My current specs are as follows: Corsair C70 Seasonic 750w PSU evga SC GTX 660 White label 500GB 7200RPM SATA hard drive 5 case fans + sentry fan controller What im looking to replace: Intel DG41CN motherboard 4GB DDR2 (800?) Intel core 2 quad Q9400 My requirements are: Must be at least 8GB of ram at at least 1600 for frequency. The CPU must be at least quad core (or in the FX series case, advertised quad core, because im pretty sure its similar enough). Must also be overclockable for future OCing. And the motherboard has to be normal ATX form factor. As much as I hate to limit colors, I would like the motherboard to have no reds or greens or anything like that. Basically, Blue/black/gray/brown is ok for base color. Id prefer for the motherboard to support SLI just in case, for the future. (by that I mean two of the PCI express slots run at x16/x16 or x16/x8.) Must be able to overclock selected CPU without dying. What my uses will be: 3d modeling/occasional rendering in 3ds max Gaming (to the point where GTX 660 will be the bottleneck in pretty much all games, right now the CPU is limiting skyrim/GTA IV, and im sure other games I havent tried yet) Photo editing, gimp/photoshop, occaisonal photoshop rendering Video encoding (Mostly from fraps, but from other things too now and then) And many other things. Nothing quite as CPU intensive as the above though. Thats about all I got. Also no need to worry about a non stock-cooling solution as I will be replacing it with either a nice air cooler or a custom water cooling loop (something I haven't tried yet) later on when I feel the need to overclock. Then again, if the stock heatsink uses the push pins of death, ill buy something now. THE CHEAPER THE BETTER. I'd save $50 for a slightly degraded processor.