Help Building AMD Barebone - 1st timer

I got a P2 300 128ram voodoo3 3000, and needless to say it's showing age... so i decided to upgrade. Well, I want to get a new CPU, which means i need a new motherboard, which makes my welded-into-mobo-or-somethin-soundcard obsoloete, and the RAM can prolly use replacing too, or at least an upgrade to 256. So I want to basically assemble a barebone system on my own that will be TOP of the line, and still reasonable in price for an *upgrade*.

From my current PC I plan to keep:

-Maxtor 40gig 7200rpm HD
-RICOH CD-Rom/R/RW/DVD
-Floppy Drive
-Zip Drive (internal)
-56k Modem & DSL Modem
-Hitachi 17in Monitor, Speakers

For the new system, I looked around, asked around, and finally came up witht the following:

-Athlon Thunderbird 1.0GHz (266MHz) - 176$
-Iwill KK266 Socket-A KT133A ATX - 230$
-256MB Mushkin High Performance REV2 PC133 222 - $167
-NVIDIA GeForce2 PRO 64MB - $199
-Sound Blaster Live! Value - $42
-Addtronics 7896A Full-Tower - $133
-Enermax 350W ATX 2.03 Power Supply - $76
-Enermax Ultra-Quiet Fan Package (For Addtronics Cases) - $36

Some alternative components:
-300W Fortron-Source - $35
-THEON CyClone 5000 ATX Mid-Tower ATX Case w/fans - $139.95 - http://www.coolerguys.com/CPUCOOL/cases.htm#cycl (scroll to the CyClone, 3rd case down, last one actually)
-MSI or ASUS mobo...

Now, my questions are:
1. Is this a good config for a barebone, or would you recommend changing anything?
2. Will it all work out with my current system components that I want to keep from my old PC?
3. Do I need anything else? This is my first time building a PC, so I don't know what wires, fans, or anything else I'll need that doesn't come with what I wrote above...

Some concerns:
I've gotten mixed feelings about the Case and fans... I want something fairly quiet, expandable, but obviousely something that will stay cool enough. I'm not a big overclocker, in fact I never overclocked anything in this PC, but that's mainly because I didn't feel like modding the case with fans myself; or didn't want to risk it w/out the fans, so in my next system Overclocking is a good possiblity, tho not necessary... basically I don't want to have a jet engine sitting on my desk, with like 20 super loud fans... I want something quiet, which is why that one fan mentioned above *ultra-quiet* supposedly caught my eye. Is it good, will I need anything else BESIDES it? Or should I go with another one, or just a fan-case like the Cyclone one...? And lastly, I don't know how difficult it will be to install and even moreso to configure everything, so what should I have prepared with me (drivers-wise, etc, do they all come with the components when I buy them... or what?)

Any help will be greatly appreciated, thanks!

I considered the ASUS and MSI as well, originally I was planning on the newest ASUS, i forget the name, but then I was told a lot of good things about the MSI, and saw a good review; but if that wasn't enuff, someone told me about the Iwill, so i researched it, and:
- http://www2.anandtech.com/showdoc.html?i=1424 (9/10 score, Abit, Asus, MSI got 8.5s =)
- http://www4.tomshardware.com/mainb [...] mendations (this one mentiones around the middle that the kk266 Iwill and then some AOpen are two of his favorites)

So that drew the line for me, even though I know hardly anything about mobos.

Well, about the case tho, I am really drawn between that Cyclone case and the ADDTRONIC. The cyclone lookes more compact, obviousely much cooler in the windtunnel sort of way, but will I be able to control which fans to engage, disengage so as to keep noise level down? I heard I would NEED a fanbus or something to do that; will I? And if so, what's a good but reasonably priced one for the non-hardcore-overclocker?

Anyway, thanks for the input!

look at curcial ram it is a little bet cheaper yet the same quality as mushkin

and some of your price look high exspecially your mother board

go to pricewatch.com and find it
then go to http://resellerratings.com/
to check the companies out

ok, i am almost ordering, and all the prices are a bit lower; the ppl i will prolly buy from is: http://www.taconlines.com/

The sound card I am also considering now is the HERCULES GAME THEATER XP, but a friend said the SBL is better. Which should I get from this site above?

Also, I am not sure which Vid Card has the GeForce2 Pro that's good, any comments?

Again, thx for the input all!

Ok, here's the final specs I got, planning to buy soon unless something arises:

$480.00 KIT-MBIWKK266 Motherboard Kits IWILL Iwill KK266 - VIA KT133A Chipset - ATA/100 - For AMD Thunderbird/Duron CPU CPAK7S-T-A1G - Thunderbird K7 1GHz Socket A (Heat Sink/Fan Included)
MMPC133-256S-2 - Two PC133 256MB DIMMs - 512MB Total $480.00 1 $480.00

$230.00 VCVTGF2-PRO Video Cards Nvidia Nvidia GeForce2 Pro 64MB - TV out $230.00 1 $230.00

$6.00 ACH686A2 Accessories COOLING FAN HEAT SINK AND FAN ASSEMBLY FOR SOCKET 7/370 CPU $ 6.00 1 $ 6.00

$716.00 Subtotal

$24.00 2nd Day Air

$740.00 Total Micropro.com

=============================

$89.00 KS282+PP303X 12281-8

$12.99 80mm 3pin, BB Fan 77054-5

$12.99 80mm 3pin, BB Fan 77054-5

$114.98 Subtotal

$30.00 UPS Ground

$144.98 Total http://www.antec-inc.com/index.html

OR

$189.00 SX1240 81240-5

$19.99 Rackmt. Fan (120mm) 77053-8

$30.00 UPS Ground

$238.99 Total http://www.antec-inc.com/index.html

=============

$99.99 Sound Blaster® Live! X-Gamer 5.1 PCI Sound Card

$7.00 7% Sales Tax

$106.99 Total http://www.compusa.com

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Totals
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$991.97 with MidTower
$1085.98 with FullTower
$ ?? with Workstation

The workstation cases are on backorder so i dunno their price; also the fan should be 92mm not 120.

I'm sorry, not sure what you're refering to with drill bits, cutoff disks, drill/dremel

The FullTower case comes with 2 Rear 80mm fans I think, so I was gonna add a 92mm at the front; should I add more? Ppl tell me 1 is usually enuff... so I figure 3 should be good... is there a specific fan i can get to cool just the GEF2 Pro alone?

There's all kinds of mods you can do. The dremel is a little 30,000 rpm rotary tool which you used to cut metal with. A drill is a drill...is a drill...

I cut two holes in the side of my full tower case to mount 2 80mm fans just above my vid card. I have a 120mm fan on the front bottom intake, a 120 on the read top exhaust, and another 80mm exhaust just behind my cpu (there was a place already for it, so I just got some screws and mounted one). I also opened a small vent up at the front top for some airflow over my hard disk and cdrom/writer. I have two power supplies in the case, so I get some halfway decent airflow with the fans. I used a bunch of silicone and duct tape to close off all the minor losses on the case, and make things a little quieter.

Just figure out how you want your airflow in your case, and start cutting. You'll want your intakes on the bottom, no matter what you do, and your exhausts on the top.