A three-layered shoe construction having an outsole with a first section located in the arch portion and extending into the proximal side of the forefoot and hind foot areas, and a second section located in the remainder of the outsole, the first section including a plurality of horizontal grooves, the second section including a plurality of small and elongated apertures, the outsole including first and second angled grooves extending across the outsole, the outsole having a first cavity on its interior face; a dual density midsole having a first density in the forefoot area and a second density in the hind foot area, the second density being greater than the first density, the midsole having a second cavity on its proximal face; and an insole having a top face including a plurality of raised projections. The specific construction associated with the three-layered shoe enhances flexibility, cushioning, and breathability.