0 - All modified code have the tag UPGRADE on it. 1 - I Changed acts_as_versioned plugin code to the new one: http://github.com/technoweenie/acts_as_versioned/tree/master 2 - I removed the 'build_person' calls after create the user on UserTest 3 - The settings_items method generated a lot of bugs. Theses bugs are explained here: Solution 1: http://casperfabricius.com/site/2008/06/12/serialize-doesnt-play-nice-with-rails-21-partial-updates/ Solution 2: http://www.kalzumeus.com/2008/06/28/rails-fails-to-update-serialized-columns-on-save/ The problem is how rails is working with ActiveRecord. The serialization data was not save on database. I add this code send(self.class.settings_field.to_s + '_will_change!') on lib/acts_as_having_settings I used the solution 1. I choose solution number 2 for Environment model. I think it is more clear in this situation. I put the code: self.partial_updates = false on Environment model. 4 - acts_as_searchable -> find_by_contents I solved an incompatibility between paginate and geokit with an work around like this the one explained on the link: http://groups.google.com/group/will_paginate/browse_thread/thread/1bbb1f0c5810f1c1 5 - The test of this method 'theme_include' of application helper was not passing. I changed the tests - "should 'render theme footer' do" - " should 'ignore unexisting theme footer' do" to make the test usefull 6 - I changed the way as the product is created on ManageProducts controller. I removed the line: @product.build_image unless @product.image because the image was never saved. It don't have valid values to be saved.