Typically OEM has a shorter warranty period, like 90 days instead of three years. I bought a 9950 BE retail version a few days ago for $179 and free shipping from Newegg. Haven't had a chance to do much with it yet. It has a very nice heatsink. Not good enough for overclocking the 9950, but it could be used on a lower chip and give some good cooling. As for overclocking, it shouldn't matter whether you get retail or OEM. Do check the prices carefully, as I've heard that some OEM chips were being listed for more money than the retail chips.