| VIA EDGAR TRANSMISSION | |
| July 25, 2011 | |
| Rebecca A. Marquigny, Esq. | |
| Senior Counsel | |
| U.S. Securities and Exchange Commission | |
| Division of Investment Management | |
| Office of Insurance Products | |
| 100 F Street, N.E. | |
| Washington, D.C. 20549 | |
| RE: | Initial filing of the Registration Statement for Principal Variable Universal Life |
| Income III on Form N-6 for Principal National Life Insurance Company Variable | |
| Life Separate Account (File No.333-175768) (the “Registration Statement”) | |
| Dear Ms. Marquigny: | |
| Principal National Life Insurance Company (“PNL”) filed the Registration Statement | |
| with the Securities and Exchange Commission (the “Commission”) on July 25, 2011. | |
| Principal Variable Universal Life Income III (“VULI III”) is a flexible premium variable | |
| universal life insurance policy. | |
| Request for Selective Review | |
| The purpose of this letter is to request selective review of the Registration Statement | |
| pursuant to the procedures set forth in Investment Company Act Release No. 13768 | |
| (February 15, 1984). We believe that selective review is appropriate because VULI III is | |
| modeled on and substantially similar to another flexible premium variable universal life | |
| insurance policy that is registered with the Commission and which the Commission’s | |
| staff has extensively reviewed. This latter policy is called Principal Variable Universal | |
| Life Income II (“VULI II”) (File No. 333-146896; originally filed on October 24, 2007). | |
| Accompanying this letter is a copy of the VULI III prospectus included in the | |
| Registration Statement, and a redlined version of the VULI III prospectus marked to | |
| show changes from the most recent filing of the VULI II prospectus under | |
| the Securities Act of 1933. | |
| VULI III will offer the same investment options that are available under VULI II. | |
| Additionally, the VULI III prospectus includes disclosure that is substantially identical to | |
| comparable disclosure in the VULI II prospectus. | |
| Rebecca A. Marquigny, Esq. | |
| July 25, 2011 | |
| Page 2 | |
| Material Differences between VULI III and VULI II | |
| 1. Different Registrant and Depositor | |
| PNL is the registrant, and PNL’s Variable Life Separate Account is the depositor, for | |
| VULI III. Principal Life Insurance Company (“PLIC”) is the registrant, and PLIC’s | |
| Variable Life Separate Account is the depositor, for VULI II. Both PNL and PLIC are | |
| wholly-owned subsidiaries of Principal Financial Services, Inc. (“PFS”), which in turn is | |
| a wholly-owned subsidiary of Principal Financial Group, Inc. | |
| PLIC currently offers life insurance products in all 50 states and the District of Columbia. | |
| PNL is replacing PLIC as the PFS subsidiary to offer individual life insurance products in | |
| all states but New York, and in the District of Columbia. PLIC will continue to offer | |
| individual life insurance products in New York. PLIC will also continue to service all of | |
| its existing fixed and variable life insurance policies. | |
| 2. Differences in Riders | |
| VULI III will offer all of the riders that are offered under VULI II except for the | |
| following: | |
| • | Surrender Charge Adjustment Rider |
| • | Accidental Death Benefit Rider |
| 3. Net Amount at Risk | |
| The formula that VULI III will use to determine the amount upon which cost of insurance | |
| charges are based will differ from the formula that VULI II uses. Consequently, cost of | |
| insurance charges will be slightly higher for VULI III than they are for VULI II. | |
| 4. Interest Credited for Net Premiums Allocated to the Fixed Accounts | |
| Net premiums allocated to the fixed accounts accrue interest daily at an effective annual | |
| rate of 3% (compounded annually) under VULI II. The rate will be 2% under VULI III. | |
| 5. Sales Commissions | |
| The sales commission levels and schedules for VULI II and VULI III differ. | |
| Rebecca A. Marquigny, Esq. |
| July 25, 2011 |
| Page 3 |
| 6. Charges |
| Surrender Charge. VULI III imposes a surrender charge for full surrenders within 10 |
| years of the policy date or a face amount increase. This time period is shortened from 14 |
| years under VULI II. |
| Sales Charge. The current sales charge for VULI III will be 4.25% for the first policy |
| year. After the first policy year, the sales charge will fall to 3.00%. The current sales |
| charge for VULI II is 3.00%, regardless of the policy year. |
| Asset Based Charge. The current and maximum asset based charges for VULI III will be |
| reduced to .15% under VULI III. The current and maximum asset based charges for |
| VULI II are .70%. |
| In addition to the changes noted above, we have modified certain disclosure in the VULI |
| III prospectus for clarity and for consistency with other PLIC prospectuses. All of the |
| changes appear and are marked in the redlined version. |
| We will amend this filing at a later date to add all financial statements, exhibits, and other |
| required disclosure not included with this filing. |
| We understand that the Registrant is responsible for the accuracy and adequacy of the |
| disclosure in the filing and that staff comments or our changes to the disclosure in |
| response to the staff comments do not foreclose the Commission from taking any action |
| with respect to the filing. In addition, we understand that the Registrant may not assert |
| staff comments as a defense in any proceeding initiated by the Commission or any person |
| under the federal securities laws of the United States. |
| We appreciate your attention to this request for selective review.Please feel free to |
| contact me with any comments or questions. |
| Sincerely, |
| /s/ Charles M. Schneider |
| Charles M. Schneider |
| Counsel |
| 711 High Street |
| Des Moines, IA 50392 |
| (515) 246-5688 |
| Schneider.Charles@Principal.com |
| Enclosures |
