Overhauling CPU/mobo/RAM - need advice

A number of annoying quirks in my 2-1/2-year-old motherboard have finally pushed me over the edge and I've decided to throw the thing out (or eBay it to someone who cares enough to fix its problems) and upgrade. Budget is ~$200, preferably a little lower.

Out with the old:

• AMD Athlon 64 X2 4200+ Manchester @2.2GHz CPU
• ASUS A8N5X NVIDIA nForce4 Motherboard (Socket 939)
• CORSAIR XMS DDR 400 (2 x 1GB) RAM

And in with the new:

• Intel Pentium Dual-Core E5200 Wolfdale @2.5 GHz CPU (800MHz FSB)
• GIGABYTE GA-G31M-S2L Intel G31 Motherboard
• mushkin DDR2-800 (2 x 1GB) RAM

Does this stuff look okay? I never had much luck overclocking with my old setup, I'm guessing because the motherboard couldn't handle the higher system clock speeds. (The highest I ever got was a little under 2.6 GHz on the CPU, and I just set it back to stock speed since I figured < 400 MHz wasn't substantial enough.)

Anyway, from what I've read, the new motherboard could easily handle pushing the new CPU as high as 4.16 GHz (at 333 MHz x 12.5 multiplier), correct? (Obviously, I doubt the processor itself would be stable at that point, but I just want to make sure that the motherboard isn't going to be a bottleneck.) I also understood that, with that motherboard (whose lowest memory multiplier is 2.66), the RAM (at stock speed) should be able to handle up to a 300 MHz (x 2.66) FSB speed. So, in other words, without overclocking any components other than the CPU, I should be able to reach 3.75 GHz (300 MHz x 12.5). Is that all correct?

Please correct me if I'm wrong somewhere. (Motherboard chipsets and overclocking aren't quite my forte.) I just want to make sure all my ducks are in a row.

Finally, in the software department, I have an OEM copy of Windows XP Pro that I bought with this PC. From what I've read, when I reinstall the OS, it may or may not activate successfully, due to the new motherboard. If it's not successful, I should be able to call up MS and let them know that I'm replacing a defective motherboard (which is arguably true ) and they should be able to help me activate it on the new hardware configuration without having to buy a whole new license. Is that all accurate?

Answer one question or all, and thanks in advance!

Well, my main motivation is just to replace what's in there - not necessarily to get an overwhelming performance increase. The E5200 just seemed like it would be a good budget overclocker though, with its low FSB and high multiplier, so I figured that I might as well shoot for 3.4 - 3.75 GHz, if it's feasible without getting a high end motherboard. (If I never get it past stock speed I can live with it, though I'd say even at stock speed it should offer a noticeable improvement for video encoding performance, wouldn't it?) 2GB of RAM has never been a limiting factor for my tasks (most of the time I could actually probably get by with 1GB), so I'd rather save the money.

Mainly my concerns are: (1) Is there something way better than my selections available for < $200? (2) Is there some newer (but comparably priced) motherboard chipset that I should be looking for that's better? (3) Shouldn't a motherboard rated at 1333/333 MHz FSB be able to achieve a 4.16 GHz overclock on that CPU without the motherboard itself having any problems (since it is designed to run at the higher FSB)? (Again, I don't actually intend to go that far because of the other components' limitations, but the motherboard itself would be fine, wouldn't it?)

One thing that confused me is that the lowest memory multiplier on the motherboard is 2.66, and its manual states that it supports DDR-667 and DDR2-800 modules. So, wouldn't that mean that its maximum FSB would be 300 MHz (800 / 2.66)? A maximum like that would be fine with me (since it should still get the CPU to 3.75 GHz, right?), but I was just wondering about that, since the board should be able to go as high as 333 MHz, if I understand that right. Like I said, overclocking isn't my forte, so I'm a little unclear on some of the relationships between the different clock speeds.