You are restricted to 95w phenoms. Your board can't run phenom II's, even with a bios flash. If you want to stick with amd and run a phenom II, I suggest a 790gmh chipset board with onboard video, which works with your old pc6400. If you have pc5300 or slower ram, then get a ddr3 board and upgrade your ram. Never changed out a board before, then read some faqs. If you decide to upgrade, list your board and cpu on craigslist for around $80; or you might get more on anandtech's for sale forum.