When Billy Devaney took over as general manager of the Rams and started his search for a new head coach, he knew whoever he hired would be dealing with a roster that needed a major overhaul.
Coach Steve Spagnuolo has spent the offseason getting the roster younger and trying to fill as many holes as possible. They also knew everything necessary wouldn’t happen 
in one offseason.
With training camp approaching, the area that appears to be in most need of upgrading is at wide receiver. The releases of Torry Holt and Drew Bennett, along with the decision not to re-sign Dane Looker and Dante’ Hall, left the Rams with a group headed by second-year players Donnie Avery and Keenan Burton, Laurent Robinson, who was acquired in a trade from Atlanta, Derek Stanley, who is battling back from a torn ACL suffered during the 2008 season, and fifth-round pick Brooks Foster. Tim Carter, a former second-round pick of the Giants, was signed in May after not playing during the 2008 season.
The offense will be built around running back Steven Jackson, and quarterback Marc Bulger will have to distribute the ball to everyone. That includes tight ends Randy McMichael and Daniel Fells, Jackson, and fullback Mike Karney.
OFFSEASON STANDOUT: Tight end Daniel Fells showed some flashes in 2008 after being signed off the Buccaneers’ practice squad, and showed he might be a dangerous weapon during OTAs. Fells has good size, speed and hands, and the West Coast offense being implemented by offensive coordinator Pat Shurmur will utilize the tight end. The question is whether he will able to produce on the field during games like he has in practice.
LINEUP WATCH: During OTAs rookie tackle Jason Smith and linebacker James Laurinaitis were both working with the second unit. Adam Goldberg was the first-team right tackle, with Chris Draft at middle linebacker. Both rookies are expected to be starting by the beginning of the season. On defense, that could result in Draft becoming the strong-side linebacker. During the offseason, Larry Grant and David Vobora got most of the snaps with the first team on the strong side.
ROOKIE IMPRESSIONS: Aside from Smith and Laurinaitis, cornerback Bradley Fletcher showed his athletic ability. When the pads come on, he will be watched closely to see how physical 
he plays at this level. Defensive tackle Darell Scott is being counted on to provide depth in the rotation. Foster also showed flashes at times, and could have competition from street free agents like Chad Lucas, Nate Jones and Jarrett Byers.
INJURY WATCH: Wide receiver Keenan Burton missed most of the OTAs because of a slight hamstring injury. He was bothered all last season by a knee injury, so he has to avoid being labeled as injury prone. Wide receiver Derek Stanley should be ready for the start of camp after rehabbing from a torn ACL.
CONTRACT TO WATCH: Tackle Jason Smith was the second pick in the draft, and followed quarterback Matthew Stafford, who has already signed with Detroit. The same firm that represents Stafford (CAA with Tom Condon and Ben Dogra), also are the agents for Smith. Also, free safety Oshiomogho Atogwe participated in the entire offseason program without having signed his franchise tender of $6.342 million. July 15 is the last date when franchise players can sign long-term deals.