ITunes saying iPod over capacity, iPod says different

Yesterday I accidentally deleted all of my podcasts.  I spent a considerable amount of time rebuilding everything, and as the delete happened, it deleted all of them off of my iPod Classic as well.
After rebuilding all of the stuff in iTunes, I went back to sync and it keeps saying the iPod is full.  Well, there are no podcasts in there which the thing was full of them before, and the iPod itself says there is 12GB of free space.  iTunes just keeps saying it is over capacity and the number keeps climbing. 
I have reset the iPod (confirm button + menu) and rebooted the iMac, so memories should be cleared.  I'm stumped.
iPod Classic is version 5.5, iMac is latest Sandy Bridge version, iTunes 10.4.1.

Which iPod is this?
You may want to format the iPod.
i

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