Motivation is a major factor for retaining nurses in any organization. Motivated nurses make an organization more strong and help in running all of its processes smoothly ultimately, meeting the organizational goals within the targeted period of time. The purpose of the study: Is to assess the relationship between motivating work factors and nurses' retention.  A descriptive correlational design was used; the study was conducted at Menoufia University hospital and Shebin El-Kom teaching hospital. Convenient samples of 315 nurses were recruited from Menoufia University hospital (159) and Shebin El-Kom Teaching hospital (156). Data was collected using two structured questionnaires adapted by the investigator. The first structured questionnaire was Motivational Level Questionnaire. The second structured questionnaire was Nurses' Retention Questionnaire. Results: The majority of the studied nurses reported that the desired motivating work factors ranked as the top five factors were: recognition and appreciation, salary, rewards, advancement and growth, training and development. The actual provided motivating work factors by the studied settings were arranged as the following: job characteristics, working conditions, feedback, training and development, job responsibility, leadership, goal-setting, job security, rewards, salary, advancement and growth, recognition and appreciation, & performance appraisal. The present study showed that the retention factors were salary and incentives, job contents, work environment at semi-equal percentage (40.73%, 41.1%, and 41.02% respectively), while organizational factors were only 36%. Conclusion: There was a very highly statistical significant positive correlation between total motivating work factors and total retention factors (R= 0.89).Recommendations: The results of this study should be disseminated between key persons (hospital administrators) to reduce the liability of demotivation and increase the retention rate of nurses at hospitals. Recognition and appreciation of the good work done by nurses is a key issue that should be tackled seriously by health managers in hospitals.