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I'm looking for a new cooler for my sig rig. It's an older setup and will be about as heavily overclocked as I can manage pretty soon. Being that the UD3P is an older board I really like the idea of a downward blowing CPU cooler. I used to have a Noctua NH-C14 that I gave away in a freebie and it was a great cooler. I'm thinking of buying another one. I really like Noctua stuff, their fans are nice and quiet. My rig is going to be housed in a Fractal R4 and I want it to be as quiet as possible so unless it comes with high quality fans out of the box I will be replacing the junk fans that usually come with coolers. Doesn't have to be downward facing, but that's a plus for me for sure. I think the R4 will house just about anything. I would be willing to spend up to about $120 or so, but of course the less I can get away with the better. I do not want a CLC. TIA for your replies.
Thanks for your answers. I've got what I need.

Thanks for your answers. I've got what I need.