Thanks Mr.Tom. Very clear and concise. Now I called few shops around (well -3) and what I get from there (sure they wanna sell) 32bits is just ~10.00US$ cheaper than a 64bits *if* available in stock (?). I believe the latest because they're really tech-freaks over here.
Why I want to upgrade is because this simple reason: I do 3D for fun; and I do it for a game engine (car racing) developed by ISI. Up to recently; their game engine (example F1 Challenge 99-02) was running smooth with my config. But their new version called GMotor2 (example rFactor game) is ramping under 10FPS because they have much better gfx; handle much more polies etc... In short; that's a new generation game with vector shading etc... There is an option in the command line to start the game to use dual-core; which was my primary objective; then 32/64 coming as a question. My board is said to support Athlon/Sempron and DDR400.
I do have an AGP and the MB does have PCI-e slot; but slow single speed; hence I would have to change it to upgrade my gfx system... Upgrading is always a spiral; put a foot in and you're totally wet

but I knew that.
The motherboard manual specs says I could put but haven't tried and I cant find someone who did try.
I dont have much other problem; my anti-viruses / spyware etc... packages are up to date; I de-fragment time to time (at least when it suggest to).
More brainstorm :d thanks!