First, I should say that the prospects for an E-M5 successor aren't looking that great - Olympus is continuing to lose money on cameras and build up inventory, and the obvious response would be to consolidate their 6-model m4/3 lineup into something more compact and coherent. Offhand, 2 OM-Ds and 2 Pens seem like more than enough to cover the ground. A lot of us were expecting first the E-M1 and then the E-M10 to be the E-M5's replacement, but both ended up being designed with somewhat different users in mind. The E-M1 with its larger size, built-in grip and heftier price-tag seems aimed more toward professionals, while the E-M10 loses flexibility (battery grip, weather-sealing, accessory port) in a bid to decrease costs and compete directly with smaller consumer DSLRs. With that in mind, here are the main changes I would like to see in the E-M5 mk2, should we be lucky enough to see one produced. Obviously, some things can't be done because the technology isn't available (24MP sensor, lower noise) or because it would upstage the E-M1 (10 fps with tracking), but I think the following are readily achievable based on what's currently out there: Improved tracking AF. Whether they use the PDAF system of the E-M1 or the CDAF-based system of Panasonic's new GH4, something needs to be done to help action shooters. The current E-M5's tracking abilities do not compare at all favorably to the $700 Sony A6000, let alone the $1000 Canon 70D or $1100 Nikon D7100. Electronic shutter. The ability to shoot silently and without any chance of shutter-induced shake is to me one of the most under-appreciated features of Panasonic's ILCs (GF6 excepted). It simply makes the camera easier to use in a variety of situations. Better video. I'm not a video shooter, but the current implementation simply looks subpar compared to other cameras, thanks to artifacts from compression and the rolling shutter. Larger, better feeling controls. Admittedly, this is tricky to improve and keep the size down, but they could stand to borrow the buttons and general design of the E-M1's rear controls. If they need to leave off a function button that's okay. As is, the tiny buttons are all but unusable with gloves on. The playback, fn1, fn2 and record buttons are particularly bad offenders. Locking pin on the mode dial. No more inexplicable changes to the mode taking the camera out of its back. On-off switch around the shutter release. There's a reason why Nikon, Pentax and Sony do it this way - it lets you turn the camera on or off from a natural holding position. EVF as first class citizen. When the EVF is on, everything should happen there by default - not just shooting, but also playback and menu navigation. Not the way it is now where some functions appear on the rear LCD regardless. Focus Peaking for the manual shooters. CA correction on all lenses. The E-M10 implementation is nice enough, but it only works for native lenses. An approach like Nikon's would work for any lens, including legacy or non-chipped manual focus ones. WiFi. Basically, the E-M10's implementation, plus Live View, to essentially allow tethered shooting. I think priced at $1000, such a camera would address pretty much all the existing complaints about the E-M5 and be compelling enough to sell both to existing m4/3 users and those migrating from DSLRs. What do you folks think?