BOSTON UNITED
Their start to Football League life has been shrouded in controversy with a £100,000 fine and four-point deduction for breaching FA rules over player contracts.
Last season's Conference champions, with assistant Neil Thompson taking over from suspended boss Steve Evans, have added experienced midfielders Tom Bennett and Neil Redfearn.
Though promoted clubs normally fare well, Boston could find themselves fighting against relegation.
BOURNEMOUTH
Financial problems have meant a squad cutting exercise but they were only just relegated last season and have plenty of capable players.
The Dorset club could well be one of the more successful of last season's Division Two teams and should be close to the play-offs.
They have so far added two young players in Alan Connell and Danny Bloomfield from Ipswich and Norwich but key midfielder Richard Hughes has departed.
BRISTOL ROVERS
Former Walsall boss Ray Graydon has stepped in for a major rebuilding job and will no doubt improve on the very poor Rovers side of last season who finished second from bottom.
The question is how his new players will gell but Graydon's reputation is such that the city club have to be fancied for a play-off challenge at least.
His key signings after releasing 15 players have included strikers Guiliano Grazioli and Paul Tait, centre-half Kevin Austin and right-back Danny Boxall.
BURY
A serious struggle for cash will probably see relegated Bury doing well to keep their heads above water, even at the lower level.
Boss Andy Preece has lost some experienced players, like Paul Reid, Sam Collins and keeper Paddy Kenny who is out on loan, without being able to make key signings.
He will be relying on some of his younger professionals and short-term arrivals to make a positive impact in Division Three.
CAMBRIDGE UNITED
The Us were fairly comprehensively relegated from Division Two as the bottom club and life is unlikely to be much easier this season.
Eleven players have gone to pastures new but manager John Taylor has been able to do little in the way of replacing them, though former West Ham youngster Omer Riza has impressed on trial.
If Cambridge cannot work their way out of last season's slump, their freefall may well be set to continue.
CARLISLE UNITED
Suddenly the gloom has lifted over the Cumbrians with the return of boss Roddy Collins after his promising first season in charge.
The takeover by John Courtenay from Michael Knighton is complete and, as the transfer embargo is lifted, Carlisle must busy themselves with signing players following the release of 15 in the summer.
Irish duo Trevor Molloy and Brian Shelley have been the first to join and Collins will hope to improve on last season's 17th position after the club looked doomed earlier in the summer.
DARLINGTON
Darlington have been after Paul Gascoigne again but the chances of snapping up the ex-England international seem similar to their own promotion prospects.
But then Tommy Taylor's men, despite losing key defender Paul Heckingbottom to Norwich, have the experience and guile to avoid the scrap at the other end.
They have added Halifax's Matt Clarke along with a couple of youngsters from Premiership clubs but must improve their away form.
EXETER CITY
Exeter seem to be heading in the right direction under promising manager John Cornforth and co-chairmen John Russell and spoon-bending Uri Geller.
The acquisition of veteran front-man Don Goodman and Newcastle youngster James Coppinger among others will also give their fans heart.
Whether the Devon side are ready for a play-off challenge after struggling in recent seasons is another matter but they may be a surprise package.
HARTLEPOOL UNITED
Chris Turner must be hoping to turn consistent play-off contenders Hartlepool into automatic promotion chasers this season.
The Hartlepool boss certainly has a firm base to work from with hardly any changes from last season's squad and a goal-hungry front-line including Gordon Watson and Eifion Williams.
Few would bet against them finishing in the top seven again but they should be capable of pushing automatically for Division Two this time.
HULL CITY
Former Harriers boss Jan Molby has received the full backing of chairman Adam Pearson and been very busy in revamping big-spending Hull into promotion favourites.
Northern Ireland's £230,000 forward Stuart Elliott is perhaps the most exciting signing from Motherwell, while everyone at Kidderminster knows how good Richie Appleby is.
The pressure will be on Molby to press for the title and that sheer expectation may be the only factor threatening to keep them out of the top three.
LEYTON ORIENT
The Londoners are looking to bounce back from a poor 18th-place finish last season but have had to reduce their squad like many other Division Three clubs.
Orient are still not exactly short of numbers though and Paul Brush has added Lincoln forward Lee Thorpe while losing midfield playmaker Jeff Minton.
They should be challenging for the play-offs but will clearly have to learn a number of lessons from their previous campaign when they conceded far too many goals.
LINCOLN CITY
Harriers' first Division Three opponents are still going after a turbulent spell of administration but their next battle could well be another against relegation.
Boss Keith Alexander, promoted after Alan Buckley was axed due to the cash crisis, has used his knowledge of the non-league game to boost his squad after the release of several experienced players.
How new signings Ben Futcher, Dene Cropper, Simon Yeo, Simon Weaver and Scott Willis cope with the step up is likely to have a large bearing on whether Lincoln avoid the bottom two.
MACCLESFIELD TOWN
Macclesfield finished mid-table last season and are unlikely to make much of an improvement unless their younger players can shine.
Little has changed at the Moss Rose although key midfielder Kevin Keen has retired and David Moss has signed Oldham youngster Lee Hardy and non-league goal ace Neil Robinson.
But with crowds among the lowest in the division, their promotion-winning days seem to be behind them and the bottom two seems more of a threat.
OXFORD UNITED
One of the major under-achievers in Division Three, times of playing the country's top clubs seemed light years away with a fourth-from-bottom position last season.
Manager Ian Atkins reacted by axing 10 players before signing midfielders David Oldfield, Bobby Ford and James Hunt, defenders Matt Robinson and Scott McNiven and former Shrewsbury striker Lee Steele.
As with Bristol Rovers, it would be a major surprise if Oxford were having to look over their shoulders again rather than aiming for the top places.
ROCHDALE
Rapid improvements have been seen at Rochdale in recent seasons and new boss Paul Simpson will aim to take them one step further with promotion.
The former Derby winger, in his first manager's job, has added centre-half Steve Macauley, midfield creator Lee Hodges and another good player in Chris Beech.
It could be a dream start for Simpson as Rochdale are among the best equipped player-wise to go for automatic promotion.
RUSHDEN & DIAMONDS
Rushden reached the play-offs in their first Division Three season and have to be fancied for another strong challenge this season.
Jamaican international Onandi Lowe's goals spearheaded their drive up the table but boss Brian Talbot has not gone on a summer signing spree despite freeing five players.
Many youth-team products are likely to be given a chance with rich owner Max Griggs seemingly closing his wallet for the time being.
SCUNTHORPE UNITED
The financial scrap in the lower ends of the Football League has certainly hit Brian Laws' Scunthorpe who ushered nine first-teamers out of Glanford Park at the end of last season.
Traditionally play-off contenders, the Lincolnshire side may find life harder going this season with less experience to fall back on in the squad.
They have signed ex-Bolton striker Paul Wheatcroft but incoming transfers have otherwise been scarce.
SHREWSBURY TOWN
Shrewsbury, the main local derby for Harriers this season, have come on in leaps and bounds under Kevin Ratcliffe to become tricky Division Three opposition.
They will be looking for at least a play-off place after narrowly missing out last season and boast vital experience with the likes of Nigel Jemson and Ian Woan as well as the young talent of striker Luke Rodgers.
But Shrewsbury have only added a keeper in Lee Kendall and could well find the top seven just out of reach again.
SOUTHEND UNITED
There was not much fun at the seaside for Southend last season and they could be staring at a bottom-half finish this time around.
However, Rob Newman's £10,000 signing of experienced goal-scorer Graeme Jones may prove to be vital.
There are still weaknesses in the squad which are likely to stop Southend from being top-seven contenders.
SWANSEA CITY
New manager Nick Cusack has been busy in the summer after Swansea finished fifth from bottom last season.
There have been plenty of players heading out of Vetch Field and no fewer heading in, including midfielders Matt Murphy, Paul Reid, David Moss and David Smith as well as strikers James Thomas and Jamie Wood.
The Welshmen should improve on their lowly position but may find reaching the top half a tall order.
TORQUAY UNITED
Another relegation scrap seems likely for Torquay who have often lived life on the edge in Division Three.
With Leroy Rosenior now at the helm, the Gulls waved goodbye to key midfielder Chris Brandon and have a small squad that may struggle if injuries hit.
They will hope loan signing Martin Gritton, signed from Plymouth, and company can lead them to a good start otherwise they could have a big fight on their hands.
WREXHAM
Experienced boss Denis Smith will be aiming to steer Wrexham back to Division Two after their relegation.
They are unlikely to take their new level by storm but they should have enough quality for a play-off shout and possibly more.
Striker Craig Faulconbridge has quit on a Bosman but they still have front-man Lee Jones, former Wolves midfielder Darren Ferguson and a host of Trinidad and Tobago internationals.
YORK CITY
York improved last season and are likely to go forwards rather than backwards under rich chairman John Batchelor.
But they are still several signings short of a top-seven squad after snapping up defenders Tom Cowan and Scott Jones.
If they can keep the talent they do have fit then it should certainly spell an end to any past relegation worries.
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