |
| Telecommunication Services 8.15% | 35,268,420 | |
| Diversified Telecommunication Services 0.13% | ||
| AT&T, Inc., 6.375% (Z) | 21,000 | 562,800 |
| Wireless Telecommunication Services 8.02% | ||
| Telephone & Data Systems, Inc., 6.625% (Z) | 155,000 | 3,760,300 |
| Telephone & Data Systems, Inc., Series A, 7.600% (L)(Z) | 666,834 | 16,790,880 |
| United States Cellular Corp., 7.500% (L)(Z) | 559,243 | 14,154,440 |
| Utilities 30.04% | 129,983,306 | |
| Electric Utilities 13.61% | ||
| Duquesne Light Company, 6.500% (Z) | 98,450 | 4,817,897 |
| Page 2 |
John Hancock Preferred Income Fund II
As of 10-31-10 (Unaudited)
| Shares | Value | |||
| Utilities (continued) | ||||
| Entergy Arkansas, Inc., 5.750% | 60,600 | $1,505,910 | ||
| Entergy Louisiana LLC, 6.000% | 185,000 | 4,902,500 | ||
| Entergy Mississippi, Inc., 6.200% | 97,500 | 2,598,375 | ||
| Entergy Texas, Inc., 7.875% | 37,400 | 1,090,210 | ||
| FPC Capital I, Series A, 7.100% (Z) | 369,750 | 9,465,600 | ||
| FPL Group Capital Trust I, 5.875% (Z) | 225,000 | 5,634,000 | ||
| Georgia Power Capital Trust VII, 5.875% (Z) | 95,000 | 2,394,950 | ||
| HECO Capital Trust III, 6.500% (Z) | 187,000 | 4,729,230 | ||
| NSTAR Electric Company, 4.780% (Z) | 15,143 | 1,323,120 | ||
| PPL Energy Supply, LLC, 7.000% (L)(Z) | 626,184 | 16,224,427 | ||
| Southern California Edison Company, Series C, 6.000% (Z) | 20,000 | 1,887,500 | ||
| Westar Energy, Inc., 6.100% (Z) | 87,700 | 2,304,756 | ||
| Multi-Utilities 16.43% | ||||
| Baltimore Gas & Electric Company, Series 1995, 6.990% (Z) | 39,870 | 4,006,935 | ||
| BGE Capital Trust II, 6.200% (Z) | 477,000 | 11,853,450 | ||
| DTE Energy Trust I, 7.800% (Z) | 287,200 | 7,536,128 | ||
| Interstate Power & Light Company, Series B, 8.375% (L)(Z) | 699,350 | 20,316,118 | ||
| SCANA Corp., 7.700% (Z) | 535,060 | 15,163,600 | ||
| Xcel Energy, Inc., 7.600% (Z) | 445,000 | 12,228,600 | ||
| Maturity | Par value | |||
| Rate | date | Value | ||
| Capital Preferred Securities 3.20 % | $13,841,494 | |||
| (Cost $14,688,460) | ||||
| Utilities 3.20% | 13,841,494 | |||
| Multi-Utilities 3.20% | ||||
| Dominion Resources Capital Trust I (Z) | 7.830% | 12-1-27 | $8,450,000 | 8,640,159 |
| Dominion Resources Capital Trust III (Z) | 8.400 | 1-15-31 | 5,000,000 | 5,201,335 |
| Shares | Value | |||
| Common Stocks 2.65 % | $11,461,727 | |||
| (Cost $10,299,104) | ||||
| Energy 0.06% | 237,700 | |||
| Oil, Gas & Consumable Fuels 0.06% | ||||
| Spectra Energy Corp. (L)(Z) | 10,000 | 237,700 | ||
| Telecommunication Services 1.68% | 7,273,763 | |||
| Diversified Telecommunication Services 1.68% | ||||
| AT&T, Inc. | 110,000 | 3,135,000 | ||
| Frontier Communications Corp. | 27,604 | 242,363 | ||
| Verizon Communications, Inc. | 120,000 | 3,896,400 | ||
| Utilities 0.91% | 3,950,264 | |||
| Electric Utilities 0.78% | ||||
| FirstEnergy Corp. | 40,000 | 1,452,800 | ||
| UIL Holding Corp. | 65,900 | 1,908,464 | ||
| Gas Utilities 0.13% | ||||
| Atmos Energy Corp. | 20,000 | 589,000 | ||
| Page 3 |
John Hancock Preferred Income Fund II
As of 10-31-10 (Unaudited)
| Maturity | Par value | |||
| Rate | date | Value | ||
| Corporate Bonds 2.25 % | $9,732,375 | |||
| (Cost $10,543,820) | ||||
| Energy 2.25% | 9,732,375 | |||
| Oil, Gas & Consumable Fuels 2.25% | ||||
| Southern Union Company (7.200% to 11-01-11, then 3 | ||||
| month LIBOR + 3.018%) (L)(Z) | 7.200% | 11-1-66 | $10,550,000 | 9,732,375 |
| Maturity | Par value | |||
| Yield* | date | Value | ||
| Short-Term Investments 8.69 % | $37,600,000 | |||
| (Cost $37,600,000) | ||||
| Short-Term Securities 8.69% | 37,600,000 | |||
| Federal Home Loan Discount Notes | 0.100% | 11-1-10 | 37,600,000 | 37,600,000 |
| Total investments (Cost $656,467,103)† 150.13% | $649,545,112 | |||
| Other assets and liabilities, net (50.13%) | ($216,883,836) | |||
| Total net assets 100.00% | $432,661,276 |
The percentage shown for each investment category is the total value of that category as a percentage of the net assets of the Fund.
LIBOR London Interbank Offered Rate
(I) Non-income producing security.
(L) All or a portion of this security is on loan as of 10-31-10. Total value of loaned securities at 10-31-10 was $186,340,240.
(S) These securities are exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold, normally to qualified institutional buyers, in transactions exempt from registration.
(Z) All or a portion of this security is segregated as collateral pursuant to the Committed Facility Agreement. Total collateral value at 10-31-10 was $470,220,196.
* Yield represents either the annualized yield at the date of purchase, the stated coupon rate or, for floating rate securities, the rate at period end.
† At 10-31-10, the aggregate cost of investment securities for federal income tax purposes was $656,521,053. Net unrealized depreciation aggregated $6,975,941, of which $24,872,935 related to appreciated investment securities and $31,848,876 related to depreciated investment securities.
The portfolio had the following country concentration as a percentage of total investments on 10-31-10:
| United States | 85% | ||
| United Kingdom | 6% | ||
| Canada | 4% | ||
| Netherlands | 4% | ||
| Switzerland | 1% |
| Page 4 |
John Hancock Preferred Income Fund II
As of 10-31-10 (Unaudited)
Notes to the Schedule of Investments (Unaudited)
Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these techniques are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the values by input classification of the Fund’s investments as of October 31, 2010, by major security category or type:
| LEVEL 2 | LEVEL 3 | ||||
| TOTAL MARKET | SIGNIFICANT | SIGNIFICANT | |||
| VALUE AT | LEVEL 1 | OBSERVABLE | UNOBSERVABLE | ||
| 10-31-10 | QUOTED PRICE | INPUTS | INPUTS | ||
| Preferred Securities | |||||
| Consumer Discretionary | $46,285,139 | $46,285,139 | — | — | |
| Consumer Staples | 13,811,358 | 756,350 | $13,055,008 | — | |
| Energy | 33,617,676 | 33,617,676 | — | — | |
| Financials | 317,943,617 | 317,938,971 | 4,646 | — | |
| Telecommunication Services | 35,268,420 | 35,268,420 | — | — | |
| Utilities | 129,983,306 | 116,857,644 | 13,125,662 | — | |
| Capital Preferred Securities | |||||
| Utilities | 13,841,494 | — | 13,841,494 | — | |
| Common Stocks | |||||
| Energy | 237,700 | 237,700 | — | — | |
| Telecommunication Services | 7,273,763 | 7,273,763 | — | — | |
| Utilities | 3,950,264 | 3,950,264 | — | — | |
| Corporate Bonds | |||||
| Energy | 9,732,375 | — | 9,732,375 | — | |
| Short-Term Investments | 37,600,000 | — | 37,600,000 | — | |
| Total investments in Securities | $649,545,112 | $562,185,927 | $87,359,185 | — | |
| Other Financial Instruments | |||||
| Interest Rate Swaps | (2,493,606) | — | (2,493,606) | — |
During the three month period ended October 31, 2010, there were no significant transfers in or out of Level 1 or Level 2 assets.
In order to value the securities, the Fund uses the following valuation techniques. Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Debt obligations are valued based on the evaluated prices provided by an independent pricing service, which utilizes both dealer-supplied and electronic data processing techniques, taking into account factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost.
Other portfolio securities and assets, where market quotations are not readily available, are valued at fair value, as determined in good faith by the Fund’s Pricing Committee, following procedures established by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various
| Page 5 |
John Hancock Preferred Income Fund II
As of 10-31-10 (Unaudited)
times prior to the close of trading on the NYSE. Significant market events that affect the values of non-U.S. securities may occur between the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees. The Fund may use a fair valuation model to value non-U.S. securities in order to adjust for events which may occur between the close of foreign exchanges and the close of the NYSE.
Interest rate swaps. Interest rate swaps represent an agreement between a Fund and counterparty to exchange cash flows based on the difference between two interest rates applied to a notional amount. The payment flows are usually netted against each other, with the difference being paid by one party to the other. The Fund settles accrued net interest receivable or payable under the swap contracts on a periodic basis. Swaps are marked-to-market daily based upon values from third party vendors or broker quotations, and the change in value is recorded as unrealized appreciation/depreciation of swap contracts.
Entering into swap agreements involves, to varying degrees, elements of credit, market and documentation risk that may amount to values that are in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for the swap, that a counterparty may default on its obligation or delay payment under the swap terms. The counterparty may disagree or contest the terms of the swap. Market risks may also accompany the swap, including interest rate risk. The Fund may also suffer losses if it is unable to terminate or assign outstanding swaps or reduce its exposure through offsetting transactions.
During the three month period ended October 31, 2010, the Fund used interest rate swaps in anticipation of rising interest rates. The following table summarizes the interest rate swap contracts held as of October 31, 2010, which are generally representative of the interest rate swap activity:
| PAYMENTS | PAYMENTS | ||||||
| COUNTER- | NOTIONAL | MADE BY | RECEIVED | EFFECTIVE | TERMINATION | UNREALIZED | |
| PARTY | AMOUNT | FUND | BY FUND | DATE | DATE | DEPRECIATION | VALUE |
| Bank of | 3-month | ||||||
| America | $63,500,000 | 4.37% | LIBOR (a) | 11-15-07 | 11-15-10 | ($1,326,122) | ($1,326,122) |
| Morgan | 3-Month | ||||||
| Stanley | 63,500,000 | 3.79% | LIBOR (a) | 01-07-08 | 01-07-11 | (1,167,484) | (1,167,484) |
| $127,000,000 | ($2,493,606) | ($2,493,606) |
(a) At 10-31-10, the 3-month LIBOR rate was 0.28594%
Fair value of derivative instruments by risk category
The table below summarizes the fair value of derivatives held by the Fund at October 31, 2010, by risk category:
| FINANCIAL | ASSET | LIABILITY | ||
| INSTRUMENTS | DERIVATIVES | DERIVATIVES | ||
| RISK | LOCATION | FAIR VALUE | FAIR VALUE | |
| Interest rate contracts | Interest rate swaps | - | ($2,493,606) | |
| Total | - | ($2,493,606) |
| Page 6 |
ITEM 2. CONTROLS AND PROCEDURES.
(a) Based upon their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this Form N-Q, the registrant's principal executive officer and principal accounting officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.
(b) There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
ITEM 3. EXHIBITS.
Separate certifications for the registrant's principal executive officer and principal accounting officer, as required by Rule 30a-2(a) under the Investment Company Act of 1940, are attached.
| SIGNATURES |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
John Hancock Preferred Income Fund II
By:
/s/Keith F. Hartstein
Keith F. Hartstein
President and Chief Executive Officer
Date: December 17, 2010
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By:
/s/Keith F. Hartstein
Keith F. Hartstein
President and Chief Executive Officer
Date: December 17, 2010
By:
/s/Charles A. Rizzo
Charles A. Rizzo
Chief Financial Officer
Date: December 17, 2010