Exhibit 23.2





                      CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 of our report dated November 19, 1998, relating to the
financial statements which appear in the 1998 Annual Report to Shareholders of
Matthews International Corporation and Subsidiaries, which is included in the
Matthews International Corporation and Subsidiaries Annual Report on Form 10-K
for the year ended September 30, 1998.  We also consent to the reference to us
under the heading "Experts" in the Prospectus.



PRICEWATERHOUSECOOPERS LLP


600 Grant Street
Pittsburgh, PA  15219-2793
July 26, 1999