In this paper, we devise the optimal caching placement to maximize the offloading probability for a two-tier wireless caching system, where the helpers and a part of users have caching ability. The offloading comes from the local caching, D2D sharing and the helper transmission. In particular, to maximize the offloading probability we reformulate the caching placement problem for users and helpers into a difference of convex (DC) problem which can be effectively solved by DC programming. Moreover, we analyze the two extreme cases where there is only help-tier caching network and only user-tier. Specifically, the placement problem for the helper-tier caching network is reduced to a convex problem, and can be effectively solved by the classical water-filling method. We notice that users and helpers prefer to cache popular contents under low node density and prefer to cache different contents evenly under high node density. Simulation results indicate a great performance gain of the proposed caching placement over existing approaches.