Iphone 3g won't connect to itunes?

Well when it turn it on it just gives the message "iphone is disabled, please connect to itunes" because of too many wrong passwords. Then its all stupid when i plug it in to itunes it just says "tunes can't connect to iphone because it was locked with a passcode, please enter passcode" and i can't because its *** disabled?

You have to restore the phone. If you don't have a backup without the passcode you will lose your data. Sounds like you are trying to either back up or restore back up.