After crossing the Union Pacific Railroad's main line, it will turn to the northeast, passing the east side of the Utah Industrial Depot.

[1] The need for a highway running down the center of the Tooele Valley had been identified by 2001, when it was recognized that the existing SR-36 would not have enough capacity for future traffic volumes.

Although initial remedies included widening SR-36 and a new 1000 North extension (now part of SR-112), planners knew the Midvalley Highway would eventually be needed as a long-term solution.

The same resolution also mandated that SR-138 end at the Midvalley Highway; the segment between there and SR-36 will revert to Tooele County jurisdiction.

Grade separations will be provided at the Union Pacific Railroad line, Erda Way, Sheep Lane, and the future Midvalley Trail.