I think your best way to quiet the fan is to run it at +7 volts instead of the original +12 volts. It still provides cooling but at a lower RPM which reduces the noise a lot. It is simple to do; just connect the black fan wire to a +5 volt source instead of ground, providing a +7 difference of potential. A search of the web or AT should turn up more info on doing this as it is a common practice. As I recall, there was a site called quietpc or something like that that had detailed instructions and in the AT video forum, someone recently wrote about doing this to their BLORB GF3 fan. I do it for CPU and case fans and it works real good.