Agree with everything whoopdat wrote - even including the being an Athlon owner bit. A 2.6 P4 might be pushing it, depends on the age of the chip (newer prodcution run the better), but a 2.4 800 fsb can sometimes be overclocked to a 1G fsb and an effective 3.0 CPU if you're lucky - and the DDR400 is really good. If you can push a 2.6 to 1G fsb that would be 3.25 and an amazingly fast system as the faster fsb speeds up just about the whole system. Of course you'd have to replace/upgrade all the memory, and read up on overclocking (www.tomshardware.com, www.hardocp.com, www.overclockers.com). And be lucky ;-)