Preparing for major upgrade/new build, seeking input

(Skip to the last paragraph for TL;DR)

This is an upgrade (really, a near-total overhaul) of my current desktop setup; many of the parts are from the Utility Player in the most recent system guide at Tech Report. My main purpose for this system is gaming; the games I'm interested in at the moment are as follows...
WoW: I want Cataclysm to run smooth at 1920x1080 on High or, if I can afford it, Ultra settings when it comes out.
Civ V: It'd be nearly as good a game with half the resources it hogs. My current system will not run it at all--it was below min reqs, so it was a gamble paying for it anyway, but I already paid for it so I want to play, darnit ;)
Portal 2 when it comes out next year--I couldn't find the system reqs, please let me know if they have been released and I missed it!

Other requirements:
1) I know future-proofing is pretty much impossible, but some degree of future-resistance would be nice.
2) Very quiet when not under load--my current system is way too loud (I think it's mainly the case fans' fault). I don't mind hearing it run when I'm playing a game at high settings, but when it's just sitting there I shouldn't. (In case anyone's interested, current case is Scorpio 868W and has 5 80mm fans, so it's no surprise it's loud.)

Things I Plan to Keep:
PSU: 535W Enermax EG565P-VE
Monitor: Hanns-G 28" Widescreen HG281D
Peripherals: Logitech laser mouse, run-of-the-mill keyboard, serves-my-purposes 3-piece Altec Lansing speakers

Things I Plan to Replace:
MB, CPU, Video Card, RAM, Optical, OS, Case

After visiting Fry's today I have a better sense of a few things but even more options for others. I'm totally in love with the Raven 2 case and consider it pretty much a requirement at this point (or the Fortress 2, but that's a luxury I don't really need right now).

I have no experience with overclocking but I'd like to try; I'm thinking I would like to go for between 3.6 and 3.8GHz. Suggestions on an appropriate aftermarket heatsink + fan would be greatly appreciated; I'm doing research on them but having a bit of trouble wrapping my head around the mounting directions given the the Raven's 90° MB rotation. I want the heatsink fan blowing upward, correct? Reading the reviews and trying to determine which ones will do that is driving me a little batty so I'd love to hear some personal experience.

Here's the primary candidate build now:
CPU: AMD Phenom II 955 (according to a review i read, OCs as well as the 965 and is currently on sale for $130 at Fry's)
MB: MSI 870A-G54
Vid: Gigabyte GeForce GTX 460 1GB
RAM: G.Skill Ripjaws 4GB (2x2) DDR3 1600
Optical: Samsung SH-S223L
Case: Silverstone Raven 2
OS: Windows 7 64-bit Home Premium OEM
Cooling: ??? The ZALMAN CNPS10X Performa 120mm is looking pretty good, but I'm concerned (as with several other options as well) that it will block the RAM too severely to fit any sticks with heat fins, which the Ripjaws listed above certainly have... :-/

This currently rings in at $847 and I don't want to stray much above that. I welcome any feedback on this build. Many thanks in advance for your replys!
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More about preparing major upgrade build seeking input
  1. This looks like a very nice build. While the Zalman cooler is nice, its not the best for AMD. I would look at the Thermaltake Frio and see if it will fit with the ramsinks. Actually it should, as long as you populate the outside slots first.

    Other than that I say go for it! have fun and good luck.
  2. Thanks for the reply! I picked up a Frio today and have been taking a look at it before I finish ordering the rest of my parts (MB, RAM, Optical Drive and OS remain unordered, other parts are either in my possession or on their way to me).

    I've been reading the manual for that MSI MB and they claim you must populate DIMM1 (the closest to the CPU and therefore the huge Frio) first. Do you know if this is strictly necessary?

    Given that I still haven't ordered RAM I could go with my second choice, the OCZ AMD Black Edition. It has a heat spreader but no large heatsink. It's the same speed and cheaper but, according to the reviews, less reliable. Still a lifetime warranty but I'd rather avoid the hassle if I can!

    Wish there were a way to check it out beforehand, but I'm really wanting to put the MB and the RAM in the same order so I can get going on the build. Hmm...
  3. Go with G Skill Eco kit for RAM $96. Excellent timings and low v, no tall heat spreaders. That'll solve the slot issue.

    Avoid OCZ ram. Major issue lately.

    You're spending a ton on a case that is not very easy to work with.
    I'd personally stick with a CM 690II or HAF 922.

    You can also get a scythe mugen for same performance for less money.
  4. I had already ordered my parts by the time this last reply was posted, and sure enough, I was not one of the lucky ones with the OCZ RAM. I'll be getting a refund from Newegg, though of course I have to pay for shipping on the RMA. Lesson learned; I think I will only buy RAM from a local store from now on, given it's one of the parts more likely to fail.

    What I ended up with including recent new RAM purchase:
    MSI 870A-G54
    AMD Phenom II x4 955
    2x2GB Corsair XMS3 C7 RAM
    Palit 1GB GeForce GTX 460
    Thermaltake Frio CPU Cooler
    Samsung SH-S223L DVD-RW
    Silverstone Raven 2 case (which I still love, even after working with it)
    (Also 535W Enermax PSU, 10kRPM WD Raptor 40GB and 7.2kRPM WD Caviar Green 500GB HDDs, all from old computer)

    Overclocked it and seems pretty stable (ran about an hour of Prime95) at...
    CPU Freq: 3.9GHz (19x205)
    CPU Voltage: 1.464V nominal, auto-increases to 1.492V under load
    RAM Freq: 1640
    RAM Timing: 8-8-7-20-41 1T
    RAM Voltage: 1.63V
    CPU-NB Voltage: 1.137V
    The new RAM absolutely would not post at 1600 at the advertised CAS7, even with voltage at 1.662, but I'm okay with that. Not worth the trouble of un- and re-installing one of the Frio's fans again to return it.
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