Installed IO.5.2, but phone still shows 4.2.1 after updating

I've installed the new 10.5.2 itunes and it shows on my computer (with Windows Vista) as the most recent version.  When I sync my 3G phone, however, it says that 4.2.1 is the most updated phone.  I want iCloud!  How do I resolve this?  I've restored the phone (twice), reinstalled itunes (twice) and repaired itunes (twice).  What am I missing?  I've had no trouble with my second iphone.  Just this one.

The 3G model can not be upgrade beyond 4.2.1. iOS 5 requires a 3GS or higher.
Stedman

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