Wild winds are easing after battering Victoria overnight, prompting more than 150 calls for help.
There is also potential for major flooding in the state's east, with the Bureau of Meteorology warning about a system intensifying on Wednesday and Thursday.
"The last time we saw flooding of this (potential) magnitude through parts of west Gippsland was around 2012," Bureau of Meteorology Senior Forecaster Tom Delamotte said.
He added it was "quite unusual" for this time of year.
A severe weather warning for parts of the state's North East and Gippsland regions was cancelled early on Tuesday morning following strong overnight winds.
Alpine areas including Mt Buller and Mt William recorded wind gusts of more than 100km/h.
Closer to Melbourne, Kilmore (91km/h) and Fawkner (72km/h) north of the city were also hit by the powerful gusts.
The weather front brought about 25mm of rain to the townships of Portland and Dartmoor in southwest Victoria.
The Victorian SES received more than 150 calls for assistance due to the damaging winds.
Emerald, Sorrento and Gisborne on the outskirts of Melbourne were the worst affected areas.
Now Gippsland residents in the state's east are being warned of the potential for major flooding.
Emergency Services Meteorologist Kevin Parkyn said over the next 24-28 hours, a weather event known as a cyclogenesis will unfold over the Tasman Sea.
This rapid intensifying of a low-pressure system will bring heavy rain.
"We have a special name for this type of weather system and they're called east coast lows," he said.
"It's quite common and known by the Gippsland community and the emergency services because it's these events ... that result in heavy rain into Gippsland."
The weather system is expected to arrive on Wednesday and intensify during the night, with falls of 20-50mm forecast.
"As that rainfall intensifies Wednesday night into Thursday, that's when we are really concerned," Mr Parkyn said.
"The rain rates look heavy enough. Flash flooding through Gippsland, particularly the foothills, the Baw Baw Plateau, Strzelecki Ranges are a particular concern.
"So by Thursday lunchtime we could have seen cumulative totals right across the region of 100mm, with as much as 200mm for some of these more elevated locations."
Australian Associated Press