JOHN HANCOCK SERIES TRUST 101 Huntington Avenue Boston, MA 02199 John Hancock Funds, Inc. 101 Huntington Avenue Boston, MA 02199 Ladies and Gentlemen: Pursuant to Section 14 of the Distribution Agreement dated as of December 2, 1996 between John...

                            XXXX XXXXXXX SERIES TRUST
                              000 Xxxxxxxxxx Xxxxxx
                                Xxxxxx, XX 00000



Xxxx Xxxxxxx Funds, Inc.
000 Xxxxxxxxxx Xxxxxx
Xxxxxx, XX  00000

Ladies and Gentlemen:

         Pursuant  to  Section  14 of the  Distribution  Agreement  dated  as of
December 2, 1996  between  Xxxx  Xxxxxxx  Series  Trust (the  "Trust")  and Xxxx
Xxxxxxx  Funds,  Inc.,  please be advised that the Trust has  established  a new
series of its shares,  namely, Xxxx Xxxxxxx Millennium Growth Fund (the "Fund"),
and please be further  advised  that the Trust  desires to retain  Xxxx  Xxxxxxx
Funds,  Inc.  to  serve as  distributor  and  principal  underwriter  under  the
Distribution Agreement for the Fund.

         Please indicate your acceptance of this  responsibility by signing this
letter as indicated below.



XXXX XXXXXXX FUNDS, INC.            XXXX XXXXXXX SERIES TRUST



By: /s/ Xxxxx X. Xxxxxxx                        By: /s/ Xxxx X. Xxxxxxx
    ------------------------                        -----------------------
    Xxxxx X. Xxxxxxx                                Xxxx X. Xxxxxxx
    President                                       President


Dated:  June 1, 1999


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