There is disclosed herein a suspension fork assembly particularly for use with bicycles. The assembly comprises an outer steer tube which is adapted to be mounted in and extend through the head tube of the bicycle frame, and an inner steer tube telescopes within the outer steer tube. A shock absorbing system is provided within the tubes. The inner surface of the outer steer tube and the outer surface of the inner steer tube each have a plurality of axially arranged opposing longitudinal flat sections, such as four on each tube. A plurality of needle bearings are disposed between the tubes on these flat sections. This arrangement, with the needle bearings arranged on the flat sections between the inner and outer tubes, allows the two tubes to freely telescope in and out with respect to one another without any significant static friction, and also serves to transmit the torsional steering force from the outer tube to the inner tube. The needle bearings thus bear radial loads as well as maintain the in line relationship of the outer and inner tubes for rotational forces while allowing the two tubes to freely telescope.