SCHEDULE 14A INFORMATION

               PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                              (AMENDMENT NO. __)

Filed by the Registrant                     /X/

Filed by a Party other than the Registrant  / /

Check the appropriate box:
/ / Preliminary Proxy Statement
/ / Confidential, for Use of the Commission Only (as permitted by Rule
    14a-6(e)(2))
/X/ Definitive Proxy Statement
/ / Definitive Additional Materials
/ / Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

                      MuniVest Pennsylvania Insured Fund
   ------------------------------------------------------------------------
               (Name of Registrant as Specified in its Charter)

                         
   ------------------------------------------------------------------------
   (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):
/X/ $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2) or Item
    22(a)(2) of Schedule 14A
/ / $500 per each party to the controversy pursuant to Exchange Act Rule
    14a-6(i)(3)
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11

(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed pursuant to
    Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is
    calculated and state how it was determined):

(4) Proposed maximum aggregate value of transaction:
 
(5) Total fee paid:

/ / Fee paid previously with preliminary materials.

/ / Check box if any part of the fee is offset as provided by Exchange Act Rule
    0-11(a)(2) and identify the filing for which the offsetting fee was paid
    previously. Identify the previous filing by registration statement number,
    or the Form or Schedule and the date of its filing.

    (1) Amount Previously Paid:

    (2) Form, Schedule or Registration Statement No.:

    (3) Filing Party:

    (4) Date Filed:



                       MUNIVEST PENNSYLVANIA INSURED FUND
                                 P.O. BOX 9011
                        PRINCETON, NEW JERSEY 08543-9011

                            ------------------------
 
                 NOTICE OF 1996 ANNUAL MEETING OF SHAREHOLDERS

                            ------------------------
 
                               SEPTEMBER 19, 1996
 
TO THE SHAREHOLDERS OF MUNIVEST PENNSYLVANIA INSURED FUND:
 
     Notice is hereby given that the 1996 Annual Meeting of Shareholders (the
'Meeting') of MuniVest Pennsylvania Insured Fund (the 'Fund') will be held at
the offices of Merrill Lynch Asset Management, L.P., 800 Scudders Mill Road,
Plainsboro, New Jersey, on Thursday, September 19, 1996 at 11:45 A.M. for the
following purposes:
 
          (1) To elect a Board of Trustees to serve for the ensuing year;
 
          (2) To consider and act upon a proposal to ratify the selection of
     Deloitte & Touche LLP to serve as independent auditors of the Fund for its
     current fiscal year; and
 
          (3) To transact such other business as may properly come before the
     Meeting or any adjournment thereof.
 
     The Board of Trustees has fixed the close of business on July 25, 1996 as
the record date for the determination of shareholders entitled to notice of and
to vote at the Meeting or any adjournment thereof.
 
     A complete list of the shareholders of the Fund entitled to vote at the
Meeting will be available and open to the examination of any shareholder of the
Fund for any purpose germane to the Meeting during ordinary business hours from
and after September 5, 1996, at the office of the Fund, 800 Scudders Mill Road,
Plainsboro, New Jersey 08536. You are cordially invited to attend the Meeting.
SHAREHOLDERS WHO DO NOT EXPECT TO ATTEND THE MEETING IN PERSON ARE REQUESTED TO
COMPLETE, DATE AND SIGN THE ENCLOSED FORM OF PROXY AND RETURN IT PROMPTLY IN THE
ENVELOPE PROVIDED FOR THIS PURPOSE. The enclosed proxy is being solicited on
behalf of the Board of Trustees of the Fund.
 
                                          By Order of the Board of Trustees
                                          MARK B. GOLDFUS
                                          Secretary
 
Plainsboro, New Jersey
Dated: August 1, 1996




                                PROXY STATEMENT

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

                       MUNIVEST PENNSYLVANIA INSURED FUND
                                 P.O. BOX 9011
                        PRINCETON, NEW JERSEY 08543-9011

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

                      1996 ANNUAL MEETING OF SHAREHOLDERS

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

                               SEPTEMBER 19, 1996

                                  INTRODUCTION
 
     This Proxy Statement is furnished in connection with the solicitation of
proxies on behalf of the Board of Trustees of MuniVest Pennsylvania Insured
Fund, a Massachusetts business trust (the 'Fund'), to be voted at the 1996
Annual Meeting of Shareholders of the Fund (the 'Meeting'), to be held at the
offices of Merrill Lynch Asset Management, L.P. ('MLAM'), 800 Scudders Mill
Road, Plainsboro, New Jersey, on Thursday, September 19, 1996 at 11:45 A.M. The
approximate mailing date of this Proxy Statement is August 7, 1996.
 
     All properly executed proxies received prior to the Meeting will be voted
at the Meeting in accordance with the instructions marked thereon or otherwise
as provided therein. Unless instructions to the contrary are marked, proxies
will be voted for the election of the Board of Trustees to serve for the ensuing
year and for the ratification of the selection of independent auditors to serve
for the Fund's current fiscal year. Any proxy may be revoked at any time prior
to the exercise thereof by giving written notice to the Secretary of the Fund at
the Fund's address indicated above or by voting in person at the Meeting.
 
     The Board of Trustees has fixed the close of business on July 25, 1996 as
the record date (the 'Record Date') for the determination of shareholders
entitled to notice of and to vote at the Meeting and at any adjournment thereof.
Shareholders on the Record Date will be entitled to one vote for each share
held, with no shares having cumulative voting rights. As of the Record Date, the
Fund had outstanding 4,024,856 shares of beneficial interest, par value $.10 per
share ('Common Shares'), and 1,100 auction market preferred shares, par value
$.05 per share and liquidation preference of $25,000 per share plus an amount
equal to accumulated but unpaid dividends thereon ('AMPS'). To the knowledge of
the Fund, as of the Record Date, no person is the beneficial owner of more than
five percent of the outstanding Common Shares or five percent of the outstanding
AMPS.
 
     The Board of Trustees of the Fund knows of no business other than that
mentioned in Items 1 and 2 of the Notice of Meeting which will be presented for
consideration at the Meeting. If any other matter is properly presented, it is
the intention of the persons named in the enclosed proxy to vote in accordance

with their best judgment.
 


                          ITEM 1. ELECTION OF TRUSTEES
 
     At the Meeting, the Board of Trustees will be elected to serve until the
next Annual Meeting of Shareholders and until their successors are elected and
qualified. It is intended that all properly executed proxies will be voted
(unless such authority has been withheld in the proxy) as follows:
 
          (1) All proxies of the holders of AMPS, voting separately as a class,
     in favor of the two (2) persons designated as Trustees to be elected by
     holders of AMPS; and
 
          (2) All proxies of the holders of Common Shares and AMPS, voting
     together as a class, in favor of the four (4) persons designated as
     Trustees to be elected by holders of Common Shares and AMPS.
 
     The Board of Trustees of the Fund knows of no reason why any of these
nominees will be unable to serve, but in the event of any such unavailability,
the proxies received will be voted for such substitute nominee or nominees as
the Board of Trustees may recommend.
 
     Certain information concerning the nominees, including their designated
classes, is set forth below:
 
TO BE ELECTED BY HOLDERS OF AMPS, VOTING SEPARATELY AS A CLASS:
 


                                                                                                            SHARES
                                                                                                         BENEFICIALLY
                                                                                                         OWNED ON THE
                                                                                                         RECORD DATE
                                                            PRINCIPAL OCCUPATIONS                       --------------
                                                            DURING PAST FIVE YEARS            TRUSTEE   COMMON
             NAME AND ADDRESS               AGE          AND PUBLIC DIRECTORSHIPS(1)           SINCE    SHARES   AMPS
- ------------------------------------------  ----  ------------------------------------------  --------  -------  -----
                                                                                                  
James H. Bodurtha(1)(2) ..................   52   Chairman and Chief Executive Officer,         1995       0       0
  124 Long Pond Road                                China Enterprise Management Corporation
  Plymouth, Massachusetts 02360                     since 1993; Chairman, Berkshire
                                                    Corporation since 1980; Partner, Squire,
                                                    Sanders & Dempsey from 1980 to 1993.

Joseph L. May(1)(2) ......................   67   Attorney in private practice since 1984;      1992       0       0
  424 Church Street                                 President, May and Athens Hosiery Mills
  Suite 2000                                        Division, Wayne-Gossard Corporation from
  Nashville, Tennessee 37219                        1954 to 1983; Vice President,
                                                    Wayne-Gossard Corporation from 1972 to
                                                    1983; Chairman, The May Corporation
                                                    (personal holding company) from 1972 to
                                                    1983; Director, Signal Apparel Co. from

                                                    1972 to 1989.

 
                                       2



TO BE ELECTED BY HOLDERS OF COMMON SHARES AND AMPS, VOTING TOGETHER AS A SINGLE
CLASS:
 


                                                                                                            SHARES
                                                                                                         BENEFICIALLY
                                                                                                         OWNED ON THE
                                                                                                         RECORD DATE
                                                            PRINCIPAL OCCUPATIONS                       --------------
                                                            DURING PAST FIVE YEARS            TRUSTEE   COMMON
             NAME AND ADDRESS               AGE          AND PUBLIC DIRECTORSHIPS(1)           SINCE    SHARES   AMPS
- ------------------------------------------  ----  ------------------------------------------  --------  -------  -----
                                                                                                  
Herbert I. London(1)(2) ..................   57   Dean, Gallatin Division of New York           1992       0       0
  113-115 University Place                          University from 1976 to 1993; John M.
  New York, New York 10003                          Olin Professor of Humanities, New York
                                                    University since 1993 and Professor
                                                    thereof since 1980; Distinguished
                                                    Fellow, Herman Kahn Chair, Hudson
                                                    Institute from 1984 to 1985; Trustee,
                                                    Hudson Institute since 1980; Overseer,
                                                    Center for Naval Analyses from 1983 to
                                                    1993; Director, Damon Corp. from 1991
                                                    to 1993; Limited Partner, Hypertech
                                                    Inc. since 1996.

Robert R. Martin(1)(2) ...................   69   Chairman and Chief Executive Officer,         1993       0       0
  513 Grand Hill                                    Kinnard Investments, Inc. from 1990 to
  St. Paul, Minnesota 55102                         1993; Executive Vice President, Dain
                                                    Bosworth from 1974 to 1989; Director,
                                                    Carnegie Capital Management from 1977 to
                                                    1985 and Chairman thereof in 1979;
                                                    Director, Securities Industry
                                                    Association from 1981 to 1982 and Public
                                                    Securities Association from 1979 to
                                                    1980; Director, WTC Industries, Inc.
                                                    from 1994 to 1996 and Chairman thereof
                                                    in 1994; Trustee, Northland College
                                                    since 1992.

Andre F. Perold(1)(2) ....................   44   Professor, Harvard Business School since      1992       0       0
  Morgan Hall                                       1989 and Associate Professor from 1983
  Soldiers Field                                    to 1989; Trustee, The Common Fund since
  Boston, Massachusetts 02163                       1989; Director, Quantec Limited since
                                                    1991 and TIBCO since 1994.


 
                                       3





                                                                                                            SHARES
                                                                                                         BENEFICIALLY
                                                                                                         OWNED ON THE
                                                                                                         RECORD DATE
                                                            PRINCIPAL OCCUPATIONS                       --------------
                                                            DURING PAST FIVE YEARS            TRUSTEE   COMMON
             NAME AND ADDRESS               AGE          AND PUBLIC DIRECTORSHIPS(1)           SINCE    SHARES   AMPS
- ------------------------------------------  ----  ------------------------------------------  --------  -------  -----
                                                                                                  
Arthur Zeikel(1)* ........................   64   President of Fund Asset Management, L.P.      1992       0       0
                                                    ('FAM') (which term as used herein
                                                    includes its corporate predecessors)
                                                    since 1977; President of MLAM (which
                                                    term as used herein includes its
                                                    corporate predecessors) since 1977;
                                                    President and Director of Princeton
                                                    Services, Inc. ('Princeton Services')
                                                    since 1993; Executive Vice President of
                                                    Merrill Lynch & Co., Inc. ('ML&Co.')
                                                    since 1990; Director of Merrill Lynch
                                                    Funds Distributor, Inc. ('MLFD') since
                                                    1977.

 
- ------------------
(1) Each of the nominees is a director, trustee or member of an advisory board
    of certain other investment companies for which FAM or MLAM acts as
    investment adviser. See 'Compensation of Trustees and Officers' below.
 
(2) Member of Audit Committee of the Board of Trustees.
 
 *  Interested person, as defined in the Investment Company Act of 1940, as
    amended (the 'Investment Company Act'), of the Fund.
 
     Committee and Board of Trustees Meetings.  The Board of Trustees has a
standing Audit Committee, which consists of Trustees who are not 'interested
persons' of the Fund within the meaning of the Investment Company Act. The
principal purpose of the Audit Committee is to review the scope of the annual
audit conducted by the Fund's independent auditors and the evaluation by such
auditors of the accounting procedures followed by the Fund. The non-interested
Trustees have retained independent legal counsel to assist them in connection
with these duties. The Board of Trustees does not have a nominating committee.
 
     During the fiscal year ended October 31, 1995, the Board of Trustees held
five meetings and the Audit Committee held four meetings. All of the Trustees
attended at least 75% of the aggregate of the total number of meetings of the
Board of Trustees and, if a member, the total number of meetings of the Audit

Committee held during the period for which he served.
 
     Compliance with Section 16(a) of the Securities Exchange Act of
1934.  Section 16(a) of the Securities Exchange Act of 1934, as amended (the
'Exchange Act'), requires the Fund's officers, trustees and persons who own more
than ten percent of a registered class of the Fund's equity securities, to file
reports of ownership and changes in ownership on Forms 3, 4 and 5 with the
Securities and Exchange Commission ('SEC') and the New York Stock Exchange.
Officers, trustees and greater than ten percent shareholders are required by SEC
regulations to furnish the Fund with copies of all Forms 3, 4 and 5 they file.
 
     Based solely on the Fund's review of the copies of such forms, and
amendments thereto, furnished to it during or with respect to its most recent
fiscal year, and written representations from certain reporting persons that
they were not required to file Form 5 with respect to the most recent fiscal
year, the Fund believes that all of its officers, trustees, greater than ten
percent beneficial owners and other persons subject to Section 16 of the
 
                                       4



Exchange Act because of the requirements of Section 30 of the Investment Company
Act, i.e., any advisory board member, investment adviser or affiliated person of
the Fund's investment adviser, have complied with all filing requirements
applicable to them with respect to transactions during the Fund's most recent
fiscal year.
 
     Interested Persons.  The Fund considers Mr. Zeikel to be an 'interested
person' of the Fund within the meaning of Section 2(a)(19) of the Investment
Company Act because of the positions he holds with FAM and its affiliates. Mr.
Zeikel is the President of the Fund and the President of FAM and MLAM.
 
     Compensation of Trustees. FAM, the Fund's investment adviser, pays all
compensation to all officers of the Fund and all Trustees of the Fund who are
affiliated with ML&Co. or its subsidiaries. The Fund pays each Trustee not
affiliated with FAM (each an 'unaffiliated Trustee') a fee of $2,500 per year
plus $250 per meeting attended, together with such Trustee's actual
out-of-pocket expenses relating to attendance at meetings. The Fund also pays
each member of its Audit Committee, which consists of all of the unaffiliated
Trustees, a fee of $500 per year plus $125 per meeting attended, together with
such Trustee's out-of-pocket expenses relating to attendance at meetings. These
fees and expenses aggregated $23,705 for the fiscal year ended October 31, 1995.
 
     The following table sets forth for the fiscal year ended October 31, 1995
compensation paid by the Fund to the unaffiliated Trustees and, for the year
ended December 31, 1995, the aggregate compensation paid by all registered
investment companies advised by FAM and its affiliate, MLAM ('FAM/MLAM Advised
Funds'), to the unaffiliated Trustees.
 


                                                                                            AGGREGATE COMPENSATION FROM
                                                                PENSION OR RETIREMENT           FUND AND FAM / MLAM

      NAME OF                                 COMPENSATION    BENEFITS ACCRUED AS PART         ADVISED FUNDS PAID TO
      TRUSTEE                                  FROM FUND          OF FUND EXPENSES                  TRUSTEES(1)
- -------------------------                     ------------    -------------------------   -------------------------------
                                                                                 
James H. Bodurtha                                $1,625                 None                         $ 157,500*
Herbert I. London                                 4,500                 None                           157,500
Robert R. Martin                                  4,500                 None                           157,500
Joseph L. May                                     4,500                 None                           157,500
Andre F. Perold                                   4,500                 None                           157,500

 
- ------------------
 *  $157,500 represents the amount Mr. Bodurtha would have received if he had
    been a Trustee for the entire calendar year ended December 31, 1995 and had
    attended all Board and Audit Committee meetings held during the year. Mr.
    Bodurtha was elected to the Fund's Board of Trustees effective June 23,
    1995.
 
(1) The Trustees serve on the boards of FAM/MLAM Advised Funds as  follows: Mr.
    Bodurtha (22 registered investment companies consisting of 46 portfolios);
    Mr. London (22 registered investment companies consisting of 46 portfolios);
    Mr. Martin (22 registered investment companies consisting of 46 portfolios;
    Mr. May (22 registered investment companies consisting of 46 portfolios);
    and Mr. Perold (22 registered investment companies consisting of 46
    portfolios).
 
     Officers of the Fund.  The Board of Trustees has elected eight officers of
the Fund. The following sets forth information concerning each of these
officers:
 


                                                                                                            OFFICER
                         NAME AND PRINCIPAL OCCUPATION                                 OFFICE        AGE     SINCE
- --------------------------------------------------------------------------------   ---------------   ---    -------
                                                                                                   
Arthur Zeikel ..................................................................      President      64       1992
  President of FAM since 1977; President of MLAM since 1977; President and
  Director of Princeton Services since 1993; Executive Vice President of ML&Co.
  since 1990; Director of MLFD since 1977.

 
                                       5





                                                                                                            OFFICER
                         NAME AND PRINCIPAL OCCUPATION                                 OFFICE        AGE     SINCE
- --------------------------------------------------------------------------------   ---------------   ---    -------
                                                                                                   
Terry K. Glenn .................................................................   Executive Vice    55       1992
  Executive Vice President of FAM and MLAM since 1983; Executive Vice President       President

  and Director of Princeton Services since 1993; President of MLFD since 1986
  and Director thereof since 1991; President of Princeton Administrators, L.P.
  since 1988.

Vincent R. Giordano ............................................................     Senior Vice     51       1992
  Portfolio Manager of FAM and MLAM since 1977 and Senior Vice President of FAM       President
  and MLAM since 1984; Senior Vice President of Princeton Services since 1993;
  Vice President of MLAM from 1980 to 1984.

Kenneth A. Jacob ...............................................................   Vice President    45       1992
  Vice President of MLAM since 1984.

Donald C. Burke ................................................................   Vice President    36       1993
  Vice President and Director of Taxation of MLAM since 1990; Employee of
  Deloitte & Touche LLP from 1982 to 1990.

William Michael Petty ..........................................................   Vice President    35       1995
  Vice President of MLAM since 1993; Assistant Vice President of MLAM from 1992
  to 1993; Municipal bond broker with J.J. Kenny Municipal Bond Brokers from
  1990 to 1992.

Gerald M. Richard ..............................................................      Treasurer      47       1992
  Senior Vice President and Treasurer of FAM and MLAM since 1984; Senior Vice
  President and Treasurer of Princeton Services since 1993; Vice President of
  MLFD since 1981 and Treasurer thereof since 1984.

Mark B. Goldfus ................................................................      Secretary      49       1992
  Vice President of FAM and MLAM since 1985.

 
     Share Ownership.  At the Record Date, the Trustees and officers of the Fund
as a group (13 persons) owned an aggregate of less than 1% of the Common Shares
of the Fund outstanding at such date and owned none of the AMPS outstanding at
such date. At such date, Mr. Zeikel, an officer and a Trustee of the Fund, and
the other officers of the Fund owned an aggregate of less than 1% of the
outstanding shares of common stock of ML&Co.
 
                   ITEM 2. SELECTION OF INDEPENDENT AUDITORS
 
     The Board of Trustees of the Fund, including a majority of the Trustees who
are not interested persons of the Fund, has selected the firm of Deloitte &
Touche LLP ('D&T'), independent auditors, to examine the financial statements of
the Fund for the current fiscal year. The Fund knows of no direct or indirect
financial interest of such firm in the Fund. Such appointment is subject to
ratification or rejection by the shareholders of the Fund. Unless a contrary
specification is made, the accompanying proxy will be voted in favor of
ratifying the selection of such auditors.
 
     D&T also acts as independent auditors for ML&Co. and all of its
subsidiaries and for most other investment companies for which FAM or MLAM acts
as investment adviser. The fees received by D&T from these other
 
                                       6




entities are substantially greater, in the aggregate, than the total fees
received by it from the Fund. The Board of Trustees of the Fund considered the
fact that D&T has been retained as the independent auditors for ML&Co. and the
other entities described above in its evaluation of the independence of D&T with
respect to the Fund.
 
     Representatives of D&T are expected to be present at the Meeting and will
have the opportunity to make a statement if they so desire and to respond to
questions from shareholders.
 
                             ADDITIONAL INFORMATION
 
     The expenses of preparation, printing and mailing of the enclosed form of
proxy and accompanying Notice and Proxy Statement will be borne by the Fund. The
Fund will reimburse banks, brokers and others for their reasonable expenses in
forwarding proxy solicitation material to the beneficial owners of the shares of
the Fund. The Fund may also hire proxy solicitors at the expense of the Fund.
 
     In order to obtain the necessary quorum at the Meeting (i.e., a majority of
the shares of each class of the Fund's securities entitled to vote at the
Meeting, present in person or by proxy), supplementary solicitation may be made
by mail, telephone, telegraph or personal interview by officers of the Fund. It
is anticipated that the cost of such supplementary solicitation, if any, will be
nominal.
 
     All shares represented by properly executed proxies, unless such proxies
have previously been revoked, will be voted at the Meeting in accordance with
the directions on the proxies; if no direction is indicated, the shares will be
voted 'FOR' the Trustee nominees and 'FOR' the ratification of D&T as
independent auditors.
 
     With respect to Item 1, 'Election of Trustees,' holders of AMPS are
entitled to elect two Trustees and holders of Common Shares and AMPS, voting
together as a single class, are entitled to elect the remaining Trustees.
Assuming a quorum is present, (i) election of the two Trustees to be elected by
the holders of AMPS, voting separately as a class, will require the affirmative
vote of a majority of the votes cast by the holders of AMPS, represented at the
Meeting and entitled to vote; (ii) election of the remaining Trustees will
require the affirmative vote of a majority of the votes cast by the holders of
Common Shares and AMPS represented at the Meeting and entitled to vote, voting
together as a single class; and (iii) approval of Item 2, 'Selection of
Independent Auditors,' will require the affirmative vote of a majority of the
votes cast by the holders of Common Shares and AMPS represented at the Meeting
and entitled to vote, voting together as a single class.
 
     Broker-dealer firms, including Merrill Lynch, Pierce, Fenner & Smith
Incorporated ('MLPF&S'), holding Fund shares in 'street name' for the benefit of
their customers and clients will request the instructions of such customers and
clients on how to vote their shares on each Item before the Meeting. The Fund
understands that, under the rules of the New York Stock Exchange, such
broker-dealer firms may, without instructions from their customers and clients,
grant authority to the proxies designated to vote on the election of Trustees

(Item 1) and ratification of the selection of independent auditors (Item 2) if
no instructions have been received prior to the date specified in the
broker-dealer firm's request for voting instructions. The Fund will include
shares held of record by broker-dealers as to which such authority has been
granted in its tabulation of the total number of votes present for purposes of
determining whether the necessary quorum of stockholders exists. Proxies which
are returned to the Fund but which are marked 'abstain' or on which a
broker-dealer has declined to vote on any proposal ('broker non-votes') will be
counted as present for purposes of a quorum. MLPF&S has advised the Fund that it
intends to exercise discretion over shares held in its name for which no
instructions have been received by voting such shares on Items 1 and 2 in the
same proportion as it has voted shares for which it has
 
                                       7



received instructions. Abstentions and broker non-votes will not be counted as
votes cast. Abstentions and broker non-votes, therefore, will not have an effect
on the vote on Item 1 or Item 2.
 
ADDRESS OF INVESTMENT ADVISER
 
     The principal office of FAM is located at 800 Scudders Mill Road,
Plainsboro, New Jersey 08536.
 
ANNUAL REPORT DELIVERY
 
     THE FUND WILL FURNISH, WITHOUT CHARGE, A COPY OF ITS ANNUAL REPORT FOR THE
FISCAL YEAR ENDED OCTOBER 31, 1995 AND A COPY OF ITS SEMI-ANNUAL REPORT FOR THE
SIX MONTHS ENDED APRIL 30, 1996 TO ANY SHAREHOLDER UPON REQUEST. Such
requests should be directed to MuniVest Pennsylvania Insured Fund, P.O. Box
9011, Princeton, New Jersey 08543-9011, Attention: Mark B. Goldfus, or to
1-800-456-4587 ext. 123.
 
SHAREHOLDER PROPOSALS
 
     If a shareholder intends to present a proposal at the 1997 Annual Meeting
of Shareholders of the Fund, which is anticipated to be held in September 1997,
and desires to have the proposal included in the Fund's proxy statement and form
of proxy for that meeting, the shareholder must deliver the proposal to the
offices of the Fund by April 3, 1997.
 
                                          By Order of the Board of Trustees
                                          MARK B. GOLDFUS
                                          Secretary
 
Dated: August 1, 1996
 
                                       8





                                                   AUCTION MARKET
                                                 PREFERRED SHARES

                MUNIVEST PENNSYLVANIA INSURED FUND
                          P.O. Box 9011
                 Princeton, New Jersey 08543-9011

                            P R O X Y

    This proxy is solicited on behalf of the Board of Trustees

         The undersigned hereby appoints Arthur Zeikel, Terry K. Glenn and Mark
    B. Goldfus as proxies, each with the power to appoint his substitute, and
    hereby authorizes them to represent and to vote, as designated on the
    reverse hereof, all the Auction Market Preferred Shares of MuniVest
    Pennsylvania Insured Fund (the "Fund") held of record by the undersigned on
    July 25, 1996 at the annual meeting of shareholders of the Fund to be held
    on September 19, 1996 or any adjournment thereof.

         This proxy when properly executed will be voted in the manner directed
    herein by the undersigned shareholder.  If no direction is made, this proxy
    will be voted for Proposals 1 and 2.

                 (Continued and to be signed on the reverse side)



Please mark boxes / / or /X/ in blue or black ink.


                                                                           
1.  ELECTION OF TRUSTEES        FOR all nominees listed below                    WITHHOLD AUTHORITY 
                                (except as marked to the contrary below) / /     to vote for all nominees listed below / /  


(INSTRUCTION:  To withhold authority to vote for any individual nominee, strike
a line through the nominee's name in the list below.) 
James H. Bodurtha, Herbert I. London, Robert R. Martin, Joseph L. May, Andre F.
Perold, Arthur Zeikel

2.  Proposal to ratify the selection of Deloitte & Touche LLP as the independent
    auditors of the Fund to serve for the current fiscal year.

    FOR / /       AGAINST / /        ABSTAIN  / / 

3.  In the discretion of such proxies, upon such other business as may properly
    come before the meeting or any adjournment thereof.



                                     Please sign exactly as name appears
                                     hereon.  When shares are held by joint
                                     tenants, both should sign.  When signing
                                     as attorney or as executor, administrator,
                                     trustee or guardian, please give full
                                     title as such.  If a corporation, please
                                     sign in full corporate name by president
                                     or other authorized officer.  If a
                                     partnership, please sign in partnership
                                     name by authorized person.
                                     
                                     Dated: __________________________, 1996

                                     X _____________________________________
                                                    Signature
                                     X _____________________________________
                                              Signature, if held jointly

Sign, Date and Return the Proxy Card Promptly Using the Enclosed Envelope.

                                     2



                                                              COMMON SHARES

                    MUNIVEST PENNSYLVANIA INSURED FUND
                               P.O. Box 9011
                     Princeton, New Jersey 08543-9011

                                 P R O X Y

        This proxy is solicited on behalf of the Board of Trustees

         The undersigned hereby appoints Arthur Zeikel, Terry K. Glenn and Mark
    B. Goldfus as proxies, each with the power to appoint his substitute, and
    hereby authorizes them to represent and to vote, as designated on the
    reverse hereof, all the Common Shares of MuniVest Pennsylvania Insured Fund
    (the "Fund") held of record by the undersigned on July 25, 1996 at the
    annual meeting of shareholders of the Fund to be held on September 19, 1996
    or any adjournment thereof.

         This proxy when properly executed will be voted in the manner directed
    herein by the undersigned shareholder.  If no direction is made, this proxy
    will be voted for Proposals 1 and 2.

                 (Continued and to be signed on the reverse side)

                                       3



Please mark boxes / / or /X/ in blue or black ink.


                                                                        
1.  ELECTION OF TRUSTEES       FOR all nominees listed below                  WITHHOLD AUTHORITY 
                               (except as marked to the contrary below)/ /    to vote for all nominees listed below / /  


(INSTRUCTION:  To withhold authority to vote for any individual nominee, strike
a line through the nominee's name in the list below.) 
Herbert I. London, Robert R. Martin, Andre F. Perold, Arthur Zeikel

2.  Proposal to ratify the selection of Deloitte & Touche LLP as the independent
    auditors of the Fund to serve for the current fiscal year.

    FOR / /       AGAINST / /        ABSTAIN  / / 

3.  In the discretion of such proxies, upon such other business as may properly
    come before the meeting or any adjournment thereof.


                                    
                                     Please sign exactly as name appears
                                     hereon.  When shares are held by joint
                                     tenants, both should sign.  When signing
                                     as attorney or as executor, administrator,
                                     trustee or guardian, please give full
                                     title as such.  If a corporation, please
                                     sign in full corporate name by president
                                     or other authorized officer.  If a
                                     partnership, please sign in partnership
                                     name by authorized person.
                                     
                                     Dated: __________________________, 1996

                                     X _____________________________________
                                                    Signature
                                     X _____________________________________
                                              Signature, if held jointly

Sign, Date and Return the Proxy Card Promptly Using the Enclosed Envelope.

                                       4



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

         BY SIGNING AND PROMPTLY RETURNING THE ENCLOSED PROXY YOU MAY SAVE YOUR
         FUND THE EXPENSE OF ADDITIONAL SOLICITATION COSTS.

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

         THE ENCLOSED PROXY CARD HAS BEEN FORWARDED TO YOU BECAUSE YOU WERE A
         SHAREHOLDER ON THE RECORD DATE.

         IT IS IMPORTANT THAT YOU VOTE AND SIGN THIS PROXY AND RETURN IT IN THE
         ENCLOSED ENVELOPE AS SOON AS POSSIBLE.
- --------------------------------------------------------------------------------


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