A base valve assembly for a shock absorber, the shock absorber having an outer tube, an inner tube and a piston reciprocally mounted in an interior of the inner tube, the valve assembly configured to regulate fluid flow between an annular outer replenishment chamber between the outer tube and the inner tube and an inner working chamber formed by the interior of the inner tube comprising: a base plate, a base cage positioned on said base plate, said base cage having a first set of fluid passageways which fluidly connect the inner working chamber to the outer replenishment chamber upon a compression stroke of the piston, and a second set of fluid passageways which fluidly connect the outer replenishment chamber to the inner working chamber upon an extension stroke of the piston, a first base valve mounted to said base cage which opens the first set of fluid passageways during said compression stroke of the piston, and a second base valve mounted to said base cage which opens said second set of fluid passageways during the extension stroke of the piston, wherein said second set of fluid passageways comprises a plurality of arcuate, elongated slots formed through said base cage so that the ends of said slots are closely adjacent to each other, characterized in that said base cage has an upper end and a lower end, and the valve assembly comprising a replenishment fluid passageway formed between said lower end of said base cage and said base plate to fluidly connect said second set of passageways to the outer replenishment chamber; and wherein the second set of fluid passageways each include an outer wall and an inner wall extending downward from the upper end toward the lower end, wherein the inner wall of the second set of fluid passageways extends downward farther than the outer wall, and is positioned to direct fluid flowing past a bottom of the outer wall upward through the second set of fluid passageways, wherein the base plate comprises a frustoconical deflector wall aligned with the second set of fluid passageways, wherein the frustoconical deflector wall slopes radially inwardly and upwardly toward a lower end of the inner wall and away from the annular outer replenishment chamber. a base plate, a base cage positioned on said base plate, said base cage having a first set of fluid passageways which fluidly connect the inner working chamber to the outer replenishment chamber upon a compression stroke of the piston, and a second set of fluid passageways which fluidly connect the outer replenishment chamber to the inner working chamber upon an extension stroke of the piston, a first base valve mounted to said base cage which opens the first set of fluid passageways during said compression stroke of the piston, and a second base valve mounted to said base cage which opens said second set of fluid passageways during the extension stroke of the piston, wherein said second set of fluid passageways comprises a plurality of arcuate, elongated slots formed through said base cage so that the ends of said slots are closely adjacent to each other, characterized in that said base cage has an upper end and a lower end, and the valve assembly comprising a replenishment fluid passageway formed between said lower end of said base cage and said base plate to fluidly connect said second set of passageways to the outer replenishment chamber; and wherein the second set of fluid passageways each include an outer wall and an inner wall extending downward from the upper end toward the lower end, wherein the inner wall of the second set of fluid passageways extends downward farther than the outer wall, and is positioned to direct fluid flowing past a bottom of the outer wall upward through the second set of fluid passageways, wherein the base plate comprises a frustoconical deflector wall aligned with the second set of fluid passageways, wherein the frustoconical deflector wall slopes radially inwardly and upwardly toward a lower end of the inner wall and away from the annular outer replenishment chamber.