I've been googling this for awhile. The most relevant post seems to be
this:

http://www.ruby-forum.com/topic/200151

I've updated gem to 1.3.5 and installed (from local) the rubygems-
update-1.3.5.gem and then ran gem update --system. The update gem said
it installed successfully and the gem update --system command returns
with 'Nothing to update'.  The above link mentioned that not
connecting to the gemcutter and s3.amazon sites could be a problem.
I've tested this, and I can't connect to them, I'm behind a firewall
at work.  Is this still a problem, even if the gem update --system
command returns with 'Nothing to update'?

At this point, I'm tempted to blow everything away and start from
scratch, if I knew that would resolve my gem errors somehow.  I've
recently got upgraded to rails 2.3.3, and now have run into this 'a
copy of ApplicationController has been removed from the module
tree'... error, and now because of this gem error it's difficult to
change versions of rails, which I need to in order to keep working.
Right now, I'm pretty unhappy with rails.

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