An image-forming apparatus includes a first photosensitive member, a second photosensitive member, an exposure unit, a first developing unit and a second developing unit. The first developing unit includes a first developing roller, a first casing and a first thickness-regulating blade having a first base end and a first free end. The second developing unit includes a second developing roller, a second casing and a second thickness-regulating blade having a second base end and a second free end. The first thickness-regulating blade is disposed between the first developing roller and the exposure unit, or between the first developing roller and a first optical axis of the light to which the first photosensitive member is exposed. The first thickness-regulating blade extends from the first base end to the first free end in a following direction with respect to a moving direction of a peripheral surface of the first developing roller.