Socket 7 fun

It occurs to me that I have a few spare parts kicking around including a K6III that are not in use. I do not, however have a working SS7 mobo. Can I get any recomendations? I'd like to have a board with the following:
-SDRAM capable
-ATA 66
-AGP slot
-onboard audio (don't give me that look!)
-Stability over Oclocking features

Also, a suggestion for PS wattage. I plan to run the K6III@350 (maybe higher), 128 megs of SDRAM, one HDD, one CD(or DVD) drive, a hardware MPEG2 decoder, and either a modem (If I loan it out) or a NIC.

TIA