SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               __________________



                                    FORM 8-K

                                 CURRENT REPORT



                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                        Date of Report: November 27, 2006
                        (Date of earliest event reported)



                         PRINCIPAL FINANCIAL GROUP, INC.
             (Exact name of registrant as specified in its charter)


          Delaware                    1-16725                  42-1520346
(State or other jurisdiction  (Commission file number)      (I.R.S. Employer
     of incorporation)                                    Identification Number)


                     711 High Street, Des Moines, Iowa 50392
                    (Address of principal executive offices)

                                 (515) 247-5111
              (Registrant's telephone number, including area code)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act
     (17 CFR 230.425)
[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act
     (17 CFR 240.14a-12)
[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))
[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))

                               __________________

<PAGE>


ITEM 5.02  DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
 APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

(b)  At a meeting of the Board of Directors of Principal  Financial Group,  Inc.
     (the  "Company")  held on November 28, 2006,  David J. Drury, a director of
     the Company  and its  wholly-owned  subsidiary,  Principal  Life  Insurance
     Company,  whose terms of office  will  expire at the time of the  Company's
     2007 annual  meeting of  shareholders,  indicated  his decision to not seek
     re-election  at the 2007 annual meeting and to retire from the Board at the
     time of that meeting.  Mr. Drury's  decision to not seek re-election is not
     due to a  disagreement  with the  Company  on any  matter  relating  to the
     Company's  operations,  policies or  practices.  Mr. Drury was not asked to
     resign or removed for cause from the Board of Directors.

(e)  On  November  27,  2006,  the  Human  Resources  Committee  of the Board of
     Directors of the Company and Principal Life Insurance  Company approved the
     adoption of an amendment to the Supplemental  Executive Retirement Plan, or
     "SERP," a nonqualified  supplemental  pension plan.  The amendment  added a
     single sum cash  distribution  option for the traditional  benefit formula.
     Prior to the amendment,  actuarially  equivalent  annuity  options were the
     only  distribution  options  under  the  SERP for the  traditional  benefit
     formula.  The  addition of the single sum cash  distribution  option to the
     SERP is not anticipated to have a material cost impact to the Company.

ITEM 7.01  REGULATION FD DISCLOSURE

The following  information  is being  furnished  under Item 7.01  "Regulation FD
Disclosure."  This  information  shall not be deemed  "filed"  for  purposes  of
Section 18 of the  Securities  Exchange Act of 1934,  as amended (the  "Exchange
Act") or otherwise  subject to the liabilities of that section,  nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended,  or the  Exchange  Act,  except as shall be  expressly  set forth by
specific reference in such a filing.

On December 1, 2006,  Principal  Financial Group, Inc. announced its outlook for
2007 net income and operating earnings. The text of the announcement is included
herewith as Exhibit 99.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

Exhibit 99  Press Release Concerning 2007 Outlook Dated December 1, 2006

<PAGE>


                                    SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.



                                    PRINCIPAL FINANCIAL GROUP, INC.


                                    By:       /s/ Joyce N. Hoffman
                                    Name:     Joyce N. Hoffman
                                    Title:    Senior Vice President and
                                              Corporate Secretary

Date:    December 1, 2006


<PAGE>


                                                                   EXHIBIT 99
RELEASE: On receipt
MEDIA CONTACT:  Jeff Rader, 515-247-7883, rader.jeff@principal.com
INVESTOR RELATIONS CONTACT: Tom Graf, 515-235-9500,
                               investor-relations@principal.com


           PRINCIPAL FINANCIAL GROUP, INC. ANNOUNCES OUTLOOK FOR 2007

COMPANY ALSO PROVIDES LONGER-TERM EXPECTATIONS FOR ROE AND EPS

     Des Moines, IA (December 1, 2006) - Principal  Financial Group, Inc. (NYSE:
PFG) today  announced  its outlook for  2007(1).  The company  expects  2007 net
income available to common stockholders to range from $3.60 to $3.75 per diluted
share (2). The company  expects 2007 operating  earnings per diluted share (EPS)
to range from $3.80 to $3.95(3).

     Guidance for 2007 incorporates  certain  assumptions,  including:  domestic
equity market  performance  improvement of roughly two percent per quarter;  and
operating  losses for the  Corporate  and Other  segment of $50 to $60  million.
Company  guidance  incorporates  completion,   in  2007,  of  the  $250  million
repurchase program authorized by the board, announced by the company on November
28, 2006.  Company  guidance does not contemplate any acquisition or divestiture
activity other than where a definitive  agreement has been signed by the company
and publicly announced.

     The company also announced today its longer-term expectations(4) for return
on equity  (ROE)(5) and earnings per share.  The company  continues to expect an
average annual  improvement in total company ROE of roughly 50 basis points. The
company also continues to expect 11 to 13 percent average annual growth in EPS.

<PAGE>

FORWARD LOOKING AND CAUTIONARY STATEMENTS

This press  release  contains  forward-looking  statements,  including,  without
limitation,  statements  as to sales  targets,  sales and earnings  trends,  and
management's  beliefs,  expectations,  goals and opinions.  The company does not
undertake to update these statements, which are based on a number of assumptions
concerning future conditions that may ultimately prove to be inaccurate.  Future
events and their effects on the company may not be those anticipated, and actual
results  may  differ   materially   from  the  results   anticipated   in  these
forward-looking  statements.  The risks,  uncertainties  and factors  that could
cause or contribute to such material  differences are discussed in the company's
annual  report on Form 10-K for the year ended  December  31,  2005,  and in the
company's  quarterly  report on Form 10-Q for the quarter  ended  September  30,
2006,  filed by the company with the Securities and Exchange  Commission.  These
risks  and  uncertainties  include,  without  limitation:  competitive  factors;
volatility  of financial  markets;  decrease in ratings;  interest rate changes;
inability to attract and retain sales  representatives;  international  business
risks;  foreign currency exchange rate  fluctuations;  and investment  portfolio
risks.

ABOUT THE PRINCIPAL FINANCIAL GROUP

The Principal  Financial Group(R) (The  Principal(R))(6) is a leader in offering
businesses,  individuals  and  institutional  clients a wide range of  financial
products and services,  including retirement and investment  services,  life and
health insurance,  and banking through its diverse family of financial  services
companies  and  national  network of  financial  professionals.  A member of the
Fortune 500, the Principal  Financial  Group has $215.0  billion in assets under
management(7) and serves some 16.4 million  customers  worldwide from offices in
Asia,  Australia,  Europe,  Latin  America  and  the  United  States.  Principal
Financial Group,  Inc. is traded on the New York Stock Exchange under the ticker
symbol PFG. For more information, visit www.principal.com.

                                       ###


--------
(1)  Guidance  speaks  only as of the  date it is  made.  The  company  does not
     undertake  to update  annual  guidance  during  the year,  but may do so if
     significant  changes  occur  in  general  business  conditions  or  company
     operations.
(2)  The  range of  $3.60 to $3.75  reflects  the  company's  estimate  for 2007
     mortgage and credit  losses  only.  There are a number of items the company
     does not predict that could  significantly  affect net income  available to
     common  stockholders  and net income  available to common  stockholders per
     diluted  share,   including,   but  not  limited  to:   mark-to-market   on
     derivatives;  changes to laws,  regulations,  or accounting standards;  and
     gains or losses from discontinued operations.
(3)  Operating  earnings  per  diluted  share  (EPS),  which is not  measured in
     accordance with U.S. generally accepted accounting  principles (U.S. GAAP),
     should not be viewed as a  substitute  for net income  available  to common
     stockholders per diluted share determined in accordance with U.S. GAAP. EPS
     is calculated by dividing  operating  earnings by weighted  average  shares
     outstanding.  Operating  earnings  excludes  from net income  available  to
     common stockholders the effect of net realized/unrealized capital gains and
     losses, as adjusted, and other after-tax adjustments. After-tax adjustments
     have  occurred  in the past and could  recur in future  reporting  periods.
     While  these  items may be  significant  components  in  understanding  and
     assessing  the company's  consolidated  financial  performance,  management
     believes the presentation of operating  earnings per diluted share enhances
     the  understanding  of  results  of  operations  by  highlighting  earnings
     attributable to the normal, ongoing operations of the company's businesses.
(4)  Actual  quarterly  and annual  results may fall outside the average  annual
     ranges.  Longer-term  growth  expectations  should be applied to normalized
     results.
(5)  Operating   return  on   average   equity   excluding   accumulated   other
     comprehensive income, calculated over the trailing twelve month period.
(6)  "The Principal  Financial Group" and "The Principal" are registered service
     marks of Principal  Financial  Services,  Inc.,  a member of the  Principal
     Financial Group.
(7)  As of September 30, 2006.
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SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               __________________

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                        Date of Report: November 27, 2006
                        (Date of earliest event reported)

                         PRINCIPAL FINANCIAL GROUP, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                    1-16725                  42-1520346
(State or other jurisdiction  (Commission file number)      (I.R.S. Employer
     of incorporation)                                    Identification Number)

                     711 High Street, Des Moines, Iowa 50392
                    (Address of principal executive offices)

                                 (515) 247-5111
              (Registrant's telephone number, including area code)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act
     (17 CFR 230.425)
[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act
     (17 CFR 240.14a-12)
[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))
[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))

                               __________________
ITEM 5.02  DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
 APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

(b)  At a meeting of the Board of Directors of Principal  Financial Group,  Inc.
     (the  "Company")  held on November 28, 2006,  David J. Drury, a director of
     the Company  and its  wholly-owned  subsidiary,  Principal  Life  Insurance
     Company,  whose terms of office  will  expire at the time of the  Company's
     2007 annual  meeting of  shareholders,  indicated  his decision to not seek
     re-election  at the 2007 annual meeting and to retire from the Board at the
     time of that meeting.  Mr. Drury's  decision to not seek re-election is not
     due to a  disagreement  with the  Company  on any  matter  relating  to the
     Company's  operations,  policies or  practices.  Mr. Drury was not asked to
     resign or removed for cause from the Board of Directors.

(e)  On  November  27,  2006,  the  Human  Resources  Committee  of the Board of
     Directors of the Company and Principal Life Insurance  Company approved the
     adoption of an amendment to the Supplemental  Executive Retirement Plan, or
     "SERP," a nonqualified  supplemental  pension plan.  The amendment  added a
     single sum cash  distribution  option for the traditional  benefit formula.
     Prior to the amendment,  actuarially  equivalent  annuity  options were the
     only  distribution  options  under  the  SERP for the  traditional  benefit
     formula.  The  addition of the single sum cash  distribution  option to the
     SERP is not anticipated to have a material cost impact to the Company.

ITEM 7.01  REGULATION FD DISCLOSURE

The following  information  is being  furnished  under Item 7.01  "Regulation FD
Disclosure."  This  information  shall not be deemed  "filed"  for  purposes  of
Section 18 of the  Securities  Exchange Act of 1934,  as amended (the  "Exchange
Act") or otherwise  subject to the liabilities of that section,  nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended,  or the  Exchange  Act,  except as shall be  expressly  set forth by
specific reference in such a filing.

On December 1, 2006,  Principal  Financial Group, Inc. announced its outlook for
2007 net income and operating earnings. The text of the announcement is included
herewith as Exhibit 99.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

Exhibit 99  Press Release Concerning 2007 Outlook Dated December 1, 2006
SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                    PRINCIPAL FINANCIAL GROUP, INC.

                                    By:       /s/ Joyce N. Hoffman
                                    Name:     Joyce N. Hoffman
                                    Title:    Senior Vice President and
                                              Corporate Secretary

Date:    December 1, 2006
EXHIBIT 99
RELEASE: On receipt
MEDIA CONTACT:  Jeff Rader, 515-247-7883, rader.jeff@principal.com
INVESTOR RELATIONS CONTACT: Tom Graf, 515-235-9500,
                               investor-relations@principal.com

           PRINCIPAL FINANCIAL GROUP, INC. ANNOUNCES OUTLOOK FOR 2007

COMPANY ALSO PROVIDES LONGER-TERM EXPECTATIONS FOR ROE AND EPS

     Des Moines, IA (December 1, 2006) - Principal  Financial Group, Inc. (NYSE:
PFG) today  announced  its outlook for  2007(1).  The company  expects  2007 net
income available to common stockholders to range from $3.60 to $3.75 per diluted
share (2). The company  expects 2007 operating  earnings per diluted share (EPS)
to range from $3.80 to $3.95(3).

     Guidance for 2007 incorporates  certain  assumptions,  including:  domestic
equity market  performance  improvement of roughly two percent per quarter;  and
operating  losses for the  Corporate  and Other  segment of $50 to $60  million.
Company  guidance  incorporates  completion,   in  2007,  of  the  $250  million
repurchase program authorized by the board, announced by the company on November
28, 2006.  Company  guidance does not contemplate any acquisition or divestiture
activity other than where a definitive  agreement has been signed by the company
and publicly announced.

     The company also announced today its longer-term expectations(4) for return
on equity  (ROE)(5) and earnings per share.  The company  continues to expect an
average annual  improvement in total company ROE of roughly 50 basis points. The
company also continues to expect 11 to 13 percent average annual growth in EPS.
FORWARD LOOKING AND CAUTIONARY STATEMENTS

This press  release  contains  forward-looking  statements,  including,  without
limitation,  statements  as to sales  targets,  sales and earnings  trends,  and
management's  beliefs,  expectations,  goals and opinions.  The company does not
undertake to update these statements, which are based on a number of assumptions
concerning future conditions that may ultimately prove to be inaccurate.  Future
events and their effects on the company may not be those anticipated, and actual
results  may  differ   materially   from  the  results   anticipated   in  these
forward-looking  statements.  The risks,  uncertainties  and factors  that could
cause or contribute to such material  differences are discussed in the company's
annual  report on Form 10-K for the year ended  December  31,  2005,  and in the
company's  quarterly  report on Form 10-Q for the quarter  ended  September  30,
2006,  filed by the company with the Securities and Exchange  Commission.  These
risks  and  uncertainties  include,  without  limitation:  competitive  factors;
volatility  of financial  markets;  decrease in ratings;  interest rate changes;
inability to attract and retain sales  representatives;  international  business
risks;  foreign currency exchange rate  fluctuations;  and investment  portfolio
risks.

ABOUT THE PRINCIPAL FINANCIAL GROUP

The Principal  Financial Group(R) (The  Principal(R))(6) is a leader in offering
businesses,  individuals  and  institutional  clients a wide range of  financial
products and services,  including retirement and investment  services,  life and
health insurance,  and banking through its diverse family of financial  services
companies  and  national  network of  financial  professionals.  A member of the
Fortune 500, the Principal  Financial  Group has $215.0  billion in assets under
management(7) and serves some 16.4 million  customers  worldwide from offices in
Asia,  Australia,  Europe,  Latin  America  and  the  United  States.  Principal
Financial Group,  Inc. is traded on the New York Stock Exchange under the ticker
symbol PFG. For more information, visit www.principal.com.

                                       ###

--------
(1)  Guidance  speaks  only as of the  date it is  made.  The  company  does not
     undertake  to update  annual  guidance  during  the year,  but may do so if
     significant  changes  occur  in  general  business  conditions  or  company
     operations.
(2)  The  range of  $3.60 to $3.75  reflects  the  company's  estimate  for 2007
     mortgage and credit  losses  only.  There are a number of items the company
     does not predict that could  significantly  affect net income  available to
     common  stockholders  and net income  available to common  stockholders per
     diluted  share,   including,   but  not  limited  to:   mark-to-market   on
     derivatives;  changes to laws,  regulations,  or accounting standards;  and
     gains or losses from discontinued operations.
(3)  Operating  earnings  per  diluted  share  (EPS),  which is not  measured in
     accordance with U.S. generally accepted accounting  principles (U.S. GAAP),
     should not be viewed as a  substitute  for net income  available  to common
     stockholders per diluted share determined in accordance with U.S. GAAP. EPS
     is calculated by dividing  operating  earnings by weighted  average  shares
     outstanding.  Operating  earnings  excludes  from net income  available  to
     common stockholders the effect of net realized/unrealized capital gains and
     losses, as adjusted, and other after-tax adjustments. After-tax adjustments
     have  occurred  in the past and could  recur in future  reporting  periods.
     While  these  items may be  significant  components  in  understanding  and
     assessing  the company's  consolidated  financial  performance,  management
     believes the presentation of operating  earnings per diluted share enhances
     the  understanding  of  results  of  operations  by  highlighting  earnings
     attributable to the normal, ongoing operations of the company's businesses.
(4)  Actual  quarterly  and annual  results may fall outside the average  annual
     ranges.  Longer-term  growth  expectations  should be applied to normalized
     results.
(5)  Operating   return  on   average   equity   excluding   accumulated   other
     comprehensive income, calculated over the trailing twelve month period.
(6)  "The Principal  Financial Group" and "The Principal" are registered service
     marks of Principal  Financial  Services,  Inc.,  a member of the  Principal
     Financial Group.
(7)  As of September 30, 2006.