An image pickup apparatus includes lens barrels 12 and 13 that house an image pickup optical system L1 to L5, an image pickup element 8 that performs a photoelectric conversion of an object image, an image pickup element holding member 10 that is movable in an optical axis direction with respect to the lens barrels, guide bars 15 and 16 that guide a movement of the image pickup element holding member, and adjustment mechanisms 9a and 9b that perform an inclination adjustment of the image pickup element. Ends at an object side of the guide bars are held by the lens barrels, and ends at an image side of the guide bars are held by a cover member 14 that includes an opening 14c to operate the adjustment mechanism from an outside at the opposite side and that is connected with the lens barrels.