Parts of Victoria are about to have a taste of the wild weather battering NSW.
Severe weather warnings have been issued for coastal areas in Gippsland and the Otways, with damaging winds and heavy rain forecast.
Melbourne could also be affected if a low pressure system moving south from NSW changes direction.
The rain and wind was due to arrive in Victoria on Tuesday afternoon and last into Wednesday.
"We won't see anywhere near the significant impacts of this system into Victoria that we've seen across NSW and Queensland," said senior forecaster Richard Russell from the Bureau of Meteorology.
"Having said that however, we will still see impacts into parts of Victoria as this system evolves.
"We'll see increasing rainfall ... that will continue to intensify."
Wilsons Promontory, Victoria's southern-most tip, and surrounding areas are set to be deluged with 150-200mm of rain over 24 hours to late Wednesday.
There is a flood watch for catchment areas in the affected regions and also a minor flood warning for the Snowy River catchment in the state's east.
While Melbourne will miss the worst of the rain and winds, that would change if the low pressure system shifts.
"It is critical where that low centre sits - so if that low centre does unfortunately move west of the 'Prom', the impact will be much higher in Melbourne," Mr Russell said.
He added that the forecast rainfall totals are seen in Victoria "once every few years".
The heavy rain will hit Gippsland areas that bore the brunt of last summer's bushfires, meaning increased risk of landslips and debris in catchment areas.