BACKGROUND: There is a highly inequitable distribution of health workers between public and private sectors in South Africa, partly due to within-country migration trends. This article elaborates what South African medical specialists find satisfying about working in the public and private sectors, at present, and how to better incentivize retention in the public sector. METHODS: Seventy-four qualitative interviews were conducted - among specialists and key informants - based in one public and one private urban hospital in South Africa. Interviews were coded to determine common job satisfaction factors, both financial and non-financial in nature. This served as background to a broader study on the impacts of specialist 'dual practice', that is, moonlighting. All qualitative specialist respondents were engaged in dual practice, generally working in both public and private sectors. Respondents were thus able to compare what was satisfying about these sectors, having experience of both. RESULTS: Results demonstrate that although there are strong financial incentives for specialists to migrate from the public to the private sector, public work can be attractive in some ways. For example, the public hospital sector generally provides more of a team environment, more academic opportunities, and greater opportunities to feel 'needed' and 'relevant'. However, public specialists suffer under poor resource availability, lack of trust for the Department of Health, and poor perceived career opportunities. These non-financial issues of public sector dissatisfaction appeared just as important, if not more important, than wage disparities. CONCLUSIONS: The results are useful for understanding both what brings specialists to migrate to the private sector, and what keeps some working in the public sector. Policy recommendations center around boosting public sector resources and building trust of the public sector through including health workers more in decision-making, inter alia. These interventions may be more cost-effective for retention than wage increases, and imply that it is not necessarily just a matter of putting more money into the public sector to increase retention.