Ok heres a quick go for you. Abit nf7 $81.99 - The daddy of AMD motherboards saved a bit with no SATA AMD ATHLON XP 2500+ "Barton" 333 FSB $90 - With luck you should get at least 3200+ with a small Overclock. PNY Quadro FX 500 128MB DDR DVI/VGA 8X $299 - Bout the cheapest good card I could find. You could save alot by going for a "highstreet" card 2*GEIL 256MB PC-3200 (400MHz) DDR RAM $94 - nice fast memory good timings, 2 sticks to get the dual channel performance benifit. Maxtor 80GB 7200RPM Hard Drive 8MB Model $82 - nice fast, quiet realiable harddrive Thermalright SLK-900-A $33.99 - Superb heatsink, allows you to max out that cpu while maintaining 100% stability Panaflo Axial Fan 92mm $11 - high quality, low noise, good airflow fan. Lite On LTR-52327S Beige 52x32x52 CD-RW $38 -no dvd, but its a budget system PREMIER CP-TM-109-3P4 300W Mid Tower ATX Case $36 - just a case, would suggest a better PSU when you get a bit of cash. ms mouse and keyboard, 3 1/2" floppy $37.75 not sure if you need a display or not. total $803. Now i'm in the UK so I just chose a supplier at random, newegg.com, so you may find prices vary a bit. Personally I would try and find a overclockers store where you can get a cpu with a good stepping code. This will allow you to get a nice overclock and therefore save money on a more powerful cpu. And yes overclocked systems can be 100% stable and safe. A bit over you budget, but those gfx cards aren't cheap. Hope this helps, if I can help any more just ask.