The design, construction, and preliminary testing of a second generation proton CT scanner is presented. All current treatment planning systems at proton therapy centers use X-ray CT as the primary imaging modality for treatment planning to calculate doses to tumor and healthy tissues. One of the limitations of X-ray CT is in the conversion of X-ray attenuation coefficients to relative (proton) stopping powers, or RSP. This results in more proton range uncertainty, larger target volumes and therefore, more dose to healthy tissues. To help improve this, we present a novel scanner capable of high dose rates, up to 2~MHz, and large area coverage, 20~x~24~cm$^2$, for imaging an adult head phantom and reconstructing more accurate RSP values.