Just need to clarify a couple of things - I have extra DDR dual channel RAM here, including a spare 2gb kit, so dont want to have to move to ddr2 unless I have to. Also already got both a 165 and 170 dual-channel opterons here. Also video card performance for gaming isnt an issue, got a another PC I use for that.
That said if video encoding performance would be significantly better with a new pentium 4 and ddr2 ram etc I would have a big sale and go for that.
Of course the other option would be to upgrade the cooler and overclock the 3.2 northwood for better performance.