Severe winds in parts of the state could affect people in Maryborough, Castlemaine and Kyneton overnight and during Saturday.
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The Bureau of Meteorology said winds of 60-70 kilometres per hour, with gusts of up to 100 kilometres per hour could develop in areas above 500 metres.
BoM has issued a severe weather warning to residents of the region.
The State Emergency Service advised people to move their vehicles under cover or away from trees, secure loose items around their houses and yards, and keep clear of fallen power lines.
The northerly winds will increase ahead of a cold front which will move across Victoria during Saturday.
Winds are likely to increase in the far west of the warning area late on Friday night, then gradually extend to the east on Saturday morning.
They are likely to ease over the west by Saturday afternoon.
Between 10 and 35 millimetres of rain is forecast for Bendigo on Saturday, most likely in the morning and afternoon.
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