The rebuilt S.38 had the same basic layout as the original aircraft, being an unequal-span pusher biplane with a forward-mounted elevator and an empennage carried on wire-braced wooden booms behind the wing.

It differed in having new wings of increased span, a nacelle to accommodate the two crew members seated in tandem, and modified tail surfaces, the tailplane being enlarged and twin rudders fitted.

Additionally, the outer panels of the upper wing had a swept back leading edge, and were rigged with a slight dihedral.

[3] In 1915, the RNAS, pleased with their Short pushers, wanted to place orders for further S.38-type aircraft for use as basic trainers.

As Short Brothers was busy building later types, orders were instead placed with subcontractors, twelve aircraft being built by Pemberton-Billing Ltd and 24 S.38s by White and Thompson, with deliveries continuing until 1916 and the type remaining in service until 1917.