An article of footwear includes an upper with an outer layer, an elastic layer, and a lacing system. The outer layer extends through a forefoot region, a midfoot region, and a heel region of the article of footwear and covers, at least partially, a medial side and a lateral side of the article of footwear. The elastic layer extends through the midfoot region and the heel region of the article of footwear and covers, at least partially, an instep region of the article of footwear. The lacing system extends, at least partially, across the instep region, and the outer layer includes a first elasticity and the elastic layer includes a second elasticity at least three times greater than the first elasticity.