Problem with setting my passcode on iPhone 4S

I got my handset upgraded to a brand new iPhone 4S today, and set it up by restoring it from a backup of my previous iPhone which was a 3G. Everything worked beautifully until I was prompted to set a passcode for my 4S: I entered the passcode I wanted, and then re-entered it as prompted but it said 'passcode could not be set (-1)'. This kept repeating over and over until I gave up and said I'd set the passcode later. But when I go into the settings > general > passcode lock and tap 'turn passcode on' it prompts me to enter my password, then re-enter it...but then goes back to the same menu as before with 'turn passcode on' - it just won't acitvate a passcode.
Does anyone know what might be going on? I've tried resetting, restoring, rebooting my phone - nothing has worked

i would do this, set the 4s up first as a new phone do all the settings etc so it works, dont sync apps etc
then after all that, put it into DFU and back up from 3gs, see if that helps?
maybe silly, but did u try passcode of old phone, was the old phone jailbroken?

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