Australia's State Emergency Service warned residents southeast of Melbourne to prepare for evacuation, fearing the Bunyip River could overflow.
Heavy rain forced many people in the area to leave their homes due to rising floodwaters.
Authorities said they expected the waters to recede and that even if the Bunyip overflows it can recede quickly.
Flooding was partly blamed on a problem with a drainage system.
Area resident David Vandehoef said he had never seen so much flooding.
"I think the house down the corner there is under water," Vandehoef told the Australian Broadcasting Corp.