This thing gets HOT! I downloaded PCWizard and it states-
Core 1=55c
Core 2=52c
CPU = 127c

The issue started when the system would shut down during game play. The Biostar board has a thermal protection setting at 70c and shuts the pc down when I guess the cores reach that mark.
When I play with the case panel off- No Problem.
Put it on and it shuts down in 5 minutes of play.
the CPU HS and fan is your basic aluminum finned/ fan that you would see on any run of the mill CPU. Apparently the 6400+ is a heat beast!

I got this from Newegg on the way-

http://www.newegg.com/product/product.aspx?Item=N82E16835124017

I also plan on some case modification. Venting the top of the case. Adding a side intake. There are no spots for fans on the box. A larger, fan-friendly case in in the works.
Think the modifications and fixes are on target.
Any Suggestions?

The 6400+ is definitely a heat beast, but that 127C figure is wrong. Sounds as if your case is too small. Do you have plenty of room around the cpu cooler? Double-check the heat-sink alignment and thermal paste... remembering that too much thermal paste is as bad as too little. Thick thermal paste can act as an insulator.
Do you have a way to monitor your fan rpms?

The case is smallish. Planety of room around the cpu though. I had the AMD cool & quiet mode enabled but I read in a forum that it should be disbled. Now the CPU fan runs full tilt all the time. removed and reapplied the thermal paste. This time I used a silver based non-silicone formula. I just talked to the guy who owns it and he has been playing all morning with the case panels off and it has been fine for him.
I will make the case mods as listed and I think I will be ok.