Homes have been damaged after huge winds gusts described as a "mini-tornado" ripped through Ararat, in the state's central west, overnight.
Several homes, sheds and the local Mitre 10 store have been damaged.
The mini-tornado hit about 7.40pm, with the central street of McLellan Street worst hit.
Trees were uprooted and the sports clubrooms at Kokoda Park were also damaged.
No one was injured, but power lines came down and caused a blackout.
Ararat mayor Ian Wilson said some areas were still without power.
"It's a whole range of damage," he told radio station 3AW.
"We've had tiles blown of roofs and a fair bit of fencing has been knocked down."
The State Emergency Service responded to 80 calls for help across Victoria overnight as several intense storm cells moved across the state.
While Ararat and the Alpine peaks copped the worst of the wind, heavy rain soaked most regions.
Wilsons Promontory was lashed by 14.8 millimetres of rain in just half an hour from 4am on Wednesday, contributing to a total of 63mm in the past 24 hours.
Mount Hotham [63.4mm], Port Fairy [61.4mm] and Portland [54mm] have also recorded big totals.
Central Melbourne has had 13.6mm, with 17.2mm at Essendon Airport.
Severe weather warnings were removed on Wednesday morning, although more rain and moderate winds are expected in most areas, including the city.
Sunday is the only day in the next week not expected to feature showers.