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Principal
  Financial                                            Principal Life
  Group                                                Insurance Company


April 19, 2002



Board of Directors
Principal Life Insurance Company
711 High Street
Des Moines, IA  50392

Re:      Variable Life Separate Account
         Executive Variable Universal Life Policy

Dear Board of Directors:

The Variable Life Separate Account was established by the Board of Directors of
Principal Life Insurance Company as a separate account for assets applicable to
variable life insurance policies. It was established pursuant to the then
existing provisions of the Code of Iowa applicable to the establishment of
separate accounts by Iowa domiciled life insurance companies. A Registration
Statement on Form S-6 is to be filed by Principal Life Insurance Company with
the Securities and Exchange Commission under the Securities Act of 1933 with
respect to the Principal Executive Variable Universal Life Policies (the
"Policies").

It is my opinion that:

1.   The Variable  Life  Separate  Account is a separate  account of the Company
     duly created and validly existing pursuant to Iowa law.

2.   The Policy,  when issued in  accordance  with the  Prospectus  contained or
     referred  to  in  the  Registration  Statement  and  upon  compliance  with
     applicable  local  law,  will be the legal and  binding  obligation  of the
     Company enforceable in accordance with its terms.

3.   All income and expenses and all gains and losses,  whether or not realized,
     of the  Variable  Life  Separate  Account,  shall be credited to or charged
     against the Variable Life Separate  Account,  without  regard to income and
     expenses or gains and losses of the Company.






Board of Directors
Page 2
April 19, 2002



4.       The assets of Policies participating in a division of the Variable Life
         Separate Account shall not be charged with any liabilities arising from
         any other business conducted by the Company.

In arriving at the foregoing opinion, I or attorneys under my supervision have
made such examination of law and examined such records and other documents as in
my judgment are necessary or appropriate.

I consent to the filing of this opinion as an exhibit to the Registration
Statement for the Policies and to the use of my name under the caption "Legal
Opinions" in the prospectus contained in the Registration Statement.

Very truly yours

/s/Karen E. Shaff

Karen E. Shaff
Senior Vice President
  and General Counsel



sjp/EVUL opin ltr041902.ltr


Mailing Address: Des Moines, Iowa  USA 50392-0001 (515) 247-5111