United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)
John Hancock Patriot Premium Dividend Fund II
(Name of Issuer)
Common Stock
(Title of Class of Securities)
41013T-10-5
(CUSIP Number)
The Commerce Group, Inc.
211 Main Street
Webster, MA 01570
(508) 943-9000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 5, 2003
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check
the following box: [X]
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
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CUSIP No.: 41013T-10-5 THE COMMERCE GROUP, INC.
SCHEDULE 13D
AMENDMENT No. 7
JUNE 19, 2003
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. ID NO. OF ABOVE PERSON
The Commerce Group Inc.
ID# 04-2599931
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS [WC]
5 CHECK BOX IF DISCLOSURE OF LEGAL [ ]
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SOLE VOTING POWER 5,090,800
SHARED VOTING POWER 0
SOLE DISPOSITIVE POWER 5,090,800
SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,090,800
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
33.9%
14. TYPE OF REPORTING PERSON
[HC]
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CUSIP No.: 41013T-10-5 THE COMMERCE GROUP, INC.
SCHEDULE 13D
AMENDMENT No. 7
JUNE 19, 2003
ITEM 1. SECURITY AND ISSUER
This Schedule 13D relates to the shares of beneficial interest (the
"Shares"), of John Hancock Patriot Premium Dividend Fund II (the "Fund"), a
Massachusetts business trust registered as an investment company under the
Investment Company Act of 1940, as amended (the "Investment Company Act").
The principal executive offices of the Fund are located at 101 Huntington
Avenue, Boston, MA, 02119-7603.
ITEM 2. IDENTITY AND BACKGROUND
(a) - (f) This Schedule 13D is being filed by The Commerce Group Inc.
(the "Reporting Person"), a corporation formed under the laws of
Massachusetts. The Reporting Person is a corporation whose principal
offices are located at 211 Main Street Webster, MA 01570. No material
changes have taken place with respect to director or officer information of
the Reporting Person.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
This item is not applicable. This Schedule 13D reports sales of
shares rather than purchases.
ITEM 4. PURPOSE OF TRANSACTION
No material change has taken place since the previous filing.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The Fund's reports with the Securities and Exchange Commission
report that 15,017,005 Shares are outstanding. Based upon such number, the
Reporting Person beneficially owns 33.9% of the Fund's outstanding Shares.
(b) The Reporting Person is the beneficial owner (through its
insurance subsidiaries as listed below) of 5,090,800 Shares, over which it
has sole power of disposition and voting. Such number of Shares represents
approximately 33.9% of the outstanding Shares.
Shares Cost
The Commerce Insurance Company 4,955,300 $53,655,799
American Commerce Insurance Company 0 0
Commerce West Insurance Company 135,500 1,496,558
Totals 5,090,800 $55,152,357
(c) On June 5, 2003, the Reporting Person has effected the following
sales of common stock, all of which were made on the New York Stock
Exchange (see attached Annex A). All transactions prior to June 5, 2003
were reported on previous Schedule 13 D filings.
(d) No person other than the Reporting Person has the right to receive
or the power to direct the receipt of dividends from, or the proceeds from
the sale of, the shares of Common Stock owned by the Reporting Person.
(e) It is inapplicable to state the date on which the Reporting Person
ceased to be the beneficial owner of more than five percent of the Common
Stock.
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CUSIP No.: 41013T-10-5 THE COMMERCE GROUP, INC.
SCHEDULE 13D
AMENDMENT No. 7
JUNE 19, 2003
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER
The Reporting Person does not have any contract, arrangement,
understanding or relationship (legal or otherwise) with any person with
respect to any securities of the Fund, including, but not limited to, the
transfer or voting of any such securities, finders' fees, joint ventures,
loan or option arrangements, puts or calls, guarantees of profits, division
of profits or loss, or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Annex A Item 5(c) Information
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
June 19, 2003 THE COMMERCE GROUP INC.
Gerald Fels
Executive Vice President &
Chief Financial Officer
Page 4 of 5
ANNEX A
Item 5 (c) - Information
PDT 41013T-10-5 JOHN HANCOCK PATRIOT DIV FUND II
From 06/05/03 - 06/05/03
COMMERCE INSURANCE COMPANY
SALES
TRADE SETTLEMENT SHARES SALE PRICE
DATE DATE SOLD PER SHARE CONSIDERATION
06/05/03 06/10/03 27,100 $10.8200 $292,124.28
COMMERCE SALE TOTALS 27,100 $292,124.28
AMERICAN COMMERCE INSURANCE CO
SALES
TRADE SETTLEMENT SHARES SALE PRICE ACQUISITION
DATE DATE PURCHASED PER SHARE COST
06/05/03 06/10/03 152,300 $10.8212 $1,641,899.63
AMERICAN COMMERCE SALE TOTALS 152,300 $1,641,899.63
NET CONSOLIDATED SALE TOTAL 179,400 $1,934,023.91
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