Look to this motherboard:
Gigabyte GA-G41M-Combo. This should meet your CPU and RAM requirements. Otherwise, look for motherboards with the Intel G41, P41, G43, P43, G45, P45 series chipset
Personally, I agree with urbancamper in that you're throwing away good money, but if your current motherboard is failing and you need a quick replacement, then this could be a cheap solution.
-Wolf sends