Quiet but aweosme.

Does your game performance go up noticeably when you overclock? Does it need to be overclocked?

Perhaps a solution is putting it back to normally clock speeds if there is not a noticeable performance difference? I ended up just backing it down since ther wasn't a justifiable reason or performance gain other than to show off benchmarks.

I am running a i5 2500 w/ a GTX580 and haven't found a single game where the overclock improved the performance.

You could try the Corsair closed WC solutions. I am running a H100 and it is pretty quiet. I never hear it over my GTX580.

What are your temps at idle and what are they at full load? Maybe you dont need to have the fan ramp so high.

Heres a good liquid unit:
CORSAIR H100 (CWCH100) Extreme Performance Liquid CPU Cooler

http://www.newegg.com/Product/Product.aspx?Item=N82E168...

dont forget it not only the gpu fan that going to spin up in gaming it going to be the gpu fan as well. on my i5 ib system it not the cpu fan that loud it the nvidia gpu fan. i would use one of gpu fan tools like afterburner for nvidia cards if you have a nvidia card and turn the fan speed up and see if the sound was your cpu or gpu fan.

It'll sound like a rocket ship even at non oc speeds when its going for 3.7... maybe it id the gpu... anno 2070 makes ny computer roar and I don't remember it being this bad when I had the stock cpu fan on.. I have a program that can shoot up the could so I can tell if its it.. anything for the glue that makes it and it alone go full speed?

use fanspeed and see what the cpu temp is and the fan speed. hardware monitor will also tell you fan and gpu temps.
nvidia gpu you can use msi afterburner to change fan speed.