Updating to iOS 4.2.1 Backup Problems?

I have an iPod Touch 2nd Gen. It is currently iOS 3.1.2 I am trying to update it to iOS 4.2.1
I synced it/backed it up right before i updated it & its taking a long to to back up for the update, then this message appears:
An error occurred while backing up this iPod (-4.........).
Would you like to continue to update this iPod without backup?
Continuing without backup will result in the loss of all contents on
this iPod.
So I clicked "Cancel" because I don't want to loose everything & I tried it again. Same message appeared. Updating to iOS5 for my brother/moms itouch 3g yesterday worked fine.
Any Answers?

All iTunes content on your iPhone - all music, movies, tv shows, and 3rd party apps should be in your iTunes library on your computer. iTunes content in your iTunes library cannot be erased when syncing an iPod, iPad, or iPhone, or when installing an iPhone firmware update. Regardless, it is a good idea to include your iTunes library with your computer's backup along with all other important data stored on an external drive or some other external media used for backup purposes only.
Did you have Sync Apps selected under the Apps tab for your iPhone sync preferences with iTunes? If so, after downloading an app with your iPhone the app will be copied to your iTunes library automatically the first time you sync your iPhone with iTunes after doing so.
No iTunes content on your iPhone - no music, movies, tv shows, podcasts, or 3rd party apps is included with your iPhone's backup, which is updated by iTunes as the first step during the iTunes sync process.
You can re-download a 3rd party app and you won't be charged again for a purchased app as long as you use the same iTunes account to re-download the app that was used to purchase the app originally.
http://support.apple.com/kb/HT2519

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Updating to iOS 4.2.1 Backup Problems?

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