Hello Anatol, AP> Hi. AP> I have absolutely the same problem (on WinXP). Gem process freezes and AP> downloads something from internet. And it is drive my crazy. So now I AP> download gems from rubyforge.net side by hands :( >> I am running Ruby 1.8.2 and RubyGems 0.8.10 on WinXP Home Edition. Sorry 0.8.10 was absolute crap. An index update could download upto 80 MB from a complete bandwidth overloaded website. Upgrade to the new RubyGems version, which is a little bit better, but it still has a problem with the update speed. -- Best regards, emailto: scholz at scriptolutions dot com Lothar Scholz http://www.ruby-ide.com CTO Scriptolutions Ruby, PHP, Python IDE 's