Abstract: Some embodiments of the invention involve a multi-purpose mat that may be converted into a secure storage bag for toys and other items. The mat may include a top layer, a bottom layer, and an interior region. The top and bottom layers may be sewn together and may be comprised of a flexible, durable, and water-resistant material. The interior region may contain one or more structural members to help convert the bag into a multi-purpose mat. The outer surface of the mat may include indicia thereon for providing a stimulating and interactive multi-purpose surface. The mat may have a raised outer edge to serve as a barrier. The interior region may include padded material for comfort. The multi-purpose mat may be converted into a storage bag through use of a closure means such as zippers or drawstrings. The mat may include carrying means such as handles or straps.