Residents in parts of Victoria face a mammoth clean-up after a wild winter storm destroyed homes and left entire towns cut off.
A man was killed and many thousands left without power potentially for several days from the weather that first struck on Wednesday night.
The chaos and destruction stretched from the city to the suburbs, with evacuation orders still in place for some residents overnight as rivers threatened to flood from the drenching rain.
READ MORE: Man found dead in Victorian floodwaters
Melbourne's outer-east, the Dandenongs and East Gippsland were the hardest hit, as winds that sounded like "half a dozen semi-trailers" felled trees and heavy rain sparked flash floods.
"It looks like a catastrophe," Croydon local Andrew Fell said.
He inspected his house, which resembled a disaster site.
More than 160,000 were still without power on Thursday night.
In Gippsland, a man's body was found on Thursday afternoon after a member of the public notified police of a car inundated by floodwaters.
Victorians fear for their lives and homes
Thousands were forced to flee as properties and cars were destroyed in the ferocious conditions.
The State Emergency Service (SES) was inundated by more than 5000 calls and only 1000 volunteers on the ground.
Elaine Henderson and her daughter Kayla fled the storm in Kalorama and returned to a heartbreaking mess.
"It was really, really scary — it was like I was in some sort of movie, just trying to get out of here," Ms Henderson said.
"Coming and seeing my mum's house like this today, it's horrifying," Kayla said.
Gemma Moran was with her three-year-old daughter and her six-week-old son when murky brown floodwater started to rise around their Traralgon home.
She had to leave her partner and evacuate with the kids.
"I cried the whole way down. [There's] water everywhere, it'd be at least a metre up or more," Ms Moran told 9News.
"I'm freaking out."
The Gippsland mum said they were lucky to escape by boat.
"I've been panicking on the inside," she said.
"I am just glad we're out and on higher ground."
Power outages for many thousands
At least 164,000 homes across Victoria were without power on Thursday night and faced a wait of up to three days.
"Power's out, walking around with candles, phones are flat … living the dream," Mr Fell said in Croydon.
Commissioner of Energy Safe Victoria Marnie Williams said there's been "unprecedented damage to the back bone of the network", particularly around Gippsland, the eastern suburbs and eastern fringe of Melbourne near the Yarra Valley.
Phone companies are having the same issue.
Emergency Management Commissioner Michael Crisp warned people to avoid going near any fallen power lines as they were a "significant risk".
"I ask you all to be patient in relation to power," he said.
The rural town of Trentham, in the state's north-west, was quickly running out of water supply after a treatment plant lost power.
Residents were told to minimise water usage to conserve the supply as the provider works to restore services.
The mounds of debris blocking the town's roads were preventing Coliban Water from accessing the plant to switch to using the generator for power.
"We are continuing to experience several issues across our water services network," Coliban Water said in a statement.
Regional town told to 'evacuate now'
Earlier, VicEmergency urged people living and working near Traralgon Creek in Gippsland to leave and travel to a safe location as the creek was expected to rise to 5.3 metres.
A relief centre was set up at Traralgon Basketball Stadium for those who needed shelter and safety.
READ MORE: Severe wintry weather leaves Australia's south-east shivering
"Floodwaters are rapidly rising in the Traralgon Creek area," an emergency message read.
"If you live or work in the area you should evacuate now."
Mr Crisp said the evacuation notice had been issued for more than 200 homes near the creek.
"That situation of flash flooding, the risk to the community now, we're moving into riverine flooding," he said.
READ MORE: Masks still mandatory outdoors as Victoria records four new cases
Storm causes 'absolute carnage'
Winds over 100km/h uprooted trees, causing them to smash through houses and sprawl onto roads.
Of the more than 5000 calls for help, there were 3500 reports of trees down, about 500 reports of building damage, and about 150 calls for help in areas where there was severe flooding.
More than 3000 requests for assistance came from Melbourne's eastern and southern suburbs.
The severe weather warning spanned all the way from Sale to Ballarat, with 18 flood warnings across the state, six of those being major.
Some of the hardest-hit areas included Lilydale, Emerald and Croydon in Melbourne's outer-east, the Gippsland area, and Trentham in the state's north-west.
"What we have seen is a significant impact in relation to damaging winds and that heavy rainfall from the east of the state, right through to the west," Mr Crisp said.
Bureau of Meteorology (BoM) meteorologist Kevin Parkin said the wild weather overnight, a low-pressure system off the Tasman Sea, had similar characteristics to an East Coast low.
"It's these weather systems that result in the most significant heavy rain and flood events … but this had a nasty sting," he said.
"It had damaging to destructive winds that resulted in widespread vegetation damage."
Heavy rainfall triggered flood warnings for a number of rivers, with the Yarra River swamped with 241mm of rain.
Mount Dandenong was pelted with 271mm of rainfall.
"As a result of all this rainfall, a number of river systems are in flood. We have major flood warnings out for the Latrobe, for the Thompson, for the Avon and also for the McAllister as well," Mr Parkin said.
Acting Victoria Premier James Merlino said he did not get much sleep overnight as storms wreaked havoc in his area.
"It was a wild night in the Dandenongs. Not much sleep last night," he said.
"One of our scared children scrambled into bed."
He thanked the SES members "supporting Victorians right across the state".
"All of our emergency services are doing a brilliant job," he said.
"Thank you for the work you are doing in the most difficult of circumstances."
Tree crushes paramedic's vehicle
A paramedic escaped injury after a tree crushed his vehicle in Sherbrooke, Melbourne's outer-east.
Ambulance crews were en route to assist a woman and her son after they became trapped when a tree fell on their Olinda home just after 11pm on Wednesday.
"A number of trees fell as an Advanced Life Support (ALS) crew and a MICA vehicle travelled along Sherbrooke Rd," an Ambulance Victoria statement read.
"A falling tree struck the rear of the MICA vehicle and blocked the path of the ALS ambulance.
"The paramedic, while shaken, wasn't injured."
Brave police rescue injured mother and son
Police trekked about 1.5 kilometres in the Dandenong Ranges to rescue the injured mother and son after a tree fell on their home in Olinda.
The woman called Triple Zero just after 11pm in need of help after the tree branch came crashing through the roof of their home, entrapping her and her nine-year-old son.
"The woman who was upstairs, she was injured and received a head injury and was separated from her nine-year-old child who was downstairs," Sergeant Julie-Anne Newman told 3AW.
"Police were actually stuck themselves in between some fallen trees and couldn't get in or out, so they trekked over 1.5km through this weather and the risk of other trees falling, they made their way to this woman and child and were able to walk them out."
Police were also assisted by SES personnel who cleared a nearby road so officers could reach the scene to take the injured mother and son to paramedics.
"Please be vigilant on the roads. If you don't need to be on the roads today please don't drive in this extreme weather," Sergeant Newman said.
The mother and son were taken to Maroondah Hospital in a stable condition.
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