SR 38 begins at an intersection with US 360 Business (Goodes Bridge Road) in Amelia Court House.

One mile south of Church Street, at Amelia County High School, SR 38 turns east, at a junction formerly called Five Forks.

[1][4] SR 38 follows a portion of the route[5] taken by Confederate general Robert E. Lee and his army in their retreat westward during the final days of the Civil War.

Confederate forces, hoping to reach a promised delivery of desperately needed rations at the Court House rail depot, had just fought an inconclusive battle at Namozine Church on April 3, 1865.

All of SR 38, plus extensions east to Sutherland and northwest to Tobaccoville, was State Route 406 before the 1933 renumbering.