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| Entrants for this seasons competition |
| North West Counties League - Division Two |
| Eccleshall |
| Football Conference - North |
| Hinckley United |
| Moor Green |
| Nuneaton Borough |
| Northern Premier League - Premier Division |
| Grantham Town |
| Northern Premier League - Division One |
| Belper Town |
| Gresley Rovers |
| Shepshed Dynamo |
| Southern Football League - Division One Midlands |
| Brackley Town |
| Chasetown |
| Malvern Town |
| Willenhall Town |
| Midland Football Alliance |
| Barwell |
| Coalville Town |
| Cradley Town |
| Loughborough Dynamo |
| Oadby Town |
| Quorn |
| Studley |
| Northern Counties (East) League - Premier Division |
| Arnold Town |
| Shirebrook Town |
| Northern Counties (East) League - Division One |
| Teversal |
| United Counties League - Premier Division |
| Blackstones |
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 Extra Preliminary Round |
| 19/08 | | Blackstones 1 - 1 Oadby Town |
| 19/08 | | Coalville Town 4 - 0 Studley |
| 19/08 | | Quorn 6 - 0 Arnold Town |
| 19/08 | | Teversal 0 - 3 Loughborough Dynamo |
| Replay |
| 22/08 | | Oadby Town 3 - 2 Blackstones |
| |
| Preliminary Round |
| 02/09 | | Coalville Town 0 - 0 Chasetown |
| 02/09 | | Eccleshall 0 - 2 Shepshed Dynamo |
| 02/09 | | Loughborough Dynamo 1 - 2 Willenhall Town |
| 02/09 | | Oadby Town 7 - 0 Cradley Town |
| 02/09 | | Quorn 3 - 0 Malvern Town |
| 02/09 | | Shirebrook Town 3 - 1 Barwell |
| Replay |
| 05/09 | | Chasetown 3 - 1 Coalville Town |
| |
| First Qualifying Round |
| 16/09 | | Gresley Rvrs 0 - 1 Quorn |
| 16/09 | | Oadby Town 4 - 2 Grantham Town |
| 16/09 | | Shepshed Dynamo 0 - 2 Chasetown |
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| Second Qualifying Round |
| 29/09 | | Moor Green 4 - 2 Hinckley Utd |
| 30/09 | | Belper Town 1 - 1 Quorn |
| 30/09 | | Oadby Town 0 - 6 Nuneaton Borough |
| Replay |
| 03/10 | | Quorn 3 - 1 Belper Town |
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| Third Qualifying Round |
| 14/10 | | Quorn 0 - 0 Brackley Town |
| Replay |
| 17/10 | | Brackley Town v Quorn |