PRINCIPAL MUTUAL LIFE INSURANCE COMPANY SEPARATE ACCOUNT B
N-4, EX-99.4A, 2000-06-28
Previous: PRINCIPAL MUTUAL LIFE INSURANCE COMPANY SEPARATE ACCOUNT B, N-4, EX-99.3B, 2000-06-28
Next: PRINCIPAL MUTUAL LIFE INSURANCE COMPANY SEPARATE ACCOUNT B, N-4, EX-99.4B, 2000-06-28



This  contract is a legal  contract  between  you, as Owner,  and us,  Principal
Mutual Life Insurance Company.  Your contract is issued based on the information
you provided and the initial Purchase Payment shown on the initial Data Page.

We will pay you the benefits of this contract in accordance with its provisions.

10-DAY EXAMINATION OFFER  IT IS IMPORTANT TO US THAT YOU ARE SATISFIED WITH THIS
CONTRACT.  IF YOU ARE NOT SATISFIED, YOU MAY RETURN YOUR CONTRACT TO EITHER
YOUR AGENT OR OUR HOME OFFICE WITHIN 10 DAYS OF ITS RECEIPT AND YOUR
CONTRACT WILL BE CONSIDERED VOID FROM ITS INCEPTION.  WE WILL REFUND
YOUR PURCHASE PAYMENT IN STATES WHERE REQUIRED.  IN STATES
WHERE PERMITTED, WE WILL REFUND THE TOTAL ACCUMULATED
VALUE, WHICH MAY BE MORE OR LESS THAN YOUR
PURCHASE PAYMENT.  PLEASE READ YOUR
CONTRACT CAREFULLY SO YOU MAY
BETTER USE ITS MANY BENEFITS.

FLEXIBLE VARIABLE ANNUITY CONTRACT.  Income payable starting on Retirement Date,
or death benefit if Annuitant or Owner dies before Retirement Date. Benefits
based on the performance of the Separate Account are variable and not
guaranteed as to dollar amount.  PARTICIPATING.

A mutual company serving contractowners and beneficiaries since 1879.

Signed for Principal Mutual Life Insurance Company at Des Moines, Iowa on the
Contract Date.


OWNER             John Doe
JOINT OWNER       Jane Doe
ANNUITANT         John Do                  ISSUE AGE-SEX    35-Male
JOINT ANNUITANT   Jane                     ISSUE AGE-SEX    35-Female
CONTRACT NUMBER   Sample                   CONTRACT   Flexible Variable Annuity
CONTRACT DATE     January 1, 2000          RETIREMENT DATE January 1, 2035


<PAGE>

                                      INDEX
Accumulated Value................. 6       Incontestability.................21
Age and Sex (Annuitant)...........21       Ownership........................21
Annual Fee........................11       Participating....................21
Annuitant ........................ 4       Purchase Payments ............... 5
Assignment .......................22       Retirement Date (Change) ........22
Beneficiary ......................14       Retirement Income ...............15
Benefit Options ..................15       Separate Account ................ 8
Contract .........................21       Separate Account Value .......... 7
Contract Benefits ................11       Surrender .......................12
Death Benefits ...................13       Surrender Charge ................12
Definitions ...................... 4       Termination .....................15
Fixed Account .................... 8       Transaction Fee .................11
Fixed Account Value .............. 6       Transfers ....................... 9

                  A copy of any application and additional
                   benefits  provided by rider follow the
                         last page of this contract.
-------------------------------------------------------------------------------

<PAGE>


                                                            DATA PAGE

OWNER            John Doe
JOINT OWNER      Jane Doe
ANNUITANT        John Doe                 ISSUE AGE-SEX              35-Male
JOINT ANNUITANT  Jane Doe                 ISSUE AGE-SEX              35-Female
CONTRACT NUMBER  Sample                   CONTRACT  Flexible Variable Annuity
CONTRACT DATE    January 1, 2001          RETIREMENT DATE   January 1, 2049

FORM
NO.               CONTRACT AND RIDERS

SF324    Flexible Variable Annuity

SF321    Change of Annuitant Rider

SF313    Waiver of Surrender Charge Rider

SF568    Purchase Payment Credit Rider

The initial Purchase Payment you paid is $2,500.00

The Fixed Account's initial Purchase Payment interest rate is 4.79%

Annual Fee:       Lesser of $30 or 2.00% of Accumulated Value

Transaction Fee:         $00.00

SEPARATE ACCOUNT CHARGES THROUGH THE 8TH CONTRACT ANNIVERSARY
  Daily Separate Account Administration Charge:$.000000000(0.00% annually)
  Daily Mortality and Expense Risks Charge:    $.000034246(1.25% annually)
  Daily Purchase Payment Credit Rider Charge:  $.000016438(0.60% annually)
  TOTAL:                                       $.000050684(1.85% annually)

SEPARATE ACCOUNT CHARGES AFTER THE 8TH CONTRACT ANNIVERSARY

  Daily Separate Account Administration Charge:$.000000000(0.00% annually)
  Daily Mortality and Expense Risks Charge:    $.000034246(1.25% annually)
  Daily Purchase Payment Credit Rider Charge:  $.000000000(0.00% annually)
  TOTAL:                                       $.000034246(1.25% annually)

CONTRACT LIMITS

  Minimum Transaction Amount:            $100.00

  Minimum Surrender Value:             $5,000.00

  Minimum Transfer Value:
     Fixed Account                     $5,000.00
     Separate Account                      $0.00

  Maximum Retirement Date:       January 1, 2051
     (Date your Accumulated Value must be applied under a Benefit Option.)


<PAGE>

DATA PAGE


OWNER             John Doe
JOINT OWNER       Jane Doe
ANNUITANT         John Doe                   ISSUE AGE-SEX         35-Male
JOINT ANNUITANT   Jane Doe                   ISSUE AGE-SEX         35-Female
CONTRACT NUMBER   Sample                     CONTRACT Flexible Variable Annuity
CONTRACT DATE     January 1, 2001            RETIREMENT DATE  January 1, 2049


                                                                       INITIAL
                                                              PURCHASE PAYMENT
                                                        ALLOCATION PERCENTAGES

FIXED ACCOUNT                                                               10%

SEPARATE ACCOUNT DIVISIONS:                                                 10%
SF 324 PPCR                                              (Continued on Page 3-2)

SEPARATE ACCOUNT DIVISIONS:

Aggressive Growth                              10%

AIM V. I. Growth                               00%

AIM V. I. Growth and Income                    00%

AIM V. I. Value                                00%

Asset Allocation                               00%

Balanced                                       20%

Bond                                           20%

Capital Value                                  00%

Fidelity VIP Growth                            00%

Fidelity VIP II Contrafund                     00%

Government Securities                          00%

Growth                                         20%

International                                  00%

International Emerging Markets                 00%

International SmallCap                         00%

Janus Aspen Aggressive Growth                  00%

LargeCap Growth                                00%

LargeCap Growth Equity                         00%

LargeCap Stock Index                           00%

MicroCap                                       00%

MidCap                                         00%

MidCap Growth                                  00%

MidCap Growth Equity                           00%

Money Market                                   00%

Real Estate                                    00%

SmallCap                                       00%

SmallCap Growth                                00%

SmallCap Value                                 00%

Utilities                                      00%
                                              ___
TOTAL                                         100%


SF 324

<PAGE>

DATA PAGE


OWNER             John Doe
JOINT OWNER       Jane Doe
ANNUITANT         John Doe                  ISSUE AGE-SEX         35-Male
JOINT ANNUITANT   Jane Doe                  ISSUE AGE-SEX         35-Female
CONTRACT NUMBER   Sample                    CONTRACT  Flexible Variable Annuity
CONTRACT DATE         January 1, 2001       RETIREMENT DATE  January 1, 2049


                           TABLE OF SURRENDER CHARGES


NUMBER OF COMPLETED CONTRACT YEARS                   SURRENDER CHARGE APPLIED TO
SINCE PURCHASE PAYMENT WAS MADE                       ALL PURCHASE PAYMENTS MADE
                                                           IN THAT CONTRACT YEAR

            0 (Year of Purchase Payment)                           8%
            1                                                      8%
            2                                                      8%
            3                                                      8%
            4                                                      7%
            5                                                      6%
            6                                                      5%
            7                                                      4%
            8                                                      3%
            9 and later                                            0%


SF 324
<PAGE>


DEFINITIONS


ACCUMULATED  VALUE--means the value described in the Accumulated Value provision
of this contract.

ANNIVERSARY--means  the same date and month of each year  following the Contract
Date shown on the current Data Page.

ANNUAL  FEE--means  the  fee  described  in the  Annual  Fee  provision  of this
contract.

ANNUITANT--means  the person,  including any Joint Annuitant,  on whose life the
benefit payments are based. This person may or may not be the Owner.

BENEFIT  OPTION--means  the options  described in the Benefit Options section of
this contract.

CONTRACT DATE--means the date shown on the current Data Page.

CONTRACT  YEAR--means  the one year period  beginning on the  Contract  Date and
ending  one day before  the  Anniversary,  and any  subsequent  one year  period
beginning on an Anniversary.

         EXAMPLE:  If the Contract Date is June 5, 2000, the first Contract Year
         ends on June 4, 2001, and the first  Anniversary falls on June 5, 2001.
         The  second  Contract  Year  ends  on  June 4,  2002,  and  the  second
         Anniversary falls on June 5, 2002, etc.

DIVISION--means a part of the Separate Account to which Purchase Payments may be
allocated or amounts transferred.

FIXED  ACCOUNT--means  an account to which Purchase Payments may be allocated or
amounts transferred, which earns guaranteed interest.

FIXED  ACCOUNT  VALUE--means  the amount  described in the Fixed  Account  Value
provision of this contract.

JOINT  ANNUITANT--means  an additional  Annuitant.  The Joint Annuitants must be
husband and wife, and must be named as Owner and Joint Owner.  In this contract,
any  reference to the  Annuitant's  death means the death of the last  surviving
Annuitant.

JOINT  OWNER--means  an Owner who has an  undivided  interest  with the right of
survivorship  in this  contract  with  another  Owner.  The Joint Owners must be
husband and wife,  and must be named as Annuitant and Joint  Annuitant.  In this
contract,  any  reference  to the  Owner's  death  means  the  death of the last
surviving Owner.

MUTUAL FUND--means a registered  open-end investment company in which a Division
invests.

NET INVESTMENT FACTOR--means the investment performance measure described in the
Net Investment Factor provision of this contract.

NOTICE--means  any form of  communication  providing  the  information  we need,
either in writing or another  manner  that we approve in advance  and receive in
our home office.

SF 324
<PAGE>

OWNER--means  the person,  including  any Joint  Owner,  who owns all rights and
privileges of this  contract.  If the Owner is not a natural  person,  the Owner
must be an entity with its own taxpayer identification number.

PURCHASE   PAYMENT--means   any  amount  you  pay  us  under  this  contract  as
consideration for the benefits it provides,  reduced by the amount we may deduct
to pay any required premium taxes.

RETIREMENT  DATE--means  the date  your  Accumulated  Value is  applied  under a
Benefit Option to make retirement income payments.

SEPARATE ACCOUNT--means Principal Mutual Life Insurance Company Separate Account
B, a registered unit investment trust with Divisions and segregated  assets,  to
which  Purchase  Payments  may be  allocated  under this  contract and others we
issue.

SEPARATE ACCOUNT VALUE--means the amount described in the Separate Account Value
provision of this contract.

SURRENDER  CHARGE--means  the charge  described  in the  Surrender  Charge  sub-
provision of this contract.

TRANSACTION  FEE--means  the fee described in the  Transaction  Fee provision of
this contract.

UNIT--means the accounting measure used to calculate the Separate Account Value.

VALUATION  DATE--means  the  date  the  net  asset  value  of a  Mutual  Fund is
determined.

VALUATION  PERIOD--means the period between when the net asset value of a Mutual
Fund is determined  on one  Valuation  Date and when such value is determined on
the next following Valuation Date.

WE, OUR, US--means Principal Mutual Life Insurance Company.

YOU, YOUR--means the Owner of this contract, including any Joint Owner.

PURCHASE PAYMENTS

The initial  Purchase  Payment is due on the  Contract  Date and is shown on the
initial Data Page.  Subsequent Purchase Payments must be sent to the home office
address we provide to you either with your annual  report or in another  manner.
You may make Purchase  Payments at any time and in any amount while the contract
is in force and  before you choose a Benefit  Option,  subject to the  following
conditions.
PURCHASE PAYMENT LIMITS

The total  Purchase  Payments you make during the lifetime of this  contract may
not exceed $1,000,000, except with our prior approval.

Each Purchase Payment must equal or exceed the Minimum  Transaction Amount shown
on the current Data Page. We reserve the right to change this amount but it will
never exceed $1,000.

<PAGE>

PURCHASE PAYMENT ALLOCATIONS

You may allocate  Purchase Payments as additions to the Fixed Account and/or any
of  the Separate  Account  Divisions  shown on the current  Data Page.  However,
allocations  to the Fixed  Account  are not allowed if the Fixed  Account  Value
immediately  after the  allocation  exceeds  $1,000,000,  except  with our prior
approval.  Also, we reserve the right to allocate the initial  Purchase  Payment
entirely to the Money  Market  Division for the first 15 days after the Contract
Date.

Allocations to the Fixed Account and/or each of the Separate  Account  Divisions
must be made as a percentage of each Purchase Payment. Percentages may be either
zero or any whole number and must total 100%. You may specify these  allocations
with each Purchase Payment by providing us Notice.  Otherwise,  we will allocate
each Purchase Payment in the same way you allocated the initial Purchase Payment
(as shown on the initial Data Page)  unless you change this default  allocation.
You may change this default allocation at any time by providing us Notice.

PREMIUM TAXES

We reserve the right to deduct  amounts to cover any premium  taxes  required by
TAXES state or local law, when applicable.  Any such deduction will be made from
either  a  Purchase  Payment  when  received,  or  the  Accumulated  Value  when
surrendered (in whole or part) or applied under a Benefit Option.

                           CONTRACT VALUES

The  values and  benefits  are equal to or greater  than those  required  by any
applicable law. We will inform you of their amount on request.

ACCUMULATED VALUE

Your contract values are calculated  based on your  Accumulated  Value as stated
below.

Your Accumulated Value at any time is equal to:

      1. Your Fixed Account Value;

PLUS

      2. Your Separate Account Value.

FIXED ACCOUNT VALUE

Your Fixed Account Value at any time is equal to:

      1. Purchase Payments you allocate to the Fixed Account;

PLUS

      2. Any transfers to the Fixed Account from your interest in a Separate
         Account Division;

PLUS

      3. Interest credited;

SF 324

<PAGE>


MINUS

      4. Any transfers to your
         interest in a Separate
         Account Division;

MINUS

<PAGE>

      5. Any amounts from the Fixed Account that you received due to partial
         surrenders;

MINUS

      6. Any Surrender Charges deducted from the Fixed Account due to partial
         surrenders;

MINUS

      7. Any Transaction Fees and/or Annual Fees deducted from the Fixed
         Account.

SEPARATE ACCOUNT VALUE

Your  Separate  Account  Value at any time is equal to the sum of the  values of
your  interests  in all of the  Separate  Account  Divisions.  The value of your
interest in each Separate Account Division at any time is equal to:

      1. The number of Units credited due to Purchase Payments you allocate to
         your interest in the Separate Account Division;

PLUS

      2. The number of Units credited due to any transfers from the Fixed
         Account or your interest in another Separate Account Division;

MINUS

      3. The number of Units cancelled due to any transfers to the Fixed Account
         or your interest in another Separate Account Division;

MINUS

      4. The number of Units cancelled due to any partial surrenders you made
         from your interest in the Separate Account Division;

MINUS

      5. The number of Units cancelled due to any Surrender Charges collected
         from your interest in the Separate Account Division due to partial
         Surrenders;

MINUS

      6. The number of Units cancelled due to any Transaction Fees and/or Annual
         Fees deducted from your interest in the Separate Account Division.

         This total number of Units is then:

MULTIPLIED BY

      7. The Unit value of the Separate Account Division at the time of
         valuation.

SF 324

<PAGE>


SF 324

FIXED ACCOUNT

GUARANTEED INTEREST RATES

Your Fixed Account Value will earn interest at a guaranteed interest rate. In no
event will the guaranteed interest rate be less than 3% compounded annually.

INTEREST CREDITING METHOD

Each Purchase Payment allocated or amount transferred to the Fixed Account earns
interest  at the  guaranteed  rate  in  effect  on the  date it is  received  or
transferred.  This rate applies to each Purchase  Payment or amount  transferred
until the end of the Contract  Year.  The interest  rate  applicable  during the
first  Contract  Year to any initial  Purchase  Payment  allocated  to the Fixed
Account is shown on the initial Data Page.

Each  Anniversary we will declare a renewal interest rate that is guaranteed and
applies to the Fixed Account Value in existence at that time.  This rate applies
until the end of the Contract Year.

Interest  is earned  daily and will be  compounded  annually  at the end of each
Contract Year.

SEPARATE ACCOUNT

SEPARATE ACCOUNT ASSETS

Our Separate  Account is registered with the Securities and Exchange  Commission
as a unit  investment  trust  under  the  Investment  Company  Act of  1940  (as
amended).  Assets we put into our Separate  Account to support this contract are
not part of our  general  account.  Income,  gains and  losses  of our  Separate
Account,  whether  or not  realized,  are  credited  to or charged  against  our
Separate  Account assets,  without regard to our other income,  gains or losses.
The assets of the Separate Account will be available to cover the liabilities of
our general  account only to the extent that the assets of the Separate  Account
exceed the  liabilities  of the Separate  Account  arising  under the  contracts
supported by the Separate Account.

SEPARATE ACCOUNT DIVISIONS

Our Separate  Account is comprised  of the  Divisions  shown on the current Data
Page.  Each  Division  invests  in a Mutual  Fund  with a  different  investment
objective.  Income,  gains  and  losses,  whether  or not  realized,  from  each
Division's  assets are  credited to or charged  against  that  Division  without
regard to income,  gains or losses of other Divisions or our other income, gains
or losses.

We reserve  the right to add other  Divisions,  eliminate  or  combine  existing
Divisions,  or transfer assets in one Division to another. If shares of a Mutual
Fund are no longer available for investment,  or in our judgment investment in a
Mutual Fund  becomes  inappropriate  considering  the  purposes of the  Separate
Account,  we may eliminate the shares of a Mutual Fund and substitute  shares of
another.  Substitution may be made with respect to both existing investments and
the investment of future  Purchase  Payments.  However,  no such changes will be
made  without   notifying  you  and  getting  any  required  approval  from  the
appropriate state and/or federal regulatory authorities.

UNITS AND UNIT VALUE

Purchase  Payments  allocated  or  amounts  transferred  to a  Separate  Account
Division  are credited as Units by dividing  the amount by the  Division's  Unit
value  for the  Valuation  Period  during  which  the  amount  is  allocated  or
transferred.  Units are cancelled  when amounts are  surrendered  or transferred
from a Division.

The Unit value for each Division was  arbitrarily  set at $10 as of the date the
Division first purchased Mutual Fund shares.  Thereafter,  the Unit value on any
Valuation  Date is  calculated  by  multiplying  the Unit value on the  previous
Valuation  Date  by that  Division's  Net  Investment  Factor  for  the  current
Valuation Period. The number of


<PAGE>

Units will not change due to a subsequent  change in Unit value.  The Unit value
for any  Valuation  Period  is the Unit  value  determined  as of the end of the
Valuation Period.

NET INVESTMENT FACTOR

The Net Investment Factor measures Investment performance of each Division and
is used to determine changes in Unit value from one Valuation Period to the
next.  The Net Investment Factor for a Valuation Period is equal to:

      1. The quotient obtained by dividing:

         a.   The net asset value of a share of the Division's underlying Mutual
              Fund  shown  on  the  current  Data  Page  as of the  end of  such
              Valuation  Period,  plus the per share  amount of any  dividend or
              other  distribution made by such Mutual Fund during such Valuation
              Period, by

         b.   The net asset value of a share of such Mutual Fund as of the end
              of the immediately preceding Valuation Period;

MINUS

      2. An administration fee equal to the number of days within such Valuation
         Period times the Daily Separate Account  Administration Charge shown on
         the  current  Data  Page.  We  reserve  the right to  change  the Daily
         Separate Account  Administration  Charge but it will never exceed 0.15%
         annually;

MINUS

      3. A mortality and expense risks charge equal to the number of days within
         such  Valuation  Period  times the Daily  Mortality  and Expense  Risks
         Charge shown on the current  Data Page.  We reserve the right to change
         the Daily  Mortality  and Expense Risks Charge but it will never exceed
         1.25% annually.

We  reserve  the right to adjust  the above  formula  to  provide  for any taxes
attributable  to the  operations of this contract or the Separate  Account.  The
Daily Separate  Account  Administration  Charge and Daily  Mortality and Expense
Risks  Charge  will be  accrued  daily and will be  deducted  from the  Separate
Account at our discretion.

TRANSFERS AND FEES

TRANSFERS ALLOWED

You may transfer  amounts  between the Fixed  Account and the  Separate  Account
Divisions  prior to the  Retirement  Date and as  provided  below.  To request a
transfer,  you must  provide  us  Notice.  We  reserve  the right to not  accept
transfer instructions from someone providing them for multiple contracts.

TRANSFERS FROM FIXED ACCOUNT

You may transfer  amounts from the Fixed Account to a Separate  Account Division
by making either a scheduled or unscheduled Fixed Account  transfer,  subject to
the following conditions.

You must provide us Notice within 30 days following  either the Contract Date or
any Anniversary.

Either  unscheduled Fixed Account transfers or scheduled Fixed Account transfers
(not both) may occur during the same Contract Year.

SF 324
<PAGE>


UNSCHEDULED FIXED ACCOUNT  TRANSFERS--You may make one unscheduled transfer from
the Fixed Account each Contract Year, as follows:

      1. The transfer will occur within 1 business day of the date we receive
         your Notice; and

      2. You must specify the dollar amount or percentage to be transferred, and
         the resulting amount must not exceed 25% of your Fixed Account Value as
         of the later of the Contract Date or the last Anniversary. However, you
         may  transfer  up to 100% of your Fixed  Account  Value  within 30 days
         after the first and following Anniversaries if:

         a.   Your Fixed Account Value is less than $1,000; or

         b.   The renewal  interest  rate  declared for your Fixed Account Value
              for the  current  Contract  Year is more than 1  percentage  point
              lower than an average of your total Fixed Account earnings for the
              preceding Contract Year (in that event, we will notify you).

SCHEDULED FIXED ACCOUNT TRANSFERS--You may make scheduled transfers on a monthly
basis from the Fixed Account, as follows:

      1. The transfer will occur on a date you specify in your Notice (other
         than the 29th, 30th or 31st of any month);

      2. Your Fixed Account Value must equal or exceed the Minimum Transfer
         Value shown on the current Data Page.  We reserve the right to change
         this amount but it will never exceed $10,000;

      3. The monthly amount transferred must equal 2% of your Fixed Account
         Value as of the later of the Contract Date or the last Anniversary;

      4. The transfers will continue until your Fixed Account Value is exhausted
         or we receive Notice to stop them; and

      5. If you stop the transfers, you may not start them again without our
         prior approval.

TRANSFERS FROM SEPARATE ACCOUNT DIVISIONS

You may transfer  amounts from a Separate  Account  Division to either the Fixed
Account or another  Separate  Account  Division by making  either a scheduled or
unscheduled  Separate  Account  Division  transfer,  subject  to  the  following
conditions.

Transfers to the Fixed Account are allowed only if:

      1. You have not transferred any amount from the Fixed Account for at least
         6 months; and

      2. Your Fixed Account Value immediately after the transfer does not exceed
         $1,000,000, except with our prior approval.

UNSCHEDULED  SEPARATE  ACCOUNT  DIVISION  TRANSFERS--You  may  make  unscheduled
transfers from a Separate Account Division, as follows:

      1. The transfer will occur within 1 business day of the date we receive
         your Notice; and

<PAGE>

      2. You must specify the dollar  amount or percentage to transfer from each
         Separate  Account  Division,  and the  resulting  amount  must equal or
         exceed the lesser of the value of your interest in the Separate Account
         Division or the Minimum  Transaction  Amount  shown on the current Data
         Page.

SCHEDULED SEPARATE ACCOUNT DIVISION  TRANSFERS--You may make scheduled transfers
from a Separate Account Division, as follows:

      1. The transfers will occur on a date you specify in your Notice (other
         than the 29th, 30th or 31st of any month);

      2. You must specify how often the transfers will occur (annually, semi-
         annually, quarterly or monthly);

      3. You must  specify  the dollar  amount to  transfer  from each  Separate
         Account  Division,  and that  amount must equal or exceed the lesser of
         the value of your  interest  in the  Separate  Account  Division or the
         Minimum Transaction Amount shown on the current Data Page;

      4. The value of each Separate Account Division from which transfers are
         made must equal or exceed the Minimum Transfer Value shown on the
         current Data Page;

      5. The transfers will continue until your interest in the Division is
         exhausted or we receive Notice to stop them; and

      6. We reserve the right to limit the number of Separate Account  Divisions
         from which transfers will be made at the same time. In no event will it
         ever be less than 2.

ANNUAL FEE

The  Annual  Fee is shown on the  current  Data  Page.  The  Annual  Fee will be
reduced,  as necessary,  so that it never  decreases the  guaranteed  minimum 3%
annual interest earnings of any amount in the Fixed Account.

The Annual Fee will be deducted on the last day of each  Contract  Year prior to
the Retirement Date. If you surrender this contract in full, the Annual Fee will
be deducted at that time. The Annual Fee will be deducted from either your Fixed
Account Value or your interest in a Separate Account Division, whichever of them
has the largest value on the date it is to be deducted.

TRANSACTION FEE

The  Transaction  Fee is shown on the current Data Page. It will be deducted for
each unscheduled partial surrender after the first unscheduled partial surrender
in each Contract Year.  Also, we reserve the right to charge the Transaction Fee
for each unscheduled  Separate Account Division  transfer after the twelfth such
transfer in each Contract Year.

The  Transaction  Fee will be deducted  from your Fixed Account Value and/or the
value of your interest in a Separate  Account  Division from which the amount is
surrendered or transferred, on a pro rata basis.

CONTRACT BENEFITS

You may surrender this contract,  receive  retirement income payments or a death
benefit will be paid, as provided below.

SF 324

<PAGE>

We will pay any  Separate  Account  Division  surrenders  within 7 days after we
receive  Notice.  We will pay any death  benefit  within 7 days after we receive
Notice  (including  proof) of the  Owner's or  Annuitant's  death.  However,  we
reserve the right to defer  surrender or death benefit  payments as permitted by
the  Investment  Act of 1940 or other laws in effect at the time payments are to
be made. We reserve the right to delay payment of the Fixed Account Value for up
to six months after you provide us Notice of a surrender.  Also,  we reserve the
right to require that you send us this contract so we can record any changes.

SURRENDER

You may surrender this contract on or before the Retirement Date. You may make a
full or partial  surrender of this  contract and receive all or a portion of its
Accumulated Value minus any applicable  Surrender  Charges,  Transaction Fees or
Annual Fees.

To request a surrender, you must provide us Notice. For a partial surrender, you
must specify the dollar  amount to  surrender.  The amount will be deducted from
your Fixed  Account Value and/or your  interest in a Separate  Account  Division
according to surrender allocation percentages you provide us. Percentages may be
either zero or any whole number and must total 100%.

You may specify surrender allocation  percentages with each surrender request by
providing us Notice. Otherwise, we will use the default percentages you provide.
You may change default percentages at any time by providing us Notice.

UNSCHEDULED PARTIAL SURRENDERS--You may make unscheduled partial surrenders,  as
follows:

      1. Each unscheduled partial surrender must equal or exceed the Minimum
         Transaction Amount shown on the current Data Page; and

      2. The Accumulated Value after an unscheduled partial surrender must equal
         or exceed the Minimum  Surrender  Value shown on the current Data Page.
         We reserve  the right to change  this  amount but it will never  exceed
         $10,000.

SCHEDULED  PARTIAL  SURRENDERS--You  may make scheduled Partial  surrenders,  as
follows:

      1. The surrenders will occur on a date you specify in your Notice (other
         than the 29th, 30th or 31st of any month);

      2. You must specify how often scheduled partial surrenders will occur
         (annually, semi-annually, quarterly or monthly);

      3. Your Accumulated Value must equal or exceed the Minimum Surrender Value
         shown on the current Data Page; and

      4. The surrenders will continue until the Accumulated Value is exhausted
         or we receive Notice to stop them.

SURRENDER  CHARGE--A  Surrender  Charge, as determined below, may be deducted if
you request a full or partial  surrender on or prior to the Retirement Date. For
a full surrender,  any Surrender  Charge will be deducted from your  Accumulated
Value.

For a partial  surrender,  any Surrender Charge will be deducted from your Fixed
Account Value and/or the value of your interest in a Separate  Account  Division
from which the amount is surrendered, on a pro rata basis.


<PAGE>
The amount of the Surrender Charge is calculated as a percentage of the Purchase
Payments  surrendered.  The Table of Surrender Charges shown on the current Data
Page indicates the appropriate  percentage,  if any, to be applied to the sum of
the Purchase Payments made during each of the Contract Years noted in the Table.
This  percentage is based on the number of completed  Contract Years between the
Contract Year of the Purchase  Payment and the Contract  Year of surrender.  The
Surrender  Charge is equal to the total of the sums determined for each Contract
Year shown in the Table during which  Purchase  Payments were made,  considering
the Free Surrender Privilege sub-provision.

For purposes of  calculating  any Surrender  Charge,  amounts are  considered as
surrendered in the following order:

      1. Purchase Payments made in Contract Years that are no longer subject to
         a Surrender Charge;

      2. Amounts described in the Free Surrender Privilege sub-provision,
         first from this contract's earnings, then from the least recent
         Purchase Payments (first-in, first-out); and

      3. Purchase Payments made in Contract Years that are still subject to a
         Surrender Charge, first-in, first-out.

We reserve the right to reduce  Surrender  Charges  for any amounts  surrendered
from this contract that are attributable to a conversion from existing  products
issued by Principal  Mutual Life Insurance  Company and its  subsidiaries and as
otherwise permitted by the Investment Company Act of 1940 (as amended).

FREE  SURRENDER  PRIVILEGE--No  Surrender  Charge  applies to  surrenders,  each
Contract Year, totalling an amount equal to the greater of:

      1. This contract's earnings (your Accumulated Value minus unsurrendered
         Purchase Payments, as of the surrender date); or

      2. 10% of the Purchase Payments made in Contract Years that are still
         subject to a Surrender Charge, decreased by any partial surrenders made
         since the last Anniversary.

DEATH BENEFIT

If you or the Annuitant dies prior to the Retirement Date, we will pay a death
benefit.  No death benefit is payable under this provision after the Retirement
Date.  No Surrender Charge applies when we pay a death benefit.

The amount of the death benefit equals the greater of:

     1.   Your Accumulated Value on the date we receive Notice (including proof)
          of death:

     2.   The total  Purchase  Payments  minus any partial  surrenders as of the
          date we receive Notice (including proof) of death; or

     3.   The death benefit that was in effect on any prior  Anniversary that is
          divisible  equally  by 7,  plus any  Purchase  Payments  and minus any
          partial surrenders made after that Anniversary.

If benefit  instructions are in effect, the death benefit will be paid according
to those instructions.

<PAGE>

If the  Annuitant  dies  before  you,  we will  pay  the  death  benefit  to the
Annuitant's  beneficiary.   If  no  benefit  instructions  are  in  effect,  the
Annuitant's  beneficiary  may choose to apply any unpaid death  benefit  under a
Benefit Option.

If you die before the Annuitant  and your  beneficiary  is your spouse,  we will
continue  the  contract  with  your  surviving  spouse  as the new Owner or your
surviving spouse may choose to:

      1. Apply the death benefit under a Benefit Option; or

      2. Receive the death benefit as a single payment.

Any choice in 1 or 2 above must be made within 60 days after your death.

If your  beneficiary is a natural  person,  but not your surviving  spouse,  the
death benefit may be paid as:

     1.   Fixed  income under  Benefit  Option C for a period of years that does
          not exceed the life expectancy of the beneficiary;

     2.   Life income under Benefit Option D with no minimum  guaranteed  period
          or  a  minimum  guaranteed  period  that  does  not  exceed  the  life
          expectancy of the beneficiary; or

     3.   An individual arrangement approved by us under Benefit Option A.

If your beneficiary is not a natural person,  the death benefit must be paid out
within 5 years of your death.

We will pay  interest  on the  death  benefit  from the date we  receive  Notice
(including  proof) of death until date of payment or until the death  benefit is
applied  under a Benefit  Option.  We will pay  interest  at a rate  equal to or
greater than 3%.

Life expectancy is based on the appropriate life expectancy  tables published by
the United States Treasury Department, as amended.

BENEFIT  INSTRUCTIONS--While  the  Annuitant is alive and before the  Retirement
Date,  you may file benefit  instructions  for the payment of the death  benefit
under a Benefit  Option.  Such  benefit  instructions,  or a change  of  benefit
instructions,  must be in a written Notice.  A change of beneficiary will revoke
any prior benefit instructions.

BENEFICIARY--The   beneficiary  is  the  person  or  persons  you  name  in  the
application to receive  benefits payable upon the Annuitant's or your death. You
may change your  beneficiary  designation  at any time.  You may also change the
Annuitant's  beneficiary  while the Annuitant is alive.  Your request must be in
writing. No change is effective without our prior approval.  Once approved,  the
change is effective as of the date you signed the request.

BENEFICIARY  IF YOU  ARE  THE  ANNUITANT--If  you are  the  Annuitant  or  Joint
Annuitant, we will pay any death benefits to your beneficiary.

If any  beneficiary  dies  before  you,  upon  your  death we will make an equal
distribution  of  that  beneficiary's  portion  of the  death  benefit  to  your
surviving  beneficiaries unless we have approved other written instructions from
you. If none of your  beneficiaries  survives you, we will pay the death benefit
to your estate in one sum.

<PAGE>


BENEFICIARY  IF YOU ARE NOT THE  ANNUITANT--If  you are not the  Annuitant,  two
beneficiary  designations are possible:  your's and the Annuitant's.  Unless you
provide  otherwise in a written  beneficiary  designation that we approve,  your
beneficiary is the Annuitant.  The Annuitant's beneficiary receives any benefits
payable upon the death of the Annuitant.

If any Annuitant's beneficiary dies before the Annuitant,  upon the death of the
Annuitant,  we will make an equal distribution of that beneficiary's  portion of
the death benefit to any surviving beneficiaries of the Annuitant unless we have
approved other written instructions from you. If no beneficiary of the Annuitant
survives, we will pay the death benefit to you or your estate in one sum.

SIMULTANEOUS  DEATH--If you and the  Annuitant  die and there is not  sufficient
evidence that the deaths occurred other than at the same time, the death benefit
will be paid as if the Annuitant outlived you.

RETIREMENT INCOME

On the  Retirement  Date we will apply your  Accumulated  Value  under a Benefit
Option and make retirement income payments to you if the Annuitant is living and
the contract is in force on that date. No Surrender Charge will be deducted from
your Accumulated Value when it is applied under a Benefit Option.

If you do not choose a different  Benefit Option, we will apply your Accumulated
Value under Benefit Option D (Life Income with a 10 year guarantee),  or Benefit
Option E (Joint and 100%  Survivor  Life Income with a 10 year  guarantee)  with
Joint Annuitants, to determine the retirement income benefit.

                       TERMINATION

CONTRACT TERMINATION

This contract will continue until one of the following events occurs:

      1. Your Accumulated Value is applied under a Benefit Option;

      2. You surrender your contract in full;

      3. The Annuitant's death occurs; or

      4. Your death occurs  (unless your spouse  elects to continue the contract
         pursuant to the Death Benefit provision).

We reserve the right to terminate  this  contract by paying you the  Accumulated
Value, in one sum, if you pay no Purchase  Payments for two or more  consecutive
Contract Years and both of the following are less than $2,000:

     1.   Your  total  Purchase  Payments  for this  policy,  less  any  partial
          surrenders and Surrender Charges; and

     2.   Your Accumulated Value.

We will notify you and give you 60 days to  increase  the  Accumulated  Value to
$2,000 before we exercise this right.

<PAGE>

BENEFIT OPTIONS

You may choose to use one of the following Benefit Options, or any other Benefit
Option we make available,  on the Retirement  Date. The tables shown  illustrate
guaranteed minimum benefits. The benefits you receive may be greater.

Option A. SPECIAL BENEFIT  ARRANGEMENT--You may arrange an individually designed
Benefit  Option with our approval.  Any  arrangement  that will not qualify this
contract  as an annuity  under the  United  States  Internal  Revenue  Code,  as
amended, will not be permitted.

Option C. FIXED INCOME--We will pay an income of a fixed amount or an income for
a fixed period of at least 5 years but not exceeding 30 years. Refer to Option C
tables to determine the minimum  number of fixed amount  payments or the minimum
amount of each  fixed  period  payment.  On  request,  we will  furnish  benefit
information  not shown in the tables.  If you die after annuity  payments begin,
the remaining  payments will be paid to the beneficiary named under your Benefit
Option.

Option D. LIFE  INCOME--We  will pay an income  during a  person's  lifetime.  A
minimum guaranteed period may be used, as shown in the Option D table.  Payments
will be in an amount we determine,  but not less than shown in the table. If you
die after annuity  payments  begin and before the end of the minimum  guaranteed
period (if applicable),  the remaining  payments will be paid to the beneficiary
named under your Benefit Option.

Option E.  JOINT AND  SURVIVOR  LIFE  INCOME--We  will pay an income  during the
lifetime of two persons,  and continuing  until the death of the survivor.  This
option includes a minimum guaranteed period of 10 years.  Payments will be in an
amount we determine,  but not less than shown in the Option E table. On request,
we will furnish minimum income information for age combinations not shown in the
table. If both persons die before the end of the minimum  guaranteed period, the
remaining  payments  will be paid to the  beneficiary  named under your  Benefit
Option.

Option F.  JOINT AND  TWO-THIRDS  SURVIVOR  LIFE  INCOME--We  will pay an income
during the lifetime of two persons, and two-thirds of the original amount during
the remaining  lifetime of the survivor.  Payments  during the time both persons
are alive will be in an amount we determine  (the  "original  amount"),  but not
less than shown in the  Option F table.  On  request,  we will  furnish  minimum
income  information for age  combinations  not shown in the table. If one of the
persons dies after annuity payments begin, we will continue to pay two-thirds of
the original amount to the survivor until that person's death.

<PAGE>

OPTION C TABLES



Minimum Monthly Joint and Survivor Life Income for Each $1,000 Applied.  First
Payment on Effective Date of Supplementary Contract.


Amount                  No. of                No. of                      No. of
Applied     Income      Pymts*      Income    Pymts*        Income        Pymts*
$10,000      $50         274        $100      114           $175            61
 25,000      150         214         250      114            400            67
 50,000      250         274         500      114            750            72
 100,0       450         321       1,000      114          1,500            72

*Minimum number of months for which full monthly income will be paid.  There may
be part of a payment  made one month after the last one.  This  partial  payment
will be the  balance,  if any,  of the amount  applied  less the  payments,  all
accumulated at interest.


Minimum Monthly Income To Be Paid for Number Of Years.  First Payment on
Effective Date of Supplementary Contract.

     Amount                             Number of Years
     Applied
                    5          10       15           20        25          30
   10,000       179.10       96.10      68.70       55.10     47.10        41.80
   25,000       447.75      240.25     171.75      137.75     117.75      104.50
   50,000       895.50      480.50     343.50      275.50     235.50      209.00
  100,000     1,791.00      961.00     687.00      551.00     471.00      418.00
                               0
<PAGE>

                             BENEFIT OPTIONS

You may choose to use one of the following Benefit Options, or any other Benefit
Option we make available, on the Retirement Date.  The tables shown illustrate
guaranteed minimum benefits.  The benefits you receive may be greater.

Option A.  SPECIAL BENEFIT ARRANGEMENT -- You may arrange an individually
designed Benefit Option with our approval.  Any arrangement that will not
qualify this contract as an annuity under the United States Revenue Code, as
amended, will not be permitted.

Option C.  FIXED INCOME -- We will pay an income of a fixed amount or an income
for a fixed period of at least 5 years but not exceeding 30 years.  Refer to
option C tables to determine the minimum number of fixed amount payments or the
minimum amount of each fixed period payment.   On request, we will furnish
benefit information not shown in the tables.  If you die after annuity payments
begin, the remaining payments will be paid to the beneficiary names under your
Benefit Option.

Option D.  LIFE INCOME -- We will pay an income during a person's lifetime.  A
minimum guaranteed period may be used, as shown in the Option D table.  Payments
will be in an amount we determine, but not less than shown in the table.  If you
die after annuity payments begin and before the end of the minimum guaranteed
period (if applicable), the remaining payments will be paid to the beneficiary
named under your Benefit Option.

Option E.  JOINT AND SURVIVOR LIFE INCOME -- We will pay an income during the
lifetime of two person, and continuing until the death of the survivor.  This
option includes a minimum guaranteed period of 10 years.  Payments will be in an
amount we determine, but not less than shown in the Option E table.  On request,
we will furnish minimum income information for age combinations not shown in the
table.  If both persons die before the end of the minimum guaranteed period, the
remaining payments will be paid to the beneficiary named under your Benefit
Option.

Option F.  JOINT AND TWO-THIRDS SURVIVOR LIFE INCOME -- We will pay an income
during the lifetime of two persons, and two-thirds of the original amount during
the remaining lifetime of the survivor.  Payments during the time both persons
are alive will be in an amount we determine (the "original amount"), but not
less than shown in the Option F table.  On request, we will furnish minimum
income information for age combinations not shown in the table.  If one of the
persons dies after annuity payments begin, we will continue to pay two-thirds of
the original amount to the survivor until that person's death.

OPTION D TABLES

Minimum Monthly Life Income for Each $1,000 Applied.  First Payment on Effective
Date of Supplementary Contract.


    Age                          Minimum Guaranteed Period
Last Birthday
 Male Payee
                                                                 Inst.*
              None      5 Yrs.    10 Yrs.   15 Yrs.   20 Yrs.     Rfd.
     55       4.45       4.44     4.40      4.33      4.23       4.24
     56       4.54       4.53     4.48      4.41      4.29       4.31
     57       4.64       4.62     4.57      4.48      4.35       4.38
     58       4.74       4.72     4.66      4.56      4.42       4.46
     59       4.84       4.82     4.76      4.65      4.48       4.54

     60       4.96       4.94     4.87      4.74      4.55       4.63
     61       5.08       5.06     4.97      4.83      4.61       4.72
     62       5.21       5.18     5.09      4.92      4.68       4.82
     63       5.35       5.32     5.21      5.01      4.75       4.92
     64       5.50       5.46     5.33      5.11      4.81       5.02

     65       5.66       5.62     5.47      5.21      4.87       5.13
     66       5.83       5.78     5.60      5.31      4.94       5.25
     67       6.01       5.95     5.75      5.41      4.99       5.37
     68       6.21       6.13     5.89      5.52      5.05       5.50
     69       6.42       6.33     6.05      5.62      5.11       5.64

     70       6.64       6.53     6.21      5.72      5.16       5.78
     71       6.87       6.74     6.37      5.82      5.20       5.93
     72       7.12       6.97     6.54      5.91      5.25       6.09
     73       7.39       7.21     6.71      6.01      5.29       6.25
     74       7.67       7.46     6.88      6.10      5.32       6.42

     75       7.98       7.73     7.05      6.18      5.35       6.60

*Income  payments  continue until the total  received  equals the amount applied
under the option.

<PAGE>

OPTION D TABLES

Minimum Monthly Life Income for Each $1,000 Applied.  First Payment on Effective
Date of Supplementary Contract.


      Age                       Minimum Guaranteed Period
 Last Birthday
 Female Payee
                                                                 Inst.*
             None       5 Yrs.    10 Yrs.    15 Yrs.   20 Yrs.    Rfd.
     55      4.05       4.05      4.03       4.00      3.95      3.94
     56      4.12       4.12      4.10       4.06      4.01      4.00
     57      4.20       4.19      4.17       4.13      4.07      4.06
     58      4.28       4.27      4.25       4.20      4.13      4.13
     59      4.36       4.35      4.33       4.28      4.20      4.20

     60      4.45       4.44      4.41       4.35      4.26      4.27
     61      4.55       4.54      4.50       4.43      4.33      4.35
     62      4.65       4.64      4.60       4.52      4.40      4.43
     63      4.76       4.74      4.70       4.61      4.47      4.52
     64      4.87       4.86      4.80       4.70      4.54      4.61

     65      5.00       4.98      4.91       4.80      4.61      4.70
     66      5.13       5.11      5.03       4.89      4.69      4.81
     67      5.27       5.24      5.16       5.00      4.76      4.91
     68      5.42       5.39      5.29       5.10      4.83      5.02
     69      5.58       5.55      5.43       5.21      4.90      5.14

     70      5.76       5.71      5.57       5.32      4.97      5.27
     71      5.94       5.89      5.73       5.43      5.03      5.40
     72      6.15       6.09      5.89       5.55      5.09      5.54
     73      6.37       6.30      6.06       5.66      5.15      5.69
     74      6.60       6.52      6.24       5.77      5.20      5.85

     75      6.86       6.75      6.42       5.88      5.25      6.02

*Income  payments  continue until the total  received  equals the amount applied
under the option.



<PAGE>

OPTION E TABLE


Minimum Monthly Joint and Survivor Life Income for Each $1,000 Applied.  First
Payment on Effective Date of Supplementary Contract.


Age Last Birthday               Age Last Birthday of Female Payee
 of Male Payee
                  55           60             62            65             70
      60         3.82         4.04           4.12          4.25           4.45
      62         3.85         4.09           4.19          4.33           4.57
      65         3.90         4.16           4.28          4.45           4.74
      70         3.95         4.26           4.40          4.62           5.01
      75         3.99         4.33           4.48          4.75           5.24


OPTION F TABLE


Minimum Monthly Joint and Two-Thirds Survivor Life Income for Each $1,000
Applied.  First Payment on Effective Date of Supplementary Contract.


Age Last Birthday                Age Last Birthday of Female Payee
 of Male Payee
                   55            60            62            65             70
      60          4.22          4.45          4.55          4.71           5.00
      62          4.30          4.54          4.65          4.82           5.14
      65          4.41          4.68          4.80          4.99           5.35
      70          4.61          4.92          5.06          5.29           5.74
      75          4.82          5.17          5.33          5.60           6.14

INTEREST

Interest  on amounts  applied  under a Benefit  Option is at a rate we set,  but
never less than 3% a year.  All values in the tables shown are based on the 1983
Table A with 3%  interest  compounded  annually.  The benefit you receive may be
greater.

CONDITIONS

When a Benefit Option is chosen, the following conditions will apply:

     1.   This contract must be exchanged for a supplementary contract providing
          the Benefit Option you choose:

     2.   No changes may be made as to the Benefit Option once the supplementary
          contract is issued;

     3.   Until proceeds are applied under a Benefit  Option,  any death benefit
          will be held in a new account at an  interest  rate  determined  by us
          which will not be less than 3% per year;

     4.   We reserve the right to pay the  Accumulated  Value in a single sum if
          it does not exceed  $5,000,  or if the  amount to be  applied  under a
          Benefit  Option would result in periodic  payments  that do not exceed
          other  minimum  requirements  that  are in  effect  at that  time  for
          Annuitants in the same class;

<PAGE>

     5.   Benefit  Options are  restricted if the recipient of benefits is not a
          natural person;

     6.   One of the natural  persons on whose life payment  under Options D, E,
          and F and based must be the  Annuitant or a  beneficiary.  The size of
          payments  depends on the age and sex of the person or persons on whose
          life  payments are based,  determined  as of the date this contract is
          exchanged  for a  supplementary  contract.  We  reserve  the  right to
          require evidence of age, sex, and continuing survival; and

     7.   At the time payments  begin,  any benefits will be at least that which
          would be provided by any single  premium  immediate  annuity  contract
          then being offered by us for the same class of Annuitants.

                            GENERAL INFORMATION

THE CONTRACT

This  contract,  any attached  application,  or  amendments  to it, any attached
riders or endorsements,  and the current Data Pages make up the entire contract.
Any statements made in an application will be considered representations and not
warranties.

ALTERATIONS

This contract may be altered by mutual agreement unless otherwise provided. Only
our corporate officers may agree to modify or waive anything provided.  Only our
corporate  officers  may  agree  to  modify  or  waive  anything  in or  approve
amendments to your contract.  Any  alterations  must be in writing and signed by
one of our corporate officers. No one else, including the agent, may change this
contract or waive any provisions.

INCONTESTABILITY

This contract will be incontestable  after is has been in force for 2 years from
the Contract  Date. The time limit in this  Incontestability  provision does not
apply to fraud.

AGE AND SEX

If the  Annuitant's  age or sex is not correctly shown on the current Data Page,
we will adjust the monthly  income  payable under your  contract.  The age shown
should be the Annuitant's age on the Contract Date. Any adjustment will be based
on the amount of monthly  income that would have been  purchased  at the correct
age and sex.

PARTICIPATING

Your contract is eligible to share in our divisible  surplus.  We will determine
its share and credit it as a dividend at the end of each  Contract  Year.  We do
not expect any dividends  will be paid under this contract.  Dividends,  if any,
will be paid in cash.

OWNERSHIP

The Owner or Joint Owners are named on the current Date Page.  Ownership  may be
changed as provided  below.  As Owner or Joint  Owners,  you may exercise  every
right and privilege provided by this contract. These rights include the right to
receive  income  payments  or to name a payee to  receive  these  payments.  The
exercise of your rights is subject to the rights of any irrevocable beneficiary.
Your rights and privileges  end at the  Annuitant's  death.  If Joint Owners are
named, both must consent to any exercise of these rights.

CHANGE OF OWNER

You may change your ownership  designation at any time.  Your request must be in
writing. No change is effective without our prior approval.  Once approved,  the
change is effective as of the date you signed the request.  We reserve the right
to require that you send us this contract so we can record the change.

<PAGE>


You may change  the  Retirement  Date any time before a  supplementary  contract
which provides a  Benefit Option is issued. The new date must be any Anniversary
on or before the Maximum Retirement Date shown on the current Data Page.

Your  request  must be in writing  and have our prior  approval.  We reserve the
right to require that you send us this contract so we can record the change.

ASSIGNMENT

You may assign your contract as collateral for a loan. The assignment must be in
writing  and  filed in our home  office.  We assume  no  responsibility  for any
assignment's  validity.  An assignment as collateral  does not change the Owner,
but the rights of beneficiaries,  whenever named, become subordinate to those of
the assignee. Any amount paid an assignee will be treated as a partial surrender
and will be paid in one sum.

STATEMENTS OF VALUE

We will mail you statements of your current Accumulated Value at least once each
year until your contract is applied  under a Benefit  Option or  surrendered  in
full. This will include current  statements of the number of Units credited to a
Separate  Account  Division  and the  dollar  value of a Unit.  We will mail the
statements to your last post office address known to us.


<PAGE>

                                ENDORSEMENTS

<PAGE>

     FLEXIBLE VARIABLE ANNUITY  CONTRACT.  Income payable starting on Retirement
Date,  or death  benefit if  Annuitant  or Owner dies  before  Retirement  Date.
Benefits based on the  performance of the Separate  Account are variable and not
guaranteed as to dollar amount. PARTICIPATING.

(Logo)
Principal Financial Group


SF 568                                                                    SAMPLE


                          PURCHASE PAYMENT CREDIT RIDER


This rider is part of your contract. All definitions, provisions, and exceptions
of the contract apply to this rider unless changed by this rider. In the case of
a conflict with any provision in the contract, the provisions of this rider will
control.  This rider must be elected prior to the Contract Date and is effective
on the Contract Date. This rider cannot be terminated by you unless the contract
terminates. The charge for this rider is shown on the current Data Page.

PURCHASE PAYMENT CREDIT

During the first Contract Year, on the date each Purchase  Payment is applied to
the  contract,  we will credit the  Accumulated  Value with an amount equal to 5
percent of the amount of the  Purchase  Payment.  For  example,  if the Purchase
Payment applied to the contract is $10,000,  the Purchase  Payment credit amount
will be .05 x $10,000, or $500.

If a  Purchase  Payment  is applied  to the  contract  after the first  contract
Anniversary, no credit will be given.

Purchase  Payment  credits are  allocated to the Fixed Account  and/or  Separate
Account Divisions in the same proportion as the Purchase Payments are allocated.
If the initial  Purchase Payment is allocated to the Money Market Division under
the Purchase Payment Allocations provision of the contract,  the credit for that
Purchase Payment will also be allocated to the Money Market Division.

If the contract terminates under the Examination Offer described on the contract
cover, all Purchase Payment credits applied through the termination date will be
subtracted from the amount returned to you.







© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission