UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number 811-08707
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CUSIP Number 09254A 101
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NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K [ ] Form 20-F
[ ] Form 11-K [ ] Form 10-Q
[X] Form N-SAR [ ] Form N-CSR
For Period Ended: October 31, 2006
_________________________________________
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
[ ] Transition Report on Form N-CSR
For the Transition Period Ended:____________________________
Read Attached Instruction Sheet Before Preparing Form. Please Print or
Type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification
relates:________________________
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PART I
REGISTRANT INFORMATION
BlackRock MuniHoldings Insured Fund, Inc.
_______________________________________________________________________________
Full Name of Registrant
MuniHoldings Insured Fund, Inc.
_______________________________________________________________________________
Former Name if Applicable
800 Scudders Mill Road
_______________________________________________________________________________
Address of Principal Executive Office (Street and Number)
Plainsboro, New Jersey 08536
_______________________________________________________________________________
City, State and Zip Code
PART II
RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate) X
____
(a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or expense;
(b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, 11-K, Form N-SAR or Form N-CSR, or portion
thereof will be filed on or before the 15th calendar day following the
prescribed due date; or the subject quarterly report or transition report on
Form 10-Q, or portion thereof will be filed on or before the fifth calendar
day following the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
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PART III
NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K,
10-Q, N-SAR, N-CSR or the transition report or portion thereof could not be
filed within the prescribed time period. (Attach extra sheets if needed.)
Due to a recent change in the accounting interpretation of the
presentation in the Fund's financial statements of investments in tender
option bonds or inverse floating rate bonds, the Fund is not able to finalize
the presentation of these investments in its financial statements for a timely
filing of its Form N-SAR to be made. The Fund's Form N-SAR will be completed
and filed with the Securities and Exchange Commission as soon as practicable.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Donald C. Burke (609) 282-7085
_______________________________________________________________________________
(Name) (Area code) (Telephone number)
(2) Have all other periodic reports required under Section 13 or 15(d)
of the Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If answer is no,
identify report(s).
X Yes No
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(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof?
Yes X No
___ ___
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
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Date December 22, 2006 By /s/ Donald C. Burke
___________________ _____________________________________________
Donald C. Burke
Vice President and Treasurer
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