a tilting suspension system is adapted for use with a vehicle having three wheels and a frame . the system has two sets of control arms , each set of control arms being pivotally connected to one side of the frame . an upright is pivotally connected to each set of control arms , each upright having a rotatable hub for allowing one of the wheels to be mounted thereto . two rocker arms are pivotally connected to the frame , and a control link is pivotally connected to each of the rocker arms , such that pivoting of one rocker arm causes corresponding pivoting of the other rocker arm . a link member operably connects each rocker arm to a corresponding upright , such that pivoting of each rocker arm causes corresponding movement of the uprights . an actuator is configured to selectively pivot the rocker arms , such that actuation of the actuator pivots the rocker arms , thereby causing the frame to rotate about a generally longitudinal roll center and causing each upright to rotate about a generally longitudinal axis .