Cooling capacity is dependent on air flow and the Ultimate has you covered. You have close to 300CFM of air at your command, so expect to notice the fans when you crank up the heat and with a cooler this size, a little fan noise just goes with the territory. Thermaltake has refined a few components to make the installation about as easy as it can be. The low profile Asetek pump looks good and is quiet. Even at a 4.5GHz overclock, the Ultimate still has some thermal room if your chip can handle a higher overclock.