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The list of gems in the Gemfile is taken from http://www.ruby-forum.com/topic/393617. Other than the Gems and one model, this is an empty rails application. With Ruby 1.9.2-p180 installed with rvm, Rails takes 20 seconds to start (measured by 'rake'). Same for ruby-1.9.2-head. With REE 1.8.7, 'rake' runs in 7 seconds. If you want to profile it, install the ruby-prof gem and then do: ruby-prof `which rake` > /tmp/out Here is my profile output for 1.9.2: http://dl.dropbox.com/u/6607107/profile.txt