C:\DOCUME~1\Admin\LOCALS~1\Temp\pdk-1229781-1092\ is a fairly odd directory to be included in @INC!
Are you using Active State?

I guess so. But yes, as the others have indicated, you may need to install all required modules before you include them. Hmm, @INC seems a bit short on locations. Either that, or the modules aren't bundled correctly!? I haven't touched Perl Dev Kit though, which is how you're bundling - i think...