The State Emergency Service (SES) is on high alert, with strong winds expected to buffet much of Victoria this morning.
Gusts of up to 110 kilometres per hour are forecast to hit regions stretching from the Wimmera to Gippsland.
Wind gusts could be a high as 130kph in alpine areas.
Flash flooding is also possible in parts of the northern country, north central and north-east districts later this afternoon.
Lachlan Quick from the SES says people should be careful as the front moves across the state.
"Definitely a little bit of rain with it but mostly the winds we're worried about," he said.
"So please don't park under trees or take shelter under trees if you're out and about, secure any objects around your property if you can and as always, never drive through floodwaters if you get stuck in that sort of element.
"With these ones we're going to see trees down over roads, building damage, trees down into buildings but there's also going to be warm air meeting up with cold air as this cold front comes through, which means some pretty significant thunderstorms as well."
© ABC 2013
13:56 EDT The southern capitals of Hobart and Adelaide have joined their eastern state counterparts ending January 2015 with above average rainfall.