I am trying to update my 3GS to the IOS 5 i keeping getting an error message while updating and it tells me i will lose eveything on my phone please help

I am trying to update my 3GS to the IOS 5 i keeping getting an error message(-50) while updating and it tells me i will lose eveything on my phone please help. my phone is IOS 4.3.5.

See if this Helps
Delete Photo Cache
http://support.apple.com/kb/TS1314
If on a Mac...
Goto  Home > Pictures > iPhoto Library...
Right Click and choose Show Package Contents...
Find  the Folder called  iPod Photo Cache and drag it to the Trash...
Close the Finder Window..

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