Which is the better MOBO?

I got an ASUS P5DL2-VM and MSI G41M4-F

Which one is best for these specs, and also I'm using this for a gaming setup:

WIN7 PROFESSIONAL 32-bit
1.86 Ghz Intel Core 2 Duo E6300 Conroe
G.SKILL 4GB (2 x 2GB) 240-Pin DDR2 SDRAM DDR2 800 (PC2 6400)
Zotac Geforce GT 430 1gb
600watt psu
WD5000 500gb HDD

It would nice if I didn't get recommendations to get other hardware and would just get an answer and why, thanks .

P.S: should I upgrade to 64-bit? I know I should, but I still want to keep my stuff.