The Memoir is much more focused on photography than the Behold with the back looking much more like a camera than a mobile phone. The 8-megapixel camera is supported with a Xenon flash, 16x digital zoom, and five shooting modes. There is a new photo widget that lets you post your photos directly to your favorite online repository such as Flickr, Photobucket, Snapfish, or the Kodak Gallery. T-Mobile needs to get their 3G network rolled out into more areas though for this to be a huge selling point or should have included WiFi to use with all of their hotspots.
It isn't always about the megapixels though and I would like to see what the photos from the device look like. Motorola did an excellent job with the 5-megapixel ZN5 and that is my current standard for feature phone camera phones.
The infamous Samsung TouchWiz user interface is again used on the Memoir's resistive display. The display is 240x400 pixels with support for 262k colors. Bluetooth is of course included and lets you listen to music wirelessly with A2DP support. There is no GPS radio since the camera is the main focus of the device. It would have been nice to have GPS though for geotagging photos.