Abstract: A shock-absorbing system for a shoe comprises an upper shell having a forefoot portion, a midfoot portion and a rearfoot portion; a sole unit having an insole, a midsole and an outsole, the midsole or outsole being formed with a depression; a cap member received in the depression formed in the sole unit while defining an inner space of a desired cross-section, the cap member having a plurality of cushioning arms which are spaced apart from each other and have a arch-shaped configuration; and a fluid-filled bladder member nested onto the plurality of cushioning arms of the cap member.