UPDATE 2 This is a known bug/feature with the way Ruby 1.9.2 loads files. http://twitter.com/#!/rails/status/72801149769621504
update:
I have 3 rails 3 apps and i am migrating one from 2.3.8, the one on rails 2.3.8 loads in 4 seconds, and the branch that is halfway in rails 3 takes 12 seconds, all the other rails 3 projects take from 20 to 30 seconds to load, it is very depressing when i see a screencast where someone loads his rails app in 3 seconds, i have been pulling my hair ever since i migrated to rails 3 thinking it was my environment.