Abstract: A washable fabric cover fits over a folding exercise or rest mat or pad and can be folded with the pad inside into a compact package for carrying. The cover is a generally rectangular envelope having a head portion and a foot portion and is enclosed at the end of the head portion and along its opposed longitudinal sides and open at the end of the foot portion to form a top layer and a bottom layer of material. A pocket on the top layer at the head portion removably receives a pillow or other articles. A length of material extends outwardly from the open end to be folded over and substantially cover the top layer to serve as a blanket to cover a person laying on the covered pad and can be folded and received within the open end in a stored condition. A pair of flexible loops secured to the bottom layer form carrying straps when the cover and the enclosed pad is in the compact package for carrying.