hmm, now after i read more carefully what u wrote.. i don't want to do exacactly what u specify
I want MyModule.pm and myscript.pl to be outside of the .PAR so that i can change them often. And i want to use the .PAR for all of the CPAN modules we use.
'Cause we don't own the boxes were the scripts will be, it will be alot easier for use to deploy the scripts if common CPAN modules can be in a .par.
Now on the script...just for this reason I first use :

use FindBin qw($Bin);
use lib $Bin . "lib";
use MyModule;
[download]

and then :

use PAR '/path/to/test.par';
[download]

So that the script can find the module, outside the .par.
But as I already said when I execute the script outside the .par, I'm getting this 100%-cpu usage on stat64() call.
OK, i contunued my investigation to see exactly which is this 1ec196d6.pm module, after I checked the cache the file is the HTML::HeadParser module.
Now the more interesting part ;) If i go into the .par, delete this module from archive and start myscript.pl runs w/o a problem