Abstract: Disclosed is a diaper changing apparatus which is adaptable for use on a variety of surfaces. Non limiting examples of suitable surfaces include a mat, bed, changing table, etc. The diaper changing apparatus comfortably elevates and restricts a baby's arm motions. In addition a lateral restraining member is provided to restrain the baby's waist area. In one embodiment the diaper changing apparatus includes a width adaptable mechanism to accommodate babies of varying sizes. The width adaptable mechanism comprises of a pair of base members with a removable means for fastening. The lateral width between the two base members can be modified to accommodate babies of varying sizes. In an alternative embodiment the diaper changing apparatus has a fixed lateral width and is constructed from one piece. In a further embodiment the diaper changing apparatus comprises at least two base members and one lateral restraining member.