Seeking advice on upgrading a computer from 2004

I have inherited an old computer from 2004 that was a sweet gaming rig back in the day. It's in a huge alienware case with blue neon lights and skulls and tons of fans.

I HAVE:
Motherboard: ACPI multiproccesor
CPU: Pentium 4 - 3.4ZGHZ, I think two of them, there are two listed in device manager
RAM: 3GB
GPU: nvidia Geforce 6800

My goals are to run Star Wars: The Old Republic, Skyrim, Battlefield 3, Mass Effect 2, GTA 4 and all modern mmos and games. I would like to do this for $300-400

I WANT:
GPU I'm considering:
Zotac gts 450 - $100 newegg
Sapphire Radeon HD 6870 - $160
Geforce GTX 560 $190-220

CPU:
Intel Core i3-2100 Sandy Bridge 3.1GHz -$130
Intel Core i5-2400 Sandy Bridge 3.1GHz - $190
Intel Core i5-2500K Sandy Bridge 3.3GHz -$220

Memory
Kingston HyperX T1 Series 8GB (2 x 4GB) 240-Pin - $80

So is the difference between CPUs and GPUs big enough to justify spending $500 for GTX 560 and i5 or spend $310 for GTS 450 and i3? Also do I need to upgrade my motherboard?


Should i consider upgrading from XP to windows 7, will that effect speed for gaming?

I am a complete noob to building computers and know there is something about matching pins and stuff and would hate to buy something for it not to fit, how do i check this?

Thanks so much for your time I am a total noob and really need advice
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More about seeking advice upgrading computer 2004
  1. Hi! First, if you are to upgrade the CPU, then you HAVE TO upgrade the Motherboard as the Pentium series MoBo's are NOT compatible with the 2nd gen intel CPUs. I would recommend you get the core i5 2500k as this will allow you to play games further into the future because it has 4 cores, instead of the 2 in the i3. If you want a cheaper upgrade, you can go with 4GB of RAM instead of 8, 8 is overkill right now and when you need more, you can easily buy more. For the graphics card, I suggest the gtx 560 or the Radeon 6950.
    As fir the Windows, you don't need to upgrade until later, where the games will not support Windows xp as an OS
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