Trouble upgrading to IOS5

Hi, I am trying to update my ipad to IOS5. After 'preparing for backup' I get the following message: the media on this ipad cannot be backed up because there is not enough space on this computer to hold all the backed up files (11.20GB required, 6.95 available)....continuing with result in the loss of all media on this ipad.' When I check my itunes (version 10) all my apps, books, video, are already backed up. Anyone offer any advice? Many thanks.

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