We compare the importance of opportunities for market timing with incentives to manage EPS, in decisions to repurchase. We distinguish between repurchases which are done to distribute cash (payout-related) and those which are conducted to provide shares for re-issue to staff (pay-related). Firms are more likely to pay out cash via a repurchase when timing opportunities are compelling and will opt for a special dividend otherwise. Incentives to manage EPS, on the other hand, explain less of the choice of repurchase vs. special dividend. Pay-related repurchases are likewise associated with compelling timing opportunities, and thus timing considerations also help explain decisions to repurchase shares for issue to staff.