Newegg has a combo deal with the phenom II 955 black and biostar TA890GXB HD board for $224.99. I use a biostar HD series board for my i3, and it overclocks well. For the ram, the egg has ocz special ops edition 2x2gb 1600 ddr3 for $84.99, plus you get a $20 rebate. They also have windows 7 64 bit professional for $139.99 oem builder's version. This puts you over budget; check your local craigslist for deals on windows. I like using xp virtualization on the ultimate or pro versions of windows, but if you don't need them, go for the premium version.