Is your bitcoind running? If it is, you have maxed out on your bitcoind connection limit - try restarting your bitcoind.......

yes,, i was restarting bitcoind and still problem like that sir..

Is your bitcoind running on the same machine as your p2pool client? Also, have you port forwarded it's ports?

Yes ..my bitcoind and p2pool client on same machine ..how to forwarding port sir...?

What OS are you using? Please post your bitcoin .conf file.

this my screenshot sir

i was reading the other site about p2pool setting , we must remove rpcport and rpcallowip on bitcoin.conf, but still no effect..

I'm not 100% on the allowed characters for the RPC password, but I would stick with plain text...