After much, much searching, reviewing the replies i've received here at Tom's Hardware, reviews from Amazon.com, New Egg and other sites, i've chosen this mobo: ASUS M4A785-M - AM3 - AMD785G - DDR2 - HDMI - uATX Motherboard and this CPU: AMD Athlon II X2 250 Regor 3.0 GHz 2x1 MB L2 Cache Socket AM3 65W Dual-Core Desktop Processor - the mobo has an on board GPU... that's what i need! i just want to get thru this class! if it's not enough, i can always add a more powerful GPU. And, since i'm replacing an ASUS HT2000... not sure if the processor still works - it may be a Sempron, i can't tell... going to buy the basic Hercules 450W PSU, and get the memory from Kingston. Hope to have it up and running by next week. If you think this will work, i'll order it tonight!