Executive Committee Resolution #3120 (passed November 2, 1987)



         RESOLVED  that  Board  Resolution  No.  12324  of August  19, 1985,  is
replaced and superseded as follows:

         WHEREAS,  Principal  Mutual  Life  Insurance  Company  intends to issue
individual variable life insurance policies for which a separate account must be
established;

         WHEREAS,  payments under these policies  may  be  allocated by policy-
owners to one or more investment alternatives;

         NOW,  THEREFORE,  BE IT  RESOLVED,  that  there is hereby  created  and
established  a  separate  account,  to be known as the  Variable  Life  Separate
Account,  for the receipt of payments under variable life insurance  policies to
be issued by the Company.

         BE IT FURTHER  RESOLVED,  that there are  hereby  established,  for the
purpose  of  providing   alternate   investment   choices  for   variable   life
policyowners,  six separate divisions within the Variable Life Separate Account,
an Aggressive Growth Division,  a Bond Division, a Common Stock Division, a High
Yield Division,  a Managed Division and a Money Market Division.  All income and
expenses  and all gains or losses,  whether or not  realized,  experienced  with
respect to assets for policies  participating in a division of the Variable Life
Separate  Account  shall  be  credited  to  or  charged  against  those  assets,
unaffected by income and expenses or gains or losses experienced with respect to
assets for any other  division of the Variable  Life  Separate  Account,  or any
other separate account, or the general account of the Company.

         BE IT FURTHER RESOLVED,  that the appropriate  officers of the Company,
as shall be  designated  by the  President or Chairman of the Board,  are hereby
authorized  and directed to prepare,  execute and file with the  Securities  and
Exchange  Commission in accordance  with the provisions of the Securities Act of
1933, as amended,  a registration  statement or statements,  and such amendments
thereto as may be  necessary  or  appropriate,  relating to such  variable  life
insurance contracts.

         BE IT FURTHER  RESOLVED,  that the  officers so  designated  are hereby
authorized  if necessary to prepare,  execute and file with the  Securities  and
Exchange  Commission in accordance with the provisions of the Investment Company
Act of 1940,  as amended,  a  registration  statement  or  statements,  and such
amendments  thereto as may be  necessary or  appropriate,  relating to such unit
investment trust or trusts.

         BE IT FURTHER  RESOLVED,  that the  officers so  designated  are hereby
authorized to take such further  action as in their judgment may be necessary or
desirable to effect the  registration of such variable life insurance  contracts
and of such unit investment trust or trusts.

Board Resolution #12503 (passed February 22-23, 1988)



          RESOLVED,  that Board  Resolution No. 12057,  October 18-19,  1982, is
amended and superseded by the following resolution,  and all references in other
resolutions to that resolution, or resolutions which it replaced, are amended to
refer to this superseding resolution:

          BE IT  RESOLVED,  that  either  the Chief  Executive  Officer,  or the
President,  is  authorized  to  designate  officers who shall have the power and
authority,  acting directly or through other officers and employees to whom they
may delegate the power and authority:

          1.  To prepare an issue or amend appropriate individual life policies,
              annuity  contracts,  disability  and  double  indemnity  riders or
              contracts,  and  settlement  option  contracts;  to determine  the
              appropriate plans of insurance,  contracts, riders, amendments and
              benefits  to be  offered;  to  determine  underwriting  practices,
              including    exclusions,    restrictions,    amount   limits   and
              classification of risks; to determine  premiums,  fees or charges,
              non-forfeiture  values,  and  policy  loan  rates;  to  administer
              benefit  payments;  and to make  recommendations  with  respect to
              dividends  to  be  paid  in  connection   with  such  policies  or
              contracts.

          2.  To  prepare  and  issue or  amend  appropriate  individual  health
              policies or  contracts;  to  determine  the  appropriate  plans of
              insurance,  contracts,  riders,  amendments  and  benefits  to  be
              offered;   to   determine   underwriting   practices,    including
              exclusions,  restrictions,  amount  limits and  classification  of
              risks;   to   determine   the   premiums,   fees  or  charges  and
              non-forfeiture values; to administer benefit payments; and to make
              recommendations with respect to dividends to be paid in connection
              with such policies or contracts.

          3.  To prepare and issue or amend appropriate group policies,
              contracts, riders, amendments and other forms, including, but not
              limited to, life plans, disability benefit plans, health plans,
              dental plans, annuity plans and all other forms and plans,
              contracts or agreements pertaining to or utilized in connection
              with pension, profit sharing and other deferred compensation
              plans; to determine the plans and benefits to be offered which may
              include coverage on dependents as well as the participants in the
              plans; to determine the underwriting practices, including the
              exclusions, restrictions, amount limits, and classification of
              risks; to determine premiums, fees or charges and values; to
              administer benefit payments; and to make recommendations with
              respect to dividends to be paid in connection with such
              policies or contracts.

          4.  To  prepare,  issue  or  amend  appropriate  individual  or  group
              contracts,  policies or annuities providing for a separate account
              or accounts and to establish, maintain, amend and discontinue such
              account or accounts as are deemed necessary or advisable.

          5.  To enter into reinsurance and coinsurance  contracts and treaties;
              to take such  actions as are required to  liberalize,  restrict or
              otherwise change benefits,  values and underwriting practices with
              respect to any class or classes  of persons or  policyholders;  to
              cause the general account or any account maintained by the Company
              to be segmented for the purposes of crediting  investment  results
              separately to any class or classes of policyholders; to enter into
              contracts or agreements  wherein the Company undertakes to provide
              formed  insurance  companies or other  subsidiaries,  the stock of
              which will be owned directly or indirectly by the Company.

          6.  To do those other  things  deemed  necessary or desirable to carry
              out the business of Principal Mutual Life Insurance Company within
              the powers of the corporation.

          BE IT FURTHER  RESOLVED,  that either the  corporate  secretary or the
general  counsel is authorized to certify the powers of the  corporation and the
powers and authority of the officers or employees.


MEMORANDUM

January 3, 1996

TO        Dave Drury, Officers, S-6, x7-5921

FROM      John Aschenbrenner, Ind. Staff, G-12, x7-5927

RE        New Divisions for Variable Life Separate Account


     In accordance with Principal Mutual Life Insurance Company Board Resolution
No. 12503 passed  February 22, 1988, I have created the  following new divisions
for the Variable Life Separate  Account to reflect the funding options that will
be utilized by the variable life insurance policy Principal Mutual will issue in
the near future:

          1. Aggressive Growth Division;

          2. Asset Allocation Division;

          3. Government Securities Division;

          4. Growth Division;

          5. World Division;

          6. Fidelity Contrafund Division;

          7. Fidelity Equity Income Division; and

          8. Fidelity High-Income Division.

     In addition,  I have directed that the name of the Common Stock Division be
changed  to the  Capital  Accumulation  Division  and the  name of the  existing
Aggressive Growth Division be changed to the Emerging Growth Division.



/s/ John Aschenbrenner
- -----------------------------------------
John Aschenbrenner

JA/sal

cc        Barry Griswell


Memorandum

DATE:        January 20, 1998

TO:          Dave Drury, Officers.  S-6, X7-5921

FROM:        John Aschenbrenner, Ind.  Staff, G-12, X7-5927

RE:          New Divisions for Variable Life Separate Account

CC:          Steve Jones, Barry Griswell

Eleven new divisions  are being added to PrinFlex  Variable Life to be effective
May 1, 1998. In accordance  with Principal  Mutual Life Insurance  Company Board
Resolution  No.  12503 passed  February  22, 1988. I have created the  following
divisions for the Variable Life Separate  Account to reflect the funding options
that will be utilized by variable life  insurance  policies  issued by Principal
Mutual:


1.   International SmallCap Division--will invest in shares of the International
     SmallCap Account of the Principal Variable Contracts Fund, Inc. The Account
     is to be sub-advised by Invista Capital Management:

2.   MicroCap  Division--will  invest in shares of the  MicroCap  Account of the
     Principal Variable Contracts Fund, Inc. The Account is to be sub-advised by
     Goldman Sachs Asset Management;

3.   MidCap Growth  Division--will invest in shares of the MidCap Growth Account
     of the  Principal  Variable  Contracts  Fund,  Inc.  The  Account  is to be
     sub-advised by Dreyfus Corporation:

4.   Putnam Global Asset Allocation Division--will invest in shares of Putnam VT
     Asset  Allocation  Fund,  Inc.  The Fund is  managed  by Putnam  Investment
     Management, Inc.;

5.   Putnam Vista Division--will  invest in shares of Putnam VT Vista Fund, lnc.
     The Fund is managed by Putnam Investment Management, Inc.;

6.   Putnam Voyager  Division--will  invest in shares of Putnam VT Voyager Fund,
     Inc. The Fund is managed by Putnam Investment Management, Inc.;

7.   Real Estate  Division--will  invest in shares of the Real Estate Account of
     the Principal Variable Contracts Fund, Inc. The Account is to be managed by
     Principal Management Corporation;

8.   SmallCap  Division-will  invest in shares of the  SmallCap  Account  of the
     Principal Variable Contracts Fund, Inc. The Account is to be sub-advised by
     Invista Capital Management;

9.   SmallCap  Growth  Division-will  invest in shares  of the  SmallCap  Growth
     Account of the Principal Variable Contracts Fund, Inc. The Account is to be
     sub-advised by Berger Associates;


Dave Drury
Page Two
January 20, 1998



10.  SmallCap  Value  Division--will  invest  in shares  of the  SmallCap  Value
     Account of the Principal Variable Contracts Fund, Inc. The Account is to be
     sub-advised by JP Morgan Asset Management;

11.  Utilities  Division--will  invest in shares of the Utilities Account of the
     Principal Variable Contracts Fund, Inc. The Account is to be sub-advised by
     lnvista Capital Management.


In addition, I have directed that the name of the Capital Accumulation  Division
be changed to the Capital Value Division; that the name of the World Division be
changed to the International  Division; and that the name of the Emerging Growth
Division be changed to the MidCap Division.


/s/ John Aschenbrenner
- --------------------------------------
John Aschenbrenner

DATE:   January 22,1999

TO:     Dave Drury

FROM:   John Aschenbrenner, Ind. Staff, G-12, x75927

RE:     New Division for Variable Life Separate Account

CC:     Steve Jones, Barry Griswell, Joyce Hoffman

One new division is being added to Flexible Premium  Variable  Universal Life to
be effective May 1, 1999. In accordance  with Principal  Life Insurance  Company
Board  Resolution  No.  12503,  passed  February  22,  1988,  I have created the
following division for the Variable Life Separate Account to reflect the funding
options  that will be utilized by variable  life  insurance  policies  issued by
Principal  Life:  

     1.  Stock Index 500 Division--will  invest in shares of the Stock Index 500
         Account of Principal Variable Contracts Fund, Inc. The Account is to be
         sub-advised by Invista Capital Management, LLC;

In addition,  effective July 1, 1999,  Survivorship  Flexible Variable Universal
Life will be introduced and will be using all of the existing  divisions (except
the High Yield Division) of the Variable Life Separate Account.



/s/ John Aschenbrenner
- -----------------------------------------
John Aschenbrenner