To assess the hydrogeology, water quality, and the potential for saltwater intrusion in the offshore Upper Floridan aquifer, a scientific investigation was conducted near Tybee Island, Georgia, and Hilton Head Island, South Carolina. Four temporary wells were drilled at 7, 8, 10, and 15 miles to the northeast of Tybee Island, and one temporary well was drilled in Calibogue Sound west of Hilton Head Island. The Upper Floridan aquifer at the offshore and Calibogue sites includes the unconsolidated calcareous quartz sand, calcareous quartz sandstone, and sandy limestone of the Oligocene Lazaretto Creek and Tiger Leap Formations, and the limestone of the late Eocene Ocala Limestone and middle Avon Park Formation. At the 7-, 10-, and 15-mile sites, the upper confining unit between the Upper Floridan and surficial aquifers correlates to the Miocene Marks Head Formation. Paleochannel incisions have completely removed the upper confining unit at the Calibogue site and all but a 0.8-foot-thick interval of the confining unit at the 8-mile site, raising concern about the potential for saltwater intrusion through the paleochannel-fill sediments at these two sites. The paleochannel incisions at the Calibogue and 8-mile sites are filled with fine- and coarse-grained sediments, respectively. The hydrogeologic setting and the vertical hydraulic gradients at the 7- and 10-mile sites favored the absence of saltwater intrusion during predevelopment. After decades of onshore water use in Georgia and South Carolina, the 0-foot contour in the regional cone of depression of the Upper Floridan aquifer is estimated to have been at the general location of the 7- and 10-mile sites by the mid-1950s and at or past the 15-mile site by the 1980s. The upward vertical hydraulic gradient reversed, but the presence of more than 17 feet of upper confining unit impeded the downward movement of saltwater from the surficial aquifer to the Upper Floridan aquifer at the 7- and 10-mile sites. At the 10-mile site, the chloride concentration in the Upper Floridan borehole-water sample and the pore-water samples from the Oligocene and Eocene strata support the conclusion of no noticeable modern saltwater intrusion in the Upper Floridan aquifer. The chloride concentration of 370 milligrams per liter in the borehole-water sample at the 7-mile site from the Upper Floridan aquifer at 78 to 135 feet below North American Vertical Datum of 1988 is considerably higher than the chloride concentration of 25 milligrams per liter measured at the 10-mile site. The higher concentration probably is the result of downward leakage of saltwater through the confining unit at the 7-mile site or could reflect downward leakage of saltwater through an even thinner layer of the upper confining unit beneath the paleochannel to the northeast and lateral movement (encroachment) from the paleochannel to the 7-mile site. Carbon-14 concentrations at both sites, however, are low and indicate that most of the water is relict fresh ground water. The hydrogeology at the 15-mile site includes 17 feet of the upper confining unit. The chloride concentration in the Upper Floridan aquifer is 6,800 milligrams per liter. The setting for the Upper Floridan aquifer beneath the 15-mile site is interpreted as a transitional mixing zone between relict freshwater and relict saltwater. At the Calibogue site, 35 feet of fine-grained paleochannel-fill sediments overlies the Oligocene strata of the Upper Floridan aquifer. The vertical hydraulic conductivity of the paleochannel fill at this site is similar to the upper confining unit and effectively replaces the missing upper confining unit. Chloride concentrations and low carbon-14 and tritium concentrations in borehole water from the Upper Floridan aquifer, and low chloride concentrations in pore water from the upper confining unit indicate relict freshwater confined in the Upper Floridan aquifer at the Calibogue site.