All it seems to be able to get is the dirs I set in inc_version_list

Ummm ... where/how is the setting of "inc_version_list" done ? (I'd be interested in trying to reproduce the problem, but I don't know what's entailed here. Is it just a matter of editing the inc_version_list entries in config.vc and config_H.vc before building ? Could it be that, if one does alter that value, then one is supposed to also specify the normal lib dirs as well ?)

But it doesn't have C:\pkg\common\lib\perl5\5.12.2 or C:\pkg\common\lib\perl5\site_perl\5.12.2 in @INC

From which I deduce that, in the Win32/Makefile, you've specified INST_ARCH    = \$(ARCHNAME)

I really don't know what I could be missing that would result in the primary lib dirs not being in @INC

It's interesting, however, that *one* of those directories (namely '.') is present.

I would think you could get around the problem by prepending the 2 missing @INC locations to PERL5LIB ... but I guess that's not the point.

Cheers,
Rob