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Board Resolution No. 12324 of August 19, 1985, is replaced and superseded as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



April 20, 1994


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

FROM     Barry Griswell, Ind. Staff, G-13, x7-5749

RE       Separate Account B and Variable Life Separate Account


In accordance with Principal Mutual Life Insurance Company Board Resolution No.
12503 passed February 22, 1988, I have directed that the names of the Managed
Division, Utilities Division and Blue Chip Division of Separate Account B be
changed to the Balanced division, Asset Allocation Division and Aggressive
Growth Division, respectively.

In addition, I have directed that the names of the Common Stock Division and
Managed Division of the Variable Life Separate Account be changed to the Capital
Accumulation Division and the Balanced Division, respectively.

/s/ J. Barry Griswell
- ---------------------------------------------------
Barry Griswell

BG/srr
dd1124.mem



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


Memorandum


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




Memorandum



DATE:    June 22, 2000

TO:      Barry Griswell

FROM:    Bob Slepicka, Ind. Staff, G-13, x22558

RE:      Division Name Changes for Variable Life Separate Account

CC:      Dave Drury, Ralph Eucher, Joyce Hoffman, Jean Schustek, Wendy Winders


Seven divisions of the Variable Life Separate Account are changing their names.
I have directed that the name of the Fidelity Contrafund Division be changed to
the Fidelity VIP II Contrafund Division; that the name of the Fidelity
Equity-Income Division be changed to the Fidelity VIP Equity-Income Division;
that the name of the Fidelity High Income Division be changed to the Fidelity
VIP High Income Division; that the name of the Putnam Global Asset Allocation
Division be changed to the Putnam VT Global Asset Allocation Division; that the
name of the Putnam Vista Division be changed to the Putnam VT Vista Division;
that the name of the Putnam Voyager Division be changed to the Putnam VT Voyager
Division; and that the name of the Stock Index 500 Division be changed to the
LargeCap Stock Index Division. These changes are to be effective November 20,
2000. In accordance with Principal Life Insurance Company Board Resolution No.
12503, passed February 22, 1988, I have directed that the names be changed.



/s/ Robert A. Slepicka
- ------------------------------------
Bob Slepicka





 MEMORANDUM


DATE:    January 26, 2001

TO:      Barry Griswell

FROM:    Bob Slepicka, Ind. Staff, G-13, x22558

RE:      Division Name Changes for Variable Life Separate Account

CC:      Dave Drury, Ralph Eucher, Joyce Hoffman, Jean Schustek, Wendy Winders


Fourteen new divisions are being added to the Variable Life Separate Account.
These changes are to be effective may, 2001. In accordance with Principal 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 individual variable life
contracts issued by Principal Life Insurance Company.

1.       LargeCap Growth Division - will invest in shares of the LargeCap Growth
         Account of Principal Variable Contracts Fund, Inc. The account is to be
         sub-advised by Janus Capital Corporation.

2.       MidCap Growth Equity Division - will invest in shares of the MidCap
         Growth Equity Account of Principal Variable Contracts Fund, Inc. The
         Account is to be sub-advised by Turner Investment Partners, Inc.

3.       MidCap Value Division - will invest in shares of the MidCap Account of
         Principal Variable Contracts Fund, Inc. The account is to be
         sub-advised by Neuberger Berman Management, Inc.

4.       Janus Aspen Aggressive Growth Division - will invest in shares of the
         Janus Aspen Series - Aggressive Growth Portfolio: Service Class.

5.       AIM V.I. Growth Division - will invest in shares of the AIM V.I. Growth
         Fund.

6.       AIM V.I. Growth and Income Division - will invest in shares of the AIM
         V.I. Growth and Income Fund.

7.       AIM V.I. Value Division - will invest in shares of the AIM V.I. Value
         Fund.

8.       American Century VP Income & Growth Division - will invest in shares of
         the American Century Variable Portfolios, Inc. - VP Income & Growth.

9.       American Century VP Ultra Division - will invest in shares of the
         American Century Variable Portfolios, Inc. - VP Ultra.

10.      INVESCO VIF Dynamics Division - will invest in shares of INVESCO VIF
         Dynamics Fund.

11.      INVESCO VIF Health Sciences Division - will invest in shares of INVESCO
         VIF Health Sciences Fund.

12.      INVESCO VIF Small Company Growth Division - will invest in shares of
         INVESCO VIF Small Company Growth Fund.

13.      INVESCO VIF Technology Division will invest in shares of INVESCO VIF
         Technology Fund.

14.      DIP Founders Discovery Division - will invest in shares of DIP Founders
         Discovery Fund.

In addition, I have directed that the name of the Aggressive Growth Division be
changed to the Equity Growth Division (the name of its corresponding Account
will be changed to the Equity Growth Account of the Principal Variable Contracts
Fund, Inc.).


/s/ Robert A. Slepicka
- ----------------------------------------------------
Bob Slepicka

Memorandum



DATE:         March 26, 2002

TO:           Barry Griswell

FROM:         Bob Slepicka, Life and Disability Staff, G-13, x22558

RE:           New Product, New Divisions, and Name Changes of Divisions for the
              Variable Life Separate Account

CC:           Ralph Eucher, Joyce Hoffman, Jean Schustek, Wendy Winders


Forty-four new divisions are being added to the Variable Life Separate Account
for use with the Life and Disability Division's variable life products to be
effective May, 2002. In accordance with Principal 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
Life Insurance Company.

1.   AIM V.I. Aggressive Growth Division - will invest in shares of the AIM V.I.
     Aggressive Growth Fund. The investment advisor is A I M Advisors, Inc.

2.   AIM V.I.  International  Growth Division - will invest in shares of the AIM
     V.I.  International  Growth Fund. The investment advisor is A I M Advisors,
     Inc.

3.   AIM V.I.  Premier  Equity  Division - will invest in shares of the AIM V.I.
     Premier Equity Fund. The investment advisor is A I M Advisors, Inc.

4.   American  Century  VP  International  Division  - will  invest in shares of
     American  Century  Variable  Portfolios,  Inc. VP  International  Fund. The
     investment advisor is American Century Investment Management, Inc.

5.   American  Century  VP Value  Division - will  invest in shares of  American
     Century Variable Portfolios,  Inc. VP Value Fund. The investment advisor is
     American Century Investment Management, Inc.

6.   Berger  IPT  MidCap  Value  Division  - will  invest  in  shares  of Berger
     Investment  Product  Trust MidCap  Value Fund.  The  investment  advisor is
     Berger Financial Group LLC.

7.   Dreyfus Investment Portfolios - Core Value Division - will invest in shares
     of Dreyfus  Investment  Portfolios  Core Value  Portfolio.  The  investment
     advisor is Dreyfus Corporation.

8.   Dreyfus Variable Investment Funds - Appreciation  Division - will invest in
     shares  of  Dreyfus  Investment  Portfolios  Appreciation  Portfolio.   The
     investment advisor is Dreyfus Corporation.

9.   Dreyfus  Variable  Investment  Funds - Small Cap  Division - will invest in
     shares of Dreyfus Investment Portfolios Small Cap Portfolio. The investment
     advisor is Dreyfus Corporation.

10.  Dreyfus  Socially  Responsible  Growth  Division - will invest in shares of
     Dreyfus Socially  Responsible  Growth Portfolio.  The investment advisor is
     Dreyfus Corporation.

11.  DIP Founders Growth Division - will invest in shares of Dreyfus  Investment
     Portfolios Growth Portfolio. The investment advisor is Dreyfus Corporation.

12.  Dreyfus  Investment Fund - Quality Bond Division - will invest in shares of
     Dreyfus  Investment  Portfolios  Quality  Bond  Portfolio.  The  investment
     advisor is Dreyfus Corporation.

13.  Fidelity VIP Asset Manager Division - will invest in shares of Fidelity VIP
     II Asset Manager Portfolio.  The investment advisor is Fidelity  Management
     and Research Company.

14.  Fidelity VIP Growth Division - will invest in shares of Fidelity VIP Growth
     Portfolio . The  investment  advisor is Fidelity  Management  and  Research
     Company.

15.  Fidelity VIP MidCap Division - will invest in shares of Fidelity VIP MidCap
     Portfolio . The  investment  advisor is Fidelity  Management  and  Research
     Company.

16.  Franklin  Income  Securities  Division - will  invest in shares of Franklin
     Income Securities  Portfolio.  The investment advisor is Franklin Templeton
     Investments.

17.  Franklin  Mutual  Discovery  Division - will  invest in shares of  Franklin
     Mutual Discovery  Portfolio.  The investment  advisor is Franklin Templeton
     Investments.

18.  Franklin  Mutual Shares Division - will invest in shares of Franklin Mutual
     Shares Portfolio. The investment advisor is Franklin Templeton Investments.

19.  Franklin  Rising  Dividends  Division - will  invest in shares of  Franklin
     Rising Dividends  Portfolio.  The investment  advisor is Franklin Templeton
     Investments.

20.  Franklin  Value  Securities  Division - will  invest in shares of  Franklin
     Value  Securities  Portfolio  Fund.  The  investment  advisor  is  Franklin
     Templeton Investments.

21.  INVESCO VIF - Equity Income Division - will invest in shares of INVESCO VIF
     Equity Income Fund. The investment advisor is INVESCO Funds Group.

22.  Janus Aspen Balanced Division - will invest in shares of Janus Aspen Series
     Balanced Portfolio . The Investment advisor is Janus Capital Corporation.

23.  Janus  Aspen Core  Equity  Division - will  invest in shares of Janus Aspen
     Series Core  Equity  Portfolio . The  Investment  advisor is Janus  Capital
     Corporation.

24.  Janus Aspen Flexible Income Division - will invest in shares of Janus Aspen
     Series Flexible Income Portfolio . The Investment  advisor is Janus Capital
     Corporation.

25.  Janus Aspen International  Growth Division - will invest in shares of Janus
     Aspen Series  International  Growth  Portfolio . The Investment  advisor is
     Janus Capital Corporation.

26.  Janus Aspen Strategic Value Division - will invest in shares of Janus Aspen
     Series Strategic Value Portfolio . The Investment  advisor is Janus Capital
     Corporation.

27.  Janus  Aspen  Worldwide  Growth  Division - will  invest in shares of Janus
     Aspen Series  Worldwide Value  Portfolio . The Investment  advisor is Janus
     Capital Corporation.

28.  JP Morgan Bond Division - will invest in shares of JP Morgan Bond Fund. The
     Investment advisor is JP Morgan Fleming Asset Management.

29.  JP Morgan Small Company Division - will invest in shares of JP Morgan Small
     CompanyFund. The Investment advisor is JP Morgan Fleming Asset Management.

30.  MFS VIT  Emerging  Growth  Division  - will  invest  in  shares  of MFS VIT
     Emerging  Growth Fund. The Investment  advisor is  Massachusetts  Financial
     Services Company.

31.  MFS VIT MidCap  Growth  Division - will  invest in shares of MFS VIT MidCap
     Growth Fund. The Investment  advisor is  Massachusetts  Financial  Services
     Company.

32.  MFS VIT New  Discovery  Division  - will  invest  in  shares of MFS VIT New
     Discovery Fund. The Investment advisor is Massachusetts  Financial Services
     Company.

33.  MFS VIT Value  Division - will invest in shares of MFS VIT Value Fund.  The
     Investment advisor is Massachusetts Financial Services Company.

34.  Neuberger Berman AMT Guardian Division - will invest in shares of Neuberger
     Berman AMT  Guardian  Fund.  The  Investment  advisor is  Neuberger  Berman
     Management Inc.

35.  LargeCap  Blend  Division  - will  invest in shares of  Principal  Variable
     Contracts  Fund -  LargeCap  Blend  Account  . The  investment  advisor  is
     Federated Investment Management Company.

36.  LargeCap Value Division - will invest in shares of Principal Variable
     Contracts Fund - LargeCap Value Account . The investment advisor is
     Alliance Capital Management L.P. through its Bernstein Investment Research
     and Management unit.

37.  Putnam  VT Growth  &Income  Division  - will  invest in shares of Putnam VT
     Growth  &  Income  Fund.  The  Investment   advisor  is  Putnam  Investment
     Management, Inc.

38.  Putnam VT  International  Growth Division - will invest in shares of Putnam
     VT International  Growth Fund. The Investment  advisor is Putnam Investment
     Management, Inc.

39.  Vanguard  VIF  Balanced  Division - will invest in shares of  Vanguard  VIF
     Balanced Fund. The Investment advisor is Wellington Management Company.

40.  Vanguard VIF Equity Index  Division - will invest in shares of Vanguard VIF
     Equity Index Fund. The Investment advisor is Vanguard  Quantitative  Equity
     Group.

41.  Vanguard VIF MidCap Index  Division - will invest in shares of Vanguard VIF
     MidCap Index Fund. The Investment advisor is Vanguard  Quantitative  Equity
     Group.

42.  Wells Fargo VT Asset  Allocation  Division - will invest in shares of Wells
     Fargo VT Asset Allocation  Fund. The investment  advisor is Barclays Global
     Fund Advisers.

43.  Wells  Fargo VT Equity  Income  Division  - will  invest in shares of Wells
     Fargo VT Equity  Income  Fund.  The  investment  advisor  is Wells  Capital
     Management, Incorporated.

44.  Wells  Fargo VT Large  Company  Growth  Division - will invest in shares of
     Wells  Fargo VT Large  Company  Growth  Fund.  The  investment  advisor  is
     Peregrine Capital Management Inc.

I have also directed that the name of the AIM V.I. Growth and Income Division be
changed to AIM V.I. Core Equity Division and the AIM V.I. Value Division be
changed to AIM V.I. Premier Equity Division, in order to comply with these fund
name changes by AIM Advisors, Inc..

Lastly, effective May 2002, Executive VUL will be introduced and will be using
the above divisions, in addition to some of the existing divisions of the
Variable Life Separate Account.



/s/ Robert A. Slepicka

- -----------------------------------------

Bob Slepicka