An article of footwear with a cleated sole includes an upper with an affixed midsole and multiple cleat plates spaced from one another; and an outsole encircling at least one of the cleat plates, affixed to the midsole. The cleat plates include a flat base with at least one cleat extending perpendicular to the surface. The bases are more pliant than the cleats and the outsole is more pliant than the bases. The footwear is comfortable and allows the foot to be the primary acting force in the beginning of locomotion, contributing to the athlete's strength and health.