Try a search of the archives here at Audiogon, which you can access by clicking on "more chat" at the bottom of the "forum topics". Several sites are devoted to headphone discussions, the best of which (in my opinion) is at www.head-fi.org
As with all things audio, it all depends on what you are looking for but there are several great sets of cans in your price range. Sennheiser HD600's are great for about $219 new here on Audiogon. Etymotic ER-4S or 4P earphones are fantastic for portable use ($269 new). Sony CD3000 is another well regarded product these days, for about $349 new on Ebay. There are many more, including electrostats such as Stax.
Headphone amps do make a big difference. Some great buys in the tube area are the Antique Sound Labs MG Head OTL for $349 new and the David Berning micro-ZOTL for $750 new. Both provide great opportunities for tube rolling and there are some very detailed threads at head-fi.org concerning each. For solid state, there are tons of choices. For the Senn 600's the Creek OBH11-SE works really well for about $280 new, and sometimes much less used here at Audiogon. A couple of the DIY'ers at head-fi make some amazing portable amps for dirt cheap (the META42 can be had for less than $200 and the CHA47 for about $75). Up the scale, there is the Sugden Headmaster for $850 new which can double as a nice preamp for your home system. Lots of choices. I'm just skimming the surface to get you started.
As far as your source, you will be much better off using your regular CD player (whatever you use at home) rather a portable CD player, but there are some good pcdp's if you want to go this route. Panasonic SL-CT 470 or 570 are good examples for about $120 if you can find them (both are out of production) because they have excellent line out sections. Sony D-EJ01 for about $200 new is a popular front loading pcdp (like the way your car CD player grabs your CD).
Also try www.headphone.com which is the cite for HeadRoom (a good brand of portable amps) for their very helpful guide to people getting started out with headphones (it's organized by the possible uses of headphones and that should help you to narrow your search).
Hope this helps.