GIGABYTE GA-EP45-DS3L

The UD3R is the UD3P minus one PCI-e slot. DS3L is also a good board.

If you don't need SSE4, E5200 is a much better bang for the buck.

With the stock fan, you should still be able to get a decent OC. Not likely 400 FSB though.

The faster RAM timings make very little difference.

You want a budget PC, but you're getting 8GB and an SSD?

The 8gb is tied directly to the SSD. I'll be picking up the OCZ Solid Series v1 30 gig and after pretty extensive researh on OCZ's boards one of the more effective (and cheap vs say a hardware raid config, or the 300 dollar Intels) ways of dealing with the stuttering of random writes is the ramdrive.

I admit this is a luxury that I'm splurging on a bit, but after reading reviews of people that did get these to properly work it's amazing. The 30gig should be enough to hold a VLite version of Vista 64 and one maybe two games. I'm hoping my days of long boot times and loading between scenes are coming to an end. My first choice was 2x 150GB velociraptors in RAID 0, but the cost is too prohibitive. 350$ (not to mention the extra cost of the UD3R)vs the 90$ SDD and 40$ for the extra 4gigs of ram.

The E7400 was picked up pretty much for it's performance in Blu-Ray playback vs the E5200 (lacking the sse4). I had given the E5200 a very hard look, and at the end of the day made the choice to cough up the extra 45 bucks considering one of the primary functions of the rig will be as our blu-ray player.

As it stands right now I've got the build trimmed to 802.07$. That's minus Monitor, as we'll be using our 42" LCD via HDMI. This is with 8gigs, the SSD, 6x Blu-Ray player/16x DVD burner, the E7200, Vista 64 Home Premium, Antec Case/PSU/320GB WD combo, Asus HD4850, mouse/kb. Includes shipping.

It's in the cart now, I'm fidgeting over the choice of the mobo still however. It's openbox for one, and for two I had really initally set my eyes on the UD3P for it's RAID support and possibility of crossfire down the road. The reality however is that unless I'm willing to cough up another 60 bucks for a better psu (which I'm not, considering it destroys the extreme value of the Antec case/psu/harddrive combo newegg is currently running @ 99.00$) the UD3P is kind of overkill for my needs.

Edit:
Swapped back to a new UD3R. 836.34. Ensuring that I get jumpers, manual, spacers is worth the extra 34 bucks, and at the end of the day I think it's probably a better layout and I get the RAID if I end up adding another SSD down the road. The build is still over my intended budget of 700, but I failed to take into consideration the OS upfront, and I just can't seem to shake the SSD (even though I know it's going to be a nightmare to get running properly.)

I'm pretty sure SSE4 is mainly for encoding, not playback. I think the video card handles most of that.

I recently doubled my HDD speed, but my boot time was not cut in half (not even close).