8-K

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               UNITED STATES 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 (Date of earliest event reported):
                                 July 19, 2004



                      MATTHEWS INTERNATIONAL CORPORATION
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)



           Pennsylvania                   0-9115               25-0644320
   ----------------------------     ------------------        ------------
   (State or other jurisdiction        (Commission           (IRS Employer
        of incorporation)              File Number)       Identification No.)



   Two NorthShore Center, Pittsburgh, PA                       15212-5851
  ----------------------------------------                     ----------
  (Address of principal executive offices)                     (Zip Code)



  Registrant's telephone number, including area code:       (412) 442-8200
                                                            --------------



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Item 5.  Other Events

On July 19, 2004, Matthews International Corporation purchased Cloverleaf
Group ("Cloverleaf"), a provider of merchandising solutions.  Cloverleaf was
formed by the recent merger of iDL, Inc., which is a merchandising solutions
company headquartered near Pittsburgh, PA, and Big Red Rooster, which is a
marketing and design services organization located in Columbus, OH.  The
acquisition is designed to expand Matthews' products and services into the
merchandising solutions market.

The transaction was structured as an asset purchase, at a cost of
approximately $34 million.  The deal was also structured to include potential
additional consideration during the next six years contingent on the future
growth in value of the acquired operations.

A copy of the press release announcing the acquisition is attached hereto as
Exhibit 99.1.


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                                 SIGNATURES

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 hereunto duly authorized.


                                           MATTHEWS INTERNATIONAL CORPORATION
                                                      (Registrant)


                                       By  Steven F. Nicola
                                           ----------------------------------
                                           Steven F. Nicola
                                           Chief Financial Officer,
                                            Secretary and Treasurer




Date: July 20, 2004







































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              MATTHEWS INTERNATIONAL CORPORATION AND SUBSIDIARIES
                                   EXHIBITS
                                    INDEX
                                  ----------


The following Exhibit to this report is filed herewith.



     Exhibit
       No.        Description
     -------      -----------
      99.1        Press release, dated July 19, 2004, issued by
                  Matthews International Corporation.

EX-99

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                                                     Exhibit 99.1

            July 19, 2004                                  Steven F. Nicola
                                                     Chief Financial Officer,
                                                     Secretary & Treasurer
                                                     412:442-8262



                       MATTHEWS INTERNATIONAL CORPORATION
                           ACQUIRES CLOVERLEAF GROUP



PITTSBURGH, PA, JULY 19, 2004 -- Matthews International Corporation (NASDAQ
NMS: MATW) today announced the purchase of Cloverleaf Group ("Cloverleaf"), a
provider of merchandising solutions.  Cloverleaf was formed by the recent
merger of iDL, Inc., which is a merchandising solutions company headquartered
near Pittsburgh, PA, and Big Red Rooster, which is a marketing and design
services organization located in Columbus, OH.  The acquisition is designed
to expand Matthews' products and services into the merchandising solutions
market.

David M. Kelly, President and Chief Executive Officer of Matthews, stated,
"iDL has an excellent reputation for providing high quality merchandising
display systems and solutions.  We believe the combination of the marketing
research, strategy and design capabilities of Big Red Rooster with iDL
provides a unique opportunity for success in this industry.  These
capabilities may also lead to more opportunities for growth in our existing
graphics business."

Mr. Kelly further commented, "Both iDL and Big Red Rooster have dedicated
employees who are highly experienced in this industry.  We are excited about
the opportunity to work with them."

Ralph W. Murray, Chairman and CEO of iDL, said, "By becoming part of
Matthews, we see the opportunity to accelerate our growth.  Matthews'
acquisition expertise and access to capital should help us achieve our growth
potential."

Martin J. Beck, President and CEO of Big Red Rooster, stated, "We are looking
forward to building additional services that will support our growing list of
valued clients.  Our near-term expectations with this acquisition are the
ability for expansion into new markets and continued growth in sales and
profitability.

Cloverleaf reported revenues of approximately $60 million in 2003.
Cloverleaf has approximately 450 employees and has operations in the
Pittsburgh area; Columbus; Portland, OR; Chicago, IL; and Dallas, TX.
Cloverleaf's existing customer base includes several Fortune 500 companies.
The Company intends to continue to use the brand names of both iDL and Big
Red Rooster.

Parker/Hunter Incorporated acted as financial advisor to Matthews and
assisted in the negotiations in connection with this transaction.


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Matthews International Corporation, headquartered in Pittsburgh,
Pennsylvania, is a designer, manufacturer and marketer of memorialization
products, caskets and cremation equipment for the cemetery and funeral home
industries; merchandising solutions; and custom made products which are used
to identify people, places, products and events.  The Company's products and
services include cast bronze memorials and other memorialization products;
caskets; merchandising display systems; marketing and design services; cast
and etched architectural products; cremators and cremation-related products;
mausoleums; printing plates, pre-press services, and imaging systems for the
corrugated and flexible packaging industries; and marking equipment and
consumables for identifying various consumer and industrial products,
components and containers.

Any forward-looking statements contained in this release are included
pursuant to the "safe harbor" provisions of the Private Securities Litigation
Reform Act of 1995.  Such forward-looking statements involve known and
unknown risks and uncertainties that may cause the Company's actual results
in future periods to be materially different from management's expectations.
Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, no assurance can be given that
such expectations will prove correct.  Factors that could cause the Company's
results to differ materially from the results discussed in such forward-
looking statements principally include economic, competitive, and
technological factors beyond the Company's control.