Abstract: First and second generally C-shaped housing members move in telescoping relationship between an expanded state and a collapsed state. First and second roll-out cover mechanisms are associated with the corresponding first and second housing members and positioned to avoid interfering with each other upon collapsing and expanding the housing. A first plurality of brackets is located near one end of the cargo storage area and adapted to releasably support the housing members when in the expanded state. A second plurality of brackets is located near an opposite end of the cargo area and adapted to releasably support a roll-out cover extended from each of the roll-out cover mechanisms. The roll-out covers combine to substantially completely cover the cargo storage area when the housing members are supported by the first plurality of brackets and when a distal edge periphery of the roll-out covers is supported by the second plurality of brackets.