Ray, Get the 64bit - at some point you may change your mind on being all 32bit. If I were to design your _VM appliance_ to balance cost/performance, I would get a single dual-core CPU and as much RAM as you would need to run the OSs you want + extra for overhead and future growth. And if you are going to run VMWare Server, use a pared down Linux (Centos is a good choice) as the host OS (ie no GUI).