Abstract: A protective pad assembly is used to protect upper body parts of contact sport athletes such as hockey players. The pad assembly has a relatively rigid first shield and a relatively rigid second shield pivotally connected to the first shield. An inner air entrained cushion is releasably attached to the first shield and closely conforms to the upper body part to be protected. The cushion includes a flexible case that surrounds a plurality of chambers accommodating flexible shock absorbent pads. The case has a pair of sheet members having adjacent outer peripheral edges and adjacent intermediate sections connected together to enclose the pad between the sheet members within the chambers and provide increased flexibility to the cushion. Releasable straps extend through the cushion and the first shield to releasably hold the cushion and first shield together.