Wind gusts of more than 100km/h have been recorded as a severe storm lashed Wangaratta, bringing down trees and flooding roads and businesses.
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It came as almost 50,000 Victorian homes and businesses were without power. Some were set to remain in the dark overnight as wild thunderstorms sweep across the state.
A severe thunderstorm warning was issued on Tuesday afternoon for Bendigo, Maryborough, Castlemaine, Kyneton, Ballarat, Bellarine Peninsula and greater Melbourne.
In Wangaratta, Wang's Best Bakery was among those to report flooding damage, meaning it will be unable to open on Wednesday, while the rural city's library was one of many sites to lose power.
One resident on social media described the storm as "insane".
A watch and act alert encouraged campers and residents in exposed parts of Echuca, Shepparton, Wangaratta, Bright, Mansfield and Mt Buller to take shelter and move to higher ground.
Powercor, which supplies power to 1.2 million Victorian homes and businesses, said a significant amount of lightning had also impacted the grid and its crews were working to fix more than 200 faults.
Meteorologist Miriam Bradbury said the risk of severe thunderstorms would persist into Wednesday but would contract into eastern Victoria and southeast NSW.
"As we go towards Thursday, the heavier rainfall is going to move up the NSW coast with the risk of storms continuing," she said.
"However, inland areas will see much patchier falls then they're expecting today."