While everybody talks about the “flyover" states, few people stop to see what all the chatter is about. In the nation’s midsection lies Nebraska, a state that boasts treasures worthy of unfastening your seatbelts and putting your tray-table in its upright position.

The “golden triangle” of Omaha, Nebraska City and the state capital, Lincoln, is a good place to start.

Where else could you dog the footsteps of Lewis and Clark, visit the state’s most popular venue and discover terrain that settlers crossed in wagons on their way west?

Originally blossoming under the canopy of the Union Pacific Railroad, Omaha is now a sophisticated city with five Fortune 500 companies and much to see and do. Its Old Market district is peppered with stately brick warehouses that fell on hard times when railroads declined.

The jewel in this crown is the Durham Museum in the old Union Station. It’s an art-deco classic with multi-colored marble halls and life-sized resin replicas of folk from the ’40s, frozen in time.

Built in 1931, the station once handled 10,000 passengers a day, serving seven railroads.

Transfixed with nostalgia, you can still score a chocolate shake at the old-fashioned soda fountain (www.durhammuseum.org).

Nebraska’s most popular attraction is the Henry Doorly Zoo and Aquarium. The site features the world’s largest indoor desert and an aquarium that offers a 70-foot water tunnel where fish slither above you (www.omahazoo.com).

Great places to eat in Omaha include the Boiler Room, J. Coco, the pub Dundee Dell, and Warren Buffett’s favorite, Piccolo Pete’s.

Fifty-five miles south of Omaha sits Nebraska City, an idyllic town that despite its size (4,500) boasts 300 historic sites. Explorers Meriwether Lewis and William Clark left their non-carbon footprints in Nebraska City. You can grasp a sense of their mission with a visit to the Lewis & Clark Interpretive Trail & Visitor Center (www.mrb-lewisandclarkcenter.org).

You’ll spot samples of the flora and fauna they dispatched to President Thomas Jefferson, the weapons they carried, the critters they encountered. Re-enactors simulate some of their activities from May through October.

On April 26 the Kregel Windmill Factory Museum will officially open in Nebraska City. The factory operated from 1903 to 1991, and it remains exactly as the owner left it the day he became ill. It’s the site of the oldest set of business records in the state. They still abide atop the roll-top desk, yellowed with dust. An overcoat still clings to its coat rack and the dial telephone awaits the operator.

For dining try Parker’s Smokehouse (incredible brisket), El Portal Mexican Restaurant (a favorite of locals) or, for lighter fare, Janie’s Confections & Coffee.

On the way to Lincoln, stop off at Denton and the Spring Creek Prairie Audubon Center for a 3-mile hike through the real Nebraska, the way the settlers first saw it on their way west. Bowing prairie grasses, confetti of wild flowers, shimmering cottonwoods and the sounds of the meadow lark punctuate the undulating moraines that were nudged by glaciers eons ago. If you look carefully you can even spot ruts left by the wagons that passed this way (springcreekprairie.org).

Close the triangle with a visit to Lincoln, the state’s capital and its massive Capitol building topped by a 400-foot limestone tower. Tours Monday through Friday on the hour from 9 to 11 a.m., 1 to 4 p.m. (1-402-471-0448).

There are all kinds of museums in Lincoln, from the National Museum of Roller Skating to the Quilt Study Center, with the largest publicly held collection of quilts in the universe. The Sheldon Museum of Art displays more than 12,000 works in all media, the free Nebraska History Museum at 15th and P streets, follows the state from its prehistoric times to World War II. Don’t miss the historic Haymarket District and the Children’s Zoo where you can pet a hedgehog, feed a llama or consort with hundreds of butterflies.

For good eats try the Capital City Grill in the Haymarket area; Dish, great for seafood downtown; or La Paz Mexican Restaurant in northeast Lincoln.

In Omaha: Accommodations dowtown include the Embassy Suites Downtown, in the Old Market district, $170-$249, 1-800-362-2779; the Courtyard by Marriott, $109-$189, 1-866-204-9388, and the Holiday Inn, $142-$249, 1-402-341-0124.

In Nebraska City: Lied Lodge & Conference Center at Arbor Day Farm offers accommodations and all kinds of activities including hiking, bird watching, orchard tours — all environmentally focused. Rates $109-$300; 1-800-546-5433.

Whispering Pines B&B runs $119-$134 (www.bbwhisperingpines.com) and Best Western charges about $75 a night (1-800-937-8376).

In Lincoln: Accommodations include the Holiday Inn downtown, $139-$148, 1-800-465-4329, and the Cobbler Inn, 5 miles from the university campus, $75-$80, 1-800-777-4808.

For more information, go to www.visitnebraska.com.