In 1939, the Lehigh Valley rebuilt all six of the Class S-1s. The three 25 x 28 cylinders were replaced with two 28 x 32 cylinders which reduced the tractive effort from 64,700 lbs to 61,811 lbs. The rebuilt locomotives weighed 370,000 pounds and were designated as Class S-2.
The Lehigh Valley retired the Class S-2s in 1948 and scrapped them shortly after.
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