The Exposition Flyer was a passenger train jointly operated by the Chicago, Burlington & Quincy (CB&Q), Denver & Rio Grande Western (D&RGW), and Western Pacific (WP) railroads between Chicago and Oakland, California, for a decade between 1939 and 1949, before being replaced by the famed California Zephyr.

The Chicago, Burlington and Quincy Railroad was a railroad that operated in the Midwestern United States. Commonly referred to as the Burlington Route, the Burlington, or as the Q, it operated extensive trackage in the states of Colorado, Illinois, Iowa, Missouri, Nebraska, Wisconsin, Wyoming, and also in Texas through subsidiaries Colorado and Southern Railway, Fort Worth and Denver Railway, and Burlington-Rock Island Railroad. Its primary connections included Chicago, Minneapolis–Saint Paul, St. Louis, Kansas City, and Denver. Because of this extensive trackage in the midwest and mountain states, the railroad used the advertising slogans "Everywhere West", "Way of the Zephyrs", and "The Way West".