ITunes is reporting over capacity when I try and synch my iphone5.

iTunes is reporting over capacity when I try and sync my iphone5. The last time I did this I had 3GB free, so I know I have space. Interestingly, the only songs my iphone is reporting to have on it is the 11 U2 songs Apple gave me. I rebooted laptop [WIndows] and my phone.
Message was edited by: otismyman

Thank you.
None of the initial steps worked so I did a restore. Now my problem is it tells me my password is incorrect when I try the restore. I KNOW what my password is and yet it tells me it's wrong. My password to unlock the phone is the same as my iTunes password, so what other password could it be? Or is there some other issue. Very frustrating.

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Many site issues can be caused by corrupt cookies or cache.
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hi SENSEIMACK!
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Try Here...
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Hello Alark26,
Thanks for using Apple Support Communities.
If you're continuing to receive the error where you cannot connect to the iTunes Store, I'd like you to please follow the directions outlined below.
Troubleshoot issues in Windows
If you haven't been able to connect to the iTunes Store for more than a day (and other customers on our discussion boards aren't experiencing similar issues) a software or Internet service provider (ISP) configuration issue may be blocking your access to the iTunes Store. Find out which ports and servers need to be allowed for iTunes Store access.
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Drag the original hosts file to your desktop.
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When Notepad opens, choose Edit > Select All.
Choose Edit > Delete.
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Restart your computer and try connecting to the iTunes Store.
If you still can't connect to the iTunes Store, your security software or firewall may be blocking the ability of iTunes to communicate with the Internet. Learn how to resolve security software issues.
Learn more
If the steps above didn't resolve your issue, be sure that your specific alert isn't listed as a possible iTunes Store error. Then, if your issue is still unresolved, follow these steps.
Can't connect to the iTunes Store - Apple Support
Take care,
Alex H.

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ITunes is reporting over capacity when I try and synch my iphone5.

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