I agree with foreverhifi. I've been using an RCA5223P DVD player with a 24/96 DAC for the past few years after a serious comparison revealed it was better than my Arcam Alpha 8SE, which I sold. The RCA, from what I understand, is a re-badged Panasonic (has a headphone jack I've never used, volume control, etc.) and with some basic tweaks has been a very good performer.
The player I'd look at today is the Philips 963SA, available for under $400. I've had e-mail correspondence with someone who owns one who says it is substantially better than his Sony SCD 777ES on redbook and better (with the 192 upsampling on) than a Muse 296 DAC (rated Class A by Stereophile) that he also owns. Plus it does SACD and is a DVD player as well.