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):
                                 August 27, 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 8.  Other Events

On August 27, 2004, Matthews International Corporation purchased The InTouch
Group plc ("InTouch"), a leading provider of reprographic services to the
packaging industry in the United Kingdom.  InTouch is headquartered in Leeds,
England and has operations in London, Portsmouth, Manchester and Boston,
Massachusetts.  The acquisition is intended to further Matthews' position as a
provider of reprographic services to the European packaging industry.

The transaction was structured as an asset purchase, at a cost of
approximately $39 million.

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: August 31, 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 August 30, 2004, issued by
                  Matthews International Corporation.

EX-99

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                                                   Exhibit 99.1

 August 30, 2004                                   Steven F. Nicola
                                                   CFO, Secretary & Treasurer
                                                   412:442-8262



                          MATTHEWS INTERNATIONAL CORPORATION
                             ACQUIRES THE INTOUCH GROUP



PITTSBURGH, PA, AUGUST 30, 2004  -  Matthews International Corporation
(NASDAQ NMS: MATW) today announced the purchase of The InTouch Group pIc
("InTouch "), a leading provider of reprographic services to the packaging
industry in the United Kingdom.  InTouch is headquartered in Leeds, England
and has operations in London, Portsmouth, Manchester and Boston,
Massachusetts.  The acquisition is intended to further Matthews' position as
a provider of reprographic services to the European packaging industry.

David M. Kelly, President and Chief Executive Officer of Matthews, stated,
"InTouch has an excellent reputation as a full service, high quality provider
of reprographic and brand management services for British retailers and brand
owners across Europe.  Together with our already strong position in Europe
and the United States, this acquisition will offer us greater geographic
coverage and further expertise.  We now have more scale to approach brand
owners and offer local service with multinational support. "

Mr. Kelly further commented, "In addition to InTouch, Matthews currently has
11 reprographic service operations in Europe.  These operations are located
in Germany, Austria, Denmark, Hungary, Brussels and Switzerland.  The
European headquarters of these operations is located near Cologne, Germany."



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Matthews International Corporation                     2 of 2
August 30, 2004

The purchase price paid by Matthews at closing was 21.4 million Great British
Pounds (approximately U.S.$39 million).  For the fiscal year ending March 31,
2004, InTouch reported revenues of approximately 21 million Great British
Pounds (approximately U.S.$38 million).  InTouch has approximately 280
employees.

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.