[QUOTE=bnielsen40;20516310]Titanium backup is an app from the market. With it you can uninstall system apps, or simply "freeze" them, meaning they are still there but no longer allowed to run.
"Device management" is the system app that's notifying you of the available ota update.
So, to answer your original question, download titanium backup and use it to freeze device management in order to get rid of the ota notification.
All this assumes of course that you are rooted and running a custom ROM. If you aren't on a custom ROM, then I wouldn't understand your wanting to avoid the update, as it appears it doesn't affect your ability to root, and may not even unroot your device.
i wasn't trying to avoid it, i was originally trying to install it, but Clockwork wouldn't let me; a couple people in here tried to offer 'halfway' help, but stopped answering my questions, so i mainly just wanted to get rid of the nag, since the mod i flashed got me to 2.3.6 anyway.
turns out that Perfect Backup let me clear the Device Mgmt data, and that got rid of the nag. so i didn't have to pay for Titanium Backup (can't freeze stuff unless you pay for it).
so the resolution is that once i'd flashed to 2.3.6 the OTA was just in some kind of cache, i guess, and all i had to do was clear it.