SecProbe.io

June 1 2, 2014

Via E-mail
Mr. Terrence J. Lillis
Executive  Vice President and Chief Financial Officer
Principal Financial Group , Inc.
711 High Street
Des Moines, IA   50392

Re: Principal Financial Group , Inc
Form 10-K for the Fiscal Year Ended December 31, 2013
Filed February 12, 2014
File No . 001-16725

Dear M r. Lillis :

 We have limited our review of your filing to your financial statements and related
disclosures and do not intend to expand our review to other portions of your document.   In our
comment, we ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within 10 business days by  providing the requested
information or by advising us when you will provide the requested response .  If you do not
believe the comment  applies to your facts and circumsta nces, please tell us why in your
response.  Please furnish us a letter on EDGAR under the form type label CORRESP that keys
your response  to our comment.

After reviewing the information provided, we may have additional comments and/or
request that you ame nd your filing.

Notes to Consolidated Financial Statements
12. Employees and Agent Benefits
Assumptions, page 147

1. The discount rate for your defined benefit obligation increased from 4% for the year ended
December 31, 2012 to 4.9% for the year ended Dece mber 31, 2013 whereas the discount rate
for your net periodic benefit cost decreased from 5.15% for the year ended December 31,
2012 to 4% for the year ended December 31, 2013.  Please provide us an analysis of why the
discount rates changed in an inverse proportion and why you believe the rates used are
reasonable.

Mr. Terrence J. Lillis
Principal Financial Group , Inc.
June 1 2, 2014
Page 2

 We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing  include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

 In responding to our comment, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;
 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and
 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the Unit ed States.

You may contact Christine Torney , Staff Accountant, at (202) 551 -3652 or  Mary Mast ,
Senior Staff Accountant , at (202) 551 -3613 if you have questions regarding the comment .  In this
regard, do not hesitate to contact me at (202) 551 -3679.

Since rely,

/s/ Jim B. Rosenberg

Jim B. Rosenberg
Senior Assistant Chief Accountant