When you have the cash, think about investing in a water cooling unit for your CPU if you want it to be quiet. Your CPU fan will generate a lot of noise. The Antec PSU are pretty quiet as well. It is also possible to add cooling block for your hard drives to the water cooling unit as well. Pretty much, if you go that route, you could have a machine where the only fan you'd need running would be the in your PSU and a small silent fan that blows the heat off the radiator for your water cooling unit which doesn't spin very hard at all. When I ran my machine with a water cooling system and an AMD 2200+ XP, it was much more silent than the setup I have now using a fan cooled P4 2.3. I would have continued using the water cooling unit but my model wasn't rated to cool a P4 3.2E so I didn't want to risk burning the chip out for silence.