Um, try a card from the X-fi series.... I myself just got the XtremeGamer and although I don't notice TOO much of a difference game wise from my Audigy 2 value, you definitely get better music playback...... As for headphones, it's really hard to recommend a good brand since there are so many manufactures and models out there....... Although, keep in mind, you're going to get what you paid for; cheap headphones come at the price of bass.....