HARTLEPOOL United striker Kevin Henderson returns to Burnley tonight insisting he has nothing to prove.

The former Morpeth front-runner swapped Turf Moor for Victoria Park last summer after being freed by Clarets' boss Stan Ternant.

Tonight he is part of the Pool squad looking to upset the odds and secure a Worthington Cup first-leg lead, and after becoming Chris Turner's first-choice striker he couldn't be happier with life in Division Three.

"I'm really looking forward to going back,'' he admitted. "I never really got a chance when I was there, but I don't think I have anything to prove to anyone.

"I was going to go to Scunthorpe on loan and then the manager called me back and I scored against Lincoln and he said he would look after me. But I knew the writing was on the wall before I left and even though I kept working hard and had a good rapport with the fans, it didn't make any difference.''

Henderson - who made 20 appearances for The Clarets as a substitute - opened his Pool account for the season in last Saturday's home defeat to Chesterfield and he admitted: "It is going to be very hard for us, but we showed last year against the likes of Crewe and Preston that we are capable of matching them.

"These are the sort of games we should be looking forward to because playing teams like Burnley every week is where we want to be in the next couple of years.

"If players can't lift their games in a stadium like that then they're wasting their time. There are still a few players there from my time, so I've still got mates there like Chris Brass and Craig Mawson and I talk to some of them every week.''

Burnley beat Wimbledon at Turf Moor last weekend and Pool boss Turner admitted: "It is a great opportunity to play in a tremendous stadium. It's a good chance to learn, but it's a mammoth task for us.

"Our aim this season is to get out of this division. We are not going to win the cup, but it would be nice to get through and to draw a big team in the next round.

"It's a good chance to put Saturday's result behind us and then prepare for Exeter on Saturday.''

Turner was yesterday given permission for on-loan Coventry defender Barry Ferguson to appear and Paul Arnison could be involved as he returns from injury.

Burnley's former Pool forward Lenny Johnrose faces a late fitness test and striker Andy Payton could start.

Pool (from): Hollund, Knowles, Ferguson, Westwood, Sharp, Robinson, Stephenson, Miller, Fitzpatrick, Henderson, Lormor, Williams, Shilton, McAvoy, Midgley, Tennebo, Arnison.

l SCARBOROUGH entertain Morecambe tonight in what could be the club's final game in professional football.

The club are almost £2m in debt and in 72 hours face a crucial creditors' meeting which will decide whether the club have a future.

The only hope of survival is if debtors agree a Creditors Voluntary Agreement which would see them collect only a percentage of their debt.

The biggest creditor is Brookes Mileson, who has said he is ready to provide more investment at the stricken club, but is also afraid if the deal is not accepted then the club will go to the wall.

However, with the Inland Revenue and Customs & Excise both owed large amounts, it is far from certain that the required 75 per cent majority will approve the proposals which will be put to the meeting.

It was revealed last night that the club also owes £17,000 in unpaid wages, owe Halifax Town £46,000 as part of the deal to re-sign striker Chris Tate and former chairman John Russell's sister-in-law is due £21,000 for looking after trainees.

The club have few assets which could be realised if the creditors vote it into insolvency. All the players would get free transfers and the McCain Stadium has a covenant in force from the 1920s when the club bought the land from the local council, which restricts its use to "sporting purposes "

Caretaker manager Neil Thompson said: "I am appealing to the fans to get behind the team and show the creditors that this town really wants a football club - who knows, if we can get 2,000 people down there, it will send a message that the club is worth saving.