A popular view of interval timing in animals is that it is driven by a discrete pacemaker-accumulator mechanism that yields a linear scale for encoded time. But these mechanisms are fundamentally at odds with the Weber law property of interval timing, and experiments that support linear encoded time can be interpreted in other ways. We argue that the dominant pacemaker-accumulator theory, scalar expectancy theory (SET), fails to explain some basic properties of operant behavior on interval-timing procedures and can only accommodate a number of discrepancies by modifications and elaborations that raise questions about the entire theory. We propose an alternative that is based on principles of memory dynamics derived from the multiple-time-scale (MTS) model of habituation. The MTS timing model can account for data from a wide variety of time-related experiments: proportional and Weber law temporal discrimination, transient as well as persistent effects of reinforcement omission and reinforcement magnitude, bisection, the discrimination of relative as well as absolute duration, and the choose-short effect and its analogue in number-discrimination experiments. Resemblances between timing and counting are an automatic consequence of the model. We also argue that the transient and persistent effects of drugs on time estimates can be interpreted as well within MTS theory as in SET. Recent real-time physiological data conform in surprising detail to the assumptions of the MTS habituation model. Comparisons between the two views suggest a number of novel experiments.