MATTHEWS INTERNATIONAL CORP — Director's Dealing 2012

Mar 12, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MATTHEWS INTERNATIONAL CORP (MATW)
CIK: 0000063296
Period of Report: 2012-03-08

Reporting Person: Babe Gregory S. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-08	Class A Common Stock	A	2589	—	Acquired	4822	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-08	Phantom Stock Unit	$	A	2185	Acquired		Class A Common Stock (2185)	Direct

Footnotes

F1: Award of restricted stock made under the 1994 Director Fee Plan, as amended, subject to the agreement entered into under the Plan. In general, the shares vest on the second anniversary of the award.

F2: 1 for 1.

F3: Formula award made under the 1994 Director Fee Plan, as amended, based on market price at time of award.

F4: Payments on phantom stock units commence on April 1 of the calendar year following the calendar year in which the reporting person ceases to be a member of the Board of Directors