I have done M/B upgrades under Win98 and it can be a mess. I have not done one under Win2k yet. You need to be prepared to reinstall EVERYTHING from scratch if it does not work. Even if it does work, it is better to install from scratch.
Having said that, the key thing is that the HAL.DLL (hardware abstraction layer) would be valid with the new M/B. The proper version of this DLL is selected during initial installation of the OS. Since you are staying in the Intel line it should be OK. I could be wrong.
You need to put drivers for all your hardware onto the hard drive in case you cannot acess the CD after the change out.
Next step is to go into Add/Remove Hardware prior to changing any hardware. Remove the existing hardware devices. You will probably need to remove everything. Once you have removed the devices this way, you can shutdown and change out the hardware. When Windows restarts, it will run the add new hardware wizard. It may run several times. It will need to find your M/B devices before it can find the devices attached to the M/B. There may be restarts in between sessions of finding hardware.
Even if this does work, you are likely to have a sub-optimally installed system. I would do this only if you want to get some performance boost now but will do a full re-install later when time constraints may be better. (You know that is a myth - there is never more time later.)
Please feel free to seek other opinions on this procedure. There is no warranty provided with this advice. You are at risk of losing data. Make backups and be prepared to reinstall everything from scratch.