A once in 50-years storm lashing South Australia's coastline will skip Victoria and head straight for NSW.
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The wild weather is forcing South Australians to batten down the hatches, but while rain and wind is beginning to hit Victoria's west, the worst of the storm will move north.
"The worst of the wind will certainly miss Victoria," Bureau of Meteorology senior forecaster Stephen King said.
"You could say it's a once in 50-years storm and it's affecting the coast of South Australia, but Victoria will largely miss out on that system.
"The wind belt will move to above Mildura and then head to NSW."
Saturated parts of northern, central and western Victoria are in for rainfall of up to 80mm from now until 9am on Thursday, and the bureau has issued weather warnings across the state.
"There is an intensifying low-pressure system over the (Great Australian) Bight to our west and that's reaching western Victoria this afternoon. There's actually already thunderstorms there now," Mr King said.
"Those thunderstorms will reach central Victoria around midnight with falls between 3am and 9am tomorrow."
While Melbourne can expect from 5 to 15mm of rain between 3am and 9am on Thursday - the worst-hit areas will be those that are trying to rebuild after recent floods.
"The heavier stuff will be in northern Victoria. We're expecting 20 to 40mm with possible falls of up to 80mm," Mr King said.
"That's where there are risks of flash flooding, partly because everything in the north is wet already so anything will cause minor flooding issues."
Damaging winds from 50 to 100km/h are predicted with thunderstorms extending east across Victoria early on Thursday morning.
A severe weather warning for "damaging winds and heavy rainfall" is in place for Central, Mallee, South West, Northern Country, North Central, North East and Wimmera forecast districts.
The worst-affected towns include Mildura, Horsham, Warrnambool, Bendigo, Shepparton, Seymour, Maryborough, Ballarat, Geelong, Melbourne, Wodonga and Wangaratta.
Port August in South Australia has been belted with wind gusts of up to 83km/h, with more thunderstorms to come.
Parts of the Eyre Peninsula have been pummelled with large hailstones.
Victoria's emergency services are watching the weather and are ready to respond, an SES spokesman said.
"One of the key things facing Victoria over the next couple of days is the weather scenario," Victorian emergency management commissioner Craig Lapsley said.
"Tie down those things that will be blowing around and could become missiles. Make sure you don't go near water that's flooding ...it's unsafe to drive in water, play in water."
Meanwhile, a "watch and act" alert has been issued for the Great Ocean Road, with the number of landslides since September 14 now more than 80.
"The largest was almost 1000 tonnes of material (50-70 truck loads). Ninety per cent of the landslides above the road have been assessed; 5 per cent below the road have been assessed due to difficulty in gaining access," the SES warning said.
"Significant stabilisation and road-clearing works have currently opened large sections of the Great Ocean Road to the public.
"VicRoads crews continue to work throughout the day, removing loose material from affected sites in the attempt to prevent further landslides occurring."
The SES is warning landslides continue to be a risk along sections of the road, but certain areas - including between Lorne and Cumberland River, and Separation Creek and Cumberland River - have been opened to small vehicles.
With the Age