USS S-38, a 1062-ton S-1 class submarine, was built at San Francisco, California. Commissioned in May 1923, she operated in the Alaskan waters in June and July and was under repair into the following year. In September 1924, the submarine crossed the Pacific to the Philippines and began service with the Asiatic Fleet that lasted into the early months of World War II. Her peacetime operations involved regular cruises to China, Indo-China and the Netherlands East Indies as well as service in Philippine waters.

After Japan began the Pacific War in December 1941 S-38 took part in anti-invasion patrols in Lingayen Gulf, sinking one enemy cargo ship and enduring several anti-submarine attacks. From mid-January into March 1942 she took part in the defense of the East Indies. In addition to normal submarine wartime activities, she used her deck gun to bombard Japanese facilities ashore and rescued survivors of the sunken British destroyer Electra. During March-September S-38 operated out of Brisbane, Australia, making war patrols into the waters off New Guinea, and later off New Ireland and New Britain. On 8 August 1942, in the wake of the Allied invasion of Guadalcanal and Tulagi, she intercepted and sank the Japanese transport Meiyo Maru, thus thwarting the enemy's first attempt to reinforce their ground forces on Guadalcanal. Her final patrol out from Brisbane took place in September and October 1942, during which she unsuccessfully attacked a Japanese tanker in the Gilbert Islands.

S-38 was under overhaul from November 1942 into April 1943. She then went to Pearl Harbor, Hawaii, for further combat service. A war patrol through the Marshall Islands in June and July was completed in the south Pacific, where she stayed until late August 1944. Inactivated following her return to the U.S. west coast after that deployment, S-38 was decommissioned in mid-December 1944 and sunk as a target in February 1945.