IPad2 freezing (not OS5 related, I promise!)

Hi, I'm having some troubles with my ipad2.  I, at some point, pretty much filled it up in terms of space.  That might have something to do with my issue.
When I plug it in to sync/update, itunes just freezes.  It sees the device, but any attempt to do anything in itunes won't work.  as soon as I pull the USB plug - itunes is back (running Windows 7).  I can use the iPad just fine outside of this issue.
Things I have tried:
- reset settings on ipad.  I left this run overnight, the progress bar never moved.  When I force a restart, it comes up ok and I can use it.
- reset settings and erase date.  Same as above, I let it run overnight, woke up and it was still just spinning.
- Completely uninstalled itunes on my pc.  Reinstalled - still nothing.
- Bunch of restarts of iTunes, pc, ipad, at varying times.
Still no luck!  Also, I noticed if I go into settings > about on the ipad, the count of songs and images never updates, it just says 'loading'.  I'm guessing it's an issue with the ipad itself, not itunes because of that (and my iphone syncs awesome).  Any thoughts?  I'd love any opinions before I have to buy a new one

Mine is doing the EXACT same thing EXCEPT i am using Lion not a PC.  Hope we can get this resolved.

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