Turn Off Automatic Backup And Speed Up iTunes Sync With iPhone, iPod Touch
Tired of the enormous time it takes to sync your iPhone or iPod Touch with your computer? As your music collection grows, so does the time needed to keep your device in sync with your PC. BackOff is a small free utility which lets you turn off the automatic backup process done by iTunes, thus speeding up the syncing.
While it looks attractive on the surface to turn on or off the automatic backup with a single click from BackOff’s interface, do keep in mind that one day if you accidentally lose the data on your iPhone or iPod Touch, you have no way of recovering it. In case you disable automatic backup to speed up the sync process, make sure you take regular manual backups of your iPhone or iPod Touch. You can do this by right clicking on your device in iTunes and selecting ‘Backup’.
BackOff works on both Windows (7, Vista, XP) and Mac OSX (Leopard, Snow Leopard, Tiger), with the latest version of iTunes 9.0.2. You can use BackOff with iPhone V1 3G/3GS and iPod Touch V1, V2, and V3.

You may want to do a manual backup of your entire iTunes music collection to a CD or DVD.
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SO glad i found this website i was so frustrated ! thanks