An article of footwear is disclosed. The article of footwear includes a multi-layered upper. A bootie configured to fit snugly about the foot of the wearer forms the interior of the upper. An outer covering substantially encases the bootie and is attached to the bootie only along a lateral side of the upper. The outer covering includes a split forming an opening on the lateral side of the upper, with the split in the outer covering extending into the small toe region of the upper. The opening is adjustable to tighten the shoe around the foot of the wearer, so a lacing system is provided coincident with the opening. A flap is positioned between the outer covering and the bootie underneath the opening. The flap is secured to the outer covering and the bootie on a lateral side of the opening.