a flat central section having a top and a bottom and at least four straight sides;

a flat side section for each of the at least four straight sides of the central section, each side section having a inner edge, first and second end ends each with first and second end edges and a top edge, each inner edge being hingedly attached to the side of the central section for pivotal movement relative thereto;

wherein, when all the side sections are positioned in a flat position co-planar with the central section, the infant pad assembly forms an infant play mat;

wherein the central section and the flat side sections are configured so that, when all the side section are pivoted toward the top of the central section to an upright position perpendicular to the central section, each side section is between two other side sections and immediately adjacent thereto so that each pair of adjacent side sections forms a corner and so that the side sections collectively form a substantially complete side wall around the central section comprising a portable infant bed;

a corner connector for removably attaching adjacent side sections to each other;

wherein at least one of the side sections includes a receiver on each of its first and second ends and wherein the end of each side section adjacent to the at least one side section includes a stability tab connectable to the receiver on the adjacent end of the at least one side section, so that when the corner connector is disconnected and each of the stability tabs is connected to the corresponding receiver, the at least one side section is prevented from pivoting past the flat position toward the bottom of the central section, and so that when the at least one side section is thereby secured in the flat position and the remaining side sections are all in the upright position, the infant pad assembly forms a changing mat; and

wherein the central section and all the side sections are flexible panels so that when all the corner connectors and stability tabs are disconnected, the side sections can be pivoted all the way toward the top of the central section into a collapsed position and so that the infant pad assembly in the collapsed positioned can be rolled into a carrying case; and

a shoulder strap on the bottom of the central section for carrying the infant pad assembly in the carrying case mode.