Just remembered you can't OC the CPU on a H67 so you would need a Z68 board something like
http://www.aria.co.u...el+1155+Z68+(B3)/MSI+Z68MA-G45+Intel+Z68+(REV+B3)+Socket+1155+DDR3+PCI-Express+Motherboard+?productId=45974
Or a cheap P67 board, you could always get a second hand one off Ebay
The stock cooler is not qiet especially if it's only 3 feet away but something cheap like that CM cooler Tom reviewed a week or two ago (that I can't remember the name of) would do.