UFC Fight Night: Shogun vs. Henderson 2 (also known as UFC Fight Night 38) was a mixed martial arts event held on March 23, 2014, at the Ginásio Nélio Dias in Natal, Brazil.

The event was headlined by the anticipated rematch between mixed martial arts legends Maurício Rua and Dan Henderson. Henderson won their first encounter back in November 2011 at UFC 139 via unanimous decision in a bout lauded by many MMA pundits as the Fight of the Year for 2011 and one of the best bouts in the history of the UFC.

The co-main event featured a long-planned bout between Cezar Ferreira and C.B. Dollaway. The two were originally scheduled to meet on May 18, 2013 at UFC on FX 8. However, both Dollaway and Ferreira had been forced from the bout due to injury.

Gleison Tibau was expected to face Mairbek Taisumov at the event. However, Tibau pulled out of the bout citing injury and was replaced by Michel Prazeres.

Diego Brandao was expected to face Will Chope at the event and both men weighed in successfully on March 22 for the fight. However, after the weigh ins, the bout was cancelled when documents were released that showed Chope assaulted and threatened his ex-wife, which led to jail time and a dishonorable discharge from the U.S. Air Force

Ronny Markes missed the Middleweight limit of 186 lbs. for his bout with Thiago Santos. As a result, he was fined 20% of his purse and the bout was changed to a catchweight of 190 lbs.

UFN 38 saw an average of 936,000 viewers with a peak of 1.25 million during the main event.

The following fighters were awarded $50,000 bonuses:

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