A bed system for a pickup truck includes a first member adapted for securement to a first support component associated with a truck bed. The first member has a first surface for contacting cargo and a first edge portion extending at least partially along the periphery of the first member. A second member is adapted for securement to a second support component associated with a truck bed. The second member has a second surface for contacting cargo and has a second edge portion extending at least partially along the periphery of the second member. At least a portion of the second edge portion is oriented in at least a partially overlapping spaced relationship to at least a portion of the first edge portion at an interface. A cushioning element is located between the overlapping first and second edge portions at the interface. The cushioning element is resiliently compressible and permits relative movement between the first and second edge portions at the interface.