If you plan to travel Memorial Day weekend, expect a lot of company.

A whole lot.

AAA said more than 39.3 million million people are planning a holiday trip at least 50 miles from home - the most since 2005 and a 2.7 percent increase over last year.

Of those, travelers, 34.6 million - or 88.1 percent, will drive to their destination.

In Georgia, 1.7 million folks will travel over the holiday, 1.05 million will be in vehicles.

“We think it’s because of the increase in wages,” said Garrett Townsend, public affairs director for Georgia. “People are feeling more comfortable about spending money.”

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Add to that confidence, he said, are gas prices.

“While gas prices are certainly not as low as last year, they are much lower than they were in 2015,” he said. Even if they creep up “I don’t think it’s going to increase enough for people to change their plans.”

Here's the bad news: airfares, car rental rates and mid-range hotels will probably cost you more this year.

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Average airfares for the top 40 domestic flight routes will be 9 percent higher this Memorial Day, with an average round trip ticket landing at $181, according to AAA’s Leisure Travel Index.

Need a room? Plan to dig deeper.  The average AAA Three Diamond Rated hotel will cost roughly $215, or 18 percent more than 2016.

The top U.S. destination is Orlando.

AAA expects to help more than 330,000 motorists during the holiday weekend, with the main reasons being lockouts, flat tires and battery-related issues.