A protective case for an electronic device may have two layers: an inner cushion cover that surrounds a portion of the electronic device, and an outer rigid shell that surround part of the cushion cover. The outer shell has side walls that engage and hold the cushion cover on the electronic device. The cushion cover has reduced thickness portions so that the side walls are embedded in the cushion cover and provide a protective case having a substantially smooth exterior. The cushion cover is capable of absorbing shocks from impacts on the rigid outer shell. Coring on the inner portion of the cushion cover provides additional softness and the ability of the cushion cover to absorb shocks while using a higher density material, which is able to conform to the electronic device.