i'm looking for a 3 (or more) megapixels digital camera that can record video (with sound) at 640x480 (or better). The camera would probably end up being use 80% for still pictures, and 20% for video. Here are my needs:

1) best posible pictures
2) 3+ MP
3) 5x optical zoom
4) fast startup time (3 secs max?) (from off to shoot)
5) fast shoot time (from shot to shot)
6) stabilization
7) "night-shot" like
8) best posible video
9) 640x480+ Video w/sound
10) zoom aware
11) stabilization aware
12) non propietary MP4
13) good battery life
14) 450 maximum dollars
15) pro-look/coolnes factor is a plus

i'm considering (in order of preference):
Casio Exilim Pro EX-P505
Canon PowerShot S1 IS (S2 IS is more than 500)
Olympus C-770 Ultra Zoom
Konica Minolta Dimage Z2
Sony Cyber Shot DSC-M1 (i don't like the look really)
Casio Exilim EX-Z750 (not very pro-look)

any help?

I've seen your topic description in vice-versa, meaning it's first a camcorder that takes digital pictures, I think it was 4 megapixels, sorry I don't remember the brand since it's been a few weeks since I saw it. I saw it on one of the shopping channels here in the U.S. I don't remember which channel it was however it's one of the two here: HSN - http://www.hsn.com or QVC - http://www.qvc.com. I suppose this doesn't really help you if you don't live in the U.S.

kwanbis: just a note: be aware that most of this cameras are either shooting in 15fps or 30fps which is really annoying if you happen to be in a pal country.

depends a lot on the motiv, most cameras in this range are very problematic for any portrait work (and iam not talking about doing that on pro level) since they have a huge dof due to a very small sensor.

(also none of the cameras in this range will offer raw mode, so you will have to trust to the inbuilt camera conversion routines, which can be again quite weird depending on the certain shooting conditions.)

uhmm, so what is that info actually telling anyone i still wonder?

quote from dpreview:
Optical zoom = maximum focal lenght / minimum focal length
For instance, the optical zoom of a 28-280mm zoom lens is 280mm/28mm or 10X. This means that the size of a subject projected on the film or sensor surface will be ten times larger at maximum tele (280mm) than at maximum wide angle (28mm).

so thats like saying that image size is 300dpi, which is pretty useless for any purpose.

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anyway in that price range i would probably get the Sony Cyber Shot DSC-H1 and i would forget about shooting movies with it.
review: http://www.dpreview.com/reviews/sonydsch1/
(i expect that the price will fall drastically in few months, edit: is is allready under $450 in some places.)

I've got the Minolta Z2, it shoots in 15fps at 640x480, and 30fps at 320x240. It's a wonderful camera if a little 'plasticky' feeling, and the movies are wonderful quality for an addon feature but not quite camcorder quality.

That said, i've made more movies with it than with my two camcorders which were bought on a whim when I had more money than I do now. You have to make sure that you have a pretty fast SD card however as slower ones will split the movie into chunks with gaps missing as the camera has to buffer stuff.

At full 10x optical zoom the shake is quite bad though, but the newer models (Z5?) have a nice optical anti-shake system which works well.

hope that helps.

EDIT: Regarding one of the above points, it also has raw file support if you download the hacked firmware. I've installed it on mine and it works fine.

I have the Casio Z750 (your last preference I didn't even consider your other options because I wanted a small camara)

I don't know what's 10 and 11 'aware'? and don't know if it has 12. But I do like its videos, incredible, I am shooting more and more videos, and you don't need a high speed SD because it uses MPEG4. You don't say anything about the screen, but I find it extremely comfortable to use such big screen as the Z750 has. The startup time is very good (aswell as the focus time), and the battery is great aswell. it has 7MP, and 'night-shot' like. The look may be not very 'pro' but it's very pocketable.

i decided on a Canon s1 IS, s2 IS would have been better, but is a little to expensive to myself. The 3rd option was the Casio Exilim P505