Upon updating your older project to Rails 3.2, one of the first things you will see is a deprecation notice in your logs: You have Rails 2.3-style plugins in vendor/plugins! Support for these plugins will be removed in Rails 4.0. Move them out and bundle them in your Gemfile, or fold them in to your app as lib/myplugin/* and config/initializers/myplugin.rb. See the release notes for more on this:h