Looking to get new gaming system, including OS, for roughly $1000

I am building a new system, but I haven't been paying attention to the hardware side of things for awhile, so I am hoping for some advice here. Like the title of the post says, I am looking to spend $1000 at the most (actually I am hoping to keep it around $800 but can spend more if its worth it), for gaming, but also for music production. The game I am really looking forward to playing is X3 Rebirth, and the X3 games are known to be more CPU intensive rather than video card intensive. This being the case, I feel some weight should be put on the CPU in my system. Since music making is involved, I need quiet parts, so no high-RPM fans please! I won't be doing any over-clocking, I need this rig to last, so long-term reliability is also a high priority.

I have a AMD Phenom II X4 945 with a AMD HD5770 video card with 4 gigs of decent RAM (I forgot which brand) running on Win7 in my HTPC. I need this new system to smoke that system in order to justify this purchase. Also, I already have the case, monitor, peripherals, etc, I just need the below listed components.

The things I need:

CPU: I like what I am reading about some of these Intel chips, particularly the i7 3770 and i5 3570. Are these the top bang-for-the-buck CPUs right now? Are there any others I should be considering? I have read that the 3770's advantages do not extend to gaming as much. Is there any reason why I should be considering the extra cost of a 3770? Do you consider this CPU to be more future proof? Also, when I was looking at neweggs CPU section, I didn;t see any OEM CPUs there? Are OEM processors carried anymore?

Motherboard: I don't need a lot of features. I would like a decent 5.1 sound chip with a digital audio out for those times when I want surround sound. I already have a good 2 channel pro-audio sound card which is what I will mostly be using. I am after performance more so than features here. I would prefer a passively cooled chipset rather than an onboard fan, but if there is one that is quiet I will consider it.

Memory: 8 or 16 gigs? Is there any advantage at all in getting 16 gig over 8? Any decent brands that aren't expensive? Remember that I am not overclocking here.

Video Card: From what I am reading, they all look good to me. Do they all support HDMI now? What's the best bang-for-the-buck out there right now? Remember I would prefer something on the quieter side of things here.

CPU heatsink and fan: Is the stock cooler on the Intel chips any good, or should I be getting a better one? Is the stock fan quiet? Are there any inexpensive alternatives that will keep my chip extra cool and quiet?

Windows 7: Which version should I get? I am leaning towards a OEM version of Pro. What bugs me is that, from what I have read, OEM copies of Win7 will lock itself on your MB! How worried should I be about this? Is there a way to beat this?



So how would you divide $800 to $1000 into those components using my criteria (a quiet gaming machine)? I'll be checking this post often, as I am sure there is a lot to learn here.