| saturday october 24 - 01:49 |  Wolverhampton #6 [7] | 3-4 | Cramlington Town [7] |
| saturday october 24 - 04:31 | Keighley United [7] | 1-1 | Liverpool [12] |
| saturday october 24 - 10:25 | Gloucester [7] | 6-1 | Ashton-in-Makerfield Town [2] |
| saturday october 24 - 11:29 | Havant United #2 [4] | 0-7 | Basildon United [12] |
| saturday october 24 - 13:40 | Coventry #6 [1] | 1-1 | Carlisle City #3 [4] |
| saturday october 24 - 16:16 | London United #7 [6] | 1-1 | Liverpool City #6 [6] |
| saturday october 24 - 19:46 | Leatherhead [9] | 2-1 | Brighton City #4 [6] |
| saturday october 24 - 20:15 | Failsworth City [0] | 1-2 | Blackpool United [3] |
| saturday october 24 - 20:15 | Atherton City [3] | 2-4 | Borg bride [7] |
| saturday october 24 - 20:48 | Hove City [5] | 2-4 | Mace Utd 2 [4] |
