SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

MANULIFE FINANCIAL CORP

(Last)

(First)

(Middle)

200 BLOOR ST EAST

NORTH TOWER 11

(Street)

TORONTO ONTARIO CANA

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/28/2004

3. Issuer Name and Ticker or Trading Symbol
SAFEGUARD HEALTH ENTERPRISES INC [ SFGD ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Preferred Stock	^{( 1 )}	^{( 2 )}	Common Stock	3,015,385	^{( 3 )}	I	Footnote ^{( 4 )}
Series D Preferred Stock	^{( 1 )}	^{( 2 )}	Common Stock	8,292,307	^{( 3 )}	I	Footnote ^{( 4 )}
6% Convertible Notes	^{( 1 )}	10/31/2013	Common Stock	2,372,881	1.75	I	Footnote ^{( 4 )}
Series B Preferred Stock	^{( 1 )}	^{( 2 )}	Common Stock	492,308	^{( 3 )}	I	Owned by JHVLICO ^{( 5 )}
Series D Preferred Stock	^{( 1 )}	^{( 2 )}	Common Stock	1,353,846	^{( 3 )}	I	Owned by JHVLICO ^{( 5 )}
6% Convertible Notes	^{( 1 )}	10/31/2013	Common Stock	96,853	1.75	I	Owned by JHVLICO ^{( 5 )}
Series B Preferred Stock	^{( 1 )}	^{( 2 )}	Common Stock	123,077	^{( 3 )}	I	Owned by IPL ^{( 6 )}
Series D Preferred Stock	^{( 1 )}	^{( 2 )}	Common Stock	338,462	^{( 3 )}	I	Owned by IPL ^{( 6 )}
6% Convertible Notes	^{( 1 )}	10/31/2013	Common Stock	387,409	1.75	I	Owned by IPL ^{( 6 )}

Explanation of Responses:

1. Convertible Immediately

2. No Expiration Date

3. The Preferred shares owned are convertible into common stock at a ratio of 100 shares of common stock for each share of preferred stock.

4. Securities owned directly by John Hancock Life Insurance Company ("JHLICO") a direct, wholly-owned subsidiary of John Hancock Financial Services, Inc. ("JHFS"), which became direct, wholly-owned subsidiary of Manulife Financial Corporation ("Manulife") on April 28, 2004. Manulife may be deemed the ultimate indirect beneficial owner of such securities.

5. John Hancock Variable Life Insurance Company ("JHVLICO") is a direct, wholly-owned subsidiary of JHLICO.

6. Investors Partner Life Insurance Company is a direct, wholly-owned subsidiary of JHVLICO.

	/s/Wayne A. Budd	05/07/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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