Sunderland's reward for their 7-0 drubbing of Cambridge in midweek is a third round trip to Premiership champions Arsenal.
Steve McClaren's in-form Middlesbrough face a tricky tie too as they travel to Portman Road to take on First Division Ipswich.
Excluded from the last round because of their Champions League commitments, Newcastle come into the competition and will entertain Everton at St James' Park.
Full third round draw:
Blackburn Rovers v Walsall
West Ham v Oldham
Newcastle United v Everton
Wigan Athletic v Manchester City
Sheffield United v Leeds United
Crystal Palace v Coventry City
Ipswich Town v Middlesbrough
Birmingham City v Preston
Arsenal v Sunderland
Burnley v Tottenham
Liverpool v Southampton
Wimbledon v Rotherham
Manchester United v Leicester City
Oxford United v Aston Villa
Chelsea v Gillingham
Fulham v Bury
All games will be played during the week beginning 4 November.
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