Abstract: The disclosure is directed to a recreation utility pillow offering comfort, security and entertainment for the user thereof. The pillow of this invention is particularly adapted for use at the beach, or pool side, where such pillow includes a waterproof cover for use in or near water. The pillow utilizes a yieldable foam-like material to give comfort to the user, includes an audio transmitter and speaker to allow private listening, and further includes storage facilities for personal items.