to be honest any socket 775 should do you. There is no point in going for DDR3 on a core 2 processor. Just look for the motherboard that suits your needs (atx vs. mini atx, number of pci-x slots, if USB 3 needed, sound card 5.1 or 7.1 etc.etc.), in my opinion best makes are ASUS, MSI, GIGABYTE. DDR3 really only outperforms DDR2 with an i-5/i-7 otherwise it's just throwing money away.