I am no expert on HP systems, but I have seen several in the field. You are probably going to have several problems replacing the motherboard on this system. First, it may not be a true ATX MB or case. It probably uses an ATX power supply, but a standard ATX MB may not fit into your HP case. Which is not really an expensive problem; you can buy a pretty decent ATX case for under $50. I priced out an HP MB a while back and it came in at around 5 times the cost of what a standard MB would have cost. Second, by wanting to keep your Slot 1 CPU, you are really limiting future upgradeability. Your 600mhz CPU is probably worth around $30. You can buy a 1 Ghz Celeron CPU and MB for under $100. Also, memory is unbelievably cheap so replacing your memory shouldn't be that big of an expense. While I normally try to discourage this, if you are truly on a budget and depending on your needs, you might look into buying a MB with built in graphics and sound. I don't know what you currently use regarding either graphics or sound. The last issue deals with you OS. If you are using the original version of Windows that came with your system, it probably will not work with a new system, and will probably only allow you to install it on another HP system like yours. I have even seen some setup disk that upgrade versions of Windows will not recognize unless it installs the original OS on the system first. This prevents both fresh installs of new OS and installations on systems such as what you are trying to do. A full version of Windows XP runs around $95 with a system. I would look at Pricewatch.com or a similar site to get an idea of what things cost and it will give you an idea as to what you have. Dennis Noble > I have an HP Pavilion system that the motherboard (P2B-VT) has gone bad. > It has a 600MHz Slot 1 CPU. Everything else was working fine. Anyone > have any ideas of what I can buy to replace this board that will fit in > this case? I'd like to use the CPU that I have as well as the other > peripherals. Is > it worth it? Do you want to signoff PCBUILD or just change to Digest mode - visit our web site: http://freepctech.com/pcbuild.shtml