Abstract: Apparatus forming either a play yard cover or a bassinet. The apparatus having an interior space, a plurality of clips, a first bassinet securement means, and a second bassinet securement means. The interior space bound by a padded floor assembly and four vertical walls having an inner and outer face and a mesh portion and a woven fabric portion. The clips located on the outer face of each wall woven fabric portion and are removably securable to the play yard. The first bassinet securement means located along a mid-height of the inner face of the mesh portion of each wall and the second bassinet securement means located along a periphery of the padded floor assembly. The apparatus forming a cover when the first bassinet securement means is not secured to the second bassinet securement means, and a bassinet when the first bassinet securement means is secured to the second bassinet securement means.