This paper was initiated by the Australian Agency for International Development (AusAID) after identifying the need for an in-depth synthesis and analysis of available literature and information on incentives for retaining health workers in the Asia-Pacific region. The objectives of this paper are to: 1. Highlight the situation of health workers in Pacific and Asian countries to gain a better understanding of the contributing factors to health worker motivation, dissatisfaction and migration. 2. Examine the regional and global evidence on initiatives to retain a competent and motivated health workforce, especially in rural and remote areas. 3. Suggest ways to address the shortages of health workers in Pacific and Asian countries by using incentives. The review draws on literature and information gathered through a targeted search of websites and databases. Additional reports were gathered through AusAID country offices, UN agencies, and non-government organizations. The severe shortage of health workers in Pacific and Asian countries is a critical issue that must be addressed through policy, planning and implementation of innovative strategies--such as incentives--for retaining and motivating health workers. While economic factors play a significant role in the decisions of workers to remain in the health sector, evidence demonstrates that they are not the only factors. Research findings from the Asia-Pacific region indicate that salaries and benefits, together with working conditions, supervision and management, and education and training opportunities are important. The literature highlights the importance of packaging financial and non-financial incentives. Each country facing shortages of health workers needs to identify the underlying reasons for the shortages, determine what motivates health workers to remain in the health sector, and evaluate the incentives required for maintaining a competent and motivated health workforce. Decision-making factors and responses to financial and non-financial incentives have not been adequately monitored and evaluated in the Asia-Pacific region. Efforts must be made to build the evidence base so that countries can develop appropriate workforce strategies and incentive packages.