EXHIBIT 3.84

             [Restated electronically for SEC filing purposes only]

                      RESTATED CERTIFICATE OF INCORPORATION
                                       OF
                          RESORTQUEST HILTON HEAD, INC.

                                   ARTICLE I.

         The name of the Corporation is ResortQuest Hilton Head, Inc.

                                   ARTICLE II

         The address of the initial registered office of the Corporation is 1209
Orange Street, Wilmington, New Castle County, Delaware 19801, and the name of
the registered agent at such address is The Corporation Trust Company.

                                  ARTICLE III.

         The Corporation is organized for the purpose of engaging in any lawful
act or activity for which corporations may be organized under the General
Corporation Law of Delaware, and the Corporation shall be authorized to exercise
and enjoy all powers, rights and privileges conferred upon corporations by the
laws of the State of Delaware as in force from time to time, including, without
limitation, all powers necessary or appropriate to carry out all those acts and
activities in which it may lawfully be engaged.

                                   ARTICLE IV.

         The authorized capital stock of the Corporation shall consist of 100
shares of $0.01 par value common stock.

                                   ARTICLE V.

         The name and address of the incorporator are as follows:

         Thomas M. Donegan, Jr.     Promenade II, Suite 3100
                                    1230 Peachtree Street, N.E.
                                    Atlanta, Georgia 30309-3592

                                   ARTICLE VI.

         The Corporation shall, to the fall extent permitted by Section 145 of
the Delaware General Corporation Law, as amended from lime to time, or a
successor provision thereto, indemnify all person whom it may indemnify pursuant
thereto,


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                                  ARTICLE VII.

         No director of the Corporation shall be personally liable to the
Corporation or its stockholders for monetary damages for breach of fiduciary
duty as a director, provided, however, that this Article VII shall riot
eliminate or limit the liability of a director to the extent provided by
applicable law (1) for any breach of the director's duty of loyalty to the
Corporation or its stockholders, (ii) for acts or omissions not in good faith or
which involve intentional misconduct or knowing violation of law, (iii) tinder
Section 174 of the Delaware General Corporation Law (as in effect and as
hereafter amended), or (iv) for any transaction from which the director derived
an improper personal benefit. If the Delaware General Corporation Law is amended
after approval by the stockholders of this Article VII to authorize corporate
action further eliminating or limiting the personal liability of directors, then
the liability of each director of the Corporation shall be eliminated or limited
to the fullest extent permitted by the Delaware General Corporation Law, as
amended. Neither the amendment nor repeat of this Article VII, not the adoption
of any provision of this Certificate of Incorporation inconsistent with this
Article VII, shall eliminate or reduce the effect of this Article VII in respect
of any acts or omissions occurring prior to such amendment, repeal or adoption
or any inconsistent provision.

                                  ARTICLE VIII.

         Election of Directors need not be by written ballot unless the Bylaws
of the Corporation shall so provide.

         IN WITNESS WHEREOF, the undersigned incorporator has executed this
Certificate of Incorporation on this 11th day of June, 1999.



                                         /s/ Thomas M. Donegan, Jr.
                                         --------------------------------------
                                         Thomas M. Donegan, Jr.
                                         Incorporator

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