Abstract: A portable mat system for receiving and retaining a mattress thereby reducing movement of the mattress and thereby protecting the mattress. The inventive device includes a first sheet, a second sheet having three sides attached to the first sheet forming a pocket with an open end, a lip attached to the second sheet adjacent the open end, a flap attached to the first sheet, a length of Velcro attached to the flap and a back side of the first sheet, an aperture is within the second sheet for receiving an air valve of an air mattress, and a handle attached to the back side of the first sheet. The lip is sewn to the inside portion of the second sheet for retaining the mattress within the pocket. When the user is finished using the present invention, the user simply rolls the invention, with or without the mattress within, into a cylindrical shape and then engages the Velcro. The user then may transport the invention in the storage position by grasping the handle.