The shortage of skilled professionals in the health sector has been an ongoing problem. This has resulted in poor service delivery and ultimately increased patient deaths. The primary objective of this study was to develop a conceptual model to retain scarce skilled professional workers in the health sector. An exploratory study was conducted which included both professionals and non-professionals in the pathology sector. Recruitment was done from a population of 207 employees. In total 188 employees responded, of which 116 were professionals and a comparator group of 72 being the non-professionals. The study was conducted in three phases. In the first phase, quantitative data collection methods such as the job diagnostic survey, career orientation inventory, organisational commitment questionnaire and intention to quit questionnaire were used to assess the characteristics of the groups of interest. The relationship between the independent and dependent variables were calculated. The results revealed that only a few of the traditional predictors influenced retention in the professional group. The predictors worked much better for the non-professional group. It was concluded that traditional retention strategies are not suitable to retain professionals in the health sector. The second and third phases utilised qualitative methods. The second part of the study related to identifying factors which retain professional staff. Following interviews with 15 professionals, ten themes were identified which relate to the retention of professionals. The third phase of the study consisted of interviews with 3 managers, and this was to determine what the managers can do to influence retention. A retention model for the professionals was then developed. This model not only contributes to the body of knowledge, but is also a useful managerial tool to manage professionals in the health sector / Graduate School of Business Leadership (SBL) / D.B.L. (Business Leadership)