Milwaukee Road No. 264 was a S3 Class 4-8-4 "Northern" type steam locomotive built in July 1944 by the American Locomotive Company (ALCO) for the Chicago, Milwaukee, St. Paul & Pacific Railroad, or the Milwaukee Road. It was one of the last ten steam locomotives delivered to the line.
It was used for both freight and passenger service on the Milwaukee Road until It went into storage in 1954 as the Milwaukee Road ended steam operations. It was officially retired in February 1956 and was later scrapped.