It runs for 14.78 miles (23.79 km) in an irregular south-to-north pattern in eastern Alfalfa County, in the northwest part of the state.

[3] The highway then makes a sharp turn to the east along another section line to avoid the Great Salt Plains Lake.

[3] As the highway continues north, it forms the boundary between Kegelman AFAF to the east and the Great Salt Plains State Park to the west.

[2] Upon crossing the Salt Fork Arkansas River, the road turns back to the west, entering the park.

Within the park boundaries, SH-38 is again forced to change course by the Great Salt Plains Lake, and turns back to a due north heading.