Our editors give you the Top 10 destinations, along with their top-rated picks on where to eat, stay, and play.


#1 Hilton Head Island, SC
Beautiful ocean views, authentic Lowcountry cuisine and a relaxed, take-it-easy atmosphere make Hilton Head the perfect Memorial Day Destination. Beat the traffic on this gorgeous getaway by renting a bicycle and making use of the island's at least 100 miles of cycling trails. Or, better yet, rent a kayak and tour the South Carolina coast. No matter how you navigate Hilton Head, the island's laid back atmosphere is sure to provide a relaxing vacation.

Where to Stay: Hilton Oceanfront Resort
Large rooms, private balconies, and a location right on the beach make the Hilton Oceanfront Resort a tempting option within the Palmetto Dunes resort community. 23 Ocean Lane; (843) 842-8000, 1-800 845-8001, or CLICK HERE.

Where to Eat: Red Fish
Red Fish brings together fine dining and a wine retail shop, resulting in a restaurant with a by-the-bottle wine list of over 1,000. The Caribbean-influenced cuisine focuses on seafood and steak. The decor seamlessly blends modern and traditional, combining clean lines and geometric design―there are squares everywhere you look―with natural materials and warm colors. Open for lunch Monday-Saturday, dinner daily. Dinner entrées average $25. 8 Archer Road; (843) 686-3388 or CLICK HERE.

Where to Shop: The Mall at Shelter Cove
The only enclosed shopping mall on the island, The Mall at Shelter Cove features all the big fashion names you could hope for from Talbots to Banana Republic, plus a nautically-themed children's play area. Open daily. On Highway 278 at mile marker 8; (843) 686-3090 or CLICK HERE.

While You're There: Outside Hilton Head Kayak Tours
Paddling around Hilton Head Island can really float your boat. Guided kayak tours come with paddling equipment, lessons, and, of course, the kayak. Trips include sunset, sunrise, beachcombing, and other themes. Two-hour tours cost $40 per person. Shelter Cove Marina and South Beach Marina; 1-800-686-6996.

#2 The Keys, FL
Key West. The name alone conjures up visions of sun-drenched days, turquoise water, Jimmy Buffett songs, Key lime pie, and laid-back living. It's true--you can find all of the above in this island paradise. Make the trip to the southernmost point of the United States for a whiff of the Caribbean, a dollop of decadence, and a taste of the good life.

Where to Stay: Hawk's Cay Resort
Some 240 two-bedroom villas face canals, bays, and the marina. A 176-room hotel-built in spurts during the 1950s, 1960s, and 1970s-stands almost fully renovated. Four restaurants offer dining variety: One, Porto Cayo, serves upscale Italian-Caribbean fusion cuisine, and another, the dockside WatersEdge, specializes in fresh seafood. 61 Hawk's Cay Boulevard; (305) 743-7000 or CLICK HERE.

Where to Eat: Cafe Sole
The cafe scores with visitors and locals alike in Key West, thanks to the chef's European-inspired Caribbean fare. Try the Beef Carpaccio, a dish that originated at Harry's Bar in Venice, Italy. 1029 Southard Street; (305) 294-0230 or CLICK HERE.

Where to Shop: KW Light Gallery
When the allure of art calls, dust the sand off your toes and explore this gallery in Key West, where Sharon Wells shows her colorful paintings and photographs of area houses and flowers. 534 Fleming Street; (305) 294-0566 or CLICK HERE.

Where You're There: The Ernest Hemingway Home &. Museum
The resident family of six-toed felines has become almost as famous as the home's owner himself. The pleasant surroundings do interest, but they seem somehow small without the author's huge personality. 907 Whitehead Street; (305) 294-1136 or CLICK HERE.

#3 Historic Triangle, VA
Raise your hand if you've ever said this: "Jamestown? My mom made me go there when I was a kid." Or this: "I read about that history stuff in school. Why would I want to visit now?"

You're not alone. I uttered those very words myself, but here's the deal. Jamestown has changed--a lot. If you haven't been recently, you haven't been at all. Millions were spent to update the attractions and facilities in the Historic Triangle, an area that includes Jamestown, Yorktown, and Williamsburg, all within 23 miles of each other.

Where to Stay: Woodlands Hotel & Suites
Owned by Colonial Williamsburg, this moderately priced, family-friendly hotel is tucked into the piney woods adjacent to the Visitors Center. Just follow the nature trail or hop a shuttle to the nearby historic area. Rates start at $149.105 Visitors Center Drive, Williamsburg; (757) 220-7960 or CLICK HERE.

Where to Eat: Colonial Williamsburg Taverns
Four reconstructed "taverns"-Christiana Campbell's, Kings Arms, Chownings, and Shields-welcome guests with Colonial-style food and hospitality. It's a great way to immerse yourself in the Colonial Williamsburg experience.Williamsburg; (757) 229-2141 or CLICK HERE.

Where to Shop: Prime Outlets
Located in nearby Lightfoot, Virginia, this outlet mall counts more than 85 stores among its tenants, including L. L. Bean, Tommy Hilfiger, Brooks Brothers, and Waterford Wedgwood. It also houses the country's only outlet for Lladro figurines.5699 Richmond Road, Williamsburg; (757) 565-0702 or CLICK HERE.

Where You're There: Jamestown-Scotland Ferry
Four boats-The Virginia, Surry, Pocahontas, and Williamsburg-carry VA 31 traffic across the James River. The ferry operates 24 hours, 7 days a week. Passengers get a great view of Jamestown Island during the free trip.Jamestown Road, Jamestown; CLICK HERE.

#4 Gatlinburg, TN
Almost summertime! And the vacation bug is biting. You're ready for fun and sun--and plenty of both. You yearn for something different, and you want it right now. We have a terrific getaway suggestion--a place where the air is clear, the folks are friendly, and a weekend trip won't cost you your firstborn. Point your car toward East Tennessee, where Gatlinburg, Pigeon Forge, Sevierville, and Dollywood await your arrival.

Where to Stay: Bearskin Lodge on the River
For convenience, ambience, and amenities, check into this lodge. Located in downtown Gatlinburg, this balconied log hotel offers large rooms, many with hot tubs and fireplaces. Rooms with queen-size beds cost $50-$250 per night.840 River Road, Gatlinburg; (877) 795-7546 or CLICK HERE.

Where to Eat: The Park Grill
For supper, locals say rainbow trout is the only thing to eat in these parts. This well-known establishment in town resembles a mountain lodge, and serves trout several ways, including grilled and pan-fried ($19.95). The wait can be endless, so you may want to plan a 5:30 or 8:30 dinner to avoid the rush.1110 Parkway, Gatlinburg; (865) 436-2300 or CLICK HERE.

Where to Shop: Walden's Landing
Stop by this new shopping development on the main drag of Pigeon Forge. Designed in the style of an old town square, Walden's Landing offers tree-lined sidewalks, fountains, and benches, as well as 26 specialty shops, a few restaurants, and a 36-hole miniature golf course. Shopping ranges from bath and beauty products to designer sunglasses and John Deere clothing.2530 Parkway, Pigeon Forge; (865) 453-5700 or CLICK HERE.

Where You're There: Ripley's Aquarium of the Smokies
The underwater aquarium tunnel, a 340-foot moving walkway that transports you under 700,000 gallons of water filled with swimming sharks, is the world's largest and terribly impressive, to say the least.88 River Road, Gatlinburg; (888) 240-1358 or CLICK HERE.

#5 Charleston, SC
Spring gushes out all over Charleston's historic district. Wisteria vines cascade over brick walls on Meeting Street. Flowering trees electrify the skies along Church Street. Window boxes full of blossoms brighten every lane and alley.

Where to Stay: The Mills House Hotel
This one has been around for a long time and has a following. It is close to The Battery, and you also have a nice walk to the market area, restaurants, and shops. Be aware that parking in this part of town can be difficult. Rates range $199-$359.115 Meeting Street; (843) 577-2400, 1-800-874-9600, or CLICK HERE.

Where to Eat: Slightly North of Broad
A favorite among locals, this establishment focuses on regional seafood and vegetables with a maverick approach. Some of the more interesting dinner entrées cost more than $20. Open for dinner daily and lunch on weekdays with brunch on Sunday.192 East Bay Street; (843) 723-3424 or CLICK HERE.

Where to Shop: Bob Ellis Shoes
Featuring couture and rack shoes with a focus on handmade excellence, this more-than-50-year-old shoe emporium carries the best lines: Stuart Weitzman, Prada, Monolo Blahnik.332 King Street; (843) 722-2515 or CLICK HERE.

Where You're There: Middleton Place
This is one of the most famous of the Lowcountry plantations. The gardens are fabulous. A restaurant serves Lowcountry cuisine and there's an inn on the property. Open daily. Admission $25 adults.4300 Ashley River Road; (843) 556-6020, 1-800-782-3608, or CLICK HERE.

#6 Austin - Weekend Guide, Austin, TX
An invigorating energy wrangles each corner here. Austin's greatest appeal lies in its ability to balance its trendy scene with an inclusive attitude. The cowboy, the politician, the punk rocker, and the soccer mom all groove at the same music clubs and palm tortillas at the same Tex-Mex joints. No matter who you are, you'll fit in. Snugly.

Where to Stay: Mansion at Judges' Hill
One of Austin's greatest surprises comes in the form of a majestic mansion built in 1900, a grand home that now serves as a lovely escape for visitors. Each room pampers guests with 310-thread-count Egyptian cotton sheets (they feel more like butter than fabric) and furnishings (such as a small, comfortable sofa) fit for a home. Rates start at only $99.1900 Rio Grande Street; (512) 495-1800 or CLICK HERE.

Where to Eat: The OASIS
Soak up a sunset viewed from a cliffside deck at The OASIS, a nightspot on Lake Travis. Order a margarita, and raise a toast to a perfect day. Open for lunch and dinner daily.6550 Comanche Trail; (512) 266-2442 or CLICK HERE.

Where to Shop: Uncommon Objects
Imagine an antiques store on a caffeine buzz from three espressos, and you have Uncommon Objects. The oddities lining the shelves in this SoCo staple will entertain, perplex, and possibly inspire.1512 S Congress Ave.; (512) 442-4000 or CLICK HERE.

Where You're There: Continental Club
An eclectic lineup makes the Continental Club one of the city's best live music venues. The club's rich history draws the big guns of rock and alternative country in unannounced sets, so you might get lucky and catch the likes of Kris Kristofferson or Sheryl Crow. Because of its popularity, arrive early or prepare to wait.1315 S Congress Ave.; (512) 441-0202 or CLICK HERE.

#7 Mississippi Gulf Coast
If you've never been; go. If you have gone before; go back. You'll feel the pull of that very special coastline that marks the end of Old Man River's ramble to the Gulf. It wraps around Louisiana and Mississippi like a ribbon of live oaks, shrimpboats, and colorful towns.

Take a moment just to grasp the dramatic changes around you after Katrina. Still, as the town motto in Bay Saint Louis, Mississippi,goes, "It's all good." and they're right too. Focused on the future, the people of the Gulf Coast are making it a land of promise. For travelers, it's also a land of fun and adventure.

Where to Stay: Beau Rivage Resort & Casino
Splurge on lodging at Beau Rivage Resort & Casino to experience the ambience, the excitement, the big name entertainment, and the food service at the posh resort. This 32-story, 1,740-room hotel offers grand views, original artwork in the rooms, and Italian marble in the bathrooms. The theater features such award-winning shows as Lord of the Dance and Stomp, and 13 fine shops fill the shopping promenade. A spa, salon, and seven restaurants (with three more opening soon) complete the package. Spend a morning of bliss in Beau Rivage's spa overlooking the Gulf and enjoy a massage, facial, and even eyelash extensions. Rates start at $99 per night.875 Beach Boulevard, Biloxi; 1-888-750-7111 or CLICK HERE.

Where to Eat: 206 Front
A classy but relaxed and cozy atmosphere with great food prepared fresh before your eyes in an open kitchen. Look for the local artwork covering the walls, and listen for live music in the upstairs bar and open deck. Hours: 11 a.m.-2 p.m. and 5:30-9:30 p.m. Monday-Saturday, 11 a.m.-2 p.m. Sunday brunch; bar 11 a.m.-midnight Tuesday-Saturday, and noon-2 p.m. Sunday.206 West Front Street, Hattiesburg; (601) 545-5677 or CLICK HERE.

Where to Shop: Realizations
Walter Anderson believed that an artist was obligated to provide the public with good, affordable art. At Realizations, find note cards, prints, clothing, and posters created from hundreds of original block-print designs. Open Monday-Saturday.1000 Washington Avenue, Ocean Springs; (228) 875-0503 or CLICK HERE.

Where You're There: A Gallery
Owner Gail Albert offers an eclectic collection of paintings, jewelry, photography, art glass, pottery, and other works by Mississippi artists in this downtown Hattiesburg gallery. She also spotlights an artist of the month.134 East Front Street, Hattiesburg; (601) 584-6785 or CLICK HERE.

#8 St. Louis, MO
Enjoy the season in this city on the river, where glorious parks welcome you. Breathe the spring air, and have some fun.

Just about any spot you choose in the lush Missouri Botanical Garden promises a lovely view, especially in the Blanke Boxwood Garden. Ride the tram to the top of the 630-foot-tall Gateway Arch for a panoramic view of St. Louis. Be sure to go early; as the day lengthens, so do the lines. 3. Relax with a picnic in a gorgeous city park. Free performances of Shakespeare's plays turn Forest Park into a stage each summer. Tower Grove Park offers rides in a carriage drawn by a Clydesdale. The Saint Louis Art Museum reigns in Forest Park. The building first served as the Palace of Fine Arts during the 1904 World's Fair.

Where to Stay: Adam's Mark Hotel
A great downtown option, Adam's Mark Hotel sits just across from the Gateway Arch. Rates from $119.4th Chestnut; (314) 241-7400 or CLICK HERE.

Where to Eat: Imo's
St. Louisians prefer their pizzas topped with Provel cheese, a blend of provolone, Cheddar, and Swiss. The consistency is more like Alfredo sauce than stringy mozzarella, but the rich flavor puts a tasty new spin on pizza. Try it at Imo's, a chain famous for slicing its pies into squares.4479 Forest Park; (314) 535-4667 or CLICK HERE.

Where to Shop: Skif International
Try on a few asymmetrical, free-form sweaters made by local designers and fashioned to flatter any shape. This factory is more of a working warehouse than a showroom floor.2008 Marconi Avenue; (314) 773-4401 or CLICK HERE.

Where You're There: Old Chain of Rocks Bridge
An original Mississippi River crossing, the Old Chain of Rocks Bridge is now the world's longest pedestrian bridge. It's worth the visit to see the 22-degree turn in the middle.(800) 916-8938 or CLICK HERE.

#9 Asheville, NC
Asheville makes a marvelous destination any time of year, but summers are especially wonderful. How this city in the mountains conveys the feeling of a haven for the senses and yet is so stimulating remains a paradox to which Asheville has exclusive title. That's why it's the perfect weekend getaway, for you can do everything or you can do nothing. My suggestion? How about a medley of pretty music, terrific food, great lodging, and much-needed "me" time. Enjoy the season in this city on the river, where glorious parks welcome you. Breathe the spring air, and have some fun.

Where to Stay: Courtyard by Marriott-Asheville
Located on the eastern side of Asheville, this affordable chain hotel's best asset is its proximity to the Biltmore Estate and Biltmore Village.1 Buckstone Place; (828) 281-0041 or CLICK HERE.

Where to Eat: Tupelo Honey Cafe
Best described as Southern cooking with a hip twist. You'll find fun spins on traditional dishes on the menu. You'll also enjoy the warm, golden walls and seating offering views of College Street. We love it for breakfast, where the pancakes reign supreme. Open Tuesday-Sunday.12 College Street; (828) 255-4863 or CLICK HERE.

Where to Shop: Grove Arcade Public Market
This 1929, block-long Gothic structure, right in the heart of downtown, was recently renovated to showcase more than 40 shops and restaurants. Grove Arcade offers all the shopping delights of a public market.1 Page Avenue; (828) 252-7799 or CLICK HERE.

Where You're There: Biltmore Estate
Biltmore Estate remains a popular destination in Asheville. George Vanderbilt's masterpiece, a castle tucked into the Blue Ridge Mountains, opens its doors every single day of the year. Allow yourself hours to tour the centerpiece 250-room French Renaissance château, formal gardens, horse barn, and winery. Biltmore also offers a variety of outdoor activities such as horseback riding, mountain biking, rafting, and hiking along the many walking trails crisscrossing the grounds. For a four-wheel-drive adventure, try the Land Rover Experience Driving School's off-the-road, instructor-driven Adventure Course on the Biltmore grounds: (828) 225-1541. Don't Miss: In addition to the regular tours of the house, Biltmore offers Rooftop and Behind-the-scenes tours which allow visitors upclose looks at the architecture and inner-workings of Vanderbilt's glorious estate.1 Approach Road; 1-800-624-1575 or CLICK HERE.

#10 Jacksonville, FL
Water. In Jacksonville, it's everywhere. Perched next to the vast Atlantic Ocean, this Florida city is split in two by the St. Johns River. With the following pointers, you'll have more than enough to keep you busy, and hopefully plenty of time to stick your toes in the ocean.

Where to Stay: The Inn at Oak Street
This 1902 former residence, near I-95 in Jacksonville's historic Riverside Avondale district, takes the bed-and-breakfast to new levels of comfort and convenience. A full gourmet breakfast comes with your room, and special services such as a private four-course candlelit dinner and spa treatments can be arranged. The inn has six guest rooms with rates ranging from $120-$180.2114 Oak Street; (904) 379-5525 or CLICK HERE.

Where to Eat: Clark's Fish Camp
This eatery encompasses all that is kooky with fish camps--shrimp netting on the walls and a creek in the back--but the food is as good as it is varied. Patrons may order fried ostrich along with conch fritters and fresh alligator meat. Those who prefer their dinner more mild than wild should try the baked flounder stuffed with crabmeat ($12.95). Open for dinner Monday-Friday and lunch and dinner Saturday and Sunday.12903 Hood Landing Road, Mandarin; (904) 268-3474 or CLICK HERE.

Where to Shop: Peterbrooke Chocolatier
Duck into this sweet spot and pick up some of the best chocolate-covered popcorn on the planet.2024 San Marco Blvd.; (904) 398-2488 or CLICK HERE.

Where You're There: Jacksonville Zoo and Gardens
The city that's home to the NFL Jaguars also boasts the largest exhibit of the animals in North America. Open daily. Admission $9.50 adults, $6.50 ages 3-12.370 Zoo Parkway; (904) 757-4463 or CLICK HERE.